10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

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

For the Fiscal Year Ended December 31, 2023

or

☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File Number 001-35651

THE BANK OF NEW YORK MELLON CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	13-2614959
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

240 Greenwich Street

New York, New York 10286

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code – (212) 495-1784

Securities registered pursuant to Section 12(b) of the Act: Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	BK	New York Stock Exchange
6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities of Mellon Capital IV	BK/P	New York Stock Exchange
(fully and unconditionally guaranteed by The Bank of New York Mellon Corporation)
Securities registered pursuant to Section 12(g) of the Act:
None

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

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

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

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

    Large accelerated filer    ☒    Accelerated filer ☐

    Non-accelerated filer    ☐    Smaller reporting company ☐

        Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

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

As of June 30, 2023, the aggregate market value of the registrant’s common stock, $0.01 par value per share, held by non-affiliates of the registrant was $34,643,425,518.

As of January 31, 2024, 754,437,391 shares of the registrant’s common stock, $0.01 par value per share, were outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the following documents are incorporated by reference in the following parts of this Form 10-K:

    The Bank of New York Mellon Corporation 2024 Proxy Statement – Part III

    The Bank of New York Mellon Corporation 2023 Annual Report to Shareholders – Parts I, II and IV

Available Information

This Form 10-K filed by The Bank of New York Mellon Corporation (“BNY Mellon” or the “Company”) with the Securities and Exchange Commission (the “SEC”) contains the Exhibits listed on the Index to Exhibits beginning on page 14, including those portions of BNY Mellon’s 2023 Annual Report to Shareholders (the “Annual Report”) which are incorporated herein by reference. The Annual Report and BNY Mellon’s Proxy Statement for its 2024 Annual Meeting (the “Proxy”) will be available on our website at www.bnymellon.com. We also make available on our website, free of charge, the following materials:

•All of our SEC filings, including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and all amendments to these reports as soon as reasonably practicable after we electronically file such materials with, or furnish them to, the SEC pursuant to Section 13(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and any proxy statement mailed by us in connection with the solicitation of proxies;

•Our earnings materials and selected management conference calls and presentations;

•Other regulatory disclosures, including: Pillar 3 Disclosures (and Market Risk Disclosure contained therein); Liquidity Coverage Ratio Disclosures; Net Stable Funding Ratio Disclosures; Federal Financial Institutions Examination Council – Consolidated Reports of Condition and Income for a Bank with Domestic and Foreign Offices; Consolidated Financial Statements for Bank Holding Companies; and the Dodd-Frank Act Stress Test Results for BNY Mellon and The Bank of New York Mellon; and

•Our Corporate Governance Guidelines, Amended and Restated By-laws, Directors’ Code of Conduct and the Charters of the Audit, Finance, Corporate Governance, Nominating and Social Responsibility, Human Resources and Compensation, Risk and Technology Committees of our Board of Directors.

The contents of BNY Mellon’s website or any other websites referenced herein or in the Annual Report are not part of or incorporated by reference into this Form 10-K.

Forward-looking Statements

In this Form 10-K, and other public disclosures of BNY Mellon, words, such as “estimate,” “forecast,” “project,” “anticipate,” “likely,” “target,” “expect,” “intend,” “continue,” “seek,” “believe,” “plan,” “goal,” “could,” “should,” “would,” “may,” “might,” “will,” “strategy,” “synergies,” “opportunities,” “trends,” “ambition,” “aspiration,” “objective,” “aim,” “future,” “potentially,” “outlook” and words of similar meaning, may signify forward-looking statements. Some statements in this document are forward-looking. These include statements about the usefulness of Non-GAAP measures, the future results of BNY Mellon, our businesses, financial, liquidity and capital condition, results of operations, liquidity, risk and capital management and processes, goals, strategies, outlook, objectives, expectations (including those regarding our performance results, expenses, nonperforming assets, products, impacts of currency fluctuations, impacts of securities portfolio repositioning, impacts of trends on our businesses, regulatory, technology, market, economic or accounting developments and the impacts of such developments on our businesses, legal proceedings and other contingencies), human capital management (including related ambitions, objectives, aims and goals), effective tax rate, net interest revenue, estimates (including those regarding expenses, losses inherent in our credit portfolios and capital ratios), intentions (including those regarding our capital returns and expenses, including our investments in technology and pension expense), targets, opportunities, potential actions, growth and initiatives.

These forward-looking statements, and other forward-looking statements contained in other public disclosures of BNY Mellon (including those incorporated into this Form 10-K), are not guarantees of future results or occurrences, are inherently uncertain and are based upon current beliefs and expectations of future events, many of which are, by their nature, difficult to predict, outside of our control and subject to change. By identifying these statements in this manner, we are alerting investors to the possibility that our actual results may differ, possibly materially, from the anticipated results expressed or implied in these forward-looking statements as a result of a number of important factors, including those factors described in the Annual Report under “Management’s Discussion and

BNY Mellon 1

Analysis of Financial Condition and Results of Operations (“MD&A”) – Risk Factors,” such as:

•errors or delays in our operational and transaction processing, or those of third parties, may materially adversely affect our business, financial condition, results of operations and reputation;

•our risk management framework, models and processes may not be effective in identifying or mitigating risk and reducing the potential for losses and any inadequacy or lapse in our risk management framework, models and processes could expose us to unexpected losses that could materially adversely affect our results of operations or financial condition;

•a communications or technology disruption or failure within our infrastructure or the infrastructure of third parties that results in a loss of information, delays our ability to access information or impacts our ability to provide services to our clients may materially adversely affect our business, financial condition and results of operations;

•a cybersecurity incident, or a failure in our computer systems, networks and information, or those of third parties, could result in the theft, loss, disclosure, use or alteration of information, unauthorized access to or loss of information, or system or network failures. Any such incident or failure could adversely impact our ability to conduct our businesses, damage our reputation and cause losses;

•we are subject to extensive government rulemaking, policies, regulation and supervision that impact our operations. Changes to and introduction of new rules and regulations have compelled, and in the future may compel, us to change how we manage our businesses, which could have a material adverse effect on our business, financial condition and results of operations;

•regulatory or enforcement actions or litigation could materially adversely affect our results of operations or harm our businesses or reputation;

•our business may be adversely affected if we are unable to attract, retain, develop and motivate employees;

•a failure or circumvention of our controls, policies and procedures could have a material adverse effect on our business, financial condition, results of operations and reputation;

•weakness and volatility in financial markets and the economy generally may materially adversely affect our business, financial condition and results of operations;

•we are dependent on fee-based business for a substantial majority of our revenue and our fee-based revenues could be adversely affected by slowing market activity, weak financial markets, underperformance and/or negative trends in savings rates or in investment preferences;

•levels of and changes in interest rates have impacted, and will in the future continue to impact, our profitability and capital levels, at times adversely;

•we have experienced, and may continue to experience, unrealized or realized losses on securities related to volatile and illiquid market conditions, reducing our capital levels and/or earnings;

•reform of interest rate benchmarks and the use of alternative reference rates by us and our clients could adversely affect our business, financial condition and results of operations;

•the failure or perceived weakness of any of our significant clients or counterparties, many of whom are major financial institutions or sovereign entities, and our assumption of credit, counterparty and concentration risk, could expose us to credit losses and adversely affect our business;

•we could incur losses if our allowance for credit losses, including loan and lending-related commitment reserves, is inadequate or if our expectations of future economic conditions deteriorate;

•our business, financial condition and results of operations could be adversely affected if we do not effectively manage our liquidity;

•failure to satisfy regulatory standards, including “well capitalized” and “well managed” status or capital adequacy and liquidity rules more generally, could result in limitations on our activities and adversely affect our business and financial condition;

•the Parent is a non-operating holding company and, as a result, is dependent on dividends from its subsidiaries and extensions of credit from its IHC to meet its obligations, including with respect to its securities, and to provide funds for share repurchases, payment of income taxes and payment of dividends to its stockholders;

2 BNY Mellon

•our ability to return capital to shareholders is subject to the discretion of our Board of Directors and may be limited by U.S. banking laws and regulations, including those governing capital and capital planning, applicable provisions of Delaware law and our failure to pay full and timely dividends on our preferred stock;

•any material reduction in our credit ratings or the credit ratings of our principal bank subsidiaries, The Bank of New York Mellon, BNY Mellon, N.A. or The Bank of New York Mellon SA/NV, could increase the cost of funding and borrowing to us and our rated subsidiaries and have a material adverse effect on our business, financial condition and results of operations and on the value of the securities we issue;

•the application of our Title I preferred resolution strategy or resolution under the Title II orderly liquidation authority could adversely affect the Parent’s liquidity and financial condition and the Parent’s security holders;

•new lines of business, new products and services or transformational or strategic project initiatives subject us to new or additional risks, and the failure to implement these initiatives could affect our results of operations;

•we are subject to competition in all aspects of our business, which could negatively affect our ability to maintain or increase our profitability;

•our strategic transactions present risks and uncertainties and could have an adverse effect on our business, financial condition and results of operations;

•our businesses may be negatively affected by adverse events, publicity, government scrutiny or other reputational harm;

•ESG concerns, including climate change, could adversely affect our business, affect client activity levels, subject us to additional regulatory requirements and damage our reputation;

•impacts from geopolitical events, acts of terrorism, natural disasters, the physical effects of climate change, pandemics and other similar events may have a negative impact on our business and operations;

•tax law changes or challenges to our tax positions with respect to historical transactions may adversely affect our net income, effective tax rate and our overall results of operations and financial condition; and

•changes in accounting standards governing the preparation of our financial statements and future events could have a material impact on our reported financial condition, results of operations, cash flows and other financial data.

Investors should not place undue reliance on any forward-looking statement and should consider all risk factors discussed in the Annual Report and any subsequent reports filed with the SEC by BNY Mellon pursuant to the Exchange Act. All forward-looking statements speak only as of the date on which such statements are made, and BNY Mellon undertakes no obligation to update any statement to reflect events or circumstances after the date on which such forward-looking statement is made or to reflect the occurrence of unanticipated events.

BNY Mellon 3

THE BANK OF NEW YORK MELLON CORPORATION

FORM 10-K INDEX

PART I
Item 1.	Business	5
Item 1A.	Risk factors	7
Item 1B.	Unresolved staff comments	7
Item 1C.	Cybersecurity	8
Item 2.	Properties	8
Item 3.	Legal proceedings	8
Item 4.	Mine safety disclosures	8
PART II
Item 5.	Market for registrant’s common equity, related stockholder matters and issuer purchases of equity securities	9
Item 6.	[Reserved]	9
Item 7.	Management’s discussion and analysis of financial condition and results of operations	9
Item 7A.	Quantitative and qualitative disclosures about market risk	9
Item 8.	Financial statements and supplementary data	9
Item 9.	Changes in and disagreements with accountants on accounting and financial disclosure	9
Item 9A.	Controls and procedures	9
Item 9B.	Other information	10
Item 9C.	Disclosure regarding foreign jurisdictions that prevent inspections	10
PART III
Item 10.	Directors, executive officers and corporate governance	11
Item 11.	Executive compensation	12
Item 12.	Security ownership of certain beneficial owners and management and related stockholder matters	12
Item 13.	Certain relationships and related transactions, and director independence	12
Item 14.	Principal accountant fees and services	12
PART IV
Item 15.	Exhibit and financial statement schedules	13
Item 16.	Form 10-K summary	13
Index to exhibits		14
Signatures		20

PART I

ITEM 1. BUSINESS

Description of Business

The Bank of New York Mellon Corporation, a Delaware corporation (NYSE symbol: BK), is a global company headquartered in New York, New York, with $47.8 trillion in assets under custody and/or administration and $2.0 trillion in assets under management as of Dec. 31, 2023. With its subsidiaries, BNY Mellon has been in business since 1784.

We divide our businesses into three principal business segments: Securities Services, Market and Wealth Services and Investment and Wealth Management. We also have an Other segment, which includes the leasing portfolio, corporate treasury activities (including our securities portfolio), derivatives and other trading activity, corporate and bank-owned life insurance, renewable energy and other corporate investments and certain business exits.

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

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

•The Bank of New York Mellon, a New York state-chartered bank, which houses our Securities Services businesses, including Asset Servicing and Issuer Services and certain Market and Wealth Services businesses, including Treasury Services and Clearance and Collateral Management, as well as the bank-advised business of Investment Management; and

•BNY Mellon, National Association (“BNY Mellon, N.A.”), a national bank, which houses

our Wealth Management business and certain activities of our Pershing businesses.

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

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

BNY Mellon’s banking subsidiaries outside the United States are subject to regulation by non-U.S. regulatory authorities in addition to the Board of Governors of the Federal Reserve System (the “Federal Reserve”).  The Bank of New York Mellon SA/NV (“BNY Mellon SA/NV”) is the main banking subsidiary of The Bank of New York Mellon in continental Europe. It is authorized and regulated as a credit institution by the European Central Bank and the National Bank of Belgium under the Single Supervisory Mechanism and is also supervised by the Belgian Financial Services and Markets Authority for conduct of business rules. BNY Mellon SA/NV has its principal office in Brussels and branches in Amsterdam, the Netherlands; Copenhagen, Denmark; Dublin, Ireland; Frankfurt, Germany; the City of Luxembourg, Luxembourg; Madrid, Spain; Milan, Italy; Paris, France; and Wroclaw, Poland.  BNY Mellon SA/NV’s activities are in the Securities Services and Market and Wealth Services segments of BNY Mellon with a focus on global custody, asset servicing and collateral management. For additional discussion, see the “MD&A – Supervision and Regulation” section in the Annual Report.

Primary Subsidiaries

Exhibit 21.1 to this Form 10-K presents a list of BNY Mellon’s primary subsidiaries as of Dec. 31, 2023.

BNY Mellon 5

Human Capital Management

Our enduring ambition is to build the best global team—one that is inclusive of varying perspectives, backgrounds and experiences, and represents the increasingly varied markets and clients we serve. Our core objective is to empower our teams to do their best work, make unique contributions and build purposeful careers in an environment where they are treated with fairness, dignity and respect.

Belonging and Inclusion

Belonging and inclusion is integral to who we are as a company, what our people experience as members of our global team, and how we serve all of our stakeholders. Our strategy is not separate, but embedded in the way we do business, our operating model, talent experience and client value proposition.

We aim for fair inclusion by working with professional associations, educational institutions, think tanks and nonprofits to deepen engagement with Black, Hispanic/Latino, Asian, LGBT+, neuro-diverse individuals, people with disabilities and talent from other underrepresented backgrounds.

At the end of 2023, women were 40% of BNY Mellon’s global workforce and 44% of BNY Mellon’s U.S. workforce. Further, 39% of BNY Mellon’s U.S. workforce were from U.S. underrepresented ethnic and/or racial backgrounds.

At the end of 2023, 40% of BNY Mellon’s Executive Committee were women and 28% of BNY Mellon’s Executive Committee were from underrepresented ethnic and/or racial backgrounds.

Our Board of Directors is committed to fostering and maintaining its diversity. At the end of 2023, 40% of our Board of Directors were women and 30% of our Board of Directors was composed of individuals from underrepresented ethnic and/or racial backgrounds. In addition, four of BNY Mellon’s six standing committees of its Board of Directors are chaired by a diverse director based on race or gender.

Retention, Training and Development

We seek to attract and retain employees by providing a rewarding employee experience. We recognize that employees seek a supportive, safe and inclusive workplace, and we continually evaluate our employee

engagement and wellbeing programs in an effort to meet those expectations. We offer a 401(k) plan for U.S. employees and other defined contribution retirement plans worldwide, where consistent with market practice. We also maintain defined benefit plans for certain current and former employees, some of which are frozen (including in the U.S.). At Dec. 31, 2023, we had approximately 43,100 participants in our 401(k) plan, including former employees. In addition, our frozen U.S. defined benefit pension plan covered approximately 7,400 U.S. participants, and our non-U.S. defined benefit plans (some frozen) covered approximately 18,000 non-U.S. participants.

The Bank of New York Mellon Corporation has provided eligible employees an award of 10 restricted stock units (“RSUs”) or BK Shares. BK Shares is an equity grant that allows for eligible employees to become equity owners and share in the Company’s success.

At key career transition points, from internship to executive management, we offer programs and development opportunities to help employees advance their careers and progress within our organization. Our extensive training and development opportunities are designed to enable employees to grow professionally and advance within our organization.

We engage with employees to encourage innovation, show appreciation for their contributions, and gather feedback on how we can build a more rewarding, inclusive workplace. For example, we regularly gather feedback through an all-employee survey.

Employee Wellbeing, Health and Safety

BNY Mellon’s holistic approach to employee wellbeing is designed to create a healthy, resilient and vibrant workforce. Our programs are designed to provide employees access to resources to help improve their physical health, emotional resilience, financial wellbeing and social connections. Further, we work to ensure the safety of our employees and clients in all of our facilities.

BNY Mellon fosters a high-performance culture and supports employee work/life balance, while also delivering on our regulatory requirements and business imperatives. We endeavor to promote a collaborative and effective workplace for our people,

6 BNY Mellon

while continuing to embrace the concept of flexibility and enhancing our culture and commercial impact.

Employees and International Operations

Globally, at Dec. 31, 2023, BNY Mellon and its subsidiaries had approximately 53,400 full-time employees.

We pride ourselves on providing dedicated service through our multilingual sales, marketing and client service teams. At Dec. 31, 2023, approximately 55% of our total employees (full-time and part-time employees) were based outside the U.S., with approximately 11,000 employees in Europe, the Middle East and Africa (“EMEA”), approximately 18,400 employees in the Asia-Pacific region (“APAC”) and approximately 800 employees in other global locations, primarily Brazil.

Supervision and Regulation

Information on the supervision and regulation of BNY Mellon can be found in the “MD&A – Supervision and Regulation” section in the Annual Report, which is incorporated herein by reference.

Competition

BNY Mellon is subject to competition in all aspects and areas of our business. Our Securities Services and Market and Wealth Services businesses compete with domestic and international financial services firms that offer custody services, corporate trust services, clearing services, collateral management services, credit services, securities brokerage, foreign exchange services, derivatives, depositary receipt services and integrated cash management solutions and related products, as well as a wide range of technology service providers, such as financial services data processing firms. Our Investment and Wealth Management business competes with domestic and international investment management and wealth management firms, hedge funds, investment banking companies and other financial

services companies, including trust banks, brokerage firms and insurance companies, as well as a wide range of technology service providers.

Competition in the financial services industry continues to be intense. Competition is based on a number of factors including, among others, customer service and convenience, transaction execution, capital or access to capital, quality and range of products and services offered, performance, technological innovation and expertise, price, reputation and lending limits. Competition also varies based on the types of clients, customers, industries and geographies served. Our ability to continue to compete effectively also depends in large part on our ability to attract new employees, retain, develop and motivate our existing employees, amid heightened regulatory restrictions and an inflationary environment. Our competitive position may be affected by institutions that are not similarly subject to extensive regulation, and as further technological advances enable more companies to provide financial services.

For additional discussion regarding competition, see “MD&A – Risk Factors – Operational Risk – Our business may be adversely affected if we are unable to attract, retain, develop and motivate employees” and “MD&A – Risk Factors – Strategic Risk – We are subject to competition in all aspects of our business, which could negatively affect our ability to maintain or increase our profitability” in the Annual Report, which are incorporated herein by reference.

ITEM 1A. RISK FACTORS

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

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

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ITEM 1C. CYBERSECURITY

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

ITEM 2. PROPERTIES

Our corporate headquarters, located at 240 Greenwich Street in New York City, is a 23-story building of approximately 1.2 million square feet that we own.

We have additional offices and commercial space in the U.S. and elsewhere in the Americas, primarily Brazil and Canada, which together consist of approximately 5.0 million square feet of leased and owned space.

In the EMEA region, we have offices that total approximately 1.3 million square feet of leased and owned space, and we have 1.4 million square feet of leased space in the APAC region.

Our global facilities are used across our business segments for corporate purposes. In the preceding paragraphs, square footage figures do not include excess space that has been vacated and/or subleased to third parties. We regularly evaluate our space capacity in relation to current and projected needs. We have incurred and may in the future incur costs if we reduce our space capacity or commit to, or occupy, new properties in locations in which we operate and dispose of existing space. These costs may be material to our operating results in a given period.

ITEM 3. LEGAL PROCEEDINGS

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

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

8 BNY Mellon

PART II

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

Our common stock is listed on the New York Stock Exchange under the ticker symbol BK. As of Jan. 31, 2024, there were 21,154 holders of record of our common stock.

Additional information about our common stock, including additional information about share repurchases and existing Board of Directors authorizations with respect to purchases by us of our common stock and other equity securities is provided in the “Capital – Issuer purchases of equity securities” section in the MD&A in the Annual Report and Note 15 of the Notes to Consolidated Financial Statements in the Annual Report, which portions are incorporated herein by reference. Share repurchases may be executed through open market repurchases, in privately negotiated transactions or by other means, including through repurchase plans designed to comply with Rule 10b5-1 and other derivative, accelerated share repurchase and other structured transactions.

ITEM 6. [RESERVED]

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

The information required by this Item is set forth in the MD&A and Notes 3, 6, 12, 14, 19, 22 and 23 of the Notes to Consolidated Financial Statements in the Annual Report, which portions are incorporated herein by reference.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

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

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Reference is made to Item 15 on page 13 hereof for a detailed listing of the items under Exhibits and Financial Statements, which are incorporated herein by reference.

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

Not applicable.

ITEM 9A. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Our management, including the Chief Executive Officer and Chief Financial Officer, with participation by the members of the Disclosure Committee, has responsibility for ensuring that there is an adequate and effective process for establishing, maintaining, and evaluating disclosure controls and procedures that are designed to ensure that information required to be disclosed by us in our SEC reports is timely recorded, processed, summarized and reported and that information required to be disclosed by BNY Mellon is accumulated and communicated to BNY Mellon’s management to allow timely decisions regarding the required disclosure. In addition, our ethics hotline can be used by employees and others for the anonymous communication of concerns about financial controls or reporting matters. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.

As of Dec. 31, 2023, an evaluation was carried out under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures as defined in Rule 13a-15(e) of the Exchange Act. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective.

BNY Mellon 9

Changes in Internal Control over Financial Reporting

In the ordinary course of business, we may routinely modify, upgrade or enhance our internal controls and procedures for financial reporting. There have not been any changes in our internal control over financial reporting as defined in Rule 13a-15(f) of the Exchange Act during the fourth quarter of 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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

See “Report of Management on Internal Control Over Financial Reporting” and “Report of Independent Registered Public Accounting Firm” on pages 121 and 122 of the Annual Report, each of which is incorporated herein by reference.

ITEM 9B. OTHER INFORMATION

(a)    On Feb. 23, 2024, the Human Resources and Compensation Committee of the Board of Directors of The Bank of New York Mellon Corporation (the “Corporation”) amended and restated the Executive Severance Plan (the “ESP”), effective March 1, 2024. The ESP maintains the same severance components and

formula. Updates are to the “Pro-Rata Annual Incentive Award” that is provided under the ESP for the year of termination that is revised to include eligibility for a full pro-rated amount of such award (cash and deferred), to align the ESP’s definition of “Cause” with the definition for such term in the participant’s most recently granted equity award agreement, and to effectuate certain other changes. The foregoing summary of the amendments is qualified in its entirety by reference to the amended and restated ESP, which is filed herewith as Exhibit 10.30 and incorporated herein by reference.

(b)    Certain of our officers or directors have made elections to participate in, and are participating in, our dividend reinvestment plan, employee stock purchase plan and 401(k) plan, and have made, and may from time to time make, elections to have shares withheld to cover withholding taxes or pay the exercise price of stock awards, which may be designed to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act or may constitute non-Rule 10b5-1 trading arrangements (as defined in Item 408(c) of Regulation S-K).

ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

10 BNY Mellon

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The information required by this Item is included below and in the Proxy in the following sections: “Delinquent Section 16(a) Reports” under the heading “Additional Information – Information on Stock Ownership;” “Background” under the heading “Item 1 – Election of Directors – Resolution;” “Nominees” under the heading “Item 1 – Election of Directors;” and “Board Meetings and Committee Information – Committees and Committee Charters” and “– Audit Committee” under the heading “Item 1 – Election of Directors – Corporate Governance and Board Information,” which are incorporated herein by reference.

CODE OF ETHICS

We have adopted a code of ethics for our employees which we refer to as our Code of Conduct. The Code of Conduct applies to all employees of BNY Mellon or an entity that is more than 50% owned by us, including our Chief Executive Officer (principal executive officer), Chief Financial Officer (principal financial officer) and Controller (principal accounting officer). The Code of Conduct is posted on our

website at https://www.bnymellon.com/content/dam/bnymellon/documents/pdf/csr/employee-code-of-conduct.pdf. We also have a code of ethics for our directors, which we refer to as our Directors’ Code of Conduct. The Directors’ Code of Conduct applies to all directors of BNY Mellon. The Directors’ Code of Conduct is posted on our website at https://www.bnymellon.com/content/dam/bnymellon/documents/pdf/investor-relations/directors-code-of-conduct.pdf. We intend to disclose on our website any amendments to or waivers of (i) the Code of Conduct relating to executive officers (including the officers specified below) and (ii) the Directors’ Code of Conduct relating to our directors.

INFORMATION ABOUT OUR EXECUTIVE OFFICERS

The position of Chief Executive Officer is held for the year for which the Board of Directors was elected and until the appointment and qualification of a successor or until earlier death, resignation, disqualification or removal. All other executive officers serve at the pleasure of the appointing authority. No executive officer has a family relationship to any other executive officer or director.

Name	Age	Positions and offices
Catherine Keating	62	Ms. Keating has served as Senior Executive Vice President and Global Head of Wealth Management at BNY Mellon since July 2018. From February 2015 to June 2018, Ms. Keating was the Chief Executive Officer of Commonfund.
Jayee Koffey	43	Ms. Koffey has served as Senior Executive Vice President, Global Head of Enterprise Execution and Chief Corporate Affairs Officer since February 2023. Ms. Koffey served as Head of the Executive Office and Company Chief of Staff from August 2022 to February 2023. Previously, from 2011 to July 2022, Ms. Koffey worked at The Goldman Sachs Group, Inc., most recently as Chief Enterprise Risk Officer.
Senthil Kumar	58	Mr. Kumar has served as Senior Executive Vice President and Chief Risk Officer of BNY Mellon since July 2019. Mr. Kumar served as Chief Risk Officer of the Institutional Clients Group at Citigroup Inc. from April 2014 to June 2019.
Kurtis R. Kurimsky	50	Mr. Kurimsky has served as Vice President and Controller of BNY Mellon since July 2015.
J. Kevin McCarthy	59	Mr. McCarthy has served as Senior Executive Vice President and General Counsel of BNY Mellon since April 2014.
Dermot McDonogh	58	Mr. McDonogh has served as Senior Executive Vice President of BNY Mellon since October 2022 and as Chief Financial Officer of BNY Mellon since February 2023. From 2015 to July 2022, Mr. McDonogh served as the Chief Operating Officer of the Europe, Middle East, and Africa region for Goldman Sachs International and as the Chief Executive Officer of Goldman Sachs International Bank.

BNY Mellon 11

Name	Age	Positions and offices
Roman Regelman	52	Mr. Regelman has served as Senior Executive Vice President and Global Head of Securities Services and Digital of BNY Mellon since April 2023. Mr. Regelman previously served as Chief Executive Officer of Asset Servicing, Issuer Services and Digital from April 2022 to April 2023 and Chief Executive Officer of Asset Servicing and Head of Digital from January 2020 to April 2022. From September 2018 to January 2020, Mr. Regelman served as Senior Executive Vice President and Head of Digital.
Hanneke Smits	57	Ms. Smits has served as Senior Executive Vice President and Global Head of Investment Management at BNY Mellon since October 2020 and served as the Chief Executive Officer of Newton Investment Management from August 2016 to September 2020.
Robin Vince	52	Mr. Vince has served as President and Chief Executive Officer of BNY Mellon since September 2022, and as President and Chief Executive Officer-Elect from March 2022 until September 2022. Previously, Mr. Vince was Vice Chair and Chief Executive Officer of Global Market Infrastructure at BNY Mellon since October 2020. From 1994 until September 2020, Mr. Vince worked at Goldman Sachs, most recently as Chief Risk Officer and a member of the Management Committee.

ITEM 11. EXECUTIVE COMPENSATION

The information required by this Item is included in the Proxy in the following sections: “Director Compensation” under the heading “Item 1 – Election of Directors;” “Compensation Discussion & Analysis” and “Executive Compensation Tables and Other Compensation Disclosures” under the heading “Item 2 – Advisory Vote on Compensation;” “Board Meetings and Committee Information – Committees and Committee Charters” and “– Human Resources and Compensation Committee” under the heading “Item 1 – Election of Directors – Corporate Governance and Board Information,” which are incorporated herein by reference. The information incorporated herein by reference to the section “Report of the HRC Committee” under the heading “Item 2 – Advisory Vote on Compensation – Compensation Discussion & Analysis” is deemed furnished hereunder.

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

The information required by this Item is included in the Proxy in the following sections: “Equity Compensation Plans” and “Information on Stock Ownership” under the heading “Additional Information,” which are incorporated herein by reference.

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

The information required by this Item is included in the Proxy in the following sections: “Business Relationships and Related Party Transactions Policy” and “Director Independence” under the heading “Item 1 – Election of Directors – Corporate Governance and Board Information;” and “Board Meetings and Committee Information – Committees and Committee Charters,” “– Audit Committee,” “– Corporate Governance, Nominating and Social Responsibility Committee” and “– Human Resources and Compensation Committee” under the heading “Item 1 – Election of Directors – Corporate Governance and Board Information,” which are incorporated herein by reference.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

The information required by this Item is included in the Proxy in the following section: “Item 3 – Ratification of KPMG LLP,” which is incorporated herein by reference. KPMG LLP’s Public Company Accounting Oversight Board (“PCAOB”) firm identification number is 185.

12 BNY Mellon

PART IV

ITEM 15. EXHIBIT AND FINANCIAL STATEMENT SCHEDULES

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

(1)(2)	Financial Statements and Schedules	Page No.
	Consolidated Income Statement	124-125
	Consolidated Comprehensive Income Statement	126
	Consolidated Balance Sheet	127
	Consolidated Statement of Cash Flows	128
	Consolidated Statement of Changes in Equity	129-130
	Notes to Consolidated Financial Statements	131-203
	Report of Independent Registered Public Accounting Firm	204
(3)	Exhibits
	See (b) below.

(b)    The exhibits listed on the Index to Exhibits on pages 14 through 19 hereof are incorporated by reference or filed or furnished herewith in response to this Item.

(c)    Other Financial Data

None.

ITEM 16. FORM 10-K SUMMARY

None.

BNY Mellon 13

INDEX TO EXHIBITS

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

Exhibit	Description	Method of Filing
3.1	Restated Certificate of Incorporation of The Bank of New York Mellon Corporation.	Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on July 2, 2007, and incorporated herein by reference.
3.2	Certificate of Amendment to The Bank of New York Mellon Corporation’s Restated Certificate of Incorporation, as filed with the Secretary of State of the State of Delaware on April 9, 2019.	Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on April 10, 2019, and incorporated herein by reference.
3.3	Certificate of Designations of The Bank of New York Mellon Corporation with respect to the Series A Noncumulative Preferred Stock, dated June 15, 2007.	Previously filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on July 5, 2007, and incorporated herein by reference.
3.4	Certificate of Designations of The Bank of New York Mellon Corporation with respect to the Series F Noncumulative Perpetual Preferred Stock, dated July 29, 2016.	Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on Aug. 1, 2016, and incorporated herein by reference.
3.5	Certificate of Designations of The Bank of New York Mellon Corporation with respect to the Series G Noncumulative Perpetual Preferred Stock, dated May 15, 2020.	Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on May 19, 2020 and incorporated herein by reference.
3.6	Certificate of Designations of The Bank of New York Mellon Corporation with respect to the Series H Noncumulative Perpetual Preferred Stock, dated Nov. 2, 2020.	Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on Nov. 3, 2020 and incorporated herein by reference.
3.7	Certificate of Designations of The Bank of New York Mellon Corporation with respect to the Series I Noncumulative Perpetual Preferred Stock, dated Nov. 16, 2021.	Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on Nov. 18, 2021, and incorporated herein by reference.

14 BNY Mellon

INDEX TO EXHIBITS (continued)

Exhibit		Description	Method of Filing
3.8		Amended and Restated By-Laws of The Bank of New York Mellon Corporation, as amended and restated on Aug. 8, 2023.	Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on Aug. 11, 2023, and incorporated herein by reference.
4.1		None of the instruments defining the rights of holders of long-term debt of the Parent or any of its subsidiaries represented long-term debt in excess of 10% of the total assets of the Company as of Dec. 31, 2023. The Company hereby agrees to furnish to the Commission, upon request, a copy of any such instrument.	N/A
4.2		Description of the Company’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.	Filed herewith.
10.1	*	Deferred Compensation Plan for Non-Employee Directors of The Bank of New York Company, Inc.	Previously filed as Exhibit 10(s) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended Dec. 31, 1993, and incorporated herein by reference.
10.2	*	Amendment effective as of Nov. 8, 1994 to Deferred Compensation Plan for Non-Employee Directors of The Bank of New York Company, Inc.	Previously filed as Exhibit 10(z) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended Dec. 31, 1994, and incorporated herein by reference.
10.3	*	Amendment effective Feb. 11, 1997 to Deferred Compensation Plan for Non-Employee Directors of The Bank of New York Company, Inc.	Previously filed as Exhibit 10(j) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended Dec. 31, 1996, and incorporated herein by reference.
10.4	*	Amendment to Deferred Compensation Plan for Non-Employee Directors of The Bank of New York Company, Inc. effective as of July 11, 2000.	Previously filed as Exhibit 10(d) to The Bank of New York Company, Inc.’s Quarterly Report on Form 10-Q (File No. 001-06152) for the quarter ended Sept. 30, 2000, and incorporated herein by reference.
10.5	*	Amendment effective as of Nov. 12, 2002 to Deferred Compensation Plan for Non-Employee Directors of The Bank of New York Company, Inc.	Previously filed as Exhibit 10(yy) to The Bank of New York Company, Inc.’s Annual Report on Form 10-K (File No. 001-06152) for the year ended Dec. 31, 2003, and incorporated herein by reference.
10.6	*	The Bank of New York Mellon Corporation Deferred Compensation Plan for Directors, effective Jan. 1, 2008.	Previously filed as Exhibit 10.71 to the Company’s Annual Report on Form 10-K (File No. 000-52710) for the year ended Dec. 31, 2007, and incorporated herein by reference.

BNY Mellon 15

INDEX TO EXHIBITS (continued)

Exhibit		Description	Method of Filing
10.7	*	The Bank of New York Mellon Corporation Deferred Compensation Plan for Employees.	Previously filed as Exhibit 4.4 to the Company’s Form S-8 (File No. 333-149473) filed on Feb. 29, 2008, and incorporated herein by reference.
10.8	*	Form of Long-Term Incentive Plan Deferred Stock Unit Agreement for Directors of The Bank of New York Mellon Corporation.	Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 000-52710) for the quarter ended June 30, 2008, and incorporated herein by reference.
10.9	*	The Bank of New York Mellon Corporation Policy Regarding Shareholder Approval of Future Senior Officers Severance Arrangements, effective July 12, 2010.	Previously filed as Exhibit 99.3 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on July 16, 2010, and incorporated herein by reference.
10.10	*	The Bank of New York Mellon Corporation Defined Contribution IRC 401(a)(17) Plan (as amended and restated).	Previously filed as Exhibit 10.69 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended Dec. 31, 2015, and incorporated herein by reference.
10.11	*	Form of Amended and Restated Indemnification Agreement with Directors of The Bank of New York Mellon Corporation.	Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended June 30, 2016, and incorporated herein by reference.
10.12	*	Form of Amended and Restated Indemnification Agreement with Executive Officers of The Bank of New York Mellon Corporation.	Previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended June 30, 2016, and incorporated herein by reference.
10.13	*	The Bank of New York Mellon Corporation Executive Severance Plan, as amended on Feb. 12, 2018.	Previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on Feb. 13, 2018, and incorporated herein by reference.
10.14	*	The Bank of New York Mellon Corporation 2019 Long-Term Incentive Plan.	Previously filed as Annex C to the Company’s definitive Proxy Statement on Schedule 14A filed on March 8, 2019 and incorporated herein by reference.
10.15	*	The Bank of New York Mellon Corporation 2019 Executive Incentive Compensation Plan.	Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended Sept. 30, 2019, and incorporated herein by reference.
10.16	*	2020 Form of Performance Share Unit Agreement.	Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended Sept. 30, 2020, and incorporated herein by reference.
10.17	*	2020 Form of Restricted Stock Unit Agreement.	Previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended Sept. 30, 2020, and incorporated herein by reference.

16 BNY Mellon

INDEX TO EXHIBITS (continued)

Exhibit		Description	Method of Filing
10.18	*	Letter Agreement, dated Aug. 19, 2020, between The Bank of New York Mellon Corporation and Robin Vince.	Previously filed as Exhibit 10.49 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended Dec. 31, 2020, and incorporated herein by reference.
10.19	*	2021 Form of Performance Share Unit Agreement.	Previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended June 30, 2021, and incorporated herein by reference.
10.20	*	2021 Form of Restricted Stock Unit Agreement.	Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended June 30, 2021, and incorporated herein by reference.
10.21	*	2022 Form of Performance Share Unit Agreement.	Previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended Sept. 30, 2022, and incorporated herein by reference.
10.22	*	2022 Form of Restricted Stock Unit Agreement.	Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended Sept. 30, 2022, and incorporated herein by reference.
10.23	*	Amendment, dated Aug. 30, 2022, to Letter Agreement between The Bank of New York Mellon Corporation and Robin Vince.	Previously filed as Exhibit 10.42 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended Dec. 31, 2022, and incorporated herein by reference.
10.24	*	Gulfstream Aircraft Time Sharing Agreement, entered into as of Jan. 23, 2023, by and between The Bank of New York Mellon and Robin Vince.	Filed herewith.
10.25	*	Dassault Aircraft Time Sharing Agreement, entered into as of Jan. 23, 2023, by and between The Bank of New York Mellon and Robin Vince.	Filed herewith.
10.26	*	2023 Form of Performance Share Unit Agreement.	Previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended March. 31, 2023, and incorporated herein by reference.
10.27	*	2023 Form of Restricted Stock Unit Agreement.	Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended March 31, 2023, and incorporated herein by reference.
10.28	*	2024 Form of Performance Share Unit Agreement.	Filed herewith.

BNY Mellon 17

INDEX TO EXHIBITS (continued)

Exhibit		Description	Method of Filing
10.29	*	2024 Form of Restricted Stock Unit Agreement.	Filed herewith.
10.30	*	The Bank of New York Mellon Corporation Executive Severance Plan, as amended and restated effective March 1, 2024.	Filed herewith.
13.1		All portions of The Bank of New York Mellon Corporation 2023 Annual Report to Shareholders that are incorporated herein by reference. The remaining portions are furnished for the information of the SEC and are not “filed” as part of this filing.	Filed and furnished herewith.
21.1		Primary subsidiaries of the Company.	Filed herewith.
22.1		Subsidiary Issuer of Guaranteed Securities.	Previously filed as Exhibit 22.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended March 31, 2021, and incorporated herein by reference.
23.1		Consent of KPMG LLP.	Filed herewith.
24.1		Power of Attorney.	Filed herewith.
31.1		Certification of the Chief Executive Officer pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	Filed herewith.
31.2		Certification of the Chief Financial Officer pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	Filed herewith.
32.1		Certification of the Chief Executive Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	Furnished herewith.
32.2		Certification of the Chief Financial Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	Furnished herewith.
97.1		Recovery of Erroneously Awarded Incentive-Based Compensation Policy.	Filed herewith.
101.INS		Inline XBRL Instance Document.	This instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.
101.SCH		Inline XBRL Taxonomy Extension Schema Document.	Filed herewith.

18 BNY Mellon

INDEX TO EXHIBITS (continued)

Exhibit	Description	Method of Filing
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document.	Filed herewith.
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document.	Filed herewith.
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document.	Filed herewith.
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document.	Filed herewith.
104	The cover page of The Bank of New York Mellon Corporation’s Annual Report on Form 10-K for the year ended Dec. 31, 2023, formatted in inline XBRL.	The cover page interactive data file is embedded within the inline XBRL document and included in Exhibit 101.
* Management contract or compensatory plan, contract or arrangement.

BNY Mellon 19

SIGNATURES

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

The Bank of New York Mellon Corporation
By:	/s/ Robin Vince
	Robin Vince
	President and Chief Executive Officer
	DATED: February 28, 2024

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

	Signature	Capacities
By:	/s/ Robin Vince	Director and Principal Executive Officer
	Robin Vince
	President and Chief Executive Officer
By:	/s/ Dermot McDonogh	Principal Financial Officer
	Dermot McDonogh
	Chief Financial Officer
By:	/s/ Kurtis R. Kurimsky	Principal Accounting Officer
	Kurtis R. Kurimsky
	Corporate Controller
	Linda Z. Cook; Joseph J. Echevarria; M. Amy Gilliland; Jeffrey A. Goldstein; K. Guru Gowrappan; Ralph Izzo; Sandra E. O’Connor; Elizabeth E. Robinson; Alfred W. Zollar	Directors
By:	/s/ J. Kevin McCarthy	DATED: February 28, 2024
	J. Kevin McCarthy
	Attorney-in-fact

20 BNY Mellon

EX-4.2

Exhibit 4.2

THE BANK OF NEW YORK MELLON CORPORATION

DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

AS OF DECEMBER 31, 2021

The following is a summary description of each class of securities of The Bank of New York Mellon Corporation (the “Company”) that is registered under Section 12 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”).

The following summary is not complete. It is subject to and qualified in its entirety by reference to the pertinent sections of the Company’s Restated Certificate of Incorporation, as amended (including, but not limited to, the Series A Certificate of Designations (as defined below)), and Amended and Restated By-Laws, each of which are incorporated by reference as exhibits to this Annual Report on Form 10-K, and to the applicable provisions of the Delaware General Corporation Law (the “DGCL”) and federal law governing bank holding companies.

DESCRIPTION OF COMMON STOCK

General

The Company is authorized to issue 3,500,000,000 shares of common stock, par value $0.01 per share (the “Common Stock”). The Common Stock is listed on the New York Stock Exchange under the symbol “BK.”

The rights of holders of Common Stock are subject to, and may be adversely affected by, the rights of holders of any of the Company’s preferred stock that have been issued and may be issued in the future.

Dividends

The holders of Common Stock are entitled to receive dividends, when, as and if declared by the Company's board of directors out of any funds legally available therefor, subject to the preferences applicable to any outstanding preferred stock.

The Company’s ability to pay dividends on its Common Stock:

•depends primarily upon the ability of its subsidiaries, including The Bank of New York Mellon, BNY Mellon, National Association and Pershing LLC, to pay dividends or otherwise transfer funds to it;

•is subject to policies established by the Federal Reserve Bank of New York (the “Federal Reserve”). See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Supervision and Regulation—Capital Planning and Stress Testing—Payment of Dividends, Stock Repurchases and Other Capital Distributions” and Part I, “Item 1. Business—Supervision and Regulation” in this Annual Report on Form 10-K; and

•will be prohibited, subject to certain restrictions, in the event that the Company does not declare and pay in full preferred dividends for the then-current dividend period of its Series A Noncumulative Preferred Stock, $100,000 liquidation preference per share (the “Series A Preferred Stock”) or the last preceding dividend period of its Series F Noncumulative Perpetual Preferred Stock, $100,000 liquidation preference per share (the “Series F Preferred Stock”), its Series G Noncumulative Perpetual Preferred Stock, $100,000 liquidation preference per share (the “Series G Preferred Stock”), its Series H Noncumulative Perpetual Preferred Stock, $100,000 liquidation preference per share (the “Series H

Preferred Stock”) and its Series I Noncumulative Perpetual Preferred Stock, $100,000 liquidation preference per share (the “Series I Preferred Stock”).

Voting

Holders of Common Stock are entitled to one vote for each share held on all matters as to which shareholders are entitled to vote. The holders of Common Stock do not have cumulative voting rights.

In any uncontested election of directors, each director will be elected under a majority voting standard as opposed to a plurality voting standard. Under a majority voting standard, a nominee for director is elected if the votes cast “for” such nominee’s election exceed the votes cast “against” such nominee’s election (with “abstentions” not counted as a vote cast either “for” or “against” that director’s election). A plurality standard will apply in any contested election of directors, which is an election in which the number of nominees for director exceeds the number of directors to be elected. Under the Company’s Corporate Governance Guidelines, in an election of directors, any incumbent director who fails to receive more “for” votes than “against” votes in any uncontested election must tender his or her resignation to the independent Chair or Lead Director (or such other director designated by the Company’s board of directors if the director failing to receive the majority of votes cast is the independent Chair or Lead Director) promptly after the certification of the stockholder vote. The matter will then be referred to the Corporate Governance, Nominating and Social Responsibility Committee. The Corporate Governance, Nominating and Social Responsibility Committee will promptly consider the tendered resignation and recommend to the Company’s board of directors whether to accept or reject it, or whether other action should be taken. The Corporate Governance, Nominating and Social Responsibility Committee will consider whatever factors its members deem relevant, including, without limitation, the stated reasons for the “against” votes, the length of service and qualifications of any incumbent director whose resignation has been tendered, the incumbent director’s contributions to the Company, and the mix of skills and backgrounds on the Company’s board of directors. The board of directors will act on the Corporate Governance, Nominating and Social Responsibility Committee’s recommendation, considering the factors considered by the committee and such additional information and factors as it deems relevant. A director who tenders his or her resignation pursuant to the above-described Corporate Governance Guidelines will not vote on the issue of whether his or her tendered resignation will be accepted or rejected.

Liquidation Rights

Upon liquidation of the Company, holders of Common Stock are entitled to receive pro rata the net assets of the Company after satisfaction in full of the prior rights of creditors of the Company (including holders of the Company’s debt securities) and holders of any of the Company’s preferred stock.

Miscellaneous

Holders of Common Stock do not have any preferential or preemptive right with respect to any securities of the Company or any conversion rights. The Common Stock is not subject to redemption. The outstanding shares of Common Stock are fully paid and non-assessable.

Computershare Trust Company, N.A. is the Transfer Agent and Registrar for the Common Stock. Computershare, Inc. is the Dividend Disbursement Agent for the Common Stock.

Certain Provisions of Delaware Law and the Company’s Amended and Restated By-Laws

The Company is also subject to Section 203 of the DGCL. Section 203 prohibits the Company from engaging in any business combination (as defined in Section 203) with an “interested stockholder” for a period of three years subsequent to the date on which the stockholder became an interested stockholder unless:

•prior to such date, the Company’s board of directors approve either the business combination or the transaction in which the stockholder became an interested stockholder;

2

•upon completion of the transaction that resulted in the stockholder becoming an interested stockholder, the interested stockholder owns at least 85% of the outstanding voting stock (with certain exclusions); or

•the business combination is approved by the Company’s board of directors and authorized by a vote (and not by written consent) of at least 66  2/3% of the outstanding voting stock not owned by the interested stockholder.

For purposes of Section 203, an “interested stockholder” is defined as an entity or person beneficially owning 15% or more of the Company’s outstanding voting stock, based on voting power, and any entity or person affiliated with or controlling or controlled by such an entity or person.

A “business combination” includes mergers, asset sales and other transactions resulting in financial benefit to a stockholder. Section 203 could prohibit or delay mergers or other takeover or change of control attempts with respect to the Company and, accordingly, may discourage attempts that might result in a premium over the market price for the shares held by stockholders.

Such provisions may have the effect of deterring hostile takeovers or delaying changes in control of management or the Company.

Under the provisions of Section 203, a corporation can expressly elect not to be governed by the business combination provisions in its Restated Certificate of Incorporation or Amended and Restated By-Laws, but, as of the date of this report, the Company has not done so.

The Company’s Amended and Restated By-Laws establish an advance notice procedure with regard to nomination by stockholders of candidates for election as directors and with regard to proposals by stockholders to be brought before a meeting of stockholders. In general, written notice must be received by the Secretary of the Company:

•in the case of an annual meeting, not less than 90 calendar days or more than 120 calendar days before the anniversary date of the Company’s proxy statement released to the stockholders in connection with the previous year’s annual meeting; provided, however, that in the event that the date of the annual meeting is more than 30 calendar days from the date of the most recent previous annual meeting, notice by the stockholder will be timely if it is received (A) on or before the later of (1) 120 calendar days before the date of the annual meeting at which such business is to be presented, or (2) 10 calendar days following the first public announcement by the Company of the annual meeting date and (B) not later than 15 calendar days prior to the scheduled mailing date of the Company’s proxy materials for that annual meeting;

•for nominations to be properly brought before a meeting by a stockholder for the election of directors, (i) not less than 90 calendar days or more than 120 calendar days prior to the first anniversary of the previous year’s annual meeting and (ii) in the case of a special meeting of stockholders at which directors are to be elected, not later than the close of business on the tenth calendar day following the earlier of the day on which notice of the meeting date was mailed and the day on which public announcement of the meeting date was made; provided, however, that in the event that the date of the annual meeting at which directors are to be elected is more than 30 calendar days from the date of the most recent previous annual meeting, notice by the stockholder of intent to make a nomination for director will be timely if it is received (A) on or before the later of (1) 120 calendar days before the date of the annual meeting at which such business is to be presented, as the case may be, or (2) 30 calendar days following the first public announcement by the Company of the annual meeting date and (B) not later than 15 calendar days prior to the scheduled mailing date of the Company’s proxy materials for that annual meeting.

The notice associated with a stockholder nominee for the board of directors must also provide certain information, questionnaires, representations and agreements and be updated and supplemented as set forth in the

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Company’s Amended and Restated By-Laws. A stockholder that complies with the procedures set forth in the Company’s Amended and Restated By-Laws and the Exchange Act, including Rule 14a-8 thereunder, would be permitted to nominate individual(s) for the board of directors at a stockholders meeting, and any stockholder may vote in person or by proxy for any individual who has been nominated in accordance with the Company’s Amended and Restated By-Laws. In addition, the Company’s Amended and Restated By-Laws permit a stockholder, or a group of up to 20 stockholders, owning 3% or more of the outstanding Common Stock continuously for at least three years, to nominate and include in the Company’s proxy materials for an annual meeting directors constituting up to two individuals or 20% of the board or directors, whichever is greater, provided that the stockholder(s) and the nominee(s) satisfy the requirements specified in the Company’s Amended and Restated By-Laws. Further, the Company’s Amended and Restated By-Laws establish that the Company need not present and may disregard a stockholder nomination if the proposing stockholder fails to meet applicable requirements, including the failure to meet the requirements under the Company’s Amended and Restated By-Laws or Rule 14a-19 of the Exchange Act, or failure of the stockholder or qualified representative to appear at such meeting to present the nomination.

The advance notice of the stockholder’s proposal must set forth a description of the business that the stockholder intends to bring before the meeting, including the text of the proposal, and certain information regarding the proposing stockholder, including the name and address of the stockholder, the classes and numbers of shares of the Company’s capital stock beneficially owned by each such stockholder, a representation that such stockholder is and will at the time of the annual meeting be a holder of record of the Company’s capital stock who is entitled to vote at the meeting and that such stockholder intends to appear in person or by proxy at the meeting to present such proposal(s), the name and address of any beneficial owners of the Company’s stock on whose behalf such business is to be presented, the reasons for conducting the business at the meeting and any material interest of the stockholder or any such beneficial owner in such business, information on any agreement, arrangement or understanding (including hedging, derivative, or other similar transactions) with respect to the Company’s securities, debt instruments or credit ratings within the prior six months and a representation that the stockholder or beneficial owner intends to deliver a proxy statement to and solicit proxies from stockholders of at least the percentage of voting power of all of the shares of capital stock required under applicable law to approve the proposal or otherwise solicit proxies from stockholders in support of such proposal in compliance with applicable legal requirements.

The Company’s Amended and Restated By-Laws provide stockholders holding an aggregate “net long position” (as defined in the Amended and Restated By-Laws) representing at least 20% of the outstanding Common Stock the right to request that the Secretary of the Company call a special meeting of stockholders. The Company's Amended and Restated By-Laws also set forth the requirements and procedures of such a stockholder special meeting request, including with respect to (i) when multiple requests will be considered together, (ii) the information required when submitting a request, (iii) limitations on when requests may be made, (iv) the time for holding a special meeting following a request and (v) the appropriate scope of business at any meeting held pursuant to a request.

The Company’s Amended and Restated By-Laws also provide that vacancies on the board of directors may only be filled by a majority of directors then in office, except that those vacancies resulting from removal from office by a vote of the stockholders may be filled by a vote of the stockholders at the same meeting at which such removal occurs.

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DESCRIPTION OF THE 6.244% FIXED-TO-FLOATING RATE NORMAL PREFERRED CAPITAL SECURITIES OF MELLON CAPITAL IV (FULLY AND UNCONDITIONALLY GUARANTEED BY THE BANK OF NEW YORK MELLON CORPORATION) AND THE SERIES A PREFERRED STOCK

Description of the 6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities

General

The 6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities (“PCS”) are beneficial interests in Mellon Capital IV, a Delaware statutory trust (the “Trust”) organized pursuant to the Amended and Restated Trust Agreement (the “Trust Agreement”) among the Company, Manufacturers and Traders Trust Company, as the property trustee (the “Property Trustee”), M&T Trust Company of Delaware, as the Delaware trustee (the “Delaware Trustee”), the administrative trustees, who are employees or officers of, or affiliated with, the Company and the several holders of the Trust securities.

The Trust will pass through, as distributions on or the redemption price of PCS, amounts that it receives on its assets that are the “corresponding assets” for the PCS. The corresponding asset for each PCS is a 1/100th, or a $1,000, interest in one share of Series A Preferred Stock.

PCS

Holders of PCS are entitled to receive distributions corresponding to non-cumulative dividends on the Series A Preferred Stock held by the Trust. The Trust must make distributions on the PCS on the relevant distribution dates to the extent that it has funds available therefor. The Trust’s funds available for distribution to a holder of PCS will be limited to payments received from the Company on the assets held by the Trust corresponding to the PCS. The Company guarantees the payment of distributions on the PCS out of moneys held by the Trust to the extent of available Trust funds, as described under “Description of the Guarantee” below. The distribution dates for PCS are each March 20, June 20, September 20 and December 20, or if any such day is not a business day, the next succeeding business day.

Dividends on the Series A Preferred Stock will be payable if, as and when declared by the Company’s board of directors, on March 20, June 20, September 20 and December 20 of each year (each, a “Dividend Payment Date”) (or if such day is not a business day, the immediately succeeding business day). 

Dividends on each share of Series A Preferred Stock will be calculated on the liquidation preference of $100,000 per share for each related Dividend Period (as defined below) at a rate per annum equal to the greater of (x) from and including September 2023, three-month CME Term SOFR (as defined below) (plus a spread adjustment of 0.26161%) plus 0.565% and (y) 4.000%.

Mandatory Redemption of PCS upon Redemption of Series A Preferred Stock

The PCS have no stated maturity but must be redeemed on the date the Company redeems the Series A Preferred Stock, and the Property Trustee or paying agent will apply the proceeds from such repayment or redemption to redeem a like amount of the PCS. The Series A Preferred Stock is perpetual but the Company may, at its option, redeem it in whole at any time or in part from time to time, subject to certain limitations. The redemption price per PCS will equal the redemption price of the Series A Preferred Stock. See “Description of the Series A Preferred Stock—Redemption” below. If notice of redemption of any Series A Preferred Stock has been duly given and if on or before the redemption date specified in the redemption notice all funds necessary for the redemption have been set aside by the Company in trust for the pro rata benefit of the holders of any shares of Series A Preferred Stock called for redemption, then, on and after the redemption date, such shares of Series A Preferred Stock will no longer be deemed outstanding and all rights of the holders with respect to such shares (including the right to receive any dividends) will terminate, except the right to receive the redemption price without interest.

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If less than all of the shares of Series A Preferred Stock held by the Trust are to be redeemed on a redemption date, then the proceeds from such redemption will be allocated pro rata to the PCS being redeemed and the common securities issued to the Company by the Trust (the “Trust Common Securities”), except as set forth under “—Ranking of Trust Common Securities” below. 

The term “like amount” as used above means PCS having a liquidation amount equal to that portion of the liquidation amount of the Series A Preferred Stock to be contemporaneously redeemed, the proceeds of which will be used to pay the redemption price of such PCS.

Redemption Procedures

Notice of any redemption will be mailed by the Property Trustee at least 30 days but not more than 60 days before the redemption date to the registered address of each holder of PCS to be redeemed.

Each notice shall state:

•the redemption date;

•estimate of the redemption price together with a statement that it is an estimate and that the actual Redemption Price will be calculated on the third Business Day prior to the Redemption Date (and if an estimate is provided, a further notice shall be sent of the actual Redemption Price on the date that such Redemption Price is calculated);

•if less than all of the outstanding PCS are to be redeemed, the identification and the total liquidation amount of the particular PCS to be redeemed;

•that on the redemption date, the redemption price will become due and payable upon each PCS to be redeemed and distributions thereon will cease to accumulate on and after said date; and

•if the PCS are not held in book-entry on the redemption date, the place or places where certificates for the PCS are to be surrendered for payment of the redemption price.

If (i) the Trust gives a notice of redemption of PCS for cash and (ii) the Company has paid to the Property Trustee a sufficient amount of cash in connection with the related redemption of the Series A Preferred Stock, then on the redemption date, the Property Trustee will irrevocably deposit with DTC funds sufficient to pay the redemption price for the PCS being redeemed. The Trust will also give DTC irrevocable instructions and authority to pay the redemption amount in immediately available funds to the beneficial owners of the global securities representing the PCS. Distributions to be paid on or before the redemption date for any PCS called for redemption will be payable to the holders on the record date for the related Distribution Date. If the PCS called for redemption are no longer in book-entry form, the Property Trustee, to the extent funds are available, will irrevocably deposit with the paying agent for the PCS funds sufficient to pay the applicable redemption price and will give such paying agent irrevocable instructions and authority to pay the redemption price to the holders thereof upon surrender of their certificates evidencing the PCS.

If notice of redemption shall have been given and funds deposited as required, then upon the date of such deposit:

•all rights of the holders of such PCS called for redemption will cease, except the right of the holders of such PCS to receive the redemption price and any distribution payable in respect of the PCS on or prior to the redemption date, but without interest on such redemption price; and

•the PCS called for redemption will cease to be outstanding. 

If any redemption date is not a business day, then the redemption amount will be payable on the next succeeding business day (and without any interest or other payment in respect of any such delay).

If payment of the redemption amount for any shares of Series A Preferred Stock called for redemption is improperly withheld or refused and accordingly the redemption amount of the relevant PCS is not paid either by the

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Trust or by the Company under the Guarantee, then dividends on the Series A Preferred Stock will continue to accrue and distributions on such PCS called for redemption will continue to accumulate at the applicable rate then borne by such PCS from the original redemption date scheduled to the actual date of payment. In this case, the actual payment date will be considered the redemption date for purposes of calculating the redemption amount.

Redemptions of the PCS will require prior approval of the Federal Reserve.

If less than all of the outstanding shares of Series A Preferred Stock are to be redeemed on a redemption date, then the aggregate liquidation amount of PCS and Trust Common Securities to be redeemed shall be allocated pro rata to the PCS and Trust Common Securities based upon the relative liquidation amounts of such series, except as set forth under “—Ranking of Trust Common Securities” below. The Property Trustee will select the particular PCS to be redeemed on a pro rata basis not more than 60 days before the redemption date from the outstanding PCS not previously called for redemption or, if that is not practical, by lot or any other method the Property Trustee deems fair and appropriate, or if the PCS are in book-entry only form, in accordance with the procedures of DTC. The Property Trustee shall promptly notify the Transfer Agent in writing of the PCS selected for redemption and, in the case of any PCS selected for partial redemption, the liquidation amount to be redeemed.

For all purposes of the Trust Agreement, unless the context otherwise requires, all provisions relating to the redemption of PCS shall relate, in the case of any PCS redeemed or to be redeemed only in part, to the portion of the aggregate liquidation amount of PCS that has been or is to be redeemed. If less than all of the PCS are redeemed, the PCS held through the facilities of DTC will be redeemed pro rata in accordance with the procedures of DTC.

Subject to applicable law, including, without limitation, U.S. federal securities laws and subject to the Federal Reserve’s risk-based capital rules applicable to bank holding companies, the Company or its affiliates may at any time and from time to time purchase outstanding PCS by tender, in the open market or by private agreement.

Liquidation Distribution upon Dissolution

Pursuant to the Trust Agreement, the Trust shall dissolve on the first to occur of:

•certain events of bankruptcy, dissolution or liquidation of the holder of the Trust Common Securities;

•upon the direction of the holder of the Trust Common Securities to terminate the Trust and distribute corresponding assets in exchange for the PCS;

•redemption of all of the PCS as described above; and

•the entry of an order for the dissolution of the Trust by a court of competent jurisdiction.

Except as set forth in the next paragraph, if an early dissolution occurs as a result of certain events of bankruptcy, dissolution or liquidation of the holder of Trust Common Securities, the Property Trustee and the administrative trustees will liquidate the Trust as expeditiously as they determine possible by distributing, after satisfaction of liabilities to creditors of the Trust as provided by applicable law, to each holder of PCS a like amount of corresponding assets as of the date of such distribution. Except as set forth in the next paragraph, if an early dissolution occurs as a result of the entry of an order for the dissolution of the Trust by a court of competent jurisdiction, unless otherwise required by applicable law, the Property Trustee and the administrative trustees will liquidate the Trust as expeditiously as they determine to be possible by distributing, after satisfaction of liabilities to creditors of the Trust as provided by applicable law, to each holder of PCS a like amount of corresponding assets as of the date of such distribution. The Property Trustee or the administrative trustees shall give notice of liquidation to each holder of PCS at least 30 days and not more than 60 days before the date of liquidation.

If, whether because of an order for dissolution entered by a court of competent jurisdiction or otherwise, the Property Trustee determines that distribution of the corresponding assets in the manner described above is not practical, or if the early dissolution occurs as a result of the redemption of all the PCS, the Property Trustee shall liquidate the property of the Trust and wind up its affairs. In that case, upon the winding-up of the Trust, except with

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respect to an early dissolution that occurs as a result of the redemption of all the PCS, the holders will be entitled to receive out of the assets of the Trust available for distribution to holders and, after satisfaction of liabilities to creditors of the Trust as provided by applicable law, an amount equal to the aggregate liquidation amount per Trust security plus accrued and unpaid distributions to the date of payment. If, upon any such winding-up, the Trust has insufficient assets available to pay in full such aggregate liquidation distribution, then the amounts payable directly by the Trust on its Trust securities shall be paid on a pro rata basis based upon liquidation amounts, except as set forth under “—Ranking of Trust Common Securities” below.

The term “like amount” as used above means, with respect to a distribution of Series A Preferred Stock to holders of PCS in connection with a dissolution or liquidation of the Trust therefor, Series A Preferred Stock having a Liquidation Preference equal to the liquidation amount of the PCS of the holder to whom such Series A Preferred Stock would be distributed.

Distribution of Trust Assets

Upon liquidation of the Trust other than as a result of an early dissolution upon the redemption of all the PCS and after satisfaction of the liabilities of creditors of the Trust as provided by applicable law, holders of the Trust will be entitled to receive out of the assets of the Trust an amount equal to the liquidation amount per Trust security plus accumulated and unpaid distributions thereon to the date of payment.

After the liquidation date fixed for any distribution of assets of the Trust:

•the PCS will no longer be deemed to be outstanding;

•if the assets to be distributed are shares of Series A Preferred Stock, DTC or its nominee, as the record holder of the PCS, will receive a registered global certificate or certificates representing the Series A Preferred Stock to be delivered upon such distribution;

•any certificates representing the PCS not held by DTC or its nominee or surrendered to the exchange agent will be deemed to represent shares of Series A Preferred Stock having a Liquidation Preference equal to the PCS until such certificates are so surrendered for transfer and reissuance; and

•all rights of the holders of the PCS will cease, except the right to receive Series A Preferred Stock upon such surrender. 

Since each PCS corresponds to 1/100th of a share of Series A Preferred Stock, holders of PCS may receive fractional shares of Series A Preferred Stock or depositary shares representing the Series A Preferred Stock upon this distribution.

Ranking of Trust Common Securities

If on any Distribution Date the Trust does not have funds available from payments of dividends on the Series A Preferred Stock to make full distributions on the PCS and the Trust Common Securities, then if the deficiency in funds results from the Company’s failure to pay a full dividend on shares of Series A Preferred Stock on a Dividend Payment Date, then the available funds from dividends on the Series A Preferred Stock shall be applied first to make distributions then due on the PCS on a pro rata basis on such Distribution Date up to the amount of such distributions corresponding to dividends on the Series A Preferred Stock (or if less, the amount of the corresponding distributions that would have been made on the PCS had the Company paid a full dividend on the Series A Preferred Stock) before any such amount is applied to make a distribution on Trust Common Securities on such Distribution Date.

If on any date where PCS and Trust Common Securities must be redeemed because the Company is redeeming Series A Preferred Stock and the Trust does not have funds available from the Company’s redemption of shares of Series A Preferred Stock to pay the full redemption price then due on all of the outstanding PCS and Trust Common Securities to be redeemed, then (i) the available funds shall be applied first to pay the redemption price on the PCS to be redeemed on such redemption date and (ii) Trust Common Securities shall be redeemed only to the

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extent funds are available for such purpose after the payment of the full redemption price on the PCS to be redeemed.

If an early dissolution event occurs in respect of the Trust, no liquidation distributions shall be made on the Trust Common Securities until full liquidation distributions have been made on the PCS.

In the case of any event of default under the Trust Agreement resulting from the Company’s failure to comply in any material respect with any of its obligations as issuer of the Series A Preferred Stock, including obligations set forth in its Restated Certificate of Incorporation or arising under applicable law, the Company, as holder of the Trust Common Securities, will be deemed to have waived any right to act with respect to any such event of default under the Trust Agreement until the effect of all such events of default with respect to the PCS have been cured, waived or otherwise eliminated. Until all events of default under the Trust Agreement have been so cured, waived or otherwise eliminated, the Property Trustee shall act solely on behalf of the holders of the PCS and not on the Company’s behalf, and only the holders of the PCS will have the right to direct the Property Trustee to act on their behalf.

Events of Default; Notice

Any one of the following events constitutes an event of default under the Trust Agreement, or a “Trust Event of Default,” regardless of the reason for such event of default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body:

•the failure of the Company to comply in any material respect with any of its obligations as issuer of the Series A Preferred Stock, under the Company’s Restated Certificate of Incorporation, or arising under applicable law;

•the default by the Trust in the payment of any distribution on any Trust security of the Trust when such becomes due and payable, and continuation of such default for a period of 30 days;

•the default by the Trust in the payment of any redemption price of any Trust security of the Trust when such becomes due and payable;

•the failure to perform or the breach, in any material respect, of any other covenant or warranty of the trustees in the Trust Agreement for 90 days after the trustees and the Company have been given notice specifying such default or breach from holders of at least 25% in aggregate liquidation amount of the outstanding PCS and requiring it to be remedied; or

•the occurrence of certain events of bankruptcy or insolvency with respect to the Property Trustee and the Company’s failure to appoint a successor Property Trustee within 60 days thereof.

Within 30 days after any Trust Event of Default actually known to the Property Trustee or the administrative trustees occurs, the Property Trustee or the administrative trustees will transmit notice of such Trust Event of Default to the holders of each affected series of Trust securities, unless such Trust Event of Default shall have been cured or waived. The Company, as depositor, and the administrative trustees are required to file annually with the Property Trustee a certificate as to whether or not the Company or they are in compliance with all the conditions and covenants applicable to the Company and to them under the Trust Agreement.

Mergers, Consolidations, Amalgamations or Replacements of the Trust

The Trust may not merge with or into, consolidate, amalgamate, or be replaced by, or convey, transfer or lease its properties and assets substantially as an entirety to the Company or any other person, except as described below or as otherwise described in the Trust Agreement. The Trust may, at the Company’s request, with the consent of the administrative trustees but without the consent of the holders of the PCS, the Property Trustee or the Delaware Trustee, merge with or into, consolidate, amalgamate, or be replaced by, or convey, transfer or lease its properties and assets substantially as an entirety to, the Trust organized as such under the laws of any state if:

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•such successor entity either:

oexpressly assumes all of the obligations of the Trust with respect to the PCS, or

osubstitutes for the PCS other securities having substantially the same terms as the PCS, or the “Successor Securities,” so long as the Successor Securities rank the same as the PCS in priority with respect to distributions and payments upon liquidation, redemption and otherwise;

•the Successor Securities of any series are listed or will be listed upon notification of issuance, on any national securities exchange or other organization on which the PCS are listed;

•a trustee of such successor entity possessing the same powers and duties as the Property Trustee is appointed to hold the Series A Preferred Stock then held by or on behalf of the Property Trustee;

•such merger, consolidation, amalgamation, replacement, conveyance, transfer or lease does not cause the PCS, including any Successor Securities, to be downgraded by any nationally recognized statistical rating organization;

•such merger, consolidation, amalgamation, replacement, conveyance, transfer or lease does not adversely affect the rights, preferences and privileges of the holders of the PCS, including any Successor Securities, in any material respect;

•such successor entity has purposes substantially identical to those of the Trust;

•prior to such merger, consolidation, amalgamation, replacement, conveyance, transfer or lease, the Property Trustee has received an opinion from counsel to the Trust experienced in such matters to the effect that:

osuch merger, consolidation, amalgamation, replacement, conveyance, transfer or lease does not adversely affect the rights, preferences and privileges of the holders of the PCS, including any Successor Securities, in any material respect, and

ofollowing such merger, consolidation, amalgamation, replacement, conveyance, transfer or lease, neither the Trust nor such successor entity will be required to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”);

•the Property Trustee, the Delaware Trustee and the administrative trustees have received an opinion of counsel experienced in such matters that such merger, consolidation, amalgamation, conveyance, transfer or lease will not cause the Trust or the successor entity to be classified as an association or a publicly traded partnership taxable as a corporation for U.S. federal income tax purposes; and

•the Company or any permitted transferee owns all of the common securities of such successor entity and guarantees the obligations of such successor entity under the Successor Securities at least to the extent provided by the Guarantee.

Notwithstanding the foregoing, the Trust may, with the consent of holders of 100% in liquidation amount of the PCS, consolidate, amalgamate, merge with or into, or be replaced by or convey, transfer or lease its properties and assets substantially as an entirety to any other entity or permit any other entity to consolidate, amalgamate, merge with or into, or replace it even if such consolidation, amalgamation, merger, replacement, conveyance, transfer or lease would cause the Trust or the successor entity to be classified as other than one or more grantor trusts or agency arrangements or to be classified as an association or a publicly traded partnership taxable as a corporation for U.S. federal income tax purposes.

Voting Rights; Amendment of the Trust Agreement

Except as provided herein and under “Description of the Guarantee—Amendments and Assignment” below and as otherwise required by law and the Trust Agreement, the holders of the PCS will have no voting rights or control over the administration, operation or management of the Trust or the obligations of the parties to the Trust

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Agreement, including in respect of Series A Preferred Stock beneficially owned by the Trust. Under the Trust Agreement, however, the Property Trustee will be required to obtain their consent before exercising some of its rights in respect of these securities.

Trust Agreement.    The Company and the administrative trustees may amend the Trust Agreement without the consent of the holders of the PCS, the Property Trustee or the Delaware Trustee, unless in the case of the first two bullets below such amendment will adversely affect in a material respect the interests of any holder of PCS, the Property Trustee or the Delaware Trustee, to:

•cure any ambiguity, correct or supplement any provisions in the Trust Agreement that may be inconsistent with any other provision, or to make any other provisions with respect to matters or questions arising under such Trust Agreement, which may not be inconsistent with the other provisions of the Trust Agreement;

•modify, eliminate or add to any provisions of the Trust Agreement to such extent as shall be necessary to ensure that the Trust will not be taxable as a corporation or classified as a partnership for U.S. federal income tax purposes at all times that any Trust securities are outstanding, to ensure that the Trust will not be required to register as an “investment company” under the Investment Company Act or to ensure the treatment of the PCS as Tier 1 capital under prevailing Federal Reserve rules and regulations;

•provide that certificates for the PCS may be executed by an administrative trustee by facsimile signature instead of manual signature, in which case such amendment(s) shall also provide for the appointment by the Company of an authentication agent and certain related provisions;

•require that holders that are not U.S. persons for U.S. federal income tax purposes irrevocably appoint a U.S. person to exercise any voting rights to ensure that the Trust will not be treated as a foreign trust for U.S. federal income tax purposes; or

•conform the terms of the Trust Agreement to the description of the Trust Agreement, the PCS and the Trust Common Securities in the prospectus supplement relating to the PCS, in the manner provided in the Trust Agreement.

Any such amendment shall become effective when notice thereof is given to the Property Trustee, the Delaware Trustee and the holders of the PCS.

The Company and the administrative trustees may generally amend the Trust Agreement with:

•the consent of holders representing not less than a majority, based upon liquidation amounts, of the PCS affected by the amendments; and

•receipt by the administrative trustees of the Trust of an opinion of counsel to the effect that such amendment or the exercise of any power granted to the trustees of the Trust or administrative trustees in accordance with such amendment will not affect the Trust’s status as one or more grantor trusts or agency arrangements for U.S. federal income tax purposes, cause the Trust to be classified as an association or publicly traded partnership taxable as a corporation for U.S. federal income tax purposes or affect the Trust’s exemption from status as an “investment company” under the Investment Company Act. 

However, without the consent of each affected holder of Trust securities, the Trust Agreement may not be amended to:

•change the amount or timing, or otherwise adversely affect the amount, of any distribution required to be made in respect of Trust securities as of a specified date; or

•restrict the right of a holder of Trust securities to institute a suit for the enforcement of any such payment on or after such date.

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Prior to the issuance of definitive certificates representing the PCS upon any termination of the global securities, without the consent of the holders of the PCS, the Company and the trustees of the Trust will enter into such amendments or supplements to the Trust Agreement as are necessary to provide for exchanges of PCS in definitive form and vice versa.

Series A Preferred Stock.    So long as the Series A Preferred Stock is held by the Property Trustee on behalf of the Trust, the trustees of the Trust will not waive any rights in respect of the Series A Preferred Stock without obtaining the prior approval of the holders of at least a majority in liquidation amount of the PCS then outstanding. The trustees of the Trust shall also not consent to any amendment to the Trust’s or the Company’s governing documents that would change the dates on which dividends are payable or the amount of such dividends, without the prior written consent of each holder of PCS. In addition to obtaining the foregoing approvals from holders, the Property Trustee shall obtain, at the Company’s expense, an opinion of counsel to the effect that such action shall not cause the Trust to be taxable as a corporation or classified as a partnership for U.S. federal income tax purposes.

General.    Any required approval of holders of the PCS may be given at a meeting of holders of the PCS convened for such purpose or pursuant to written consent. The Property Trustee will cause a notice of any meeting at which holders the PCS are entitled to vote, or of any matter upon which action by written consent of such holders is to be taken, to be given to each record holder of such PCS in the manner set forth in the Trust Agreement.

No vote or consent of the holders of PCS will be required for the Trust to redeem and cancel the PCS in accordance with the Trust Agreement.

Notwithstanding that holders of the PCS are entitled to vote or consent under any of the circumstances described above, any of the PCS that are owned by the Company or its affiliates or the trustees or any of their affiliates shall, for purposes of such vote or consent, be treated as if they were not outstanding.

Voting and consensual rights available to or in favor of holders or beneficial owners under the Trust Agreement may be exercised only by a United States Person that is a beneficial owner of a Trust security or by a United States Person acting as irrevocable agent with discretionary powers for the beneficial owner of a Trust security that is not a United States Person. Holders that are not United States Persons must irrevocably appoint a United States Person with discretionary powers to act as their agent with respect to such voting and consensual rights. For this purpose, “United States Person” means a citizen or resident of the United States, a domestic partnership, a domestic corporation, an estate the income of which is subject to U.S. federal income taxation regardless of its source, and a trust if (i) a court within the United States is able to exercise primary supervision over the administration of the trust, and (ii) one or more United States persons have the authority to control all substantial decisions of the trust.

Listing

The PCS are listed on the New York Stock Exchange under the symbol “BK/P.”

Payment and Paying Agent

Payments on the PCS shall be made to DTC, which shall credit the relevant accounts on the applicable Distribution Dates. If any PCS are not held by DTC, such payments shall be made by check mailed to the address of the holder as such address shall appear on the register.

The paying agent is The Bank of New York Mellon.

Registrar and Transfer Agent

The Bank of New York Mellon is the registrar and transfer agent, or the “Transfer Agent,” for the PCS.

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Information Concerning the Property Trustee

Other than during the occurrence and continuance of a Trust Event of Default, the Property Trustee undertakes to perform only the duties that are specifically set forth in the Trust Agreement. After a Trust Event of Default, the Property Trustee must exercise the same degree of care and skill as a prudent person would exercise or use under the circumstances in the conduct of his or her own affairs, subject to the protections and limitations on liability afforded to the Property Trustee under the Trust Agreement and the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”). Subject to this provision, the Property Trustee is under no obligation to exercise any of the powers vested in it by the Trust Agreement at the request of any holder of PCS unless it is offered indemnity satisfactory to it by such holder against the costs, expenses and liabilities that might be incurred. If no Trust Event of Default has occurred and is continuing and the Property Trustee is required to decide between alternative courses of action, construe ambiguous or inconsistent provisions in the Trust Agreement or is unsure of the application of any provision of the Trust Agreement, and the matter is not one upon which holders of PCS are entitled under the Trust Agreement to vote, then the Property Trustee will take any action that the Company directs. If the Company does not provide direction, the Property Trustee may take any action that it deems advisable and in the interests of the holders of the Trust securities and will have no liability except for its own bad faith, negligence or willful misconduct.

The Company and its affiliates may maintain certain accounts and other banking relationships with the Property Trustee and its affiliates in the ordinary course of business.

Governing Law

The Trust Agreement is governed by and construed in accordance with the laws of the State of Delaware. 

Miscellaneous

The administrative trustees are authorized and directed to conduct the affairs of and to operate the Trust in such a way that it will not be required to register as an “investment company” under the Investment Company Act or characterized as other than one or more grantor trusts or agency arrangements for U.S. federal income tax purposes.

In this regard, the Company and the administrative trustees are authorized to take any action, not inconsistent with applicable law, the certificate of trust of the Trust or the Trust Agreement, that the Company and the administrative trustees determine to be necessary or desirable to achieve such end, as long as such action does not materially and adversely affect the interests of the holders of the PCS.

Holders of the PCS have no preemptive or similar rights. The PCS are not convertible into or exchangeable for the Company’s common stock or Series A Preferred Stock.

Description of the Guarantee

General

The following payments or distributions on the PCS, also referred to as the “guarantee payments,” if not fully paid or made by or on behalf of the Trust, will be paid by the Company under a guarantee (the “Guarantee”) for the benefit of the holders of PCS. Pursuant to the Guarantee, the Company will irrevocably and unconditionally agree to pay in full the guarantee payments, without duplication:

•any accumulated and unpaid distributions required to be paid on each series of PCS, to the extent the Trust has funds available to make the payment;

•the redemption price with respect to any PCS called for redemption by the Trust; and

•upon a voluntary or involuntary dissolution, winding-up or liquidation of the Trust, other than in connection with a distribution of a like amount of corresponding assets to the holders of the PCS, the lesser of:

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othe aggregate of the liquidation amount and all accumulated and unpaid distributions on the PCS to the date of payment, to the extent the Trust has funds available to make the payment; and

othe amount of assets of the Trust remaining available for distribution to holders of the PCS upon liquidation of the Trust.

The Company’s obligation to make a guarantee payment may be satisfied by direct payment of the required amounts by the Company to the holders of the PCS or by causing the Trust to pay the amounts to the holders.

If the Company does not make a regular dividend payment on the Series A Preferred Stock, the Trust will not have sufficient funds to make the related payments on the PCS. The Guarantee does not cover payments on the PCS when the Trust does not have sufficient funds to make these payments. Because the Company is a holding company, the Company’s rights to participate in the assets of any of its subsidiaries upon the subsidiary’s liquidation or reorganization will be subject to the prior claims of the subsidiary’s creditors except to the extent that the Company may itself be a creditor with recognized claims against the subsidiary. The Guarantee does not limit the incurrence or issuance by the Company of secured or unsecured indebtedness.

The Guarantee is issued pursuant to a Guarantee Agreement (the “Guarantee Agreement”) that the Company entered into with Manufacturers and Traders Trust Company (“M&T”). The Guarantee Agreement is qualified as an indenture under the Trust Indenture Act. M&T will act as “Guarantee Trustee” under the Guarantee Agreement for purposes of compliance with the provisions of the Trust Indenture Act. The Guarantee Trustee will hold the Guarantee for the benefit of the holders of the PCS.

Effect of the Guarantee

The Guarantee and the Trust’s obligations under the Trust Agreement, including the obligations to

pay costs, expenses, debts and liabilities of the Trust, other than with respect to the Trust securities, has the effect of providing a full and unconditional guarantee, on a subordinated basis, of payments due on the PCS. The Company also agreed separately to irrevocably and unconditionally guarantee the obligations of the Trust with respect to the Trust Common Securities to the same extent as the Guarantee.

Status of the Guarantee

The Guarantee is unsecured and ranks pari passu with other guarantees for payments on securities issued by the Company’s trusts in the future to the extent the preferred stock held by such trusts ranks pari passu with the Series A Preferred Stock and the Company’s preferred stock that it issues in the future to the extent that by its terms it ranks pari passu with the Series A Preferred Stock.

The Guarantee constitutes a guarantee of payment and not of collection, which means that the guaranteed party may sue the guarantor to enforce its rights under the Guarantee without suing any other person or entity. The Guarantee will be held for the benefit of the holders of the PCS. The Guarantee will be discharged only by payment of the guarantee payments in full to the extent not paid by the Trust.

Amendments and Assignment

The Guarantee may be amended only with the prior approval of the holders of not less than a majority in aggregate liquidation amount of the outstanding PCS. No vote will be required, however, for any changes that do not adversely affect the rights of holders of the PCS in any material respect. All guarantees and agreements contained in the Guarantee will bind the Company’s successors, assignees, receivers, trustees and representatives and will be for the benefit of the holders of the PCS then outstanding.

Termination of the Guarantee

The Guarantee will terminate:

•upon full payment of the redemption price of all PCS; or

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•upon full payment of the amounts payable in accordance with the Trust Agreement upon liquidation of the Trust. 

The Guarantee will continue to be effective or will be reinstated, as the case may be, if at any time any holder of PCS must restore payment of any sums paid under the PCS or the Guarantee.

Events of Default

An event of default under the Guarantee will occur if the Company fails to perform any payment obligation or if the Company fails to perform any other obligation under the Guarantee and, except with respect to a default in payment of a guarantee payment, receives a notice of a default and such default remains uncured for 30 days.

The holders of a majority in liquidation amount of the PCS have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Guarantee Trustee in respect of the Guarantee or to direct the exercise of any trust or power conferred upon the Guarantee Trustee under the Guarantee Agreement. Any holder of PCS may institute a legal proceeding directly against the Company to enforce such holder’s rights, without first instituting a legal proceeding against the Trust, the Guarantee Trustee or any other person or entity.

As guarantor, the Company is required to file annually with the Guarantee Trustee a certificate as to whether or not the Company is in compliance with all applicable conditions and covenants under the Guarantee.

Information Concerning the Guarantee Trustee

Prior to the occurrence of an event of default relating to the Guarantee, the Guarantee Trustee is required to perform only the duties that are specifically set forth in the Guarantee. Following the occurrence of an event of default, the Guarantee Trustee will exercise the same degree of care as a prudent person would exercise in the conduct of his or her own affairs. Provided that the foregoing requirements have been met, the Guarantee Trustee is under no obligation to exercise any of the powers vested in it by the Guarantee at the request of any holder of PCS, unless offered adequate security and indemnity satisfactory to it against the costs, expenses and liabilities which might be incurred thereby.

The Company and its affiliates may maintain certain accounts and other banking relationships with the Guarantee Trustee and its affiliates in the ordinary course of business.

Governing Law

The Guarantee is governed by and construed in accordance with the laws of the State of New York.

Description of the Series A Preferred Stock

General

Under the Company’s Restated Certificate of Incorporation, the Company has authority to issue up to 100,000,000 shares of preferred stock, par value $0.01 per share. The Company has 5,001 shares of Series A Preferred Stock outstanding. The Series A Preferred Stock is validly issued, fully paid and nonassessable.

The Company’s Certificate of Designations of Series A Preferred Stock (the “Series A Certificate of Designations”) was filed on June 15, 2007 with the Secretary of State of the State of Delaware, and is incorporated by reference as an exhibit to this Annual Report on Form 10-K. The Series A Preferred Stock has a fixed liquidation preference of $100,000 per share. The Series A Preferred Stock is not convertible into common stock or any other class or series of the Company’s securities and is not subject to any sinking fund or any other obligation of the Company for their repurchase or retirement. The Series A Preferred Stock represents non-withdrawable capital, is not an account of an insurable type, and is not insured or guaranteed by FDIC or any other governmental agency or instrumentality.

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The Company issued the Series A Preferred Stock to the Trust. Unless the Trust is dissolved, prior to the redemption of the Series A Preferred Stock, holders of PCS will not receive shares of Series A Preferred Stock, and their interest in the Series A Preferred Stock will be represented by their PCS. If the Trust is dissolved, the Company may elect to distribute depositary shares representing the Series A Preferred Stock instead of fractional shares. Since the Series A Preferred Stock is held by the Property Trustee, holders of PCS may be able to exercise voting or other rights with respect to the Series A Preferred Stock only through the Property Trustee.

Ranking

With respect to the payment of dividends and the distributions of assets upon any liquidation, dissolution or winding-up, the Series A Preferred Stock ranks:

•senior to the Company’s Common Stock and all other equity securities issued by the Company, the terms of which specifically provide that such equity securities will rank junior to the Series A Preferred Stock (for purposes of the description of the Series A Preferred Stock, the “junior stock”);

•on a parity with the Company’s Series F Preferred Stock, Series G Preferred Stock, Series H Preferred Stock and Series I Preferred Stock;

•senior to or on a parity with each other series of preferred stock the Company may issue (except for any senior series that may be issued upon the requisite vote or consent of the holders of at least a majority of the shares of the Series A Preferred Stock at the time outstanding and entitled to vote and the requisite vote or consent of all other series of preferred stock) with respect to the payment of dividends and distributions of assets upon any liquidation, dissolution or winding-up of the Company; and

•junior to all existing and future indebtedness and other non-equity claims on the Company.

During any Dividend Period, so long as any shares of Series A Preferred Stock remain outstanding, unless (a) the full dividends for the then-current Dividend Period on all outstanding Series A Preferred Stock have been declared and paid, or declared and funds set aside therefor, and (b) the Company is not in default on its obligation to redeem any shares of Series A Preferred Stock that have been called for redemption, no dividend whatsoever shall be paid or declared on the Company’s common stock or other junior stock, other than a dividend payable solely in junior stock. The Company and its subsidiaries also may not purchase, redeem or otherwise acquire for consideration any shares of common stock or other junior stock (other than as a result of reclassification of junior stock for or into junior stock, or the exchange or conversion of one share of junior stock for or into another share of junior stock, and other than through the use of the proceeds of a substantially contemporaneous sale of other shares of junior stock), nor will the Company pay to or make available any monies for a sinking fund for the redemption of, any of its common stock or other junior stock during a Dividend Period, unless it has paid full dividends on the Series A Preferred Stock for the most recently-completed Dividend Period (or set aside a sum sufficient for the payment thereof). However, the foregoing provisions shall not restrict the ability of the Company or any of its affiliates to engage in any market-making transactions in the Company’s junior stock in the ordinary course of business.

On any Dividend Payment Date for which full dividends are not paid, or declared and funds set aside therefor, upon the Series A Preferred Stock, the Series F Preferred Stock, the Series G Preferred Stock, the Series H Preferred Stock, the Series I Preferred Stock and other equity securities designated as ranking on a parity with the Series A Preferred Stock as to payment of dividends (“Dividend Parity Stock”), all dividends paid or declared for payment on that Dividend Payment Date with respect to the Series A Preferred Stock and the Dividend Parity Stock shall be shared:

•first ratably by the holders of any such shares who have the right to receive dividends with respect to Dividend Periods prior to the then-current Dividend Period for which such dividends were not declared and paid, in proportion to the respective amounts of the undeclared and unpaid dividends relating to prior Dividend Periods; and

•thereafter by the holders of these shares on a pro rata basis. 

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The Company has agreed, in the Series A Certificate of Designations, not to issue preferred stock having dividend payment dates that are not also Dividend Payment Dates for the Series A Preferred Stock.

Subject to the foregoing, such dividends (payable in cash, stock or otherwise) as may be determined by the board of directors (or a duly authorized committee of the board of directors) may be declared and paid on the Company’s common stock and any other stock ranking junior to the Series A Preferred Stock from time to time out of any funds legally available for such payment, and the Series A Preferred Stock shall not be entitled to participate in any such dividend.

Dividends

Dividends on shares of Series A Preferred Stock will not be mandatory. Holders of the Series A Preferred Stock, in preference to the holders of the Company’s common stock and of any other shares of the Company’s stock ranking junior to the Series A Preferred Stock as to payment of dividends, will be entitled to receive, only when, as and if declared by the board of directors or a duly authorized committee of the board of directors, out of funds legally available for payment, non-cumulative cash dividends. These dividends will be payable at a rate per annum that will be reset quarterly and will equal the greater of (i) from and including September 2023, three-month CME Term SOFR (plus a spread adjustment of 0.26161%) plus 0.565% and (ii) 4.000% (the “Dividend Rate”), each applied to the $100,000 liquidation preference per share and will be paid on March 20, June 20, September 20 and December 20 of each year (each, a “Dividend Payment Date”), with respect to the Dividend Period, or portion thereof, ending on the day preceding the respective Dividend Payment Date. A “Dividend Period” means each period commencing on (and including) a Dividend Payment Date and continuing to (but not including) the next succeeding Dividend Payment Date. Dividends will be paid to holders of record on the respective date fixed for that purpose by the board of directors or a committee thereof in advance of payment of each particular dividend. The Dividend Rate will be reset quarterly. If any day that would otherwise be a Dividend Payment Date is not a business day, then the next business day will be the applicable Dividend Payment Date.

The amount of dividends payable per share of Series A Preferred Stock on each Dividend Payment Date will be calculated by multiplying the per annum Dividend Rate in effect for that Dividend Period by a fraction, the numerator of which will be the actual number of days in that Dividend Period and the denominator of which will be 360, and multiplying the rate obtained by $100,000.

“CME Term SOFR” means the CME Term SOFR Reference Rates published for one-, three-, six-, and 12-month tenors as administered by CME Group Benchmark Administration, Ltd. (or any successor administrator thereof).

“Dividend Determination Date” means the second London Banking Day immediately preceding the first day of the relevant Dividend Period.

“London Banking Day” means any day on which commercial banks are open for general business (including dealings in deposits in U.S. dollars) in London.

If the Company determines not to pay any dividend or a full dividend, it will provide prior written notice to the Property Trustee, who will notify holders of PCS and the administrative trustees.

The Company’s ability to pay dividends on its Series A Preferred Stock is subject to policies established by the Federal Reserve. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Supervision and Regulation—Capital Planning and Stress Testing—Payment of Dividends, Stock Repurchases and Other Capital Distributions” and Part I, “Item 1. Business—Supervision and Regulation” in this Annual Report on Form 10-K.

Redemption

The Series A Preferred Stock may be redeemed, in whole or in part, at the Company’s option. Any such redemption will be at a cash redemption price of $100,000 per share, plus any declared and unpaid dividends,

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without regard to any undeclared dividends. Holders of Series A Preferred Stock will have no right to require the redemption or repurchase of the Series A Preferred Stock.

If fewer than all of the outstanding shares of Series A Preferred Stock are to be redeemed, the shares to be redeemed will be selected either pro rata from the holders of record of shares of Series A Preferred Stock in proportion to the number of shares held by those holders or by lot or in such other manner as the board of directors or a committee thereof may determine to be fair and equitable.

The Company will mail notice of every redemption of Series A Preferred Stock by first class mail, postage prepaid, addressed to the holders of record of the Series A Preferred Stock to be redeemed at their respective last addresses appearing on its books. This mailing will be at least 30 days and not more than 60 days before the date fixed for redemption (provided that if the Series A Preferred Stock is held in book-entry form through DTC, the Company may give this notice in any manner permitted by DTC). Any notice mailed or otherwise given as described in this paragraph will be conclusively presumed to have been duly given, whether or not the holder receives this notice, and failure duly to give this notice by mail or otherwise, or any defect in this notice or in the mailing or provision of this notice, to any holder of Series A Preferred Stock designated for redemption will not affect the redemption of any other Series A Preferred Stock. If the Company redeems the Series A Preferred Stock, the Trust, as holder of the Series A Preferred Stock, will redeem the corresponding PCS as described above under “Description of the PCS—Mandatory Redemption of PCS upon Redemption of Series A Preferred Stock.”

Each notice shall state:

•the redemption date;

•the number of shares of Series A Preferred Stock to be redeemed and, if less than all shares of Series A Preferred Stock held by the holder are to be redeemed, the number of shares to be redeemed from the holder;

•the redemption price; and

•the place or places where certificates for the Series A Preferred Stock are to be surrendered for payment of the redemption price. 

If notice of redemption of any Series A Preferred Stock has been given and if the funds necessary for the redemption have been set aside by the Company for the benefit of the holders of any shares of Series A Preferred Stock so called for redemption, then, on and after the redemption date, those shares shall no longer be deemed outstanding and all rights of the holders of those shares (including the right to receive any dividends) will terminate, except the right to receive the redemption price.

The Company’s right to redeem the Series A Preferred Stock once issued is subject to the prior approval of the Federal Reserve. Under the capital adequacy rules currently applicable to the Company, prior to exercising the Company’s right to redeem the Series A Preferred Stock, the Company must either (i) demonstrate to the satisfaction of the Federal Reserve that, following redemption, the Company will continue to hold capital commensurate with the Company’s risk; or (ii) replace the Series A Preferred Stock redeemed or to be redeemed with an equal amount of instruments that will qualify as Tier 1 capital under regulations of the Federal Reserve immediately following or concurrent with redemption.

Liquidation Rights

In the event that the Company voluntarily or involuntarily liquidates, dissolves or winds up its affairs, holders of Series A Preferred Stock will be entitled to receive an amount per share (the “Total Liquidation Amount”) equal to the fixed liquidation preference of $100,000 per share, plus any declared and unpaid dividends prior to the date of payment of such distribution (but without any amount in respect of dividends that have not been declared prior to such payment date). Holders of the Series A Preferred Stock will be entitled to receive the Total Liquidation Amount out of the Company’s assets or proceeds thereof (whether capital or surplus) that are available for distribution to stockholders, after payment or provision for payment of its debts and other liabilities but before

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any distribution of assets or proceeds is made to holders of the Company’s common stock or any other shares ranking, as to that distribution, junior to the Series A Preferred Stock.

If the Company’s assets or proceeds thereof are not sufficient to pay the Total Liquidation Amount in full to all holders of Series A Preferred Stock and all holders of any shares of its stock ranking as to any such distribution on a parity with the Series A Preferred Stock, the amounts paid to the holders of Series A Preferred Stock and to such other shares will be paid pro rata in accordance with the respective Total Liquidation Amount for those holders. If the Total Liquidation Amount per Series A Preferred Stock has been paid in full to all holders of Series A Preferred Stock and the liquidation preference of any other shares ranking on a parity with the Series A Preferred Stock has been paid in full, the holders of the Company’s common stock or any other shares ranking, as to such distribution, junior to the Series A Preferred Stock will be entitled to receive all of the Company’s remaining assets according to their respective rights and preferences.

For purposes of the liquidation rights, neither the sale, conveyance, exchange or transfer of all or substantially all of the Company’s property and assets, nor the consolidation or merger by the Company with or into any other corporation or by another corporation with or into the Company, will constitute a liquidation, dissolution or winding-up of the Company’s affairs.

Voting Rights

Except as indicated below or otherwise required by law, the holders of Series A Preferred Stock will not have any voting rights.

Right to Elect Two Directors upon Non-Payment of Dividends.    If and when the dividends on the Series A Preferred Stock and any other class or series of the Company’s stock, whether bearing dividends on a non-cumulative or cumulative basis but otherwise ranking on a parity with the Series A Preferred Stock as to payment of dividends and that has voting rights equivalent to those described in this paragraph (“Voting Parity Stock”), have not been declared and paid in an aggregate amount (i) in the case of the Series A Preferred Stock and Voting Parity Stock bearing non-cumulative dividends, equal to at least six quarterly dividend periods or their equivalent (whether or not consecutive), or (ii) in the case of Voting Parity Stock bearing cumulative dividends, in an aggregate amount equal to full dividends for at least six quarterly dividend periods or their equivalent (whether or not consecutive) (a “Nonpayment Event”), the authorized number of directors then constituting the board of directors will automatically be increased by two. Holders of Series A Preferred Stock, together with the holders of Voting Parity Stock, voting as a single class, will be entitled to elect the two additional members of the board of directors (the “Series A Preferred Stock Directors”) at any annual or special meeting of shareholders at which directors are to be elected or any special meeting of the holders of Series A Preferred Stock and any voting parity stock for which dividends have not been paid, called as described below, but only if the election of any Series A Preferred Stock Directors would not cause the Company to violate the corporate governance requirement of the New York Stock Exchange (or any other exchange on which the Company’s securities may be listed) that listed companies must have a majority of independent directors. In addition, the board of directors shall at no time have more than two Series A Preferred Stock Directors.

At any time after this voting power has vested as described above, the Company’s Secretary may, and upon the written request of holders of record of at least 20% of the outstanding shares of Series A Preferred Stock and Voting Parity Stock (addressed to the Secretary at the Company’s principal office) must, call a special meeting of the holders of Series A Preferred Stock and Voting Parity Stock for the election of the Series A Preferred Stock Directors. Notice for a special meeting will be given in a similar manner to that provided in the Company’s Amended and Restated By-laws for a special meeting of the shareholders, which the Company will provide upon request, or as required by law. If the Secretary is required to call a meeting but does not do so within 20 days after receipt of any such request, then any holder of shares of Series A Preferred Stock may (at the Company’s expense) call such meeting, upon notice as described in this section, and for that purpose will have access to the Company’s stock books. The Series A Preferred Stock Directors elected at any such special meeting will hold office until the next annual meeting of shareholders unless they have been previously terminated as described below. In case any vacancy occurs among the Series A Preferred Stock Directors, a successor will be elected by the board of directors to serve until the next annual meeting of the shareholders upon the nomination of the then remaining Series A

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Preferred Stock Director or, if none remains in office, by the vote of the holders of record of a majority of the outstanding shares of Series A Preferred Stock, voting as a single class. The Series A Preferred Stock Directors shall each be entitled to one vote per director on any matter.

Whenever full dividends have been paid on the Series A Preferred Stock and any non-cumulative Voting Parity Stock for at least one year after a Nonpayment Event and all dividends on any cumulative Voting Parity Stock have been paid in full, then the right of the holders of Series A Preferred Stock to elect the Series A Preferred Stock Directors will have ceased (but subject always to the same provisions for the vesting of these voting rights in the case of any similar non-payment of dividends in respect of future Dividend Periods), the terms of office of all Series A Preferred Stock Directors will immediately terminate and the number of directors constituting the board of directors will be reduced accordingly.

Other Voting Rights.    So long as any shares of Series A Preferred Stock are outstanding, in addition to any other vote or consent of shareholders required by law or by the Company’s Restated Certificate of Incorporation, the vote or consent of the holders of at least a majority of the shares of Series A Preferred Stock at the time outstanding, voting separately as a single class, given in person or by proxy, either in writing without a meeting or by vote at any meeting called for the purpose, shall be necessary for effecting or validating:

•Amendment of Restated Certificate of Incorporation.    Any amendment, alteration or repeal of any provision of the Amended and Restated Certificate of Incorporation or Amended and Restated Bylaws of the Company so as to adversely affect the special rights, preferences, privileges or voting powers of the Series A Preferred Stock. However, any amendment of the Certificate of Incorporation to authorize or create, or to increase the authorized amount of, any junior stock or any class or series or any securities convertible into shares of any class or series of Dividend Parity Stock or other series of preferred stock ranking equally with the Series A Preferred Stock with respect to the distribution of assets upon liquidation, dissolution or winding-up of the Company will not be deemed to adversely affect the rights, preferences, privileges or voting powers of the Series A Preferred Stock; or

•Certain Mergers and Consolidations.    Any consummation of a binding share exchange or reclassification involving the Series A Preferred Stock, or of a merger or consolidation of the Company with or into another corporation or other entity, or any merger or consolidation of the Company with or into any entity other than a corporation unless in each case (i) the shares of the Series A Preferred Stock remain outstanding or, in the case of any such merger or consolidation with respect to which the Company is not the surviving or resulting corporation, are converted into or exchanged for preference securities of the surviving or resulting corporation or a corporation controlling such corporation and (ii) such shares remaining outstanding or such preference securities have such rights, preferences, privileges and voting powers, and limitations and restrictions thereof that, if such change were effected by amendment of the Company’s Restated Certificate of Incorporation, would not require a vote of the holders of the Series A Preferred Stock under the preceding paragraph. 

Each holder of Series A Preferred Stock will be entitled to one vote per each $100,000 liquidation preference to which his or her shares are entitled on any matter on which holders of Series A Preferred Stock are entitled to vote, including any action by written consent.

The foregoing voting provisions will not apply if, at or prior to the time when the act with respect to which the vote would otherwise be required shall be effected, all outstanding shares of Series A Preferred Stock shall have been redeemed or called for redemption upon proper notice and sufficient funds shall have been set aside by the Company for the benefit of the holders of Series A Preferred Stock to effect the redemption.

Form

The Series A Preferred Stock will be issued only in fully registered form. No fractional shares will be issued unless the Trust is dissolved and the Company delivers the shares, rather than depositary receipts representing the shares, to the registered holders of the PCS. If the Trust is dissolved and depositary receipts or shares of Series A Preferred Stock are distributed to holders of PCS, the Company would intend to distribute them in book-entry form

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only and the procedures governing holding and transferring beneficial interests in the Series A Preferred Stock, and the circumstance in which holders of beneficial interests will be entitled to receive certificates evidencing their shares or depositary receipts, will be as described under “Book-Entry System” in the prospectus relating to the Series A Preferred Stock. If the Company determines to issue depositary shares representing fractional interests in the Series A Preferred Stock, each depositary share will be represented by a depositary receipt. In such an event, the Series A Preferred Stock represented by the depositary shares will be deposited under a deposit agreement among the Company, a depositary and the holders from time to time of the depositary receipts representing depositary shares. Subject to the terms and conditions of any deposit agreement, each holder of a depositary share will be entitled, through the depositary, in proportion to the applicable fraction of a share of the Series A Preferred Stock represented by such depositary share, to all the rights and preferences of the Series A Preferred Stock represented thereby (including dividends, voting, redemption and liquidation rights).

Title

The Company, the transfer agent and registrar for the Series A Preferred Stock, and any of their agents may treat the registered owner of the Series A Preferred Stock, which shall be the Property Trustee unless and until the Trust is dissolved, as the absolute owner of that stock, whether or not any payment for the Series A Preferred Stock shall be overdue and despite any notice to the contrary, for any purpose.

Transfer Agent and Registrar

If the Trust is dissolved and shares of Series A Preferred Stock or depositary receipts representing the Series A Preferred Stock are distributed to holders of PCS, the Company may appoint a transfer agent, registrar and dividend disbursement agent for the Series A Preferred Stock. The registrar for the Series A Preferred Stock will send notices to shareholders of any meetings at which holders of Series A Preferred Stock have the right to vote on any matter.

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EX-10.24

Exhibit 10.24

AIRCRAFT TIME SHARING AGREEMENT

This Aircraft Time Sharing Agreement (the “Agreement”) is entered into as of January 23, 2023 (the “Effective Date”), by and between The Bank of New York Mellon, a New York corporation (“Lessor”), and Robin Vince, an individual (“Lessee”).

RECITALS

A.    Lessor is in legal possession of the Aircraft (as defined below).

B.    Lessor employs (or contracts for the services of) a fully qualified flight crew to operate the Aircraft.

C.    Lessee desires from time to time to lease the Aircraft, with a flight crew, on a non-exclusive basis, from Lessor on a time sharing basis as defined in Section 91.501(c)(1) of the FAR (as defined below) and in accordance with Sections 91.501(b)(6), 91.501(c)(1) and 91.501(d) of the FAR.

D.    Lessor is willing to lease the Aircraft, with flight crew, on a non-exclusive basis, to Lessee on such a time sharing basis.

E.    During the term of this Agreement, the Aircraft will be subject to use by Lessor and Lessor Related Persons (as defined in Section 6.3).

AGREEMENT

NOW, THEREFORE, Lessor and Lessee, in consideration of the promises of the other set forth herein, intending to be legally bound, hereby agree as follows:

1.Definitions.

1.1.Specific Terms. The following defined terms shall have the following meanings when used in this Agreement. The meanings assigned by this Agreement shall apply to the plural, singular, possessive or any other form of the term. Words of the masculine, feminine or neuter gender used in this Agreement include all other genders.

“Agreement” is defined in the preamble.

“Aircraft” means the Airframe, the Engines, and the Aircraft Documents. Such Engines shall be deemed part of the “Aircraft” whether or not from time to time attached to the Airframe or removed from the Aircraft.

“Aircraft Documents” means, as to the Aircraft, all flights, records, maintenance records, historical records, modification records, overhaul records, manuals, logbooks, authorizations, drawings and data relating to the Airframe, any Engine or any Part, that are required by Applicable Law to be created or maintained with respect to the maintenance and/or operation of the Aircraft.

“Airframe” means the Airframe described in Schedule 1 attached hereto and made a part hereof, as the same may be amended from time to time as set forth below, together with any and all Parts (including, but not limited to, landing gear and auxiliary power units, but excluding Engines or engines) so long as such Parts shall be either incorporated or installed in or attached to the Airframe.

“Applicable Law” means, without limitation, all applicable laws, treaties, international agreements, decisions and orders of any court, arbitration or governmental agency or authority and rules, regulations, orders, directives, licenses and permits of any governmental body, instrumentality, agency or authority, including, without limitation, the FAR and 49 U.S.C. § 41101, et seq., as amended.

“Business Day” means Monday through Friday, exclusive of legal holidays under the laws of the United States or the State of New York.

“Default Rate” means a per annum rate of interest equal to the SOFR, plus one percent (1%).

“Effective Date” means the date so specified in the preamble of this Agreement.

“Engine(s)” means the engine(s) identified in Schedule 1 (or any replacement or loaner engines), as the same may be amended from time to time as set forth below, together with any and all Parts so long as the same shall be either incorporated or installed in or attached to such Engine.

“FAA” means the Federal Aviation Administration or any successor agency.

“FAR” means collectively the Aeronautics Regulations of the Federal Aviation Administration and the Department of Transportation, as codified at Title 14, Parts 1 to 399 of the United States Code of Federal Regulations.

“Lessee” is defined in the preamble.

“Lessor” is defined in the preamble.

“Lessor Related Person” is defined in Section 6.3.

“Operational Control” has the same meaning given the term in Section 1.1 of the FAR.

“Owner” means The Bank of New York Mellon.

“Parts” means all appliances, components, parts, instruments, appurtenances, accessories, furnishings or other equipment of whatever nature (other than complete Engines or engines) which may from time to time be incorporated or installed in or attached to the Airframe or any Engine and includes replacement parts.

“Pilot in Command” has the same meaning given the term in Section 1.1 of the FAR.

“Taxes” means all sales taxes, use taxes, retailer taxes, duties, fees, excise taxes (including, without limitation federal transportation excise taxes), or other taxes of any kind which may be assessed or levied by any Taxing Jurisdiction as a result of the lease of the Aircraft to Lessee, or the use of the Aircraft by Lessee, or the provision of a taxable transportation service to Lessee using the Aircraft.

“Taxing Jurisdiction” means any federal, state, county, local, airport, district, foreign, or other governmental authority that imposes Taxes.

“Term” means the term of this Agreement set forth in Section 3.

1.2.Other Terms. Unless otherwise specified, the following terms, whether or not capitalized, will have the following meanings as used in this Agreement. “Hereof,” “herein,” “hereunder,” and similar terms refer to this Agreement as a whole, and are not limited to the section or subdivision of this Agreement in which the term appears. “Includes,” “including,” and similar terms mean without limitation. “Person” includes any natural person, corporation, general or limited partnership, limited liability company, other incorporated or unincorporated association, trust, governmental body or other entity.

2.Agreement to lease.

2.1.    Agreement to lease. Lessor agrees to lease the Aircraft to Lessee on an “as needed and as available” basis, and to provide a fully qualified flight crew for all flights of Lessee, in accordance with the terms and conditions of this Agreement.

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2.2.    Intent and Interpretation. The parties hereto intend that this Agreement shall constitute, and this Agreement shall be interpreted as, a Time Sharing Agreement as defined in Section 91.501(c)(1) of the FAR.

2.3.    Non-Exclusivity. Lessee acknowledges that the Aircraft is leased to Lessee hereunder on a non-exclusive basis, and that the Aircraft will also be subject to use by Lessor and Lessor’s Related Persons.

3.Term. The initial term (the “Initial Term”) of this Agreement begins on the Effective Date, and ends on the 6-month anniversary of the Effective Date (subject to earlier termination as provided below). At the end of the Initial Term, this Agreement shall automatically be renewed for successive 6-month terms until terminated as provided below. Notwithstanding the foregoing, Lessee shall have the right to terminate this Agreement with or without cause on thirty (30) days written notice to Lessor. After the Initial Term, Lessor shall have the right to terminate this Agreement with or without cause on thirty (30) days written notice to Lessee; provided, however, this Agreement may be terminated on such shorter notice as may be required to comply with Applicable Law, the requirements of any financial institution, or insurance requirements.

4.Payments.

4.1.    Flight Charges. Lessee shall pay Lessor for each flight conducted for Lessee under this Agreement an amount equal to the maximum amount of expense reimbursement permitted in accordance with Section 91.501(d) of the FAR, which expenses include and are limited to:

4.1.1.    fuel oil, lubricants, and other additives;

4.1.2.    travel expenses of the crew, including food, lodging and ground transportation;

4.1.3.    hangar and tie down costs away from the Aircraft’s base of operation;

4.1.4.    insurance obtained for the specific flight;

4.1.5.    landing fees, airport taxes and similar assessments;

4.1.6.    customs, foreign permit, and similar fees directly related to the flight;

4.1.7.    in-flight food and beverages;

4.1.8.    passenger ground transportation;

4.1.9.    flight planning and weather contract services; and

4.1.10.    an additional charge equal to 100% of the expenses listed in Section 4.1.1.

4.2.    Invoices and Payment. Lessor will initially pay all expenses related to the operation of the Aircraft in the ordinary course, provided that as soon as practicable after the last day of any calendar month during which any flight for the account of Lessee has been conducted, Lessor shall provide an invoice to Lessee for an amount determined in accordance with Section 4.1 above. Lessee shall remit the full amount of any such invoice, together with any applicable Taxes under Section 5, to Lessor promptly within thirty (30) days of receipt of the invoice. In the event Lessor has not received a supplier invoice for reimbursable charges relating to any such flight prior to such invoicing, Lessor shall re-compute the amount determined in accordance with Section 4.1 above and if an additional amount is due from Lessee to Lessor, issue a supplemental invoice for such charges to Lessee as soon as practicable after the date of receipt of such supplier invoice, and Lessee shall pay such supplemental invoice amount upon receipt thereof. Delinquent payments, defined as payments received more than thirty (30) days after receipt of invoice, to Lessor by Lessee hereunder shall bear interest at the Default Rate from the due date until the date of payment. Lessee shall further pay all costs incurred Lessor by in collecting any amounts due from

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Lessee pursuant to the provisions of this Section 4.2 after delinquency, including court costs and reasonable attorneys’ fees.

5.Taxes. None of the payments to be made by Lessee under Section 4 of this Agreement includes, and Lessee shall be responsible for, shall indemnify and hold harmless Lessor against, any Taxes which may be assessed or levied by any Taxing Jurisdiction as a result of the lease of the Aircraft to Lessee, or the use of the Aircraft by Lessee, or the provision of a taxable transportation service to that Lessee using the Aircraft. Without limiting the generality of the foregoing, Lessee and Lessor specifically acknowledge that all Lessee’s flights will be subject to commercial air transportation excise taxes pursuant to Section 4261 of the Internal Revenue Code of 1986, as amended, regardless of whether any such flight is considered “noncommercial” under the FAR. Lessee shall remit to Lessor all such Taxes together with each payment made pursuant to Section 4.2.

6.Scheduling Flights.

6.1.    Submitting Flight Requests. Lessee shall submit requests for flights and proposed flight schedules to Lessor as far in advance of any given flight as possible, preferably at least two (2) Business Days prior to Lessee’s desired departure date. Requests for flights and proposed flight schedules shall be in a form, whether written or oral, mutually convenient to, and agreed upon by, Lessor and Lessee. In addition to requests for flights and proposed flight schedules, Lessee shall provide Lessor at least the following information for each proposed flight as soon as possible prior to scheduled departure:

6.1.1.    departure airport;

6.1.2.    destination airport;

6.1.3.    date and time of outbound departure (including any multiple leg destinations);

6.1.4.    the number of anticipated passengers and their names;

6.1.5.    the nature and extent of luggage and/or cargo to be carried;

6.1.6.    the date and time of return flight (including any multiple leg destinations), if any;

6.1.7.    for international trips, passport information and Customs-required information for all passengers; and

6.1.8.    any other information concerning the proposed flight that may be pertinent or required by Lessor’s flight crew.

Until such time as Lessor notifies Lessee otherwise, all flight requests hereunder shall be submitted to the following representative of Lessor:

Travel Services

6.2.    Coordination of Flight Requests. Each use of the Aircraft by Lessee shall be subject to Lessor’s prior approval. Lessor will use reasonable efforts to accommodate Lessee’s needs and avoid conflicts in scheduling; provided however, that Lessor shall not be liable to Lessee or any other person for loss, injury, or damage occasioned by any delay or failure to furnish the Aircraft, with a flight crew, pursuant to this Agreement for any reason. Lessor shall not be obligated to retain or contract for additional flight crew or maintenance personnel or equipment in order to accommodate a flight request submitted by Lessee.

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6.3.    Subordinated Use of Aircraft. Lessee’s rights to schedule the use of the Aircraft shall at all times be subordinate to the Aircraft use requirements of Lessor, and any parent corporation, subsidiary or affiliate of Lessor (“Lessor Related Persons”).

7.Title and Operation.

7.1.    Title and Registration. Lessee acknowledges that title to the Aircraft shall remain vested in Owner, and Lessee undertakes, to the extent permitted by Applicable Law to do all such further acts, deeds, assurances, or things as may, in the reasonable opinion of Owner or Lessor, be necessary or desirable in order to protect or preserve Owner’s title to the Aircraft. To the extent requested by Owner or Lessor, or their respective and assigns, Lessee shall take all action necessary to continue all rights and interests of Owner, and their respective successors or assigns in the Aircraft under Applicable Law against any claims of Lessee and any persons claiming by, through, or under Lessee.

7.2.    Aircraft Maintenance. Lessor shall be solely responsible for maintenance, preventative maintenance, and required or otherwise necessary inspections of the Aircraft, and shall take such requirements into account in scheduling the Aircraft. No period of maintenance, preventative maintenance, or inspection shall be delayed or postponed for the purpose of scheduling the Aircraft, unless said maintenance or inspection can be safely conducted at a later time in compliance with all Applicable Law, and with the sound discretion of the Pilot in Command.

7.3.    Flight Crews. Lessor shall provide to Lessee a qualified flight crew for each flight conducted in accordance with this Agreement. Lessor may, if it so chooses, elect not to hire its own pilots for any given flight hereunder, but to contract instead for pilot services from a third party. Whether or not the flight crew is supplied by a third party, the flight crew is under the exclusive command and control of Lessor in all phases of all flights conducted hereunder.

7.4.    OPERATIONAL CONTROL. THE PARTIES EXPRESSLY AGREE THAT LESSOR SHALL HAVE AND MAINTAIN OPERATIONAL CONTROL OF THE AIRCRAFT FOR ALL FLIGHTS OPERATED UNDER THIS AGREEMENT, AND THAT THE INTENT OF THE PARTIES IS THAT THIS AGREEMENT CONSTITUTE A “TIME SHARING AGREEMENT” AS SUCH TERM IS DEFINED IN SECTION 91.501(C)(1) OF THE FAR. LESSOR SHALL EXERCISE EXCLUSIVE AUTHORITY OVER INITIATING, CONDUCTING, OR TERMINATING ANY FLIGHT CONDUCTED ON BEHALF OF LESSEE PURSUANT TO THIS AGREEMENT.

7.5.    Authority of Pilot in Command. Notwithstanding that Lessor shall have Operational Control of the Aircraft during any flight conducted pursuant to this Agreement, Lessor and Lessee expressly agree that the Pilot in Command, in his or her sole discretion, may terminate any flight, refuse to commence any flight, or take any other flight-related action which in the judgment of the Pilot in Command is necessitated by considerations of safety. The Pilot in Command shall have final and complete authority to postpone or cancel any flight for any reason or condition which in his or her judgment would compromise the safety of the flight. No such action of the Pilot in Command shall create or support any liability of Lessor to Lessee for loss, injury, damage, or delay.

7.6.    Base of Operation. For purposes of this Agreement, the base of operation is Teterboro Airport, New Jersey (KTEB); provided, however, that the base of operation for purposes of this Agreement may be changed temporarily or permanently by Lessor without notice. Lessor will make reasonable efforts to notify Lessee of changes in the base of operations at least forty-eight (48) hours prior to Lessee’s scheduled flights.

7.7.    Force Majeure. Lessor shall not be liable for delay or failure to furnish the Aircraft and flight crew pursuant to this Agreement when such failure is caused by government regulation or authority, mechanical difficulty, war, civil commotion, strikes or labor disputes, weather conditions, acts of God, or other unforeseen or unanticipated circumstances.

8.Insurance and Limitation of Liability. Lessor represents that the flight operations for the Aircraft as contemplated in this Agreement will be covered by the Lessor’s aircraft all-risk physical damage insurance (hull coverage), aircraft bodily injury and property damage liability insurance. Lessor

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will retain all rights and benefits with respect to the proceeds payable under policies of hull insurance maintained by Lessor that may be payable as a result of any incident or occurrence while an Aircraft is being operated on behalf of Lessee under this Agreement.

8.1.    Additional policy requirements. Any policies of insurance carried in accordance with this Agreement and any policies taken out in substitution or replacement of any such policies shall:

8.1.1.    name Lessee as an additional insured;

8.1.2.    include a severability of interest clause providing that such policy shall operate in the same manner as if there were a separate policy covering each insured;

8.1.3.    shall be primary, without right of contribution from any other insurance maintained by Lessee; and

8.1.4.    as respects hull physical damage, waive any right of set off or subrogation against Lessee.

8.2.    Limitation of Liability. Lessee agrees that the insurance specified in this Section 8 provides its sole recourse for all claims, losses, liabilities, obligations, demands, suits, judgments or causes of action, penalties, fines, costs and expenses of any nature whatsoever, including attorneys’ fees and expenses for or on account of or arising out of, or in any way connected with the use of the Aircraft by Lessee or its guests, including injury to or death of any persons, including Lessee and its guests which may result from or arise out of the use or operation of the Aircraft during the term of this Agreement (“Claims”), regardless of whether such Claims arise out of or are caused by, in whole or in part, the negligence, gross negligence, or strict liability of Lessor.

8.3.    In no event shall Lessor be liable to Lessee or his employees, agents, representatives, guests, or invitees for any claims or liabilities, including property damage or injury and death, and expenses, including attorney’s fees, in excess of the amount paid by Lessor’s insurance carrier in the event of such loss.

8.4.    Upon request, the Lessor shall deliver to Lessee a certificate of insurance evidencing the insurance required to be maintained by Lessor under this Article.

8.5.    This Section shall survive termination of this Agreement.

9.Representations and Warranties. Lessee represents and warrants that Lessee shall:

9.1.    use the Aircraft solely for and on account of his own business or personal use only, and will not use the Aircraft for the purpose of providing transportation of passengers or cargo for compensation or hire, for or in connection with any illegal purpose, in violation of any Applicable Law, or in violation of any insurance policy with respect to Aircraft;

9.2.    refrain from incurring any mechanic’s or other lien in connection with inspection, preventative maintenance, maintenance, or storage of the Aircraft, whether permissible or impermissible under this Agreement;

9.3.    not attempt to convey, mortgage, assign, lease, lease, or in any way alienate the Aircraft or create any kind of lien or security interest involving the Aircraft, or do anything or take any action that might mature into such a lien; and

9.4.    abide by and conform, during the Term, to all Applicable Laws, governmental and airport orders, rules and regulations, as shall from time to time be in effect relating in any way to the operation and use of the Aircraft by Lessee.

10.Miscellaneous.

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10.1.    Notices. All notices hereunder (except for notices made purely for flight scheduling, which are governed by the provisions of Section 6) shall be delivered by hand, sent by reputable guaranteed overnight delivery service, or sent by first-class United States mail, certified, postage prepaid, return receipt requested to the addresses of the parties set forth below:

If to Lessor:

James J. Killerlane III

Corporate Secretary, Managing Director and Deputy General Counsel

240 Greenwich Street, 18th Floor

New York, NY 10286

T: ###-###-####

If to Lessee:

Robin Vince

240 Greenwich Street

New York, NY 10286

T: ###-###-####

Notice shall be deemed given when delivered or sent in the manner provided herein. At any time, either party may change its address for purposes of notices under this Agreement by giving notice to the other party in accordance herewith.

10.2.    No Waiver. No purported waiver by either party of any default by the other party of any term or provision contained herein shall be deemed to be a waiver of such term or provision unless the waiver is in writing and signed by the waiving party. No such waiver shall in any event be deemed a waiver or any subsequent default under the same or any other term or provision contained herein.

10.3.    Entire Agreement. This Agreement sets forth the entire understanding between the parties concerning the subject matter of this Agreement and incorporates all prior negotiations and understandings. There are no covenants, promises, agreements, conditions or understandings, either oral or written, between them relating to the subject matter of this Agreement other than those set forth herein. No representation or warranty has been made by or on behalf of any party (or any officer, director, employee, or agent thereof) to induce any other party to enter into this Agreement or to abide by or consummate any transaction contemplated by any timers of this Agreement, except representations and warranties, if any, expressly set forth herein. No alteration, amendment, change, or addition to this Agreement shall be binding upon either party unless in writing and signed by the party to be charged.

10.4.    No Agency or Partnership. Nothing contained in this Agreement shall be deemed or construed by the parties hereto or by any third person to create the relationship of principal and agent or of partnership or of joint venture.

10.5.    Successors and Assigns. Each and all of the provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto, and except as otherwise specifically provided in this Agreement, their respective successors and assigns, provided, however, that neither this Agreement, nor any rights herein granted may be assigned, transferred, or encumbered by Lessee, and any purported or attempted transfer or assignment by Lessee without the prior express written consent of Lessor shall be void and of no effect.

10.6.    Third Parties. Nothing herein expressed or implied is intended or shall be construed to confer upon or give any person other than the parties hereto and their successors and assigns any rights or remedies under or by reason of this Agreement.

10.7.    Captions; Recitals. The captions and section numbers appearing in this Agreement are inserted only as a matter of convenience. The captions and section numbers do not define, limit, construe, or describe the scope or intent of the provisions of this Agreement. The Recitals at the beginning of this

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Agreement are intended to give an understanding of the factual background that led the parties to enter into this Agreement. The Recitals are not intended to be warranties, representations, covenants, or otherwise contractually binding.

10.8.    Prohibited or Unenforceable Provisions. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof. To the extent permitted by Applicable Law, each of Lessor and Lessee hereby waives any provision of Applicable Law which renders any provision hereof prohibited or unenforceable in any respect.

10.9.    Governing Law. The Agreement shall be governed and construed by the provisions hereof and in accordance with the laws of the State of New York applicable to agreements to be performed in the State of New York, without giving effect to its conflict of laws provisions. Any disputes arising out of this Agreement will be subject to the exclusive jurisdiction of the U.S. District Court located in New York County, New York if federal jurisdiction is available and to the courts of the State of New York if federal jurisdiction is not available.

10.10.    Counterparts. This Agreement may be executed in one or more counterparts, each of which will be deemed an original and part of one and the same document.

11.Required Filings. Lessee authorizes Lessor at any time, and from time to time, to file any such document with the FAA and/or such other governmental agencies or offices as Lessor shall judge to be necessary or desirable in the name of, and on behalf of, Lessee, which authorization and power is coupled with an interest and shall be irrevocable.

12.Disclaimer. The Aircraft is being leased by Lessor to Lessee hereunder on a completely “as is, where is” basis, which is acknowledged and agreed to by Lessee. The warranties and representations set forth in this Agreement are exclusive and in lieu of all other representations or warranties whatsoever, express or implied, and Lessor has not made and shall not be construed or deemed to have made (whether by virtue of having leased the Aircraft under this Agreement, having leased the Aircraft from Lessor, having done or failed to do any act, or having acquired or failed to acquire any status under or in relation to this Agreement or otherwise) any other representation or warranty whatsoever, express or implied, with respect to the Aircraft or to any Part thereof, and specifically, without limitation, in this respect disclaims all representations and warranties concerning the title, airworthiness, value, condition, design, merchantability, compliance with specifications, construction and condition of the Aircraft, or fitness for a particular use of the Aircraft, and as to the absence of latent and other defects, whether or not discoverable, and as to the absence of any infringement or the like hereunder of any patent, trademark, or copyright, and as to the absence of obligations based on strict liability in tort, or as to the quality of the material or workmanship of the Aircraft or any part thereof, or any other representation or warranty whatsoever, express or implied (including any implied warranty arising from a course of performance, dealing, or usage of trade), with respect to the Aircraft or any Part thereof.

Lessee hereby waives, releases, disclaims and renounces all expectation of or reliance upon any such and other warranties, obligations, and liabilities of Lessor and rights, claims, and remedies of Lessee against Lessor express or implied, arising by law or otherwise, including but not limited to: (i) any implied warranty of merchantability or fitness for any particular use; (ii) any implied warranty arising from course of performance, course of dealing, or usage of trade; (iii) any obligation, liability, right, claim, or remedy in tort, whether or not arising from the negligence of Lessor, actual or imputed; and (iv) any obligation, liability, right, claim, or remedy for loss of or damage to the Aircraft, for loss of use, revenue, or profit with respect to the Aircraft, or for any other direct, indirect, incidental, or consequential damages.

13.Truth in Leasing Disclosures.

13.1.    The parties hereto certify that a true copy of this Agreement shall be carried on the Aircraft at all times and shall be made available for inspection upon request by an appropriately constituted and identified representative of the Administrator of the FAA.

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13.2.    Lessor shall, for and on behalf of Lessor and Lessee, mail a copy of this Agreement by certified mail, return receipt requested, to: Federal Aviation Administration, Aircraft Registration Branch, Attn: Technical Section, P.O. Box 25724, Oklahoma City, Oklahoma 73125, within twenty-four (24) hours after execution of this Agreement.

13.3.    At least forty-eight (48) hours before the first flight under this Agreement, Lessor shall, for and on behalf of Lessor and Lessee, comply with the notification requirements of Section 91.23(c)(3) of the FAR by notifying by telephone or in person the responsible Flight Standards office nearest the airport where such first flight will originate of the following: (i) the location of the airport of departure, (ii) the departure time, and (iii) the registration number of the Aircraft.

13.4.    WITHIN THE TWELVE (12) MONTH PERIOD PRECEDING THE EFFECTIVE DATE, EXCEPT TO THE EXTENT THE AIRCRAFT IS LESS THAN TWELVE (12) MONTHS OLD, THE AIRCRAFT HAVE BEEN INSPECTED AND MAINTAINED IN ACCORDANCE WITH THE FOLLOWING PROVISIONS OF FAR: FAR 91.409(F)(3) – A CURRENT INSPECTION PROGRAM RECOMMENDED BY THE MANUFACTURER.

13.5.    THE PARTIES HERETO CERTIFY THAT, DURING THE TERM OF THIS AGREEMENT AND FOR ALL OPERATIONS CONDUCTED HEREUNDER, THE AIRCRAFT WILL BE MAINTAINED AND INSPECTED IN ACCORDANCE WITH THE PROVISIONS OF FAR 91.409(F)(3).

13.6.    LESSOR, WHOSE ADDRESS APPEARS IN SECTION 10.1 ABOVE AND WHOSE AUTHORIZED SIGNATURE APPEARS BELOW, SHALL HAVE AND RETAIN OPERATIONAL CONTROL OF THE AIRCRAFT DURING ALL OPERATIONS CONDUCTED PURSUANT TO THIS AGREEMENT. EACH PARTY HERETO CERTIFIES THAT IT UNDERSTANDS THE EXTENT OF ITS RESPONSIBILITIES SET FORTH HEREIN FOR COMPLIANCE WITH APPLICABLE FEDERAL AVIATION REGULATIONS. AN EXPLANATION OF FACTORS BEARING ON OPERATIONAL CONTROL AND PERTINENT FEDERAL AVIATION REGULATIONS CAN BE OBTAINED FROM THE RESPONSIBLE FLIGHT STANDARDS OFFICE.

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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed effective as of the date first above written.

LESSOR:		LESSEE:
The Bank of New York Mellon		Robin Vince
By:	/s/ James J. Killerlane III	By:	/s/ Robin Vince
Name: James J. Killerlane III		Name: Robin Vince
Title: Corporate Secretary, Managing Director and Deputy General Counsel		Title: Chief Executive Officer

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EX-10.25

Exhibit 10.25

AIRCRAFT TIME SHARING AGREEMENT

This Aircraft Time Sharing Agreement (the “Agreement”) is entered into as of January 23, 2023 (the “Effective Date”), by and between The Bank of New York Mellon, a New York corporation (“Lessor”), and Robin Vince, an individual (“Lessee”).

RECITALS

A.    Lessor is in legal possession of the Aircraft (as defined below).

B.    Lessor employs (or contracts for the services of) a fully qualified flight crew to operate the Aircraft.

C.    Lessee desires from time to time to lease the Aircraft, with a flight crew, on a non-exclusive basis, from Lessor on a time sharing basis as defined in Section 91.501(c)(1) of the FAR (as defined below) and in accordance with Sections 91.501(b)(6), 91.501(c)(1) and 91.501(d) of the FAR.

D.    Lessor is willing to lease the Aircraft, with flight crew, on a non-exclusive basis, to Lessee on such a time sharing basis.

E.    During the term of this Agreement, the Aircraft will be subject to use by Lessor and Lessor Related Persons (as defined in Section 6.3).

AGREEMENT

NOW, THEREFORE, Lessor and Lessee, in consideration of the promises of the other set forth herein, intending to be legally bound, hereby agree as follows:

1.Definitions.

1.1.Specific Terms. The following defined terms shall have the following meanings when used in this Agreement. The meanings assigned by this Agreement shall apply to the plural, singular, possessive or any other form of the term. Words of the masculine, feminine or neuter gender used in this Agreement include all other genders.

“Agreement” is defined in the preamble.

“Aircraft” means the Airframe, the Engines, and the Aircraft Documents. Such Engines shall be deemed part of the “Aircraft” whether or not from time to time attached to the Airframe or removed from the Aircraft.

“Aircraft Documents” means, as to the Aircraft, all flights, records, maintenance records, historical records, modification records, overhaul records, manuals, logbooks, authorizations, drawings and data relating to the Airframe, any Engine or any Part, that are required by Applicable Law to be created or maintained with respect to the maintenance and/or operation of the Aircraft.

“Airframe” means the Airframe described in Schedule 1 attached hereto and made a part hereof, as the same may be amended from time to time as set forth below, together with any and all Parts (including, but not limited to, landing gear and auxiliary power units, but excluding Engines or engines) so long as such Parts shall be either incorporated or installed in or attached to the Airframe.

“Applicable Law” means, without limitation, all applicable laws, treaties, international agreements, decisions and orders of any court, arbitration or governmental agency or authority and rules, regulations, orders, directives, licenses and permits of any governmental body, instrumentality, agency or authority, including, without limitation, the FAR and 49 U.S.C. § 41101, et seq., as amended.

“Business Day” means Monday through Friday, exclusive of legal holidays under the laws of the United States or the State of New York.

“Default Rate” means a per annum rate of interest equal to the SOFR, plus one percent (1%).

“Effective Date” means the date so specified in the preamble of this Agreement.

“Engine(s)” means the engine(s) identified in Schedule 1 (or any replacement or loaner engines), as the same may be amended from time to time as set forth below, together with any and all Parts so long as the same shall be either incorporated or installed in or attached to such Engine.

“FAA” means the Federal Aviation Administration or any successor agency.

“FAR” means collectively the Aeronautics Regulations of the Federal Aviation Administration and the Department of Transportation, as codified at Title 14, Parts 1 to 399 of the United States Code of Federal Regulations.

“Lessee” is defined in the preamble.

“Lessor” is defined in the preamble.

“Lessor Related Person” is defined in Section 6.3.

“Operational Control” has the same meaning given the term in Section 1.1 of the FAR.

“Owner” means The Bank of New York Mellon.

“Parts” means all appliances, components, parts, instruments, appurtenances, accessories, furnishings or other equipment of whatever nature (other than complete Engines or engines) which may from time to time be incorporated or installed in or attached to the Airframe or any Engine and includes replacement parts.

“Pilot in Command” has the same meaning given the term in Section 1.1 of the FAR.

“Taxes” means all sales taxes, use taxes, retailer taxes, duties, fees, excise taxes (including, without limitation federal transportation excise taxes), or other taxes of any kind which may be assessed or levied by any Taxing Jurisdiction as a result of the lease of the Aircraft to Lessee, or the use of the Aircraft by Lessee, or the provision of a taxable transportation service to Lessee using the Aircraft.

“Taxing Jurisdiction” means any federal, state, county, local, airport, district, foreign, or other governmental authority that imposes Taxes.

“Term” means the term of this Agreement set forth in Section 3.

1.2.Other Terms. Unless otherwise specified, the following terms, whether or not capitalized, will have the following meanings as used in this Agreement. “Hereof,” “herein,” “hereunder,” and similar terms refer to this Agreement as a whole, and are not limited to the section or subdivision of this Agreement in which the term appears. “Includes,” “including,” and similar terms mean without limitation. “Person” includes any natural person, corporation, general or limited partnership, limited liability company, other incorporated or unincorporated association, trust, governmental body or other entity.

2.Agreement to lease.

2.1.Agreement to lease. Lessor agrees to lease the Aircraft to Lessee on an “as needed and as available” basis, and to provide a fully qualified flight crew for all flights of Lessee, in accordance with the terms and conditions of this Agreement.

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2.2.Intent and Interpretation. The parties hereto intend that this Agreement shall constitute, and this Agreement shall be interpreted as, a Time Sharing Agreement as defined in Section 91.501(c)(1) of the FAR.

2.3.Non-Exclusivity. Lessee acknowledges that the Aircraft is leased to Lessee hereunder on a non-exclusive basis, and that the Aircraft will also be subject to use by Lessor and Lessor’s Related Persons.

3.Term. The initial term (the “Initial Term”) of this Agreement begins on the Effective Date, and ends on the 6-month anniversary of the Effective Date (subject to earlier termination as provided below). At the end of the Initial Term, this Agreement shall automatically be renewed for successive 6-month terms until terminated as provided below. Notwithstanding the foregoing, Lessee shall have the right to terminate this Agreement with or without cause on thirty (30) days written notice to Lessor. After the Initial Term, Lessor shall have the right to terminate this Agreement with or without cause on thirty (30) days written notice to Lessee; provided, however, this Agreement may be terminated on such shorter notice as may be required to comply with Applicable Law, the requirements of any financial institution, or insurance requirements.

4.Payments.

4.1.    Flight Charges. Lessee shall pay Lessor for each flight conducted for Lessee under this Agreement an amount equal to the maximum amount of expense reimbursement permitted in accordance with Section 91.501(d) of the FAR, which expenses include and are limited to:

4.1.1.    fuel oil, lubricants, and other additives;

4.1.2.    travel expenses of the crew, including food, lodging and ground transportation;

4.1.3.    hangar and tie down costs away from the Aircraft’s base of operation;

4.1.4.    insurance obtained for the specific flight;

4.1.5.    landing fees, airport taxes and similar assessments;

4.1.6.    customs, foreign permit, and similar fees directly related to the flight;

4.1.7.    in-flight food and beverages;

4.1.8.    passenger ground transportation;

4.1.9.    flight planning and weather contract services; and

4.1.10.    an additional charge equal to 100% of the expenses listed in Section 4.1.1.

4.2.    Invoices and Payment. Lessor will initially pay all expenses related to the operation of the Aircraft in the ordinary course, provided that as soon as practicable after the last day of any calendar month during which any flight for the account of Lessee has been conducted, Lessor shall provide an invoice to Lessee for an amount determined in accordance with Section 4.1 above. Lessee shall remit the full amount of any such invoice, together with any applicable Taxes under Section 5, to Lessor promptly within thirty (30) days of receipt of the invoice. In the event Lessor has not received a supplier invoice for reimbursable charges relating to any such flight prior to such invoicing, Lessor shall re-compute the amount determined in accordance with Section 4.1 above and if an additional amount is due from Lessee to Lessor, issue a supplemental invoice for such charges to Lessee as soon as practicable after the date of receipt of such supplier invoice, and Lessee shall pay such supplemental invoice amount upon receipt thereof. Delinquent payments, defined as payments received more than thirty (30) days after receipt of invoice, to Lessor by Lessee hereunder shall bear interest at the Default Rate from the due date until the date of payment. Lessee shall further pay all costs incurred Lessor by in collecting any amounts due from

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Lessee pursuant to the provisions of this Section 4.2 after delinquency, including court costs and reasonable attorneys’ fees.

5.Taxes. None of the payments to be made by Lessee under Section 4 of this Agreement includes, and Lessee shall be responsible for, shall indemnify and hold harmless Lessor against, any Taxes which may be assessed or levied by any Taxing Jurisdiction as a result of the lease of the Aircraft to Lessee, or the use of the Aircraft by Lessee, or the provision of a taxable transportation service to that Lessee using the Aircraft. Without limiting the generality of the foregoing, Lessee and Lessor specifically acknowledge that all Lessee’s flights will be subject to commercial air transportation excise taxes pursuant to Section 4261 of the Internal Revenue Code of 1986, as amended, regardless of whether any such flight is considered “noncommercial” under the FAR. Lessee shall remit to Lessor all such Taxes together with each payment made pursuant to Section 4.2.

6.Scheduling Flights.

6.1.    Submitting Flight Requests. Lessee shall submit requests for flights and proposed flight schedules to Lessor as far in advance of any given flight as possible, preferably at least two (2) Business Days prior to Lessee’s desired departure date. Requests for flights and proposed flight schedules shall be in a form, whether written or oral, mutually convenient to, and agreed upon by, Lessor and Lessee. In addition to requests for flights and proposed flight schedules, Lessee shall provide Lessor at least the following information for each proposed flight as soon as possible prior to scheduled departure:

6.1.1.    departure airport;

6.1.2.    destination airport;

6.1.3.    date and time of outbound departure (including any multiple leg destinations);

6.1.4.    the number of anticipated passengers and their names;

6.1.5.    the nature and extent of luggage and/or cargo to be carried;

6.1.6.    the date and time of return flight (including any multiple leg destinations), if any;

6.1.7.    for international trips, passport information and Customs-required information for all passengers; and

6.1.8.    any other information concerning the proposed flight that may be pertinent or required by Lessor’s flight crew.

Until such time as Lessor notifies Lessee otherwise, all flight requests hereunder shall be submitted to the following representative of Lessor:

Travel Services

6.2.    Coordination of Flight Requests. Each use of the Aircraft by Lessee shall be subject to Lessor’s prior approval. Lessor will use reasonable efforts to accommodate Lessee’s needs and avoid conflicts in scheduling; provided however, that Lessor shall not be liable to Lessee or any other person for loss, injury, or damage occasioned by any delay or failure to furnish the Aircraft, with a flight crew, pursuant to this Agreement for any reason. Lessor shall not be obligated to retain or contract for additional flight crew or maintenance personnel or equipment in order to accommodate a flight request submitted by Lessee.

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6.3.    Subordinated Use of Aircraft. Lessee’s rights to schedule the use of the Aircraft shall at all times be subordinate to the Aircraft use requirements of Lessor, and any parent corporation, subsidiary or affiliate of Lessor (“Lessor Related Persons”).

7.    Title and Operation.

7.1.    Title and Registration. Lessee acknowledges that title to the Aircraft shall remain vested in Owner, and Lessee undertakes, to the extent permitted by Applicable Law to do all such further acts, deeds, assurances, or things as may, in the reasonable opinion of Owner or Lessor, be necessary or desirable in order to protect or preserve Owner’s title to the Aircraft. To the extent requested by Owner or Lessor, or their respective and assigns, Lessee shall take all action necessary to continue all rights and interests of Owner, and their respective successors or assigns in the Aircraft under Applicable Law against any claims of Lessee and any persons claiming by, through, or under Lessee.

7.2.    Aircraft Maintenance. Lessor shall be solely responsible for maintenance, preventative maintenance, and required or otherwise necessary inspections of the Aircraft, and shall take such requirements into account in scheduling the Aircraft. No period of maintenance, preventative maintenance, or inspection shall be delayed or postponed for the purpose of scheduling the Aircraft, unless said maintenance or inspection can be safely conducted at a later time in compliance with all Applicable Law, and with the sound discretion of the Pilot in Command.

7.3.    Flight Crews. Lessor shall provide to Lessee a qualified flight crew for each flight conducted in accordance with this Agreement. Lessor may, if it so chooses, elect not to hire its own pilots for any given flight hereunder, but to contract instead for pilot services from a third party. Whether or not the flight crew is supplied by a third party, the flight crew is under the exclusive command and control of Lessor in all phases of all flights conducted hereunder.

7.4.    OPERATIONAL CONTROL. THE PARTIES EXPRESSLY AGREE THAT LESSOR SHALL HAVE AND MAINTAIN OPERATIONAL CONTROL OF THE AIRCRAFT FOR ALL FLIGHTS OPERATED UNDER THIS AGREEMENT, AND THAT THE INTENT OF THE PARTIES IS THAT THIS AGREEMENT CONSTITUTE A “TIME SHARING AGREEMENT” AS SUCH TERM IS DEFINED IN SECTION 91.501(C)(1) OF THE FAR. LESSOR SHALL EXERCISE EXCLUSIVE AUTHORITY OVER INITIATING, CONDUCTING, OR TERMINATING ANY FLIGHT CONDUCTED ON BEHALF OF LESSEE PURSUANT TO THIS AGREEMENT.

7.5.    Authority of Pilot in Command. Notwithstanding that Lessor shall have Operational Control of the Aircraft during any flight conducted pursuant to this Agreement, Lessor and Lessee expressly agree that the Pilot in Command, in his or her sole discretion, may terminate any flight, refuse to commence any flight, or take any other flight-related action which in the judgment of the Pilot in Command is necessitated by considerations of safety. The Pilot in Command shall have final and complete authority to postpone or cancel any flight for any reason or condition which in his or her judgment would compromise the safety of the flight. No such action of the Pilot in Command shall create or support any liability of Lessor to Lessee for loss, injury, damage, or delay.

7.6.    Base of Operation. For purposes of this Agreement, the base of operation is Teterboro Airport, New Jersey (KTEB); provided, however, that the base of operation for purposes of this Agreement may be changed temporarily or permanently by Lessor without notice. Lessor will make reasonable efforts to notify Lessee of changes in the base of operations at least forty-eight (48) hours prior to Lessee’s scheduled flights.

7.7.    Force Majeure. Lessor shall not be liable for delay or failure to furnish the Aircraft and flight crew pursuant to this Agreement when such failure is caused by government regulation or authority, mechanical difficulty, war, civil commotion, strikes or labor disputes, weather conditions, acts of God, or other unforeseen or unanticipated circumstances.

8.Insurance and Limitation of Liability. Lessor represents that the flight operations for the Aircraft as contemplated in this Agreement will be covered by the Lessor’s aircraft all-risk physical damage insurance (hull coverage), aircraft bodily injury and property damage liability insurance. Lessor

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will retain all rights and benefits with respect to the proceeds payable under policies of hull insurance maintained by Lessor that may be payable as a result of any incident or occurrence while an Aircraft is being operated on behalf of Lessee under this Agreement.

8.1.    Additional policy requirements. Any policies of insurance carried in accordance with this Agreement and any policies taken out in substitution or replacement of any such policies shall:

8.1.1.    name Lessee as an additional insured;

8.1.2.    include a severability of interest clause providing that such policy shall operate in the same manner as if there were a separate policy covering each insured;

8.1.3.    shall be primary, without right of contribution from any other insurance maintained by Lessee; and

8.1.4.    as respects hull physical damage, waive any right of set off or subrogation against Lessee.

8.2.    Limitation of Liability. Lessee agrees that the insurance specified in this Section 8 provides its sole recourse for all claims, losses, liabilities, obligations, demands, suits, judgments or causes of action, penalties, fines, costs and expenses of any nature whatsoever, including attorneys’ fees and expenses for or on account of or arising out of, or in any way connected with the use of the Aircraft by Lessee or its guests, including injury to or death of any persons, including Lessee and its guests which may result from or arise out of the use or operation of the Aircraft during the term of this Agreement (“Claims”), regardless of whether such Claims arise out of or are caused by, in whole or in part, the negligence, gross negligence, or strict liability of Lessor.

8.3.    In no event shall Lessor be liable to Lessee or his employees, agents, representatives, guests, or invitees for any claims or liabilities, including property damage or injury and death, and expenses, including attorney’s fees, in excess of the amount paid by Lessor’s insurance carrier in the event of such loss.

8.4.    Upon request, the Lessor shall deliver to Lessee a certificate of insurance evidencing the insurance required to be maintained by Lessor under this Article.

8.5.    This Section shall survive termination of this Agreement.

9.Representations and Warranties. Lessee represents and warrants that Lessee shall:

9.1.    use the Aircraft solely for and on account of his own business or personal use only, and will not use the Aircraft for the purpose of providing transportation of passengers or cargo for compensation or hire, for or in connection with any illegal purpose, in violation of any Applicable Law, or in violation of any insurance policy with respect to Aircraft;

9.2.    refrain from incurring any mechanic’s or other lien in connection with inspection, preventative maintenance, maintenance, or storage of the Aircraft, whether permissible or impermissible under this Agreement;

9.3.    not attempt to convey, mortgage, assign, lease, lease, or in any way alienate the Aircraft or create any kind of lien or security interest involving the Aircraft, or do anything or take any action that might mature into such a lien; and

9.4.    abide by and conform, during the Term, to all Applicable Laws, governmental and airport orders, rules and regulations, as shall from time to time be in effect relating in any way to the operation and use of the Aircraft by Lessee.

10.Miscellaneous.

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10.1.    Notices. All notices hereunder (except for notices made purely for flight scheduling, which are governed by the provisions of Section 6) shall be delivered by hand, sent by reputable guaranteed overnight delivery service, or sent by first-class United States mail, certified, postage prepaid, return receipt requested to the addresses of the parties set forth below:

If to Lessor:

James J. Killerlane III

Corporate Secretary, Managing Director and Deputy General Counsel

240 Greenwich Street, 18th Floor

New York, NY 10286

T: ###-###-####

If to Lessee:

Robin Vince

240 Greenwich Street

New York, NY 10286

T: ###-###-####

Notice shall be deemed given when delivered or sent in the manner provided herein. At any time, either party may change its address for purposes of notices under this Agreement by giving notice to the other party in accordance herewith.

10.2.    No Waiver. No purported waiver by either party of any default by the other party of any term or provision contained herein shall be deemed to be a waiver of such term or provision unless the waiver is in writing and signed by the waiving party. No such waiver shall in any event be deemed a waiver or any subsequent default under the same or any other term or provision contained herein.

10.3.    Entire Agreement. This Agreement sets forth the entire understanding between the parties concerning the subject matter of this Agreement and incorporates all prior negotiations and understandings. There are no covenants, promises, agreements, conditions or understandings, either oral or written, between them relating to the subject matter of this Agreement other than those set forth herein. No representation or warranty has been made by or on behalf of any party (or any officer, director, employee, or agent thereof) to induce any other party to enter into this Agreement or to abide by or consummate any transaction contemplated by any timers of this Agreement, except representations and warranties, if any, expressly set forth herein. No alteration, amendment, change, or addition to this Agreement shall be binding upon either party unless in writing and signed by the party to be charged.

10.4.    No Agency or Partnership. Nothing contained in this Agreement shall be deemed or construed by the parties hereto or by any third person to create the relationship of principal and agent or of partnership or of joint venture.

10.5.    Successors and Assigns. Each and all of the provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto, and except as otherwise specifically provided in this Agreement, their respective successors and assigns, provided, however, that neither this Agreement, nor any rights herein granted may be assigned, transferred, or encumbered by Lessee, and any purported or attempted transfer or assignment by Lessee without the prior express written consent of Lessor shall be void and of no effect.

10.6.    Third Parties. Nothing herein expressed or implied is intended or shall be construed to confer upon or give any person other than the parties hereto and their successors and assigns any rights or remedies under or by reason of this Agreement.

10.7.    Captions; Recitals. The captions and section numbers appearing in this Agreement are inserted only as a matter of convenience. The captions and section numbers do not define, limit, construe, or describe the scope or intent of the provisions of this Agreement. The Recitals at the beginning of this

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Agreement are intended to give an understanding of the factual background that led the parties to enter into this Agreement. The Recitals are not intended to be warranties, representations, covenants, or otherwise contractually binding.

10.8.    Prohibited or Unenforceable Provisions. Any provision of this Agreement which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof. To the extent permitted by Applicable Law, each of Lessor and Lessee hereby waives any provision of Applicable Law which renders any provision hereof prohibited or unenforceable in any respect.

10.9.    Governing Law. The Agreement shall be governed and construed by the provisions hereof and in accordance with the laws of the State of New York applicable to agreements to be performed in the State of New York, without giving effect to its conflict of laws provisions. Any disputes arising out of this Agreement will be subject to the exclusive jurisdiction of the U.S. District Court located in New York County, New York if federal jurisdiction is available and to the courts of the State of New York if federal jurisdiction is not available.

10.10.    Counterparts. This Agreement may be executed in one or more counterparts, each of which will be deemed an original and part of one and the same document.

11.Required Filings. Lessee authorizes Lessor at any time, and from time to time, to file any such document with the FAA and/or such other governmental agencies or offices as Lessor shall judge to be necessary or desirable in the name of, and on behalf of, Lessee, which authorization and power is coupled with an interest and shall be irrevocable.

12.Disclaimer. The Aircraft is being leased by Lessor to Lessee hereunder on a completely “as is, where is” basis, which is acknowledged and agreed to by Lessee. The warranties and representations set forth in this Agreement are exclusive and in lieu of all other representations or warranties whatsoever, express or implied, and Lessor has not made and shall not be construed or deemed to have made (whether by virtue of having leased the Aircraft under this Agreement, having leased the Aircraft from Lessor, having done or failed to do any act, or having acquired or failed to acquire any status under or in relation to this Agreement or otherwise) any other representation or warranty whatsoever, express or implied, with respect to the Aircraft or to any Part thereof, and specifically, without limitation, in this respect disclaims all representations and warranties concerning the title, airworthiness, value, condition, design, merchantability, compliance with specifications, construction and condition of the Aircraft, or fitness for a particular use of the Aircraft, and as to the absence of latent and other defects, whether or not discoverable, and as to the absence of any infringement or the like hereunder of any patent, trademark, or copyright, and as to the absence of obligations based on strict liability in tort, or as to the quality of the material or workmanship of the Aircraft or any part thereof, or any other representation or warranty whatsoever, express or implied (including any implied warranty arising from a course of performance, dealing, or usage of trade), with respect to the Aircraft or any Part thereof.

Lessee hereby waives, releases, disclaims and renounces all expectation of or reliance upon any such and other warranties, obligations, and liabilities of Lessor and rights, claims, and remedies of Lessee against Lessor express or implied, arising by law or otherwise, including but not limited to: (i) any implied warranty of merchantability or fitness for any particular use; (ii) any implied warranty arising from course of performance, course of dealing, or usage of trade; (iii) any obligation, liability, right, claim, or remedy in tort, whether or not arising from the negligence of Lessor, actual or imputed; and (iv) any obligation, liability, right, claim, or remedy for loss of or damage to the Aircraft, for loss of use, revenue, or profit with respect to the Aircraft, or for any other direct, indirect, incidental, or consequential damages.

13.Truth in Leasing Disclosures.

13.1.    The parties hereto certify that a true copy of this Agreement shall be carried on the Aircraft at all times and shall be made available for inspection upon request by an appropriately constituted and identified representative of the Administrator of the FAA.

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13.2.    Lessor shall, for and on behalf of Lessor and Lessee, mail a copy of this Agreement by certified mail, return receipt requested, to: Federal Aviation Administration, Aircraft Registration Branch, Attn: Technical Section, P.O. Box 25724, Oklahoma City, Oklahoma 73125, within twenty-four (24) hours after execution of this Agreement.

13.3.    At least forty-eight (48) hours before the first flight under this Agreement, Lessor shall, for and on behalf of Lessor and Lessee, comply with the notification requirements of Section 91.23(c)(3) of the FAR by notifying by telephone or in person the responsible Flight Standards office nearest the airport where such first flight will originate of the following: (i) the location of the airport of departure, (ii) the departure time, and (iii) the registration number of the Aircraft.

13.4.    WITHIN THE TWELVE (12) MONTH PERIOD PRECEDING THE EFFECTIVE DATE, EXCEPT TO THE EXTENT THE AIRCRAFT IS LESS THAN TWELVE (12) MONTHS OLD, THE AIRCRAFT HAVE BEEN INSPECTED AND MAINTAINED IN ACCORDANCE WITH THE FOLLOWING PROVISIONS OF FAR: FAR 91.409(F)(3) – A CURRENT INSPECTION PROGRAM RECOMMENDED BY THE MANUFACTURER.

13.5.    THE PARTIES HERETO CERTIFY THAT, DURING THE TERM OF THIS AGREEMENT AND FOR ALL OPERATIONS CONDUCTED HEREUNDER, THE AIRCRAFT WILL BE MAINTAINED AND INSPECTED IN ACCORDANCE WITH THE PROVISIONS OF FAR 91.409(F)(3).

13.6.    LESSOR, WHOSE ADDRESS APPEARS IN SECTION 10.1 ABOVE AND WHOSE AUTHORIZED SIGNATURE APPEARS BELOW, SHALL HAVE AND RETAIN OPERATIONAL CONTROL OF THE AIRCRAFT DURING ALL OPERATIONS CONDUCTED PURSUANT TO THIS AGREEMENT. EACH PARTY HERETO CERTIFIES THAT IT UNDERSTANDS THE EXTENT OF ITS RESPONSIBILITIES SET FORTH HEREIN FOR COMPLIANCE WITH APPLICABLE FEDERAL AVIATION REGULATIONS. AN EXPLANATION OF FACTORS BEARING ON OPERATIONAL CONTROL AND PERTINENT FEDERAL AVIATION REGULATIONS CAN BE OBTAINED FROM THE RESPONSIBLE FLIGHT STANDARDS OFFICE.

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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed effective as of the date first above written.

LESSOR:		LESSEE:
The Bank of New York Mellon		Robin Vince
By:	/s/ James J. Killerlane III	By:	/s/ Robin Vince
Name: James J. Killerlane III		Name: Robin Vince
Title: Corporate Secretary, Managing Director and Deputy General Counsel		Title: Chief Executive Officer

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EX-10.28

Exhibit 10.28

FORM OF PERFORMANCE SHARE UNIT AGREEMENT

THE BANK OF NEW YORK MELLON CORPORATION

LONG-TERM INCENTIVE PLAN

FORM OF NOTICE OF AWARD – PERFORMANCE SHARE UNITS – EXECUTIVE COMMITTEE US

Subject to the terms and conditions of The Bank of New York Mellon Corporation 2023 Long-Term Incentive Plan (the “Plan”), this Notice of Award - Performance Share Units – Executive Committee US (the “Award Notice”), and the Terms and Conditions of Performance Share Units – Executive Committee US (the “Terms and Conditions”), The Bank of New York Mellon Corporation (the “Corporation”) grants you performance share units (“PSUs”) as reflected below and on the Corporation’s equity award website (the “Equity Website”). Each PSU represents the opportunity to receive one (1) share of the Corporation’s common stock, par value $.01 (“Common Stock”), upon satisfaction of the terms and conditions as set forth in the Award Notice and the Terms and Conditions (collectively, the “Award Agreement”), subject to the terms of the Plan. The purpose of the award is to incentivize you to align your interests with that of the Corporation and to reward your future contribution to the performance of the Corporation’s business.

Participant	[PARTICIPANT NAME]
Grant Date	[GRANT DATE]
Number of PSUs The “Grant Amount” of “PSUs” (assuming achievement of 100% earnout)	[NUMBER OF SHARES GRANTED]

Vesting Schedule – Please refer to Appendix.

The vesting date may be delayed if and to the extent the Risk Adjustment Process set forth in Exhibit A is not completed by such date or achievement of performance as set forth on Attachment A have not been determined by such date, in each case, subject to Section 4.1 of the Terms and Conditions.

Risk Adjustment Process - Unvested PSUs are subject to forfeiture based upon the Risk Adjustment Process set forth in Exhibit A.

THE CORPORATION’S GRANT OF PSUs AS REFLECTED HEREIN IS CONTINGENT UPON YOUR ACKNOWLEDGEMENT AND ACCEPTANCE OF THE AWARD AGREEMENT AND THE PLAN ELECTRONICALLY ON THE EQUITY WEBSITE ON OR BEFORE [GRANT ACCEPT BY DATE] (THE “ACCEPTANCE DEADLINE”). IF YOU FAIL TO DO SO, THE CORPORATION’S GRANT OF PSUs AS REFLECTED HEREIN SHALL BE NULL AND VOID, AND SHALL NOT BE RE-INSTATED.

BY ELECTRONICALLY ACKNOWLEDGING AND ACCEPTING THE CORPORATION’S GRANT OF PSUS, YOU AFFIRMATIVELY AND EXPRESSLY AGREE:

(1)    SUCH ACKNOWLEDGEMENT AND ACCEPTANCE CONSTITUTES YOUR ELECTRONIC SIGNATURE IN EXECUTION OF THE AWARD AGREEMENT

(2)    TO BE BOUND BY THE PROVISIONS OF THE AWARD AGREEMENT AND THE PLAN INCLUDING WITHOUT LIMITATION ANY LOCATION SPECIFIC SPECIAL TERMS AND

CONDITIONS SET FORTH IN THE ADDENDUM, AS DEFINED IN THE TERMS AND CONDITIONS

(3)    YOU (A) HAVE REVIEWED THE AWARD AGREEMENT AND THE PLAN IN THEIR ENTIRETIES; (B) WERE GIVEN A REASONABLE TIME TO COMPLETE SUCH REVIEW; (C) HAVE BEEN ADVISED BY THE CORPORATION TO CONSULT WITH YOUR OWN ATTORNEY BEFORE ENTERING INTO THE AWARD AGREEMENT; (D) HAVE HAD AN OPPORTUNITY TO OBTAIN PROFESSIONAL LEGAL/TAX/INVESTMENT ADVICE PRIOR TO ACCEPTING THE PSUs; AND (E) FULLY UNDERSTAND ALL OF THE PROVISIONS OF THE AWARD AGREEMENT AND THE PLAN

(4)    YOU HAVE BEEN PROVIDED WITH A COPY OR ELECTRONIC ACCESS TO A COPY OF THE PLAN AND THE U.S. PROSPECTUS FOR THE PLAN

(5)    TO ACCEPT AS BINDING, CONCLUSIVE AND FINAL ALL DECISIONS OR INTERPRETATIONS OF THE CORPORATION UPON ANY QUESTIONS ARISING UNDER THE AWARD AGREEMENT AND THE PLAN

PARTICIPANT ACCEPTANCE DATE: [ACCEPTANCE DATE]

********************************

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FORM OF EXHIBIT A

Risk Adjustment/Forfeiture Decision Process

For any performance year in which you remain a covered employee (including as an MRT), your risk performance will be assessed via a Risk Culture Summary Scorecard (“RCSS”). If, in any year, you receive an RCSS rating of “Partially Met Expectations” or “Did Not Meet Expectations,” your unvested PSUs (including any accrued dividend equivalents) will be subject to review by the Incentive Compensation Review Committee (“ICRC”) or the Human Resources and Compensation Committee of the Corporation’s Board of Directors (the “HRCC”) for consideration of forfeiture, as applicable. If you are no longer a covered employee (including as an MRT) or have left the Corporation, any unvested portion of the PSUs (including any accrued dividend equivalents) granted while you were a covered employee (including as an MRT) will also be subject to a risk review by the ICRC/HRCC.

In that event, as part of its review, the ICRC/HRCC will ask –

•Did your rating reflect poor risk behavior by you in a prior year?

•Did you receive an award in that year?

If the answer to both questions is yes, the ICRC/HRCC asks the following questions with respect to each of the designated prior years:

•Financial Impact: How much did/will the issue cost the Company?

•Reputational Impact: How much of a regulatory impact did/will it have on the Company?

The ICRC/HRCC selects the impact answer that falls into the highest category below to determine the impact forfeiture percentage.

Criteria	Metric	None	Low	Medium	High
Financial Impact
Reputational Impact

As used in this Exhibit A, the term “Company” shall mean the Corporation and its Affiliates.

Then the ICRC/HRCC asks how much, if any, control/responsibility you had regarding the situation. The answer to the last question determines the modifier to be applied to the impact forfeiture percentage.

Criteria	None	Indirect	Direct
Your role & responsibility

Example [Insert Example]

The ICRC/HRCC reserves the right to adjust the impact forfeiture percentage from the guidance above at its discretion.

THE BANK OF NEW YORK MELLON CORPORATION

FORM OF TERMS AND CONDITIONS

OF PERFORMANCE SHARE UNITS – EXECUTIVE COMMITTEE US

The Performance Share Units (“PSUs”) with respect to Common Stock of The Bank of New York Mellon Corporation (the “Corporation”) granted to you on the Grant Date are subject to the Notice of Award - Performance Share Units – Executive Committee US (the “Award Notice”), these Terms and Conditions of Performance Share Units – Executive Committee US (the “Terms and Conditions”) and all of the terms and conditions of The Bank of New York Mellon Corporation 2023 Long-Term Incentive Plan (the “Plan”), which is incorporated herein by reference. In the case of a conflict between the Award Notice, these Terms and Conditions and the terms of the Plan, the provisions of the Plan shall govern. A copy of the Plan can be found on the Corporation’s equity award website (the “Award Website”), NetBenefits.com, under “Quick Links.” Capitalized terms used but not defined herein shall have the same meaning as provided or reflected in the Award Notice or the Plan, as applicable. For purposes of these Terms and Conditions, “Employer” means the Corporation or any Affiliate that employs or employed you on the applicable date.

SECTION 1: Performance Share Unit Award

    1.1    Grant of Award. Subject to these Terms and Conditions and the terms of the Plan, the Corporation grants you the number of PSUs as reflected in the Award Notice. The PSUs shall vest in accordance with the Vesting Schedule and shall be subject to the Risk Adjustment Process as reflected in the Award Notice.

    1.2    Dividend Equivalents. During the period prior to vesting, dividend equivalents shall be determined with respect to the PSUs as if reinvested as additional PSUs on the dividend payment date and shall be paid to you pursuant to Section 4 of these Terms and Conditions only if and to the extent that the underlying PSUs become vested as provided in the Award Agreement, and any remaining dividend equivalents (including any PSUs resulting from dividend equivalents) shall be forfeited. In the event that you receive any additional PSUs as an adjustment with respect to the Grant Amount, such additional PSUs will be subject to the same restrictions as if granted under the Award Agreement as of the Grant Date and paid pursuant to Section 4 of this Agreement.

    1.3    No Voting Rights. Prior to the settlement of your PSUs pursuant to these Terms and Conditions, you shall not be entitled to vote the shares of Common Stock underlying the PSUs.

    1.4    Nontransferable. The PSUs shall be transferable only by will or the laws of descent and distribution. Any other attempt to transfer the PSUs shall be null and void.

SECTION 2: Vesting, Performance Period, Forfeiture, Termination of Employment and Disability

    2.1    Vesting, Performance Period and Forfeiture.

    (a)    Vesting. Subject to Sections 3 and 5.4 of these Terms and Conditions, PSUs (as may be adjusted from the Grant Amount by reference to the performance goals and the Risk Adjustment Process) may be earned as set forth in Attachment A for the period [Insert Performance Period] (the “Performance Period”); provided that you remain continuously employed with your Employer through the end of the Performance Period; and provided further that unvested PSUs (including any PSUs arising

from dividend equivalents) are subject to forfeiture based upon the Risk Adjustment Process each year and following completion of the Performance Period as set forth on Exhibit A. Notwithstanding anything to the contrary contained in the Award Agreement and in accordance with Section 4.1, a vesting may be delayed if, on the vesting date, you are the subject of ongoing disciplinary or performance management investigations or proceedings concerning circumstances under which forfeiture or clawback of this award could apply or such other actual or potential compensation recovery processes are ongoing under which forfeiture or clawback of this award could apply.  In such cases, the applicable portion of the award, if any, will vest following the completion of such investigations, proceedings and/or processes to the extent the Corporation determines that forfeiture and/or clawback does not apply.

    (b)    Forfeiture upon Termination of Employment. Subject to Sections 2.2 and 2.3 of these Terms and Conditions, if you cease to be continuously employed with your Employer through the end of the Performance Period, you shall cease vesting in your PSUs as of your Termination Date and any unvested PSUs (including any PSUs resulting from dividend equivalents) immediately shall terminate and be forfeited, except in situations where vesting would have occurred but for the fact that a determination has not yet been made as to whether a risk adjustment pursuant to Exhibit A is required, in which case vesting shall occur in accordance with the terms of the Award Agreement provided that the Committee determines the effect, if any, of a risk adjustment. As used herein, “Termination Date” shall mean the last day on which you are an employee of your Employer.

(c)    Forfeiture upon Termination of Employment for Cause. Notwithstanding anything to the contrary contained in these Terms and Conditions, if your Employer terminates your employment for Cause, your PSUs, whether vested (but unsettled) or unvested, and including any dividend equivalent rights (including any PSUs resulting from dividend equivalents), immediately shall terminate and be forfeited. For purposes of these Terms and Conditions, “Cause” shall mean:

(i)    you have been convicted of, or have entered into a pretrial diversion or entered a plea of guilty or nolo contendere (plea of no contest) to a crime or offense constituting a felony (or its equivalent under applicable laws outside of the United States), or to any other crime or offense involving moral turpitude, dishonesty, fraud, breach of trust, money laundering, or any other offense that may preclude you from being employed with a financial institution;

(ii)    you are grossly negligent in the performance of your duties or have failed to perform the duties of your employment, including, without limitation, failure to comply with any lawful directive from your Employer or the Corporation, other than by reason of incapacity due to disability or from any permitted leave of absence required by law;

(iii)    you have violated the Corporation’s Code of Conduct or any of the policies of the Corporation or your Employer governing the conduct of business or your employment, including without limitation, those relating to discrimination and retaliation;

(iv)    you have engaged in any misconduct which has the effect or potential of being injurious to the Corporation, any Affiliate or your Employer, including, but not limited to, its reputation;

(v)    you have engaged in an act of fraud or dishonesty, including, but not limited to, taking or failing to take actions intending to result in personal gain; or

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(vi)    if you are employed outside the United States, any other circumstances (beyond those listed above) that permit the immediate termination of your employment without notice or payment in accordance with the terms of your employment agreement or Applicable Laws (as defined in Section 5.2).

The determination of whether your actions will be considered Cause for purposes of these Terms and Conditions will be determined by the Corporation or any of its Affiliates, at its or their sole discretion, as applicable. Any determinations of Cause will be considered conclusive and binding on you.

    2.2    Specified Terminations of Employment.

    (a)    Death. If you cease to be continuously employed with your Employer by reason of your death prior to the date that your PSUs become fully vested, all unvested PSUs may vest as provided in Section 2.1(a) above following completion of the Performance Period and the balance of the PSUs that do not vest with respect to the Performance Period shall be deemed forfeited at the end of the Performance Period. In such case, the Corporation will issue your legal representative or your estate the vested PSUs settled in shares of Common Stock in accordance with Section 4.

    [(b)    Specified Age & Years of Service Rule. If you cease to be continuously employed with your Employer (i) on or after your attainment of age 60, and (ii) the combination of your age and years of credited employment with your Employer (in both instances, full and partial years) on your Termination Date equals or exceeds 65 (satisfaction of (i) and (ii) being a “Retirement-Eligible Event”), all unvested PSUs may vest as provided in Section 2.1(a) above following completion of the Performance Period, so long as you fully comply with the applicable covenants provided in Section 3 hereof and provided that, if requested by your Employer, you execute and do not revoke a Transition/Separation Agreement and Release acceptable to your Employer. The balance of the PSUs that do not vest with respect to the Performance Period shall be deemed forfeited at the end of the Performance Period. As a condition for continued vesting of your PSUs (including any PSUs resulting from dividend equivalent rights) following a Retirement-Eligible Event, your Employer may require you to periodically certify your compliance with the covenants set forth in Section 3 of these Terms and Conditions as more fully described in such Section. For purposes of the foregoing, partial years shall be determined based upon the number of days since your prior birthday or the number of days of credited employment since your prior employment anniversary, as the case may be. Notwithstanding the foregoing, in the case of continued vesting following a Retirement-Eligible Event, if you commence employment with a new employer that grants you a new award that replaces all or any portion of this award, any portion of this award that has been replaced by your new employer will be forfeited and will no longer vest and, where relevant, will be promptly repaid by you if the award or any portion of this award has already vested.]

(c)    Termination Providing Transition/Separation Pay. Provided that you execute and do not revoke a Transition/Separation Agreement and Release acceptable to your Employer, if you cease to be continuously employed with your Employer by reason of a termination by your Employer and in connection with such termination you receive transition/separation pay from the Corporation or your Employer, all unvested PSUs may vest as provided in Section 2.1(a) above following completion of the Performance Period so long as you fully comply with the applicable covenants provided in Section 3 hereof. The balance of the PSUs that do not vest with respect to the Performance Period shall be deemed forfeited at the end of the Performance Period. For purposes of the foregoing, “transition/separation pay” means any severance, redundancy or ex-gratia compensation payment to you from the Corporation or your Employer in connection with your termination of employment that is in excess of the amount

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payable to you on account of any notice period to which you are entitled pursuant to the terms of your contract of employment or otherwise (or payment in lieu of such notice).

    (d)    Sale of Business. If you cease to be continuously employed with your Employer due to a sale of a business unit or your Employer and you are not otherwise entitled to transition/separation pay, all unvested PSUs may vest as provided in Section 2.1(a) above following completion of the Performance Period so long as you fully comply with the applicable covenants provided in Section 3 hereof. The balance of the PSUs that do not vest with respect to the Performance Period shall be deemed forfeited at the end of the Performance Period.

    (e)    Change in Control. If your employment is terminated by your Employer without Cause within two (2) years after a Change in Control occurring after the Grant Date, and your PSU award is assumed, substituted or replaced in connection with such Change in Control, all unvested PSUs may vest as provided in Section 2.1(a) above following completion of the Performance Period so long as you fully comply with the applicable covenants provided in Section 3 hereof. The balance of the PSUs that do not vest with respect to the Performance Period shall be deemed forfeited at the end of the Performance Period. In the event that your PSU award is not assumed, substituted or replaced in connection with a Change in Control occurring after the Grant Date including if such a Change in Control occurs following termination of employment, your unvested PSUs, including any dividend equivalent rights, will become fully vested as of the date of the Change in Control (such date then being the vesting date) and will be settled in cash, shares or a combination thereof, as determined by the Committee (except to the extent that settlement of your PSUs must remain payable on the vesting date as reflected in the Award Notice in order to comply with Section 409A or other Applicable Laws).

(f)    Termination of Employment Prior to the Grant Date. If your Termination Date (as defined in Section 2.1(b) above) occurred prior to the Grant Date for this award, you agree that any references to you as an “employee” and “employment” in the Award Agreement means the period of time during which you were still an employee of the Corporation or any of its Affiliates.

[Additional Vesting Provisions, if any.]

2.3    Disability. If you receive current benefits under a long-term disability plan maintained by the Corporation or your Employer while any portion of your PSUs remains unvested, all unvested PSUs will remain eligible to vest as provided in Section 2.1(a) above following completion of the Performance Period so long as you are eligible to receive such benefits provided you fully comply with the applicable covenants provided in Section 3 hereof. The balance of the PSUs that do not vest with respect to the Performance Period shall be deemed forfeited at the end of the Performance Period.

SECTION 3: Notice of Resignation, Non-Solicitation, Non-Competition, Confidential Information, Non-Disparagement and Cooperation

3.1    Notice of Resignation. As consideration for this award, you will provide your Employer with 180 days’ advance written notice of any voluntary termination of your employment with your Employer or such longer period as may be set forth in any other agreement that you may have with the Corporation or your Employer or any policy of the Corporation or of your Employer.

3.2    Non-Solicitation of Clients, Contractors and Employees; Non-Competition.

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To protect the Corporation’s and its Affiliates’ legitimate business interests, including its confidential information and goodwill, and for the good and valuable consideration offered pursuant to the Award Agreement, which is in excess of any consideration you are otherwise entitled to receive, and to the maximum extent permitted by Applicable Laws, you agree as follows:

(a)    Non-Solicitation of Clients, Contractors and Employees. Your PSUs, whether vested (but unsettled) or unvested, and including any PSUs resulting from dividend equivalent rights, shall be immediately forfeited if, prior to one (1) year from the Termination Date or, if later, the final vesting date set forth in the Award Notice (the “Restricted Period”), you directly or indirectly: (i) solicit, divert or appropriate, or attempt to solicit, divert or appropriate for the benefit of any Competitive Enterprise any client or prospective client of the Corporation or an Affiliate with whom you had contact, or with respect to whom you obtained or had access to Confidential Information, or whose identity you learned, during your employment with your Employer; (ii) interfere with, disrupt or attempt to disrupt any relationship, contractual or otherwise, between the Corporation or an Affiliate and any of its respective clients or prospective clients with whom you had contact, or with respect to whom you obtained or had access to Confidential Information, or whose identity you learned, during your employment with your Employer, or otherwise cause, induce or encourage any such client to diminish or terminate its relationship with the Corporation or an Affiliate; or (iii) hire or employ any employee or contractor of the Corporation or an Affiliate, or influence, solicit or induce such an individual or entity to terminate or diminish their employment or engagement, whichever is applicable, with the Corporation or an Affiliate. For purposes of the Award Agreement, “prospective clients” means any person or entity with whom the Corporation or an Affiliate is or was engaged for the purposes of entering into a client or business relationship within the twelve (12) months preceding your Termination Date. During the Restricted Period, you agree to (i) advise any person or entity that seeks to employ you of the terms of these covenants; and (ii) immediately notify People Team equity administration if you are not in compliance with your obligations above.

(b)    Non-Competition. Your PSUs, whether vested (but unsettled) or unvested, and including any PSUs resulting from dividend equivalent rights, shall be immediately forfeited if, after your separation from employment with the Corporation or its Affiliates by reason of your (i) Retirement-Eligible Event or (ii) termination providing transition/separation pay as specified in Sections 2.2(b) and 2.2(c) respectively, and before the end of the Restricted Period, you, directly or indirectly (without the prior written consent of the Corporation), (i) associate (including as a director, officer, employee, partner, consultant, investor, agent or advisor) with a Competitive Enterprise, or (ii) transact business on behalf of a Competitive Enterprise. For purposes of the Award Agreement, “Competitive Enterprise” means any business enterprise, person or entity: (i) that is a member of any of the Corporation’s competitive peer groups as disclosed in the Corporation’s proxy statement that was most recently filed with the Securities and Exchange Commission preceding the Termination Date; or (ii) that is otherwise engaged in or is undertaking efforts to engage in any actual or planned or substantially similar service offering of the Corporation or the Affiliate, product line of the Corporation or the Affiliate, or any other business of the Corporation or an Affiliate within the two (2) years preceding your Termination Date; or (iii) for whom you would otherwise be performing services through which you would disclose or inevitably disclose Confidential Information. However, nothing in the Award Agreement shall preclude you from investing your personal assets in the securities of any Competitive Enterprise if such securities are (i) traded on a national stock exchange or in the over-the-counter market and if such investment is as a passive investor and if such investment does not result in you beneficially owning, at any time, more than five (5%) of the publicly-traded equity securities of such competitor; or (ii) not traded on a national stock exchange or in the over-the-counter market and if such investment is as a passive investor and such investment does not result in you beneficially owning, at any time, more than five (5%) of any class of equity securities of such competitor. You acknowledge and agree that the Corporation’s and its Affiliates’ business is global

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in nature, and in light of your executive level role and responsibilities and your access to Confidential Information concerning the Corporation’s and its Affiliates’ global operations, in providing your services to your Employer you will have a material presence or influence on behalf of your Employer throughout the world. You further acknowledge and agree that, in light of current technology, your services and the business of any Competitive Enterprise can be conducted anywhere in the world.

For the sake of clarity, the foregoing non-compete restriction does not prohibit you from being employed by the government or a not-for profit organization (i.e. an organization exempt from local and national tax laws). In view of the limited scope of the non-compete obligation assumed under this Section, which does not prevent you from working in other entities that are not affected by it, you acknowledge and agree that: (i) the foregoing non-compete obligation is reasonable and necessary to protect the Corporation’s and its Affiliates’ legitimate business interests including its confidential information and goodwill, and (ii) the ability to continue to vest in your PSUs, including any PSUs resulting from dividend equivalent rights, following a Retirement-Eligible Event or termination providing transition/separation pay is fair and reasonable consideration for the foregoing non-compete obligation. During the Restricted Period, you further agree to (i) advise any person or entity that seeks to employ you of the terms of these covenants; and (ii) immediately notify People Team equity administration if you are not in compliance with your obligations above (i.e., if you begin to associate with or transact business on behalf of a Competitive Enterprise).

3.3    Confidential Information.

(a)Except as may be permitted in accordance with Section 3.6 below, during the course of your employment with the Corporation or any Affiliate and continuing thereafter, you will maintain in secrecy all Confidential Information of the Corporation and its Affiliates and will not, either directly or indirectly, at any time, while an employee of the Corporation or any Affiliate or thereafter, make known, divulge, reveal, furnish, make available, disclose, appropriate or use (except for use in the regular course of your duties for the Corporation or its Affiliates) any Confidential Information (as defined below) without the written consent of the Corporation. Upon the Termination Date, or any time the Corporation makes a request, you will deliver promptly to the Corporation all Confidential Information and all copies of Confidential Information, or any analyses, compilations, summaries, studies, or other documents based, in whole or in part, upon the Confidential Information and, to the extent any Confidential Information is stored on any PDA or personal computer, cloud, email account or other storage device, you will fully cooperate with the Corporation or its Affiliates to return and permanently delete all such Confidential Information from such devices. Upon the Corporation’s request, you agree to provide access to any such device(s) to the Corporation or a third-party vendor selected by the Corporation to assist with such identification and removal of Confidential Information and Corporation material in a manner that includes steps to protect your personal information. Upon the Corporation’s request at any time, you will certify in writing to the Corporation that no Confidential Information or any analyses, compilations, summaries, studies, or other documents based, in whole or in part, upon the Confidential Information, remains in your possession or control. You also agree that this obligation is in addition to, and not in limitation or preemption of, all other obligations of confidentiality that you may have to the Corporation or its Affiliates under the Code of Conduct, Securities Trading Policy or other rules or policies governing the conduct of their respective businesses, or general or specific legal or equitable principles.

(b)As used herein, “Confidential Information” means the information you have been given or to which you have access or become informed of, directly or indirectly, which the Corporation or its Affiliates possess or have access and which relates to the Corporation or its Affiliates, is not

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generally known to the public or in the trade or is a competitive asset and/or otherwise constitutes a “trade secret,” as that term is defined by Applicable Laws, of the Corporation or its Affiliates, including without limitation, non- public: (i) planning data and marketing strategies, including marketing ideas, mailing lists, and sales and marketing plans; (ii) terms of any new products and investment strategies; (iii) information relating to other officers and employees of the Corporation or its Affiliates, including personal information, social security numbers, medical information, addresses, and telephone numbers; (iv) financial results and information about the business condition of the Corporation or its Affiliates, including results and data about Corporation conditions, operations, strategies and plans, pending projects and proposals, and potential acquisitions or divestitures; (v) terms of any investment, management or advisory agreement or other material contract; (vi) proprietary software and other product or technical information, including product formulations, new product ideas, new business developments, plans, designs, compilations, methods, processes, procedures, program devices, data or market information processing programs, hardware firmware, research and development products, and related documents and information; (vii) customer and potential customer information, including client lists, prospecting lists, information about client accounts, pricing strategies, and current or proposed transactions and contact persons at such customers and customer prospects); and (viii) material information or internal analyses concerning customers or customer prospects of the Corporation or its Affiliates or their respective operations, condition (financial or otherwise) or plans. Confidential Information does not include information which: (i) was or becomes generally available to the public other than as a result of disclosure by you or any of your agents, advisors or representatives or the wrongdoing of a third party; (ii) was within your possession prior to its being furnished to you by or on behalf of the Corporation or its Affiliates, provided that the source of the information was not bound by a confidentiality agreement with the Corporation or otherwise prohibited from transmitting the information to you by a contractual, legal or fiduciary obligation or otherwise wrongfully came into possession of such information; or (iii) was or becomes available to you on a non-confidential basis from a source other than the Corporation or its Affiliates, provided that such source is not bound by a confidentiality agreement with the Corporation or otherwise prohibited from transmitting the information to you by a contractual, legal or fiduciary obligation or otherwise wrongfully came into possession of such information.

(c)You acknowledge and agree that the Confidential Information is not generally known or available to the general public; has been developed, compiled, and/or acquired by the Corporation or its Affiliates at their great effort and expense; and includes such information as it exists in any form, including written, oral, electronic, digital or other form. You further acknowledge that disclosing, divulging, revealing or using any Confidential Information, other than on behalf of the Corporation and its Affiliates, would be highly detrimental to the Corporation and its Affiliates, and that immediate and irreparable harm to the Corporation and its Affiliates, including loss of business and financial damage, would result therefrom.

3.4    Non-Disparagement. Subject to Section 3.6 below, during the course of your employment with the Corporation or any Affiliate and continuing thereafter, you will not, directly or indirectly make, issue, authorize or publish any comments or statements (orally or in writing) to the media, including without limitation traditional vehicles and social media, to any individual or entity with whom or which the Corporation, or any of its Affiliates, has a business relationship, or to any other individual or entity, which disparages, criticizes or otherwise reflects adversely upon the Corporation, any of its Affiliates or any of their respective employees, officers or directors.

3.5    Cooperation. Upon the termination of your employment for any reason or no reason, including but not limited to resignation of employment, you will fully cooperate with the Corporation and

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its Affiliates upon reasonable notice and at reasonable times, in the prosecution and defense of complaints, investigations, litigation, arbitration and mediation of any complaints, claims or actions now in existence or that may be threatened or brought in the future relating to events or occurrences that transpired while employed by the Corporation or any Affiliate.

3.6    Governmental Authorities. Nothing in the Award Agreement prohibits or interferes with your right to disclose any relevant and necessary information in any action or proceeding relating to the Award Agreement or as otherwise required by law or legal process. In addition, nothing in the Award Agreement prohibits or interferes with your or your attorney’s right: (a) to initiate communications directly with or report or disclose possible violations of law or regulation to, any governmental agency or entity, legislative body, or any self-regulatory organization, including but not limited to the U.S. Department of Justice (“DOJ”), the U.S. Securities and Exchange Commission (“SEC”), the U.S. Financial Industry Regulatory Authority (“FINRA”), the U.S. Equal Employment Opportunity Commission (“EEOC”), or U.S. Congress, and such reports or disclosures do not require prior notice to, or authorization from, the Corporation; (b) to participate, cooperate, or testify in any action, investigation or proceeding with, provide information to, or respond to any inquiry from any governmental agency or legislative body, any self-regulatory organization, including but not limited to the IRS, SEC, FINRA, the EEOC, DOJ, U.S. Congress (“Governmental Authorities”), or the Corporation’s Legal or Compliance Departments and such communications do not require prior notice to, or authorization from the Corporation. However, with respect to such communications, reports, participation, cooperation or testimony to the Governmental Authorities, as set forth above in clauses (a) and (b) of this Section, you may not disclose privileged communications with the Corporation’s counsel. To the extent permitted by law, upon receipt of a subpoena, court order or other legal process compelling the disclosure of any information, you will give prompt written notice to the Corporation so as to provide the Corporation ample opportunity to protect its interests in confidentiality to the fullest extent possible unless the subpoena, court order or other legal process pertains to an action described above in clauses (a) or (b) of this Section, in which event no such notice is required. Notwithstanding any confidentiality and non-disclosure obligations you may have, you are hereby advised as follows pursuant to the U.S. Federal Defend Trade Secrets Act of 2016: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”

3.7    Periodic Certification of Compliance. In connection with your separation from employment with the Corporation or its Affiliates by reason of your Retirement-Eligible Event, upon request by your Employer, you agree to periodically certify your compliance with the covenants set forth in this Section 3 through the end of the Restricted Period. If you fail to provide any such certification(s) as requested by your Employer, the PSUs whether vested (but unsettled) or unvested, and including any PSUs resulting from dividend equivalent rights, shall be immediately forfeited.

3.8    Existing Obligations. The terms of the Award Agreement shall not in any way (a) limit your obligations pursuant to any other agreements with the Corporation or any of its Affiliates or other corporate plans or policies applicable to you; or (b) limit the Corporation’s or your Employer’s rights to

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exercise any remedies it may have under Applicable Laws or under the terms of such other agreements, plans or policies.

3.9    Failure to Comply with Covenants. If you fail to comply with any of the foregoing applicable covenants, the PSUs, whether vested (but unsettled) or unvested, and including any PSUs resulting from dividend equivalent rights, shall be immediately forfeited and may be subject to repayment as provided in Section 5.4 of these Terms and Conditions.

SECTION 4: Settlement

    4.1    Time of Settlement.

(a)    Time of Settlement. Vested PSUs shall be settled within two and one-half (2 ½) months following the end of the Performance Period, contingent upon the Committee’s determination of the earnout achieved and subject to the individual per-employee limitations included in the Plan; provided, if you are a “specified employee” under Section 409A of the U.S. Internal Revenue Code of 1986, as amended (the “Code”), upon separation from service and if such settlement is deferred compensation conditioned upon a separation from service and not compensation you could receive without separating from service, then settlement shall not be made until the first day following the six (6) month anniversary of your separation from service (or upon your death, if earlier).

(b)    Acceleration Due to Conflicts of Interest or Ethics Laws (Governmental Service). Notwithstanding Section 4.1(a), the Corporation may accelerate the vesting and settlement of all or part of your outstanding PSUs if each of the following conditions are satisfied: (i) you cease to be continuously employed with your Employer by reason of an event described in Section 2.2(b), (c), (d), or (e); (ii) pursuant to such section, you continue to vest in your PSUs following your Termination Date; (iii) following your Termination Date, you become employed by a Governmental Employer; and (iv) you present the Corporation with satisfactory evidence demonstrating that as a result of such employment with a Governmental Employer, the divestiture of your PSUs is reasonably necessary to avoid the violation of United States federal, state or local conflicts of interest or ethics law applicable to you; provided that, no accelerated distribution shall occur pursuant to this Section 4.1(b) unless the Corporation determines that such acceleration is consistent with Treasury Regulation Section 1.409A-3(j)(4)(iii)(B). In the event that the Corporation determines to accelerate the vesting and settlement of your PSUs in accordance with this Section 4.1(b), the number of PSUs which shall be vested and settled shall be equal to the lesser of (I) the number of PSUs that would have vested in accordance with the applicable subsection of Section 2.2 if Performance Goals were achieved resulting in a final earnout percentage of 100% (target), (II) the number of PSUs that would have vested in accordance with the applicable subsection of Section 2.2 if the Performance Period ended with the last Corporation quarter ending simultaneously with or before your commencement of employment at a Governmental Employer for which the respective Form 10-K or Form 10-Q has been filed with the SEC (or such other date as determined by the Corporation in its discretion for which performance results are readily ascertainable), subject to any adjustments as determined by the Corporation in its discretion in light of the truncated Performance Period, or (III) such other amount as determined by the Corporation in its sole discretion. In the event that vesting and settlement of the PSUs are accelerated pursuant to this Section 4.1(b), you shall remain subject to these Terms and Conditions as if the PSUs had remained outstanding through the original vesting date and had been settled in accordance with Section 4.1(a), including, but not limited to, for purposes of (A) determining the duration of the Restricted Period set forth in Section 3.2 (so that the Restricted Period shall be determined based on the originally scheduled vesting date without regard to any acceleration) and

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(B) determining whether the PSUs have been settled for purposes of Section 3.9 (so that the PSUs shall not be deemed to have been vested or settled until the date on which they would have been vested or settled (as applicable) without regard to acceleration under this Section 4.1(b)). In the event that the settlement of the PSUs is accelerated in accordance with this Section 4.1(b), upon such settlement, you shall cease to have any further rights with respect to your PSUs, and for the avoidance of doubt, any PSUs which are not settled shall be deemed immediately forfeited. As a condition for acceleration pursuant to this Section 4.1(b), the Corporation may require that you sign an agreement satisfactory to the Corporation addressing the circumstances of such acceleration and acknowledging these Terms and Conditions. For purposes of this Section 4.1(b), “Governmental Employer” means a United States federal, state or local governmental agency, branch, department, or entity and any court or other tribunal.

    4.2    Form of Settlement. PSUs, including any PSUs resulting from dividend equivalents, shall be settled in the form of Common Stock delivered in book-entry form, except as determined by the Committee as provided in Section 2.2(e). Notwithstanding the foregoing, and except as determined by the Committee as provided in Section 2.2(e), the Corporation may, in its sole discretion, (a) settle any vested PSUs in the form of a cash payment, or (b) settle any vested PSUs in the form of Common Stock but require an immediate sale of such shares of Common Stock (in which case, these Terms and Conditions shall give the Corporation the authority to issue sales instructions on your behalf).

SECTION 5: Other Terms and Conditions

    5.1    No Right to Employment. Neither the award of PSUs nor anything else contained in these Terms and Conditions nor the Plan shall be deemed to limit or restrict the right of your Employer to terminate your employment at any time, for any reason, with or without Cause.

    5.2    Compliance with Laws. Notwithstanding any other provision of these Terms and Conditions, you agree to take any action, and consent to the taking of any action by the Corporation and your Employer with respect to the PSUs awarded hereunder necessary to achieve compliance with applicable laws, regulations or relevant regulatory requirements or interpretations in effect from time to time (“Applicable Laws”). Any determination by the Corporation in this regard shall be final, binding and conclusive. The Corporation shall in no event be obligated to register any securities pursuant to the U.S. Securities Act of 1933 (as the same shall be in effect from time to time) or other applicable foreign securities laws, or to take any other affirmative action in order to cause the delivery of shares in book-entry form or otherwise therefore to comply with any Applicable Laws. For the avoidance of doubt, you understand and agree that if any payment or other obligation under or arising from these Terms and Conditions, including without limitation dividend equivalent rights, or the Plan is in conflict with or is restricted by any Applicable Laws, the Corporation may reduce, revoke, cancel, clawback or impose different terms and conditions to the extent it deems necessary or appropriate, in its sole discretion, to effect such compliance. If the Corporation determines that it is necessary or appropriate for any payments under these Terms and Conditions to be delayed in order to avoid additional tax, interest and or penalties under Section 409A of the Code, then the payments would not be made before the date which is the first day following the six (6) month anniversary of the date of your termination of employment (or upon earlier death).

5.3    Tax Withholding. Regardless of any action the Corporation or your Employer take with respect to any or all income tax (including U.S. federal, state and local taxes or non-U.S. taxes), social insurance, payroll tax, payment on account or other tax-related withholding (“Tax-Related Items”), you acknowledge that the ultimate liability for all Tax-Related Items legally due by you is and remains your

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responsibility and that the Corporation and your Employer (a) make no representations or undertakings regarding the treatment of any Tax-Related Items in connection with any aspect of the PSUs, including the grant of the PSUs, the vesting of the PSUs, the subsequent sale of any shares of Common Stock acquired pursuant to the PSUs and the receipt of any dividends or dividend equivalents (including any PSUs resulting from dividend equivalents), and (b) do not commit to structure the terms of the grant or any aspect of the PSUs to reduce or eliminate your liability for Tax-Related Items. Further, if you are or become subject to taxation in more than one country you acknowledge that the Corporation and/or the Employer (or former employer, as applicable) may be required to withhold or account for Tax-Related Items in more than one country.

Prior to the delivery of shares of Common Stock upon the vesting of your PSUs, if your country of residence (and/or the country of employment, if different) requires withholding or payment of Tax-Related Items, the Corporation shall be authorized to withhold a sufficient number of whole shares of Common Stock otherwise issuable upon the vesting of the PSUs that have an aggregate Fair Market Value sufficient to pay the Tax-Related Items required to be withheld with respect to the shares of Common Stock. The cash equivalent of the shares of Common Stock withheld will be used to settle the obligation to withhold the Tax-Related Items. In the event that withholding in shares of Common Stock is prohibited or problematic under Applicable Laws or otherwise may trigger adverse consequences to the Corporation or your Employer, your Employer is authorized to withhold theTax-Related Items required to be withheld with respect to the shares of Common Stock in cash from your regular salary and/or wages or any other amounts payable to you. In the event the withholding requirements are not satisfied through the withholding of shares of Common Stock by the Corporation or through your regular salary and/or wages or other amounts payable to you by your Employer, no shares of Common Stock will be issued to you (or your estate) upon vesting of the PSUs unless and until satisfactory arrangements have been made by you with respect to the payment of any Tax-Related Items that the Corporation or your Employer determines, in its sole discretion, must be withheld or collected with respect to such PSUs. By accepting this grant of PSUs, you expressly consent to the withholding of shares of Common Stock and/or withholding from your regular salary and/or wages or other amounts payable to you as provided for hereunder. All other Tax-Related Items related to the PSUs and any shares of Common Stock delivered in payment thereof are your sole responsibility. Without limiting the Corporation’s or your Employer’s authority to satisfy their withholding obligations for Tax-Related Items as set forth herein, by accepting this grant of PSUs, you authorize the Corporation and/or your Employer to withhold shares of Common Stock otherwise deliverable to you upon vesting of your PSUs to satisfy Tax-Related Items, regardless of whether the Corporation and/or your Employer have an obligation to withhold such Tax-Related Items.

The Corporation or your Employer may withhold or account for Tax-Related Items by considering applicable statutory or other withholding rates, including minimum or maximum rates applicable in your jurisdiction(s). In the event of over-withholding, you may receive a refund of any over-withheld amount in cash (with no entitlement to the equivalent in Common Stock). In the event of under-withholding, you may be required to pay any additional Tax-Related Items directly to the applicable tax authority or to the Corporation and/or your Employer. If the obligation for Tax-Related Items is satisfied by withholding in shares of Common Stock, you shall be deemed to have been issued the full number of shares of Common Stock subject to the vested PSUs, notwithstanding that a number of the shares of Common Stock are held back solely for the purpose of paying the Tax-Related Items.

    5.4    Forfeiture and Repayment. If, directly or indirectly:

    (a)    during the course of your employment with your Employer, you violate any obligations set forth in the Award Agreement (including without limitation those obligations set forth in Section 3 of

11

these Terms and Conditions) or engage in conduct or it is discovered that you engaged in conduct that is adverse to the interests of the Corporation or its Affiliates, including failures to comply with the Corporation’s or any of its Affiliate’s rules or regulations, fraud, or conduct contributing to any financial restatements or irregularities;

(b)    during the course of your employment with your Employer, you engage (other than for the benefit of the Corporation or its Affiliates) in solicitation and/or diversion of customers or employees;

(c)    during the course of your employment with your Employer, you engage in competition with the Corporation or its Affiliates;

(d)    following termination of your employment with your Employer for any reason, with or without Cause, you violate any post-termination obligations or duties owed to the Corporation or its Affiliates under any agreement with the Corporation or its Affiliates, including without limitation, any employment, confidentiality, non-solicitation, non-competition or other agreement restricting post-employment conduct (including without limitation those obligations set forth in Section 3 of these Terms and Conditions); or

(e)    any compensation that the Corporation or its Affiliates has promised or paid to you is required to be forfeited and/or repaid to the Corporation or its Affiliates pursuant to applicable regulatory requirements;

then the Corporation may cancel all or any portion of the PSUs and/or require repayment of any shares of Common Stock (or the value thereof) or other amounts which were acquired pursuant to the PSUs (including without limitation any dividends paid on the shares of Common Stock and dividend equivalents). The Corporation shall have sole discretion to determine what constitutes grounds for forfeiture and/or repayment under this Section 5.4, and, in such event, the portion of the PSUs that shall be cancelled and the sums or amounts that shall be repaid. For purposes of the foregoing, you expressly and explicitly authorize the Corporation to issue instructions, on your behalf, to any brokerage firm and/or third party administrator engaged by the Corporation to hold the shares of Common Stock and other amounts acquired pursuant to the PSUs to re-convey, transfer or otherwise return such shares and/or other amounts to the Corporation.

For the avoidance of doubt, the Corporation will also cancel all or any portion of the PSUs and/or require repayment of any shares of Common Stock (or the value thereof) and other amounts which were acquired pursuant to the PSUs (including without limitation any dividends paid on the shares of Common Stock and dividend equivalents) as required by Applicable Laws and/or the Corporation’s Policy for the Recovery of Erroneously Awarded Incentive-Based Compensation (the “Recovery Policy”), if applicable. To the extent that you are subject to the Recovery Policy, you agree that, notwithstanding the terms of any indemnification arrangement or insurance policy, the Corporation shall not indemnify you against the loss of erroneously awarded Incentive-Based Compensation (as defined in the Recovery Policy), including any payment or reimbursement for the cost of insurance obtained by you to fund amounts recoverable under the Recovery Policy. In order to satisfy any recoupment obligation arising under any clawback or recovery policy of the Corporation or otherwise under Applicable Laws, you expressly and explicitly authorize the Corporation to issue instructions, on your behalf, to any brokerage firm or stock plan service provider engaged by the Corporation to hold any shares of Common Stock or other amounts acquired pursuant to the PSUs to re-convey, transfer or otherwise return the shares of Common Stock and/or other amounts to the Corporation upon the Corporation’s enforcement of any clawback or recovery policy or Applicable Laws.

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    5.5    Governing Law and Choice of Forum. The Award Agreement shall be construed and enforced in accordance with the laws of the State of New York, other than any choice of law provisions calling for the application of laws of another jurisdiction. For purposes of litigating any dispute that arises directly or indirectly from the relationship of the parties evidenced by this grant or the Award Agreement, the parties hereby submit to and consent to the exclusive jurisdiction of the State of New York and agree that such litigation shall be conducted only in the courts of New York County, New York, or the federal courts for the United States for the Southern District of New York, and no other courts, where this grant is made and/or to be performed and agree to such other choice of forum provisions as are included in the Plan.

5.6    Nature of Plan. By participating in the Plan, you acknowledge, understand and agree that:

(a)    The Plan is discretionary in nature and limited in duration, and may be amended, cancelled, or terminated by the Corporation, in its sole discretion, at any time.

(b)    The grant of PSUs under the Plan is a one-time benefit and does not create any contractual or other right to receive PSUs or benefits in lieu of such awards in the future. Future awards, if any, will be at the sole discretion of the Corporation, including, but not limited to, the form and timing of the award, the number of shares of Common Stock subject to the award, the vesting provisions applicable to the award and the purchase price (if any).

(c)    Your participation in the Plan is voluntary, and the value of your PSUs is an extraordinary item of compensation and is outside the scope of your employment (and your employment contract, if any). As such, your PSUs are not part of normal or expected compensation for purposes of calculating any severance, resignation, redundancy, dismissal, termination or end of service payments, bonuses, long-service awards, pension or retirement benefits, or similar payments.

(d)    No claim or entitlement to compensation or damages shall arise from forfeiture of the PSUs or recoupment of any shares of Common Stock acquired under the Plan resulting from (i) the termination of your employment or other service relationship (for any reason whatsoever, whether or not later found to be invalid or in breach of employment laws in the jurisdiction where you are employed or the terms of your employment agreement, if any) and/or (ii) the application of any recoupment policy or any recovery or clawback policy otherwise required by law. In consideration of the grant of the PSUs, you expressly agree not to institute any such claim against the Corporation, any of its Affiliates or your Employer.

    5.7    Data Privacy.By accepting the PSUs, you declare that you agree with the data processing practices described herein and consent to the collection, processing and use of your Personal Data (as defined below) by the Corporation and the transfer of your Personal Data to the recipients mentioned herein, including recipients located in countries which do not adduce an adequate level of protection from a European (or other non-U.S.) data protection law perspective, for the purposes described herein.

(a)Declaration of Consent. You understand that you need to review the following information about the processing of your personal data by or on behalf of the Corporation, your Employer and/or any of its Affiliates, as described herein, and any other PSU grant materials (the “Personal Data”) and declare your consent. With regard to the processing of your Personal Data in connection with the Plan, you understand that the Corporation is the controller of the Personal Data.

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(b)Data Processing and Legal Basis. The Corporation collects, uses and otherwise processes your Personal Data for the purposes of allocating shares and implementing, administering and managing the Plan. You understand that this Personal Data may include, without limitation, your name, home address and telephone number, email address, personal bank account details, date of birth, social insurance number, passport number or other identification number (e.g., resident registration number), salary, nationality, job title, any shares of Common Stock or directorships held in the Corporation or its Affiliates, details of all PSUs or any other entitlement to shares of Common Stock or equivalent benefits awarded, canceled, purchased, vested, unvested or outstanding in your favor. The Corporation’s legal basis for the processing of your Personal Data is your consent.

(c)Stock Plan Administration Service Providers. You understand that the Corporation may transfer your Personal Data, or parts thereof, to Fidelity Stock Plan Services LLC and certain of its affiliated companies (“Fidelity”), an independent service provider based in the United States which assists the Corporation with the implementation, administration and management of the Plan. In the future, the Corporation may select a different service provider and share your Personal Data with such different service provider that serves the Corporation in a similar manner. You understand and acknowledge that the Corporation’s service provider may open an account for you to receive and trade shares acquired under the Plan and that you will be asked to agree on separate terms and data processing practices with the service provider, which is a condition of your ability to participate in the Plan.

(d)International Data Transfers. You understand that the Corporation and, as of the date hereof, certain third parties assisting in the implementation, administration and management of the Plan, such as the Corporation’s service providers, are based in the United States. If you are located outside the United States, you understand and acknowledge that your country has enacted data privacy laws that are different from the laws of the United States. Transfers of personal data from the EU to the United States can be made on the basis of Standard Contractual Clauses approved by the European Commission or other appropriate safeguards permissible under the Applicable Laws. If you are located in the EU or EEA, the Corporation may receive, process and transfer your Personal Data onward to third-party service providers solely on the basis of appropriate data transfer agreements or other appropriate safeguards permissible under Applicable Laws. If applicable, you understand that you can ask for a copy of the appropriate data processing agreements underlying the transfer of your Personal Data by contacting your local People Team representative. The Corporation’s legal basis for the transfer of your Personal Data is your consent.

(e)Data Retention. You understand that the Corporation will use your Personal Data only as long as is necessary to implement, administer and manage your participation in the Plan, or to comply with Applicable Laws, including under tax and securities laws. In the latter case, you understand and acknowledge that the Corporation’s legal basis for the processing of your Personal Data would be compliance with the Applicable Laws or the pursuit by the Corporation of respective legitimate interests not outweighed by your interests, rights or freedoms. When the Corporation no longer needs your Personal Data for any of the above purposes, you understand the Corporation will remove it from its systems.

(f)Voluntariness and Consequences of Denial/Withdrawal of Consent. You understand that your participation in the Plan and your grant of consent is purely voluntary. You may deny or later withdraw your consent at any time, with future effect and for any or no reason. If you deny or later withdraw your consent, the Corporation can no longer offer you participation in the Plan or offer other awards to you or administer or maintain such awards and you would no longer be able to

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participate in the Plan. You further understand that denial or withdrawal of your consent would not affect your status or salary as an employee or your career and that you would merely forfeit the opportunities associated with the Plan.

(g)Data Subject Rights. You understand that data subject rights regarding the processing of personal data vary depending on the Applicable Laws and that, depending on where you are based and subject to the conditions set out in the Applicable Laws, you may have, without limitation, the rights to (i) inquire whether and what kind of Personal Data the Corporation holds about you and how it is processed, and to access or request copies of such Personal Data, (ii) request the correction or supplementation of Personal Data about you that is inaccurate, incomplete or out-of-date in light of the purposes underlying the processing, (iii) obtain the erasure of Personal Data no longer necessary for the purposes underlying the processing, processed based on withdrawn consent, processed for legitimate interests that, in the context of your objection, do not prove to be compelling, or processed in non-compliance with applicable legal requirements, (iv) request the Corporation to restrict the processing of your Personal Data in certain situations where you feel its processing is inappropriate, (v) object, in certain circumstances, to the processing of Personal Data for legitimate interests, and to (vi) request portability of your Personal Data that you have actively or passively provided to the Corporation (which does not include data derived or inferred from the collected data), where the processing of such Personal Data is based on consent or your employment or service contract and is carried out by automated means. In case of concerns, you understand that you may also have the right to lodge a complaint with the competent local data protection authority. Further, to receive clarification of, or to exercise any of your rights, you should contact your local People Team representative.

5.8    Insider Trading/Market Abuse Laws. You may be subject to insider trading restrictions and/or market abuse laws based on the exchange on which the shares of Common Stock are listed and in applicable jurisdictions including the United States and your country or your broker’s country, if different, which may affect your ability to accept, acquire, sell or otherwise dispose of shares of Common Stock, rights to shares of Common Stock (e.g., PSUs) or rights linked to the value of shares of Common Stock under the Plan during such times as you are considered to have “inside information” regarding the Corporation (as defined by the laws in the applicable jurisdictions). Local insider trading laws and regulations may prohibit the cancellation or amendment of orders you placed before you possessed inside information. Furthermore, you could be prohibited from (a) disclosing the inside information to any third party and (b) “tipping” third parties or causing them otherwise to buy or sell securities (third parties include fellow employees). Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under any applicable insider trading policy of the Corporation. You acknowledge that it is your responsibility to comply with any applicable restrictions, and you should speak to your personal advisor on this matter.

5.9    Electronic Delivery and Acceptance. The Corporation may, in its sole discretion, deliver any documents related to current or future participation in the Plan by electronic means. You hereby consent to receive such documents by electronic delivery and agree to participate in the Plan through an on-line or electronic system established and maintained by the Corporation or a third party designated by the Corporation.

5.10    Severability. The provisions of these Terms and Conditions are severable and if any one or more provisions are determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable. Alternatively, the Corporation, in its

15

sole discretion, shall have the power and authority to revise or strike such provision to the minimum extent necessary to render it valid and enforceable to the full extent permitted under Applicable Laws.

    5.11    Construction/Blue Pencil. The headings contained in these Terms and Conditions are for convenience only and do not constitute part of and shall not be used to interpret these Terms and Conditions. The language in all parts of these Terms and Conditions shall be construed according to its fair meaning and not strictly for or against you or the Corporation because that party or that party’s legal representative drafted it. Notwithstanding any provision to the contrary herein, you agree that the covenants and post-employment restrictions contained in these Terms and Conditions are reasonable under the circumstances, valid in duration and scope, and necessary to protect the Corporation’s Confidential Information. It is the desire and intent of the parties, and you agree, that the covenants and post-employment restrictions contained in these Terms and Conditions shall be enforced to the fullest extent permissible under applicable laws and public policies. Accordingly, if any term or provision of the covenants or post-employment restrictions contained in these Terms and Conditions or any portion thereof is declared illegal or unenforceable by any court of competent jurisdiction, such court shall have the right, power and authority to excise or modify such provision or provisions of these covenants so as to render such provision or portion thereof enforceable, and to the extent such provision or portion thereof cannot be rendered enforceable, these Terms and Conditions shall be considered divisible as to such provision, which shall become null and void, leaving the remainder in full force and effect.

    5.12     Liability for Breach. You shall indemnify the Corporation and hold it harmless from and against any and all damages or liabilities incurred by the Corporation (including liabilities for attorneys’ fees and disbursements) arising out of any breach by you of these Terms and Conditions, including, without limitation, any attempted transfer of PSUs in violation of Section 1.4 of these Terms and Conditions.

5.13    Waiver. You acknowledge that a waiver by the Corporation of any provision of these Terms and Conditions shall not operate or be construed as a waiver of any other provision of these Terms and Conditions, or of any subsequent breach of these Terms and Conditions.

5.14    Addendum. The grant of your PSUs shall be subject to any special terms and conditions set forth in any Addendum to these Terms and Conditions (the “Addendum”) for your state of residence (and your state of employment, if different). If you relocate your residency or employment to one of the states included in the Addendum, the special terms and conditions for such state will apply to you, to the extent the Corporation determines that the application of such terms and conditions is necessary or advisable for legal or administrative reasons. The Addendum shall constitute part of the Award Agreement.

5.15    Additional Requirements. The Corporation reserves the right to impose other requirements on the PSUs, any payment made pursuant to the PSUs, and your participation in the Plan, to the extent the Corporation determines, in its sole discretion, that such other requirements are necessary or advisable for legal or administrative reasons. Such requirements may include (but are not limited to) requiring you to sign any agreements or undertakings that may be necessary to accomplish the foregoing.

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Attachment A

Performance Goals

[Complete as appropriate]

THE BANK OF NEW YORK MELLON CORPORATION

FORM OF ADDENDUM TO
TERMS AND CONDITIONS

OF PERFORMANCE SHARE UNITS

This Addendum includes additional terms and conditions that govern the PSUs granted to you if you reside in or are employed in one of the locations listed herein. These terms and conditions are in addition to, or, if so indicated, in place of, the terms and conditions set forth in the main body of the Award Agreement. All capitalized terms as contained in this Addendum shall have the same meaning as set forth in the Award Notice, the Terms and Conditions and the Plan. If you transfer your residence and/or employment to one of the locations included in this Addendum, the special terms and conditions for such location will apply to you to the extent the Corporation determines, in its sole discretion, that the application of such terms and conditions is necessary or advisable for legal or administrative reasons (or the Corporation may establish alternative terms and conditions as may be necessary or advisable to accommodate your transfer).

CALIFORNIA

1.    Non-Solicitation of Clients, Contractors and Employees; Non-Competition. The following provision shall replace Section 3.2 of the Terms and Conditions in its entirety:

3.2    Non-Solicitation of Clients, Contractors and Employees; Non-Competition.

(a)    Non-Solicitation of Clients, Contractors and Employees. You are prohibited, without prior authorization, from using or disclosing the Corporation’s or its Affiliates’ trade secrets at any time, including without limitation to (i) solicit or induce or attempt to solicit or induce any current or prospective client of the Corporation or an Affiliate known to you, to initiate or continue a client relationship with you other than with the Corporation or Affiliate, or to terminate or reduce its client relationship with the Corporation or Affiliate, or (ii) solicit any employee or contractor to terminate or reduce their employment or engagement, whichever is applicable, with the Corporation or Affiliate.

(b)    Non-Competition. Intentionally Omitted.

MASSACHUSETTS

1.    Non-Competition. The following provision shall be appended to Section 3.2(b) of the Terms and Conditions:

For the sake of clarity, the foregoing non-compete restriction does not prohibit you from being employed by the government or a not-for profit organization (i.e. an organization exempt from local and national tax laws).  In view of the limited scope of the non-compete obligation assumed under this Section, which does not prevent you from working in other entities that are not affected by it, you acknowledge and agree that: (i) the foregoing non-compete obligation is reasonable and necessary to protect the Corporation’s legitimate business interests including its confidential information and goodwill, and (ii) the continued vesting in your PSUs, including any PSUs resulting from dividend equivalent rights, following a

Retirement-Eligible Event or termination providing transition/separation pay is fair and reasonable consideration for the foregoing non-compete obligation. During the Restricted Period, you further agree to (i) advise any person or entity that seeks to employ you of the terms of these covenants; and (ii) immediately notify People Team equity administration if you are not in compliance with your obligations above (i.e., if you begin to associate with or transact business on behalf of a Competitive Enterprise). You have seven business days from the date you electronically acknowledge and accept the terms of the Award Agreement to rescind your acceptance of the Award Agreement. You acknowledge that you have been provided at least ten business days before this Award Agreement is to be effective. You may rescind your acceptance of the Award Agreement by sending written notice to People Team equity administration at [InsertContact Information].

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EX-10.29

Exhibit 10.29

FORM OF RESTRICTED STOCK UNIT AGREEMENT

THE BANK OF NEW YORK MELLON CORPORATION

LONG-TERM INCENTIVE PLAN

FORM OF NOTICE OF AWARD - RESTRICTED STOCK UNITS – EXECUTIVE COMMITTEE US

Subject to the terms and conditions of The Bank of New York Mellon Corporation 2023 Long-Term Incentive Plan (the “Plan”), this Notice of Award - Restricted Stock Units – Executive Committee US (the “Award Notice”), and the Terms and Conditions of Restricted Stock Units – Executive Committee US (the “Terms and Conditions”), The Bank of New York Mellon Corporation (the “Corporation”) grants you restricted stock units (“RSUs”) as reflected below and on the Corporation’s equity award website (the “Equity Website”). Each RSU represents the opportunity to receive one (1) share of the Corporation’s common stock, par value $.01 (“Common Stock”), upon satisfaction of the terms and conditions as set forth in the Award Notice and the Terms and Conditions (collectively, the “Award Agreement”), subject to the terms of the Plan.

Participant	[PARTICIPANT NAME]
Grant Date	[GRANT DATE]
Number of RSUs	[NUMBER OF SHARES GRANTED]
Vesting Schedule – Please refer to Appendix. Each date upon which all or a portion of your RSU award is scheduled to vest is referred to as a “Vesting Date.” If the Risk Adjustment Process is applicable to your award (as indicated in the box below), a Vesting Date may be delayed if and to the extent the Risk Adjustment Process set forth in Exhibit A is not completed by such date subject to Section 4.1 of the Terms and Conditions.
Risk Adjustment Process - To the extent applicable as indicated in the box to the right, unvested RSUs are subject to forfeiture based upon the Risk Adjustment Process set forth in Exhibit A. Is the Risk Adjustment Process applicable to your award?		[Yes / No]
Specified Age & Years of Service Rule – To the extent applicable as indicated in the box to the right, your RSUs are subject to continued vesting if you cease to be continuously employed after satisfying certain age and service requirements as set forth in Section 2.2(b) of the Terms and Conditions. Is Section 2.2(b) of the Terms and Conditions applicable to your award?		[Yes/ No]

THE CORPORATION’S GRANT OF RSUs AS REFLECTED HEREIN IS CONTINGENT UPON YOUR ACKNOWLEDGEMENT AND ACCEPTANCE OF THE AWARD AGREEMENT AND THE PLAN ELECTRONICALLY ON THE EQUITY WEBSITE ON OR BEFORE [GRANT ACCEPT BY DATE] (THE “ACCEPTANCE DEADLINE”). IF YOU FAIL TO DO SO, THE CORPORATION’S GRANT OF RSUs AS REFLECTED HEREIN SHALL BE NULL AND VOID, AND SHALL NOT BE RE-INSTATED.

BY ELECTRONICALLY ACKNOWLEDGING AND ACCEPTING THE CORPORATION’S GRANT OF RSUS, YOU AFFIRMATIVELY AND EXPRESSLY AGREE:

(1)    SUCH ACKNOWLEDGEMENT AND ACCEPTANCE CONSTITUTES YOUR ELECTRONIC SIGNATURE IN EXECUTION OF THE AWARD AGREEMENT

(2)    TO BE BOUND BY THE PROVISIONS OF THE AWARD AGREEMENT AND THE PLAN INCLUDING WITHOUT LIMITATION ANY LOCATION SPECIFIC SPECIAL TERMS AND

CONDITIONS SET FORTH IN THE ADDENDUM, AS DEFINED IN THE TERMS AND CONDITIONS

(3)    YOU (A) HAVE REVIEWED THE AWARD AGREEMENT AND THE PLAN IN THEIR ENTIRETIES; (B) WERE GIVEN A REASONABLE TIME TO COMPLETE SUCH REVIEW; (C) HAVE BEEN ADVISED BY THE CORPORATION TO CONSULT WITH YOUR OWN ATTORNEY BEFORE ENTERING INTO THE AWARD AGREEMENT; (D) HAVE HAD AN OPPORTUNITY TO OBTAIN PROFESSIONAL LEGAL/TAX/INVESTMENT ADVICE PRIOR TO ACCEPTING THE RSUs; AND (E) FULLY UNDERSTAND ALL OF THE PROVISIONS OF THE AWARD AGREEMENT AND THE PLAN

(4)    YOU HAVE BEEN PROVIDED WITH A COPY OR ELECTRONIC ACCESS TO A COPY OF THE PLAN AND THE U.S. PROSPECTUS FOR THE PLAN

(5)    TO ACCEPT AS BINDING, CONCLUSIVE AND FINAL ALL DECISIONS OR INTERPRETATIONS OF THE CORPORATION UPON ANY QUESTIONS ARISING UNDER THE AWARD AGREEMENT AND THE PLAN

PARTICIPANT ACCEPTANCE DATE: [ACCEPTANCE DATE]

********************************

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FORM OF EXHIBIT A

Risk Adjustment/Forfeiture Decision Process

For any performance year in which you remain a covered employee (including as an MRT), your risk performance will be assessed via a Risk Culture Summary Scorecard (“RCSS”). If, in any year, you receive an RCSS rating of “Partially Met Expectations” or “Did Not Meet Expectations,” your unvested RSUs (including any accrued dividend equivalents) will be subject to review by the Incentive Compensation Review Committee (“ICRC”) or the Human Resources and Compensation Committee of the Corporation’s Board of Directors (the “HRCC”) for consideration of forfeiture, as applicable. If you are no longer a covered employee (including as an MRT) or have left the Corporation, any unvested portion of the RSUs (including any accrued dividend equivalents) granted while you were a covered employee (including as an MRT) will also be subject to a risk review by the ICRC/HRCC.

In that event, as part of its review, the ICRC/HRCC will ask –

•Did your rating reflect poor risk behavior by you in a prior year?

•Did you receive an award in that year?

If the answer to both questions is yes, the ICRC/HRCC asks the following questions with respect to each of the designated prior years:

•Financial Impact: How much did/will the issue cost the Company?

•Reputational Impact: How much of a regulatory impact did/will it have on the Company?

The ICRC/HRCC selects the impact answer that falls into the highest category below to determine the impact forfeiture percentage.

Criteria	Metric	None	Low	Medium	High
Financial Impact
Reputational Impact

As used in this Exhibit A, the term “Company” shall mean the Corporation and its Affiliates.

Then the ICRC/HRCC asks how much, if any, control/responsibility you had regarding the situation. The answer to the last question determines the modifier to be applied to the impact forfeiture percentage.

Criteria	None	Indirect	Direct
Your role & responsibility

Example [Insert Example]

The ICRC/HRCC reserves the right to adjust the impact forfeiture percentage from the guidance above at its discretion.

THE BANK OF NEW YORK MELLON CORPORATION

FORM OF TERMS AND CONDITIONS

OF RESTRICTED STOCK UNITS – EXECUTIVE COMMITTEE US

The Restricted Stock Units (“RSUs”) with respect to Common Stock of The Bank of New York Mellon Corporation (the “Corporation”) granted to you on the Grant Date are subject to the Notice of Award - Restricted Stock Units – Executive Committee US (the “Award Notice”), these Terms and Conditions of Restricted Stock Units – Executive Committee US (the “Terms and Conditions”) and all of the terms and conditions of The Bank of New York Mellon Corporation 2023 Long-Term Incentive Plan (the “Plan”), which is incorporated herein by reference. In the case of a conflict between the Award Notice, these Terms and Conditions and the terms of the Plan, the provisions of the Plan shall govern. A copy of the Plan can be found on the Corporation’s equity award website (the “Award Website”), NetBenefits.com, under “Quick Links.” Capitalized terms used but not defined herein shall have the same meaning as provided or reflected in the Award Notice or the Plan, as applicable. For purposes of these Terms and Conditions, “Employer” means the Corporation or any Affiliate that employs or employed you on the applicable date.

SECTION 1: Restricted Stock Unit Award

    1.1    Grant of Award. Subject to these Terms and Conditions and the terms of the Plan, the Corporation grants you the number of RSUs as reflected in the Award Notice. The RSUs shall vest in accordance with the Vesting Schedule and shall be subject to the Risk Adjustment Process (if any) as reflected in the Award Notice.

    1.2    Dividend Equivalents. Upon the payment of any dividend on the Common Stock occurring during the period preceding the settlement of your RSUs pursuant to these Terms and Conditions, your Employer will accrue an amount in cash equal to the value of the dividends you otherwise would have received had you actually been the shareholder of record of the number of shares of Common Stock underlying your RSUs, which dividend equivalents will also be subject to the Risk Adjustment Process if applicable to your award (as indicated in the Award Notice). Your Employer will pay you such dividend equivalents in cash without interest pursuant to Section 4 of these Terms and Conditions if and to the extent that the underlying RSUs become vested as provided in the Award Agreement.

    1.3    No Voting Rights. Prior to the settlement of your RSUs pursuant to these Terms and Conditions, you shall not be entitled to vote the shares of Common Stock underlying the RSUs.

    1.4    Nontransferable. The RSUs shall be transferable only by will or the laws of descent and distribution. Any other attempt to transfer the RSUs shall be null and void.

SECTION 2: Vesting, Forfeiture, Termination of Employment and Disability

    2.1    Vesting and Forfeiture.

    (a)    Vesting. Subject to Sections 3 and 5.4 of these Terms and Conditions, if you remain continuously employed with your Employer through the close of business on the applicable Vesting Date reflected in the Award Notice, the number of RSUs corresponding to such Vesting Date will vest and the Corporation will issue you the underlying shares of Common Stock in accordance with Section 4 of these

Terms and Conditions. Notwithstanding anything to the contrary contained in the Award Agreement and in accordance with Section 4.1, a vesting may be delayed if, on the Vesting Date, you are the subject of ongoing disciplinary or performance management investigations or proceedings concerning circumstances under which forfeiture or clawback of this award could apply or such other actual or potential compensation recovery processes are ongoing under which forfeiture or clawback of this award could apply.  In such cases, the applicable portion of the award, if any, will vest following the completion of such investigations, proceedings and/or processes to the extent the Corporation determines that forfeiture and/or clawback does not apply.

    (b)    Forfeiture upon Termination of Employment. Subject to Sections 2.2 and 2.3 of these Terms and Conditions, if you cease to be continuously employed with your Employer prior to the date that your RSUs become fully vested, you shall cease vesting in your RSUs as of your Termination Date and any unvested RSUs, including any dividend equivalent rights, immediately shall terminate and be forfeited; provided, however, if the Risk Adjustment Process applies to your award (as indicated in the Award Notice), in situations where vesting would have otherwise occurred but for the fact that a determination has not yet been made as to whether a risk adjustment pursuant to Exhibit A is required, vesting shall occur in accordance with the terms of the Award Agreement provided that the Committee determines the effect, if any of a risk adjustment. As used herein, “Termination Date” shall mean the last day on which you are an employee of your Employer.

(c)    Forfeiture upon Termination of Employment for Cause. Notwithstanding anything to the contrary contained in these Terms and Conditions, if your Employer terminates your employment for Cause, your RSUs, whether vested (but unsettled) or unvested, and including any dividend equivalent rights, immediately shall terminate and be forfeited. For purposes of these Terms and Conditions, “Cause” shall mean:

(i)    you have been convicted of, or have entered into a pretrial diversion or entered a plea of guilty or nolo contendere (plea of no contest) to a crime or offense constituting a felony (or its equivalent under applicable laws outside of the United States), or to any other crime or offense involving moral turpitude, dishonesty, fraud, breach of trust, money laundering, or any other offense that may preclude you from being employed with a financial institution;

(ii)    you are grossly negligent in the performance of your duties or have failed to perform the duties of your employment, including, without limitation, failure to comply with any lawful directive from your Employer or the Corporation, other than by reason of incapacity due to disability or from any permitted leave of absence required by law;

(iii)    you have violated the Corporation’s Code of Conduct or any of the policies of the Corporation or your Employer governing the conduct of business or your employment, including without limitation, those relating to discrimination and retaliation;

(iv)    you have engaged in any misconduct which has the effect or potential of being injurious to the Corporation, any Affiliate or your Employer, including, but not limited to, its reputation;

(v)    you have engaged in an act of fraud or dishonesty, including, but not limited to, taking or failing to take actions intending to result in personal gain; or

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(vi)    if you are employed outside the United States, any other circumstances (beyond those listed above) that permit the immediate termination of your employment without notice or payment in accordance with the terms of your employment agreement or Applicable Laws (as defined in Section 5.2).

The determination of whether your actions will be considered Cause for purposes of these Terms and Conditions will be determined by the Corporation or any of its Affiliates, at its or their sole discretion, as applicable. Any determinations of Cause will be considered conclusive and binding on you.

    2.2    Specified Terminations of Employment.

    (a)    Death. If you cease to be continuously employed with your Employer by reason of your death prior to the date that your RSUs become fully vested (or if your death occurs following termination of employment during a period in which you have outstanding RSUs), your unvested RSUs including any dividend equivalent rights, will become fully vested as of your date of death (such date then being the final Vesting Date) and the Corporation will issue your legal representative or your estate the underlying shares of Common Stock in accordance with Section 4.

    [(b)    Specified Age & Years of Service Rule. If you cease to be continuously employed with your Employer (i) on or after your attainment of age 60 and (ii) the combination of your age and years of credited employment with your Employer (in both instances, full and partial years) on your Termination Date equals or exceeds 65 (satisfaction of (i) and (ii) being a “Retirement-Eligible Event”), you will continue to vest in your RSUs, including any dividend equivalent rights, in accordance with the Vesting Schedule set forth in the Award Notice so long as you fully comply with the applicable covenants provided in Section 3 hereof and provided that, if requested by your Employer (to the extent not prohibited by Applicable Laws), you execute and do not revoke a Transition/Separation Agreement and Release acceptable to your Employer. As a condition for continued vesting of your RSUs, including any dividend equivalent rights, following a Retirement-Eligible Event, your Employer may require you to periodically certify your compliance with the covenants set forth in Section 3 of these Terms and Conditions as more fully described in such Section. For purposes of the foregoing, partial years shall be determined based upon the number of days since your prior birthday or the number of days of credited employment since your prior employment anniversary, as the case may be. Notwithstanding the foregoing, (x) this subsection (b) will not apply to your award if the Award Notice provides that Section 2.2(b) is not applicable; and (y) in the case of continued vesting following a Retirement-Eligible Event, if you commence employment with a new employer that grants you a new award that replaces all or any portion of this award, any portion of this award that has been replaced by your new employer will be forfeited and will no longer vest and, where relevant, will be promptly repaid by you if the award or any portion of this award has already vested.]

(c)    Termination Providing Transition/Separation Pay. Provided that you execute and do not revoke a Transition/Separation Agreement and Release acceptable to your Employer, if you cease to be continuously employed with your Employer by reason of a termination by your Employer and in connection with such termination you receive transition/separation pay from the Corporation or your Employer, you will continue to vest in your RSUs, including any dividend equivalent rights, in accordance with the Vesting Schedule set forth in the Award Notice so long as you fully comply with the applicable covenants provided in Section 3 hereof. For purposes of the foregoing, “transition/separation pay” means any severance, redundancy or ex-gratia compensation payment to you from the Corporation or your Employer in connection with your termination of employment that is in excess of the amount

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payable to you on account of any notice period to which you are entitled pursuant to the terms of your contract of employment or otherwise (or payment in lieu of such notice).

    (d)    Sale of Business. If you cease to be continuously employed with your Employer due to a sale of a business unit or your Employer and you are not otherwise entitled to transition/separation pay, you will continue to vest in your RSUs, including any dividend equivalent rights, in accordance with the Vesting Schedule set forth in the Award Notice so long as you fully comply with the applicable covenants provided in Section 3 hereof.

    (e)    Change in Control. If your employment is terminated by your Employer without Cause within two (2) years after a Change in Control occurring after the Grant Date, and your RSU award is assumed, substituted or replaced in connection with such Change in Control, you will continue to vest in your RSUs, including any dividend equivalent rights, in accordance with the Vesting Schedule set forth in the Award Notice so long as you fully comply with the applicable covenants provided in Section 3 hereof. In the event that your RSU award is not assumed, substituted or replaced in connection with a Change in Control occurring after the Grant Date including if such a Change in Control occurs following termination of employment, any of your unvested RSUs, including any dividend equivalent rights, will become fully vested as of the date of the Change in Control (such date then being the final Vesting Date) and will be settled in cash, shares or a combination thereof, as determined by the Committee (except to the extent that settlement of your RSUs must remain payable on the Vesting Date(s) as reflected in the Award Notice in order to comply with Section 409A or other Applicable Laws).

(f)    Termination of Employment Prior to the Grant Date. If your Termination Date (as defined in Section 2.1(b) above) occurred prior to the Grant Date for this award, you agree that any references to you as an “employee” and “employment” in the Award Agreement means the period of time during which you were still an employee of the Corporation or any of its Affiliates.

[Additional Vesting Provisions, if any.]

2.3    Disability. If you receive current benefits under a long-term disability plan maintained by the Corporation or your Employer while any portion of your RSUs remains unvested, you will continue to vest in your RSUs during the period you are eligible to receive such benefits, including any dividend equivalent rights, in accordance with the Vesting Schedule set forth in the Award Notice so long as you fully comply with the applicable covenants provided in Section 3 hereof.

SECTION 3: Notice of Resignation, Non-Solicitation, Non-Competition, Confidential Information, Non-Disparagement and Cooperation

3.1    Notice of Resignation. As consideration for this award, you will provide your Employer with 180 days’ advance written notice of any voluntary termination of your employment with your Employer or such longer period as may be set forth in any other agreement that you may have with the Corporation or your Employer or any policy of the Corporation or of your Employer.

3.2    Non-Solicitation of Clients, Contractors and Employees; Non-Competition.

To protect the Corporation’s and its Affiliates’ legitimate business interests, including its confidential information and goodwill, and for the good and valuable consideration offered pursuant to the Award Agreement, which is in excess of any consideration you are otherwise entitled to receive, and to the maximum extent permitted by Applicable Laws, you agree as follows:

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(a)    Non-Solicitation of Clients, Contractors and Employees. Your RSUs, whether vested (but unsettled) or unvested, and including any dividend equivalent rights, shall be immediately forfeited if, prior to one (1) year from the Termination Date or, if later, the final Vesting Date set forth in the Award Notice (the “Restricted Period”), you directly or indirectly: (i) solicit, divert or appropriate, or attempt to solicit, divert or appropriate for the benefit of any Competitive Enterprise any client or prospective client of the Corporation or an Affiliate with whom you had contact, or with respect to whom you obtained or had access to Confidential Information, or whose identity you learned, during your employment with your Employer; (ii) interfere with, disrupt or attempt to disrupt any relationship, contractual or otherwise, between the Corporation or an Affiliate and any of its respective clients or prospective clients with whom you had contact, or with respect to whom you obtained or had access to Confidential Information, or whose identity you learned, during your employment with your Employer, or otherwise cause, induce or encourage any such client to diminish or terminate its relationship with the Corporation or an Affiliate; or (iii) hire or employ any employee or contractor of the Corporation or an Affiliate, or influence, solicit or induce such an individual or entity to terminate or diminish their employment or engagement, whichever is applicable, with the Corporation or an Affiliate. For purposes of the Award Agreement, “prospective clients” means any person or entity with whom the Corporation or an Affiliate is or was engaged for the purposes of entering into a client or business relationship within the twelve (12) months preceding your Termination Date. During the Restricted Period, you agree to (i) advise any person or entity that seeks to employ you of the terms of these covenants; and (ii) immediately notify People Team equity administration if you are not in compliance with your obligations above.

(b)    Non-Competition.  Your RSUs, whether vested (but unsettled) or unvested, and including any dividend equivalent rights, shall be immediately forfeited if, after your separation from employment with the Corporation or its Affiliates by reason of your (i) Retirement-Eligible Event or (ii) termination providing transition/separation pay as specified in Sections 2.2(b) and 2.2(c) respectively, and before the end of the Restricted Period, you, directly or indirectly (without the prior written consent of the Corporation), (i) associate (including as a director, officer, employee, partner, consultant, investor, agent or advisor) with a Competitive Enterprise, or (ii) transact business on behalf of a Competitive Enterprise. For purposes of the Award Agreement, “Competitive Enterprise” means any business enterprise, person or entity: (i) that is a member of any of the Corporation’s competitive peer groups as disclosed in the Corporation’s proxy statement that was most recently filed with the Securities and Exchange Commission preceding the Termination Date; or (ii) that is otherwise engaged in or is undertaking efforts to engage in any actual or planned or substantially similar service offering of the Corporation or the Affiliate, product line of the Corporation or the Affiliate, or any other business of the Corporation or an Affiliate within the two (2) years preceding your Termination Date; or (iii) for whom you would otherwise be performing services through which you would disclose or inevitably disclose Confidential Information. However, nothing in the Award Agreement shall preclude you from investing your personal assets in the securities of any Competitive Enterprise if such securities are (i) traded on a national stock exchange or in the over-the-counter market and if such investment is as a passive investor and if such investment does not result in you beneficially owning, at any time, more than five (5%) of the publicly-traded equity securities of such competitor; or (ii) not traded on a national stock exchange or in the over-the-counter market and if such investment is as a passive investor and such investment does not result in you beneficially owning, at any time, more than five (5%) of any class of equity securities of such competitor. You acknowledge and agree that the Corporation’s and its Affiliates’ business is global in nature, and in light of your executive level role and responsibilities and your access to Confidential Information concerning the Corporation’s and its Affiliates’ global operations, in providing your services to your Employer you will have a material presence or influence on behalf of your Employer throughout the world. You further acknowledge and agree that, in light of current technology, your services and the business of any Competitive Enterprise can be conducted anywhere in the world.

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For the sake of clarity, the foregoing non-compete restriction does not prohibit you from being employed by the government or a not-for profit organization (i.e., an organization exempt from local and national tax laws). In view of the limited scope of the non-compete obligation assumed under this Section, which does not prevent you from working in other entities that are not affected by it, you acknowledge and agree that: (i) the foregoing non-compete obligation is reasonable and necessary to protect the Corporation’s and its Affiliates’ legitimate business interests including its confidential information and goodwill, and (ii) the continued vesting in your RSUs, including any dividend equivalent rights, following a Retirement-Eligible Event or termination providing transition/separation pay is fair and reasonable consideration for the foregoing non-compete obligation. During the Restricted Period, you further agree to (i) advise any person or entity that seeks to employ you of the terms of these covenants; and (ii) immediately notify People Team equity administration if you are not in compliance with your obligations above (i.e., if you begin to associate with or transact business on behalf of a Competitive Enterprise).

3.3    Confidential Information.

(a)Except as may be permitted in accordance with Section 3.6 below, during the course of your employment with the Corporation or any Affiliate and continuing thereafter, you will maintain in secrecy all Confidential Information of the Corporation and its Affiliates and will not, either directly or indirectly, at any time, while an employee of the Corporation or any Affiliate or thereafter, make known, divulge, reveal, furnish, make available, disclose, appropriate or use (except for use in the regular course of your duties for the Corporation or its Affiliates) any Confidential Information (as defined below) without the written consent of the Corporation. Upon the Termination Date, or any time the Corporation makes a request, you will deliver promptly to the Corporation all Confidential Information and all copies of Confidential Information, or any analyses, compilations, summaries, studies, or other documents based, in whole or in part, upon the Confidential Information and, to the extent any Confidential Information is stored on any PDA or personal computer, cloud, email account or other storage device, you will fully cooperate with the Corporation or its Affiliates to return and permanently delete all such Confidential Information from such devices. Upon the Corporation’s request, you agree to provide access to any such device(s) to the Corporation or a third-party vendor selected by the Corporation to assist with such identification and removal of Confidential Information and Corporation material in a manner that includes steps to protect your personal information. Upon the Corporation’s request at any time, you will certify in writing to the Corporation that no Confidential Information or any analyses, compilations, summaries, studies, or other documents based, in whole or in part, upon the Confidential Information, remains in your possession or control. You also agree that this obligation is in addition to, and not in limitation or preemption of, all other obligations of confidentiality that you may have to the Corporation or its Affiliates under the Code of Conduct, Securities Trading Policy or other rules or policies governing the conduct of their respective businesses, or general or specific legal or equitable principles.

(b)As used herein, “Confidential Information” means the information you have been given or to which you have access or become informed of, directly or indirectly, which the Corporation or its Affiliates possess or have access and which relates to the Corporation or its Affiliates, is not generally known to the public or in the trade or is a competitive asset and/or otherwise constitutes a “trade secret,” as that term is defined by Applicable Laws, of the Corporation or its Affiliates, including without limitation, non- public: (i) planning data and marketing strategies, including marketing ideas, mailing lists, and sales and marketing plans; (ii) terms of any new products and investment strategies; (iii) information relating to other officers and employees of the Corporation or its Affiliates, including personal information, social security numbers, medical information, addresses, and telephone numbers; (iv) financial results and information about the business condition of the Corporation or its Affiliates,

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including results and data about Corporation conditions, operations, strategies and plans, pending projects and proposals, and potential acquisitions or divestitures; (v) terms of any investment, management or advisory agreement or other material contract; (vi) proprietary software and other product or technical information, including product formulations, new product ideas, new business developments, plans, designs, compilations, methods, processes, procedures, program devices, data or market information processing programs, hardware firmware, research and development products, and related documents and information; (vii) customer and potential customer information, including client lists, prospecting lists, information about client accounts, pricing strategies, and current or proposed transactions and contact persons at such customers and customer prospects); and (viii) material information or internal analyses concerning customers or customer prospects of the Corporation or its Affiliates or their respective operations, condition (financial or otherwise) or plans. Confidential Information does not include information which: (i) was or becomes generally available to the public other than as a result of disclosure by you or any of your agents, advisors or representatives or the wrongdoing of a third party; (ii) was within your possession prior to its being furnished to you by or on behalf of the Corporation or its Affiliates, provided that the source of the information was not bound by a confidentiality agreement with the Corporation or otherwise prohibited from transmitting the information to you by a contractual, legal or fiduciary obligation or otherwise wrongfully came into possession of such information; or (iii) was or becomes available to you on a non-confidential basis from a source other than the Corporation or its Affiliates, provided that such source is not bound by a confidentiality agreement with the Corporation or otherwise prohibited from transmitting the information to you by a contractual, legal or fiduciary obligation or otherwise wrongfully came into possession of such information.

(c)You acknowledge and agree that the Confidential Information is not generally known or available to the general public; has been developed, compiled, and/or acquired by the Corporation or its Affiliates at their great effort and expense; and includes such information as it exists in any form, including written, oral, electronic, digital or other form. You further acknowledge that disclosing, divulging, revealing or using any Confidential Information, other than on behalf of the Corporation and its Affiliates, would be highly detrimental to the Corporation and its Affiliates, and that immediate and irreparable harm to the Corporation and its Affiliates, including loss of business and financial damage, would result therefrom.

3.4    Non-Disparagement. Subject to Section 3.6 below, during the course of your employment with the Corporation or any Affiliate and continuing thereafter, you will not, directly or indirectly make, issue, authorize or publish any comments or statements (orally or in writing) to the media, including without limitation traditional vehicles and social media, to any individual or entity with whom or which the Corporation, or any of its Affiliates, has a business relationship, or to any other individual or entity, which disparages, criticizes or otherwise reflects adversely upon the Corporation, any of its Affiliates or any of their respective employees, officers or directors.

3.5    Cooperation. Upon the termination of your employment for any reason or no reason, including but not limited to resignation of employment, you will fully cooperate with the Corporation and its Affiliates upon reasonable notice and at reasonable times, in the prosecution and defense of complaints, investigations, litigation, arbitration and mediation of any complaints, claims or actions now in existence or that may be threatened or brought in the future relating to events or occurrences that transpired while employed by the Corporation or any Affiliate.

3.6    Governmental Authorities. Nothing in the Award Agreement prohibits or interferes with your right to disclose any relevant and necessary information in any action or proceeding relating to the

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Award Agreement or as otherwise required by law or legal process. In addition, nothing in the Award Agreement prohibits or interferes with your or your attorney’s right: (a) to initiate communications directly with or report or disclose possible violations of law or regulation to, any governmental agency or entity, legislative body, or any self-regulatory organization, including but not limited to the U.S. Department of Justice (“DOJ”), the U.S. Securities and Exchange Commission (“SEC”), the U.S. Financial Industry Regulatory Authority (“FINRA”), the U.S. Equal Employment Opportunity Commission (“EEOC”), or U.S. Congress, and such reports or disclosures do not require prior notice to, or authorization from, the Corporation; (b) to participate, cooperate, or testify in any action, investigation or proceeding with, provide information to, or respond to any inquiry from any governmental agency or legislative body, any self-regulatory organization, including but not limited to the IRS, SEC, FINRA, the EEOC, DOJ, U.S. Congress (“Governmental Authorities”), or the Corporation’s Legal or Compliance Departments and such communications do not require prior notice to, or authorization from the Corporation. However, with respect to such communications, reports, participation, cooperation or testimony to the Governmental Authorities, as set forth above in clauses (a) and (b) of this Section, you may not disclose privileged communications with the Corporation’s counsel. To the extent permitted by law, upon receipt of a subpoena, court order or other legal process compelling the disclosure of any information, you will give prompt written notice to the Corporation so as to provide the Corporation ample opportunity to protect its interests in confidentiality to the fullest extent possible unless the subpoena, court order or other legal process pertains to an action described above in clauses (a) or (b) of this Section, in which event no such notice is required. Notwithstanding any confidentiality and non-disclosure obligations you may have, you are hereby advised as follows pursuant to the U.S. Federal Defend Trade Secrets Act of 2016: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”

3.7    Periodic Certification of Compliance. In connection with your separation from employment with the Corporation or its Affiliates by reason of your Retirement-Eligible Event, upon request by your Employer, you agree to periodically certify your compliance with the covenants set forth in this Section 3 through the end of the Restricted Period. If you fail to provide any such certification(s) as requested by your Employer, the RSUs whether vested (but unsettled) or unvested, and including any dividend equivalent rights, shall be immediately forfeited.

3.8    Existing Obligations. The terms of the Award Agreement shall not in any way (a) limit your obligations pursuant to any other agreements with the Corporation or any of its Affiliates or other corporate plans or policies applicable to you; or (b) limit the Corporation’s or your Employer’s rights to exercise any remedies it may have under Applicable Laws or under the terms of such other agreements, plans or policies.

3.9    Failure to Comply with Covenants. If you fail to comply with any of the foregoing applicable covenants, the RSUs, whether vested (but unsettled) or unvested, and including any dividend equivalent rights, shall be immediately forfeited and may be subject to repayment as provided in Section 5.4 of these Terms and Conditions.

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SECTION 4: Settlement

    4.1    Time of Settlement.

(a)    Time of Settlement. Vested RSUs shall be settled as soon as administratively practicable following the applicable Vesting Date as reflected in the Award Notice or Section 2.2(a); provided, if you are a “specified employee” under Section 409A of the U.S. Internal Revenue Code of 1986, as amended (the “Code”), upon separation from service and if such settlement is deferred compensation conditioned upon a separation from service and not compensation you could receive without separating from service, then settlement shall not be made until the first day following the six (6) month anniversary of your separation from service (or upon your death, if earlier).

(b)    Acceleration Due to Conflicts of Interest or Ethics Laws (Governmental Service). Notwithstanding Section 4.1(a), the Corporation may accelerate the vesting and settlement of all or part of your outstanding RSUs if each of the following conditions are satisfied: (i) you cease to be continuously employed with your Employer by reason of an event described in Section 2.2(b), (c), (d), or (e); (ii) pursuant to such section, you continue to vest in your RSUs following your Termination Date; (iii) following your Termination Date, you become employed by a Governmental Employer; and (iv) you present the Corporation with satisfactory evidence demonstrating that as a result of such employment with a Governmental Employer, the divestiture of your RSUs is reasonably necessary to avoid the violation of United States federal, state or local conflicts of interest or ethics law applicable to you; provided that, no accelerated distribution shall occur pursuant to this Section 4.1(b) unless the Corporation determines that such acceleration is consistent with Treasury Regulation Section 1.409A-3(j)(4)(iii)(B). In the event that vesting and settlement of the RSUs are accelerated pursuant to this Section 4.1(b), you shall remain subject to these Terms and Conditions as if the RSUs had remained outstanding through the original Vesting Dates and had been settled in accordance with Section 4.1(a), including, but not limited to, for purposes of (A) determining the duration of the Restricted Period set forth in Section 3.2 (so that the Restricted Period shall be determined based on the originally scheduled Vesting Dates without regard to any acceleration) and (B) determining whether the RSUs have been settled for purposes of Section 3.9 (so that the RSUs shall not be deemed to have been vested or settled until the date on which they would have been vested or settled (as applicable) without regard to acceleration under this Section 4.1(b)). In the event that the settlement of the RSUs is accelerated in accordance with this Section 4.1(b), upon such settlement, you shall cease to have any further rights with respect to your RSUs, and for the avoidance of doubt, any RSUs which are not settled shall be deemed immediately forfeited. As a condition for acceleration pursuant to this Section 4.1(b), the Corporation may require that you sign an agreement satisfactory to the Corporation addressing the circumstances of such acceleration and acknowledging these Terms and Conditions. For purposes of this Section 4.1(b), “Governmental Employer” means a United States federal, state or local governmental agency, branch, department, or entity and any court or other tribunal.

    4.2    Form of Settlement. Vested RSUs shall be settled in the form of Common Stock delivered in book-entry form, except as determined by the Committee as provided in Section 2.2(e). Notwithstanding the foregoing, and except as determined by the Committee as provided in Section 2.2(e), the Corporation may, in its sole discretion, (a) settle any vested RSUs in the form of a cash payment, or (b) settle any vested RSUs in the form of Common Stock but require an immediate sale of such shares of Common Stock (in which case, these Terms and Conditions shall give the Corporation the authority to issue sales instructions on your behalf). Accrued dividend equivalents corresponding to vested RSUs, if any, shall be settled in the form of cash, payable without interest, on the next administratively practicable pay date following the vesting of such RSUs.

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SECTION 5: Other Terms and Conditions

    5.1    No Right to Employment. Neither the award of RSUs nor anything else contained in these Terms and Conditions nor the Plan shall be deemed to limit or restrict the right of your Employer to terminate your employment at any time, for any reason, with or without Cause.

    5.2    Compliance with Laws. Notwithstanding any other provision of these Terms and Conditions, you agree to take any action, and consent to the taking of any action by the Corporation and your Employer with respect to the RSUs awarded hereunder necessary to achieve compliance with applicable laws, regulations or relevant regulatory requirements or interpretations in effect from time to time (“Applicable Laws”). Any determination by the Corporation in this regard shall be final, binding and conclusive. The Corporation shall in no event be obligated to register any securities pursuant to the U.S. Securities Act of 1933 (as the same shall be in effect from time to time) or other applicable foreign securities laws, or to take any other affirmative action in order to cause the delivery of shares in book-entry form or otherwise therefore to comply with any Applicable Laws. For the avoidance of doubt, you understand and agree that if any payment or other obligation under or arising from these Terms and Conditions, including without limitation dividend equivalent rights, or the Plan is in conflict with or is restricted by any Applicable Laws, the Corporation may reduce, revoke, cancel, clawback or impose different terms and conditions to the extent it deems necessary or appropriate, in its sole discretion, to effect such compliance. If the Corporation determines that it is necessary or appropriate for any payments under these Terms and Conditions to be delayed in order to avoid additional tax, interest and or penalties under Section 409A of the Code, then the payments would not be made before the date which is the first day following the six (6) month anniversary of the date of your termination of employment (or upon earlier death).

5.3    Tax Withholding. Regardless of any action the Corporation or your Employer take with respect to any or all income tax (including U.S. federal, state and local taxes or non-U.S. taxes), social insurance, payroll tax, payment on account or other tax-related withholding (“Tax-Related Items”), you acknowledge that the ultimate liability for all Tax-Related Items legally due by you is and remains your responsibility and that the Corporation and your Employer (a) make no representations or undertakings regarding the treatment of any Tax-Related Items in connection with any aspect of the RSUs, including the grant of the RSUs, the vesting of the RSUs, the subsequent sale of any shares of Common Stock acquired pursuant to the RSUs and the receipt of any dividends or dividend equivalents, and (b) do not commit to structure the terms of the grant or any aspect of the RSUs to reduce or eliminate your liability for Tax-Related Items. Further, if you are or become subject to taxation in more than one country, you acknowledge that the Corporation and/or the Employer (or former employer, as applicable) may be required to withhold or account for Tax-Related Items in more than one country.

Prior to the delivery of shares of Common Stock upon the vesting of your RSUs, if your country of residence (and/or the country of employment, if different) requires withholding or payment of Tax-Related Items, the Corporation shall be authorized to withhold a sufficient number of whole shares of Common Stock otherwise issuable upon the vesting of the RSUs that have an aggregate Fair Market Value sufficient to pay the Tax-Related Items required to be withheld with respect to the shares of Common Stock. The cash equivalent of the shares of Common Stock withheld will be used to settle the obligation to withhold the Tax-Related Items. In the event that withholding in shares of Common Stock is prohibited or problematic under Applicable Laws or otherwise may trigger adverse consequences to the Corporation or your Employer, your Employer is authorized to withhold theTax-Related Items required to be withheld with respect to the shares of Common Stock in cash from your regular salary and/or wages or any other amounts payable to you. In the event the withholding requirements are not satisfied through

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the withholding of shares of Common Stock by the Corporation or through your regular salary and/or wages or other amounts payable to you by your Employer, no shares of Common Stock will be issued to you (or your estate) upon vesting of the RSUs unless and until satisfactory arrangements have been made by you with respect to the payment of any Tax-Related Items that the Corporation or your Employer determines, in its sole discretion, must be withheld or collected with respect to such RSUs. By accepting this grant of RSUs, you expressly consent to the withholding of shares of Common Stock and/or withholding from your regular salary and/or wages or other amounts payable to you as provided for hereunder. All other Tax-Related Items related to the RSUs and any shares of Common Stock delivered in payment thereof are your sole responsibility. Without limiting the Corporation’s or your Employer’s authority to satisfy their withholding obligations for Tax-Related Items as set forth herein, by accepting this grant of RSUs, you authorize the Corporation and/or your Employer to withhold shares of Common Stock otherwise deliverable to you upon vesting of your RSUs to satisfy Tax-Related Items, regardless of whether the Corporation and/or your Employer have an obligation to withhold such Tax-Related Items.

The Corporation or your Employer may withhold or account for Tax-Related Items by considering applicable statutory or other withholding rates, including minimum or maximum rates applicable in your jurisdiction(s). In the event of over-withholding, you may receive a refund of any over-withheld amount in cash (with no entitlement to the equivalent in Common Stock). In the event of under-withholding, you may be required to pay any additional Tax-Related Items directly to the applicable tax authority or to the Corporation and/or your Employer. If the obligation for Tax-Related Items is satisfied by withholding in shares of Common Stock, you shall be deemed to have been issued the full number of shares of Common Stock subject to the vested RSUs, notwithstanding that a number of the shares of Common Stock are held back solely for the purpose of paying the Tax-Related Items.

[5.4    Forfeiture and Repayment. If, directly or indirectly:

    (a)    during the course of your employment with your Employer, you violate any obligations set forth in the Award Agreement (including without limitation those obligations set forth in Section 3 of these Terms and Conditions) or engage in conduct or it is discovered that you engaged in conduct that is adverse to the interests of the Corporation or its Affiliates, including failures to comply with the Corporation’s or any of its Affiliate’s rules or regulations, fraud, or conduct contributing to any financial restatements or irregularities;

(b)    during the course of your employment with your Employer, you engage (other than for the benefit of the Corporation or its Affiliates) in solicitation and/or diversion of customers or employees;

(c)    during the course of your employment with your Employer, you engage in competition with the Corporation or its Affiliates;

(d)    following termination of your employment with your Employer for any reason, with or without Cause, you violate any post-termination obligations or duties owed to the Corporation or its Affiliates under any agreement with the Corporation or its Affiliates, including without limitation, any employment, confidentiality, non-solicitation, non-competition or other agreement restricting post-employment conduct (including without limitation those obligations set forth in Section 3 of these Terms and Conditions); or

(e)    any compensation that the Corporation or its Affiliates has promised or paid to you is required to be forfeited and/or repaid to the Corporation or its Affiliates pursuant to applicable regulatory requirements;

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then the Corporation may cancel all or any portion of the RSUs and/or require repayment of any shares of Common Stock (or the value thereof) or other amounts which were acquired pursuant to the RSUs (including without limitation any dividends paid on the shares of Common Stock and dividend equivalents). The Corporation shall have sole discretion to determine what constitutes grounds for forfeiture and/or repayment under this Section 5.4, and, in such event, the portion of the RSUs that shall be cancelled and the sums or amounts that shall be repaid. For purposes of the foregoing, you expressly and explicitly authorize the Corporation to issue instructions, on your behalf, to any brokerage firm and/or third party administrator engaged by the Corporation to hold the shares of Common Stock and other amounts acquired pursuant to the RSUs to re-convey, transfer or otherwise return such shares and/or other amounts to the Corporation.

For the avoidance of doubt, the Corporation will also cancel all or any portion of the RSUs and/or require repayment of any shares of Common Stock (or the value thereof) and other amounts which were acquired pursuant to the RSUs (including without limitation any dividends paid on the shares of Common Stock and dividend equivalents) as required by Applicable Laws and/or the Corporation’s Policy for the Recovery of Erroneously Awarded Incentive-Based Compensation (the “Recovery Policy”), if applicable. To the extent that you are subject to the Recovery Policy, you agree that, notwithstanding the terms of any indemnification arrangement or insurance policy, the Corporation shall not indemnify you against the loss of erroneously awarded Incentive-Based Compensation (as defined in the Recovery Policy), including any payment or reimbursement for the cost of insurance obtained by you to fund amounts recoverable under the Recovery Policy. In order to satisfy any recoupment obligation arising under any clawback or recovery policy of the Corporation or otherwise under Applicable Laws, you expressly and explicitly authorize the Corporation to issue instructions, on your behalf, to any brokerage firm or stock plan service provider engaged by the Corporation to hold any shares of Common Stock or other amounts acquired pursuant to the RSUs to re-convey, transfer or otherwise return the shares of Common Stock and/or other amounts to the Corporation upon the Corporation’s enforcement of any clawback or recovery policy or Applicable Laws.]

    5.5    Governing Law and Choice of Forum. The Award Agreement shall be construed and enforced in accordance with the laws of the State of New York, other than any choice of law provisions calling for the application of laws of another jurisdiction. For purposes of litigating any dispute that arises directly or indirectly from the relationship of the parties evidenced by this grant or the Award Agreement, the parties hereby submit to and consent to the exclusive jurisdiction of the State of New York and agree that such litigation shall be conducted only in the courts of New York County, New York, or the federal courts for the United States for the Southern District of New York, and no other courts, where this grant is made and/or to be performed and agree to such other choice of forum provisions as are included in the Plan.

5.6    Nature of Plan. By participating in the Plan, you acknowledge, understand and agree that:

(a)     The Plan is discretionary in nature and limited in duration, and may be amended, cancelled, or terminated by the Corporation, in its sole discretion, at any time.

(b)    The grant of RSUs under the Plan is a one-time benefit and does not create any contractual or other right to receive RSUs or benefits in lieu of such awards in the future. Future awards, if any, will be at the sole discretion of the Corporation, including, but not limited to, the form and timing of the award, the number of shares of Common Stock subject to the award, the vesting provisions applicable to the award and the purchase price (if any).

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(c)    Your participation in the Plan is voluntary, and the value of your RSUs is an extraordinary item of compensation and is outside the scope of your employment (and your employment contract, if any). As such, your RSUs are not part of normal or expected compensation for purposes of calculating any severance, resignation, redundancy, dismissal, termination or end of service payments, bonuses, long-service awards, pension or retirement benefits, or similar payments.

(d)    No claim or entitlement to compensation or damages shall arise from forfeiture of the RSUs or recoupment of any shares of Common Stock acquired under the Plan resulting from (i) the termination of your employment or other service relationship (for any reason whatsoever, whether or not later found to be invalid or in breach of employment laws in the jurisdiction where you are employed or the terms of your employment agreement, if any) and/or (ii) the application of any recoupment policy or any recovery or clawback policy otherwise required by law. In consideration of the grant of the RSUs, you expressly agree not to institute any such claim against the Corporation, any of its Affiliates or your Employer.

    5.7    Data Privacy.By accepting the RSUs, you declare that you agree with the data processing practices described herein and consent to the collection, processing and use of your Personal Data (as defined below) by the Corporation and the transfer of your Personal Data to the recipients mentioned herein, including recipients located in countries which do not adduce an adequate level of protection from a European (or other non-U.S.) data protection law perspective, for the purposes described herein.

(a)Declaration of Consent. You understand that you need to review the following information about the processing of your personal data by or on behalf of the Corporation, your Employer and/or any of its Affiliates, as described herein, and any other RSU grant materials (the “Personal Data”) and declare your consent. With regard to the processing of your Personal Data in connection with the Plan, you understand that the Corporation is the controller of the Personal Data.

(b)Data Processing and Legal Basis. The Corporation collects, uses and otherwise processes your Personal Data for the purposes of allocating shares and implementing, administering and managing the Plan. You understand that this Personal Data may include, without limitation, your name, home address and telephone number, email address, personal bank account details, date of birth, social insurance number, passport number or other identification number (e.g., resident registration number), salary, nationality, job title, any shares of Common Stock or directorships held in the Corporation or its Affiliates, details of all RSUs or any other entitlement to shares of Common Stock or equivalent benefits awarded, canceled, purchased, vested, unvested or outstanding in your favor. The Corporation’s legal basis for the processing of your Personal Data is your consent.

(c)Stock Plan Administration Service Providers. You understand that the Corporation may transfer your Personal Data, or parts thereof, to Fidelity Stock Plan Services LLC and certain of its affiliated companies (“Fidelity”), an independent service provider based in the United States which assists the Corporation with the implementation, administration and management of the Plan. In the future, the Corporation may select a different service provider and share your Personal Data with such different service provider that serves the Corporation in a similar manner. You understand and acknowledge that the Corporation’s service provider may open an account for you to receive and trade shares acquired under the Plan and that you will be asked to agree on separate terms and data processing practices with the service provider, which is a condition of your ability to participate in the Plan.

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(d)International Data Transfers. You understand that the Corporation and, as of the date hereof, certain third parties assisting in the implementation, administration and management of the Plan, such as the Corporation’s service providers, are based in the United States. If you are located outside the United States, you understand and acknowledge that your country has enacted data privacy laws that are different from the laws of the United States. Transfers of personal data from the EU to the United States can be made on the basis of Standard Contractual Clauses approved by the European Commission or other appropriate safeguards permissible under the Applicable Laws. If you are located in the EU or EEA, the Corporation may receive, process and transfer your Personal Data onward to third-party service providers solely on the basis of appropriate data transfer agreements or other appropriate safeguards permissible under Applicable Laws. If applicable, you understand that you can ask for a copy of the appropriate data processing agreements underlying the transfer of your Personal Data by contacting your local People Team representative. The Corporation’s legal basis for the transfer of your Personal Data is your consent.

(e)Data Retention. You understand that the Corporation will use your Personal Data only as long as is necessary to implement, administer and manage your participation in the Plan, or to comply with Applicable Laws, including under tax and securities laws. In the latter case, you understand and acknowledge that the Corporation’s legal basis for the processing of your Personal Data would be compliance with the Applicable Laws or the pursuit by the Corporation of respective legitimate interests not outweighed by your interests, rights or freedoms. When the Corporation no longer needs your Personal Data for any of the above purposes, you understand the Corporation will remove it from its systems.

(f)Voluntariness and Consequences of Denial/Withdrawal of Consent. You understand that your participation in the Plan and your grant of consent is purely voluntary. You may deny or later withdraw your consent at any time, with future effect and for any or no reason. If you deny or later withdraw your consent, the Corporation can no longer offer you participation in the Plan or offer other awards to you or administer or maintain such awards and you would no longer be able to participate in the Plan. You further understand that denial or withdrawal of your consent would not affect your status or salary as an employee or your career and that you would merely forfeit the opportunities associated with the Plan.

(g)Data Subject Rights. You understand that data subject rights regarding the processing of personal data vary depending on the Applicable Laws and that, depending on where you are based and subject to the conditions set out in the Applicable Laws, you may have, without limitation, the rights to (i) inquire whether and what kind of Personal Data the Corporation holds about you and how it is processed, and to access or request copies of such Personal Data, (ii) request the correction or supplementation of Personal Data about you that is inaccurate, incomplete or out-of-date in light of the purposes underlying the processing, (iii) obtain the erasure of Personal Data no longer necessary for the purposes underlying the processing, processed based on withdrawn consent, processed for legitimate interests that, in the context of your objection, do not prove to be compelling, or processed in non-compliance with applicable legal requirements, (iv) request the Corporation to restrict the processing of your Personal Data in certain situations where you feel its processing is inappropriate, (v) object, in certain circumstances, to the processing of Personal Data for legitimate interests, and to (vi) request portability of your Personal Data that you have actively or passively provided to the Corporation (which does not include data derived or inferred from the collected data), where the processing of such Personal Data is based on consent or your employment or service contract and is carried out by automated means. In case of concerns, you understand that you may also have the right to lodge a complaint with the competent local data protection authority. Further, to receive

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clarification of, or to exercise any of your rights, you should contact your local People Team representative.

5.8    Insider Trading/Market Abuse Laws. You may be subject to insider trading restrictions and/or market abuse laws based on the exchange on which the shares of Common Stock are listed and in applicable jurisdictions including the United States and your country or your broker’s country, if different, which may affect your ability to accept, acquire, sell or otherwise dispose of shares of Common Stock, rights to shares of Common Stock (e.g., RSUs) or rights linked to the value of shares of Common Stock under the Plan during such times as you are considered to have “inside information” regarding the Corporation (as defined by the laws in the applicable jurisdictions). Local insider trading laws and regulations may prohibit the cancellation or amendment of orders you placed before you possessed inside information. Furthermore, you could be prohibited from (a) disclosing the inside information to any third party and (b) “tipping” third parties or causing them otherwise to buy or sell securities (third parties include fellow employees). Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under any applicable insider trading policy of the Corporation. You acknowledge that it is your responsibility to comply with any applicable restrictions, and you should speak to your personal advisor on this matter.

5.9    Electronic Delivery and Acceptance. The Corporation may, in its sole discretion, deliver any documents related to current or future participation in the Plan by electronic means. You hereby consent to receive such documents by electronic delivery and agree to participate in the Plan through an on-line or electronic system established and maintained by the Corporation or a third party designated by the Corporation.

5.10    Severability. The provisions of these Terms and Conditions are severable and if any one or more provisions are determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable. Alternatively, the Corporation, in its sole discretion, shall have the power and authority to revise or strike such provision to the minimum extent necessary to render it valid and enforceable to the full extent permitted under Applicable Laws.

5.11     Construction/Blue Pencil. The headings contained in these Terms and Conditions are for convenience only and do not constitute part of and shall not be used to interpret these Terms and Conditions. The language in all parts of these Terms and Conditions shall be construed according to its fair meaning and not strictly for or against you or the Corporation because that party or that party’s legal representative drafted it. Notwithstanding any provision to the contrary herein, you agree that the covenants and post-employment restrictions contained in these Terms and Conditions are reasonable under the circumstances, valid in duration and scope, and necessary to protect the Corporation’s Confidential Information. It is the desire and intent of the parties, and you agree, that the covenants and post-employment restrictions contained in these Terms and Conditions shall be enforced to the fullest extent permissible under applicable laws and public policies. Accordingly, if any term or provision of the covenants or post-employment restrictions contained in these Terms and Conditions or any portion thereof is declared illegal or unenforceable by any court of competent jurisdiction, such court shall have the right, power and authority to excise or modify such provision or provisions of these covenants so as to render such provision or portion thereof enforceable, and to the extent such provision or portion thereof cannot be rendered enforceable, these Terms and Conditions shall be considered divisible as to such provision, which shall become null and void, leaving the remainder in full force and effect.

    5.12    Liability for Breach. You shall indemnify the Corporation and hold it harmless from and against any and all damages or liabilities incurred by the Corporation (including liabilities for attorneys’

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fees and disbursements) arising out of any breach by you of these Terms and Conditions, including, without limitation, any attempted transfer of RSUs in violation of Section 1.4 of these Terms and Conditions.

5.13    Waiver. You acknowledge that a waiver by the Corporation of any provision of these Terms and Conditions shall not operate or be construed as a waiver of any other provision of these Terms and Conditions, or of any subsequent breach of these Terms and Conditions.

5.14    Addendum. The grant of your RSUs shall be subject to any special terms and conditions set forth in any Addendum to these Terms and Conditions (the “Addendum”) for your state of residence (and your state of employment, if different). If you relocate your residency or employment to one of the states included in the Addendum, the special terms and conditions for such state will apply to you, to the extent the Corporation determines that the application of such terms and conditions is necessary or advisable for legal or administrative reasons. The Addendum shall constitute part of the Award Agreement.

5.15    Additional Requirements. The Corporation reserves the right to impose other requirements on the RSUs, any payment made pursuant to the RSUs, and your participation in the Plan, to the extent the Corporation determines, in its sole discretion, that such other requirements are necessary or advisable for legal or administrative reasons. Such requirements may include (but are not limited to) requiring you to sign any agreements or undertakings that may be necessary to accomplish the foregoing.

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THE BANK OF NEW YORK MELLON CORPORATION

FORM OF ADDENDUM TO
TERMS AND CONDITIONS

OF RESTRICTED STOCK UNITS

This Addendum includes additional terms and conditions that govern the RSUs granted to you if you reside in or are employed in one of the locations listed herein. These terms and conditions are in addition to, or, if so indicated, in place of, the terms and conditions set forth in the main body of the Award Agreement. All capitalized terms as contained in this Addendum shall have the same meaning as set forth in the Award Notice, the Terms and Conditions and the Plan. If you transfer your residence and/or employment to one of the locations included in this Addendum, the special terms and conditions for such location will apply to you to the extent the Corporation determines, in its sole discretion, that the application of such terms and conditions is necessary or advisable for legal or administrative reasons (or the Corporation may establish alternative terms and conditions as may be necessary or advisable to accommodate your transfer).

CALIFORNIA

1.    Non-Solicitation of Clients, Contractors and Employees; Non-Competition. The following provision shall replace Section 3.2 of the Terms and Conditions in its entirety:

3.2    Non-Solicitation of Clients, Contractors and Employees; Non-Competition.

(a)    Non-Solicitation of Clients, Contractors and Employees. You are prohibited, without prior authorization, from using or disclosing the Corporation’s or its Affiliates’ trade secrets at any time, including without limitation to (i) solicit or induce or attempt to solicit or induce any current or prospective client of the Corporation or an Affiliate known to you, to initiate or continue a client relationship with you other than with the Corporation or Affiliate, or to terminate or reduce its client relationship with the Corporation or Affiliate, or (ii) solicit any employee or contractor to terminate or reduce their employment or engagement, whichever is applicable, with the Corporation or Affiliate.

(b)    Non-Competition. Intentionally Omitted.

MASSACHUSETTS

1.    Non-Competition. The following provision shall be appended to Section 3.2(b) of the Terms and Conditions:

For the sake of clarity, the foregoing non-compete restriction does not prohibit you from being employed by the government or a not-for profit organization (i.e. an organization exempt from local and national tax laws).  In view of the limited scope of the non-compete obligation assumed under this Section, which does not prevent you from working in other entities that are not affected by it, you acknowledge and agree that: (i) the foregoing non-compete obligation is reasonable and necessary to protect the Corporation’s legitimate business interests including its confidential information and goodwill, and (ii) the continued vesting in your RSUs, including any dividend equivalent rights, following a Retirement-Eligible Event or termination providing transition/separation pay is fair and reasonable consideration for the foregoing non-

compete obligation. During the Restricted Period, you further agree to (i) advise any person or entity that seeks to employ you of the terms of these covenants; and (ii) immediately notify People Team equity administration if you are not in compliance with your obligations above (i.e., if you begin to associate with or transact business on behalf of a Competitive Enterprise). You have seven business days from the date you electronically acknowledge and accept the terms of the Award Agreement to rescind your acceptance of the Award Agreement. You acknowledge that you have been provided at least ten business days before this Award Agreement is to be effective. You may rescind your acceptance of the Award Agreement by sending written notice to People Team equity administration at [InsertContact Information].

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EX-10.30

Exhibit 10.30

THE BANK OF NEW YORK MELLON CORPORATION

EXECUTIVE SEVERANCE PLAN

(AS AMENDED AND RESTATED BY HRCC

EFFECTIVE MARCH 1, 2024)

1. Purpose. The purpose of The Bank of New York Mellon Corporation Executive Severance Plan (the “Plan”) is to retain certain senior executives of the Corporation by reason of providing appropriate severance benefits, and to ensure their continued dedication to their duties in connection with a Change in Control (as defined in Section 2(e) below).

2. Definitions. As used in this Plan, the following terms shall have the respective meanings set forth below:

(a) “Annual Incentive Award” means the annual incentive awarded to a Participant by the Corporation from time to time, including any cash and non-cash portions of such incentive, whether payable currently or on a deferred basis; provided, however, that any long-term component of an annual incentive award (other than time- vested restricted stock or restricted stock units) shall not be deemed to be annual incentives for purposes of this definition.

(b) “Base Salary” means the Participant’s annual rate of base salary for the year in which the Participant’s Date of Termination occurs (or, if greater, for the year before the year of termination).

(c) “Board” means the Board of Directors of the Corporation and, after a Change in Control, the “board of directors” of the Parent Corporation or Surviving Corporation, as the case may be, as defined for purposes of Section 2(e).

(d) “Cause” shall have the meaning in the award agreement for the Participant’s most recently granted equity-based award; provided, that in the event the Participant has never been granted an equity-based award, “Cause” means any of the following with respect to such a Participant:

(i) The Participant’s gross negligence in the performance of his or her duties or failing to perform the duties of employment, including, without limitation failure to comply with any lawful directive from the Corporation or a Subsidiary, after demand for substantial performance has been given by the Board, any officer of the Corporation to whom the Participant reports or any higher level officer that specifically identifies how the Participant has not substantially performed his or her responsibilities; provided, however, that following a Change in Control, in order to terminate a Participant’s employment under this Section 2(d)(i), such failure must be determined to be willful. A Participant’s failure to perform under this Section 2(d)(i) does not, however, include failure resulting from the Participant’s incapacity due to mental or physical illness or injury or from any permitted leave required by law or any failure after the Participant gives notice of termination for Good Reason or the Corporation gives notice of termination other than for Cause or Disability;

(ii) The Participant’s violation of the Corporation’s Code of Conduct or any of the policies of the Corporation governing the conduct of the Corporation’s business or the Participant’s employment with the Corporation, including without limitation, those relating to discrimination and retaliation;

(iii) The Participant’s conviction of, or plea of guilty or nolo contendere to, a crime or offense constituting a felony (or its equivalent under Applicable Laws outside of the United States), or to any other crime or offense involving moral turpitude, dishonesty, fraud, breach of trust, money

laundering, or any other offense that may preclude the Participant from being employed with a financial institution;

(iv) The Participant engaging in any misconduct which has the effect or potential effect of being injurious to the Corporation or a Subsidiary, including but not limited to, its reputation;

(v) The Participant’s fraud or dishonesty, including but not limited to, the Participant taking actions or failing to take actions in a manner intending to result in personal gain;

(vi) The Participant’s breach of his or her fiduciary duties to the Corporation or any of its Subsidiaries; or

(vii) If the Participant is employed outside the United States, any other circumstances (beyond those listed above) that permit the immediate termination of the Participant’s employment without notice or payment in accordance with the terms of the Participant’s employment agreement or Applicable Laws.

For this definition, no act or omission by a Participant will be “willful” unless it is made by the Participant in bad faith or without a reasonable belief that such act or omission was in the best interests of the Corporation and its Subsidiaries and any act or omission by a Participant based on authority given pursuant to a resolution duly adopted by the Board or the HRCC, on the advice of counsel for the Corporation or on the instruction of any officer of the Corporation to whom the Participant reports or any higher level officer will be deemed made in good faith and in the best interests of the Corporation.

(e) “Change in Control” means the occurrence of any one of the following events:

(i) During any period of not more than two (2) years, the Incumbent Directors no longer represent a majority of the Board. “Incumbent Directors” are (A) the members of the Board as of the effective date of the Plan and (B) any individual who becomes a director subsequent to the effective date of the Plan whose appointment or nomination was approved by at least a majority of the Incumbent Directors then on the Board (either by specific vote or by approval, without prior written notice to the Board objecting to the nomination, of a proxy statement in which the member was named as nominee). However, the Incumbent Directors will not include anyone who becomes a member of the Board after the date hereof as a result of an actual or threatened election contest or proxy or consent solicitation on behalf of anyone other than the Board, including as a result of any appointment, nomination or other agreement intended to avoid or settle a contest or solicitation;

(ii) There is a beneficial owner of securities entitled to 30% or more of the total voting power of the Corporation’s then-outstanding securities in respect of the election of the Board (the “Voting Securities”), other than (A) the Corporation, any Subsidiary of it or any employee benefit plan or related trust sponsored or maintained by the Corporation or any Subsidiary of it; (B) any underwriter temporarily holding securities pursuant to an offering of them; (C) anyone who becomes a beneficial owner of that percentage of Voting Securities as a result of an Excluded Transaction (as defined in Section 2(e)(iii)); or (D) anyone who becomes a beneficial owner of that percentage of Voting Securities as a result of a transaction in which Voting Securities are acquired from the Corporation, if the transaction is approved by a majority of the Incumbent Directors in a resolution that expressly states that the transaction is not a Change in Control under this Section 2(e); or

(iii) Consummation of a merger, consolidation, statutory share exchange or similar transaction (including an exchange offer combined with a merger or consolidation) involving the Corporation (a “Reorganization”) or a sale, lease or other disposition (including by way of a series of

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transactions or by way of merger, consolidation, stock sale or similar transaction involving one or more subsidiaries) of all or substantially all of the Corporation’s consolidated assets (a “Sale”) other than an Excluded Transaction. A Reorganization or Sale is an “ExcludedTransaction” if immediately following it: (A) 50% or more of the total voting power of the Surviving Corporation’s then-outstanding securities in respect of the election of directors (or similar officials in the case of a non-corporation) is represented by Voting Securities outstanding immediately before the Reorganization or Sale or by securities into which such Voting Securities were converted in the Reorganization or Sale; (B) there is no beneficial owner of securities entitled to 30% or more of the total voting power of the then-outstanding securities of the Surviving Corporation in respect of the election of directors (or similar officials in the case of a non- corporation); and (C) a majority of the board of directors of the Surviving Corporation (or similar officials in the case of a non-corporation) were Incumbent Directors at the time the Board approved the execution of the initial agreement providing for the Reorganization or Sale. The “Surviving Corporation” means in a Reorganization, the entity resulting from the Reorganization or in a Sale, the entity that has acquired all or substantially all of the assets of the Corporation, except that, if there is a beneficial owner of securities entitled to 95% of the total voting power (in respect of the election of directors or similar officials in the case of a non- corporation) of the then-outstanding securities of the entity that would otherwise be the Surviving Corporation, then that beneficial owner will be the Surviving Corporation. (Any Reorganization or Sale which does not satisfy all of the criteria specified in (A), (B) and (C) shall be deemed a “Qualifying Transaction”); or

(iv) The stockholders of the Corporation approve a plan of complete liquidation or dissolution of the Corporation.

(f) “CIC Termination Period” means the period of time beginning with a Change in Control and ending two (2) years following such Change in Control.

(g) “Code” means the Internal Revenue Code of 1986, as amended.

(h) “Corporation” means The Bank of New York Mellon Corporation.

(i) “Date of Termination” means (i) the effective date on which the Participant’s employment by the Corporation terminates as specified in a prior written notice by the Corporation or the Participant, as the case may be, to the other, delivered pursuant to Section 8 or (ii) if the Participant’s employment by the Corporation terminates by reason of death, the date of death of the Participant.

(j) “Disability” shall mean long-term disability under the terms of the Corporation’s long-term disability plan, as then in effect.

(k) “Good Reason” means the occurrence, following a Change in Control, of one or more of the following circumstances, without the Participant’s prior written consent, and which circumstance(s) are not cured by the Corporation within thirty (30) days after receipt of a written notice from the Participant describing the circumstances that constitute Good Reason:

(i)any material and adverse change in the Participant’s duties or responsibilities with the Corporation, except as required by law, rule or regulation;

(ii) any (1) reduction in the Participant’s rate of annual base salary, or (2) material reduction in the Participant’s overall aggregate annual compensation opportunities (including base salary and target incentive compensation opportunities). With respect to clause (2) above, the

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Participant acknowledges that a reduction in target incentive compensation opportunities does not constitute Good Reason hereunder so long as the reduction has resulted merely from a pay mix change determined in accordance with applicable opportunity guidelines or consensus market data or law, rule or regulation;

(iii) any requirement that the Participant be based at an office located outside of the country in which the Participant’s office is located immediately prior to the Change in Control; or

(iv) any other action or inaction by the Corporation (or a Successor) that constitutes a material breach of this Plan (including but not limited to the Corporation’s failure to obtain from any Surviving Corporation the assent to assume this Plan contemplated by Section 7 hereof).

If the Participant does not provide written notice to the Corporation within forty-five (45) days after the initial existence of an event constituting Good Reason has occurred and terminate employment within ten (10) business days following the end of the thirty (30) day cure period (if the event constituting Good Reason has not been cured during that period), that event will no longer constitute Good Reason. For purposes of clause (i) of Section 2(k)(ii) above, an immaterial or inadvertent reduction in a Participant’s rate of annual base salary that is not taken in bad faith and that is remedied by the Corporation promptly after receipt of notice thereof given by the Participant shall not constitute Good Reason. The Participant’s right to terminate employment for Good Reason shall not be affected by the Participant’s incapacity due to mental or physical illness and the Participant’s continued employment through the above-mentioned forty-five (45) day notice or thirty (30) day cure periods shall not constitute consent to, or a waiver of rights with respect to, any other event or condition constituting Good Reason.

(l) “HRCC” means the Human Resources and Compensation Committee of the Board.

(m) “Investigation” means an investigation authorized by the Board, a self- regulatory organization empowered with self-regulatory responsibilities under federal or state laws or a governmental department or agency.

(n) “Participant” means each of the senior executives of the Corporation, who is selected by the HRCC (or its delegate(s)) in its sole discretion for coverage by this Plan.

(o) “Pro-rata Annual Incentive Award” means (i) an annual incentive award, including any cash or non-cash portions of such incentive, whether payable currently or on a deferred basis, for the Corporation’s fiscal year in which the Participant’s Date of Termination occurs pursuant to the Participant’s annual incentive scorecard or other applicable metric as recommended by management and as determined by the HRCC after initially considering whether the Participant was actively employed for a sufficient portion of the year to warrant an annual incentive award and the following factors, as applicable: (A) actual full year performance results for any corporate and business unit performance goals set forth in the Participant’s annual incentive award scorecard for the year of termination, (B) the Participant’s individual modifier as set forth in such scorecard, determined as of the end of such fiscal year, provided that the individual modifier shall not exceed 100%, (C) any risk assessment adjustment based on the HRCC’s assessment of any risk factors set forth in such scorecard, and (D) any other performance goals, adjustments and assessments as set forth in the scorecard and any applicable annual incentive award plan, multiplied by (ii) a fraction the numerator of which shall be the number of days the Participant was employed by the Corporation during the fiscal year in which the Date of Termination occurred and the denominator of which is three hundred sixty-five (365).

(p) “Qualifying Termination” means a termination of the Participant’s employment with the Corporation (i) by the Corporation other than for Cause or (ii) by the Participant for Good Reason after a Change in Control. Termination of the Participant’s employment on account of death, Disability, by the Corporation for Cause or by the Participant other than for Good Reason shall not be treated as a Qualifying

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Termination. Notwithstanding the preceding sentence, the death of the Participant after notice of termination for Good Reason or without Cause has been validly provided shall be deemed to be a Qualifying Termination.

(q) “Section 409A” means Section 409A of the Code, and the final Treasury Regulations issued thereunder.

(r) “Subsidiary” means any corporation or other entity in which the Corporation has a direct or indirect ownership interest of 50% or more of the total combined voting power of the then outstanding securities or interests of such corporation or other entity entitled to vote generally in the election of directors (or members of any similar governing body) or in which the Corporation has the right to receive 50% or more of the distribution

of profits or 50% of the assets or liquidation or dissolution.

(s) “Target Annual Incentive Award” means a Participant’s target Annual Incentive Award for the year in which the Participant’s Date of Termination occurs (or, if greater, for the year before the year of termination); provided, however, that in the event no target Annual Incentive Award has been established for the Participant for either the year

of termination or the year before the year of termination, “Target Annual Incentive Award” shall mean the average Annual Incentive Award paid to the Participant for the three most recent years before the year of termination.

3. Payments Upon Termination of Employment.

(a) Non-Change in Control Qualifying Termination. If during a period of time which is not a CIC Termination Period under the Plan, the employment of the Participant is terminated by the Corporation other than for Cause, then, subject to the Participant’s execution of a Separation Agreement and Release substantially in the form attached to this Plan as Exhibit A (the “Separation Agreement and Release”), which shall be provided to the Participant no later than five (5) days after the Date of Termination and must be executed by the Participant, become effective and not be revoked by the Participant by the sixtieth (60th) day following the Date of Termination (the “Release Period”), the Corporation shall provide to the Participant:

(i) a cash payment equal to the Participant’s Base Salary; and

(ii) a Pro-rata Annual Incentive Award for the Corporation’s fiscal year in which the Participant’s Date of Termination occurs; provided that any cash and non-cash portions of the Pro-rata Annual Incentive Award shall be paid or awarded and shall become payable, in each case, at the same time(s) as annual incentives for the fiscal year in which the Participant’s Date of Termination occurs are paid or awarded and become payable to other similarly situated executives of the Corporation; provided, however, that the HRCC may determine the form(s) of such Pro-rata Annual Incentive in its discretion, and provided, further, that any portion of such Pro-rata Annual Incentive Award that is intended to be exempt from Section 409A as a “short-term deferral” (within the meaning of Section 409A) shall be paid no later than March15th of the year following the year during which the Date of Termination occurred; and

(iii) for one (1) year after the Participant’s Date of Termination, the Participant, his or her spouse and his or her dependents will continue to be entitled to participate in the Corporation’s group health plans in which the Participant participates immediately prior to his or her Date of Termination at the same rate as paid by similarly situated employees from time to time in accordance with the terms and conditions of the Corporation’s applicable group health plans; provided that to the extent that such health plan does not permit continuation of the Participant’s or his or her spouse’s or

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dependents’ participation throughout such period, the Corporation shall provide the Participant, on the first business day of each calendar quarter, in advance, with an amount in cash which is equal to the Corporation’s cost of providing such benefits for such quarter, less the applicable employee rate for participation; and

(iv) for a period of one (1) year following the Participant’s Date of Termination, the Corporation shall make certain executive-level outplacement services available to the Participant, as provided by the outplacement providers with whom the Corporation has a relationship at the time of the Participant’s Date of Termination.

The cash payment specified in paragraph (i) of this Section 3(a) shall be paid in equal installments in accordance with the Corporation’s regular payroll practice over the twelve (12) month period following the Participant’s Date of Termination, with such payments commencing on the Corporation payroll date immediately following the sixty-fifth (65th) day following the Date of Termination and the first such payment to include, as applicable, any such amounts that would otherwise have been paid through such payroll date; provided, however, that if the Release Period crosses two calendar years, such payments, as well as the payments contemplated by paragraphs (ii), (iii) and (iv) of this Section 3(a), will be paid or will begin being paid in the second of the two years if necessary to avoid taxation under Section 409A. Notwithstanding the foregoing, in the event that a majority of the Incumbent Directors approves the resolution described in Section 2(e)(ii)(D) above that expressly states that a transaction is not a Change in Control under Section 2(e), but such transaction qualifies as a “change in control event” within the meaning of Treasury Regulation 1.409A-3(i)(5)(i), then the payment due under paragraph (i) of this Section 3(a), to the extent it shall become payable, shall be paid at the time and in the form set forth in the first sentence of the flush paragraph of Section 3(b) below.

(b) Post-Change in Control Qualifying Termination. If, during the CIC Termination Period, the employment of the Participant is terminated pursuant to a Qualifying Termination, then, subject to the Participant’s execution of a Separation Agreement and Release, which shall be provided to the Participant no later than five (5) days after the Date of Termination and must be executed by the Participant, become effective and not be revoked by the Participant by the end of the Release Period, the Corporation shall provide to the Participant:

(i) a lump sum cash payment equal to the result of multiplying (A) the sum of (x) the Participant’s Base Salary, plus (y) the Participant’s Target Annual Incentive Award by (B) two (2); and

(ii) a cash payment equal to the Participant’s Pro-rata Annual Incentive Award for the Corporation’s fiscal year in which the Participant’s Date of Termination occurs; provided that, for purposes of this Section 3(b)(ii), such Pro-Rata Annual Incentive Award, will be at target and shall not be subject to any adjustments; and

(iii) for two (2) years after Participant’s Date of Termination, Participant, his or her spouse and his or her dependents will continue to be entitled to participate in the Corporation’s group health plans in which the Participant participates immediately prior to his or her Date of Termination at the same rate as paid by similarly situated employees from time to time in accordance with the terms and conditions of the Corporation’s applicable group health plans; provided, that to the extent that such health plan does not permit continuation of the Participant’s or his or her spouse’s or dependents’ participation throughout such period, the Corporation shall provide the Participant, on the first business day of each calendar quarter, in advance, with an amount in cash which is equal to the Corporation’s cost of providing such benefits for such quarter, less the applicable employee rate for participation; and

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(iv) for a period of one (1) year following the Participant’s Date of Termination, the Corporation shall make certain executive-level outplacement services available to the Participant, as provided by the outplacement providers with whom the Corporation has a relationship at the time of Participant’s Date of Termination.

The cash payments specified in paragraphs (i) and (ii) of this Section 3(b) shall be paid on the sixty-fifth (65th) day (or the next following business day if the sixty-fifth (65th) day is not a business day) following the Date of Termination (but in any event no later than March 15th of the year following the year in which the Date of Termination occurs) and the first such payment to include, as applicable, any such amounts that would otherwise have been paid through such payroll date; provided, however, that if the Release Period crosses two calendar years, such payments, as well as the payments contemplated by paragraphs (iii) and (iv) of this Section 3(b), will be paid or will begin being paid in the second of the two years if necessary to avoid taxation under Section 409A. Notwithstanding the foregoing, in the event that the Change in Control does not qualify as a “change in control event” within the meaning of Treasury Regulation 1.409A-3(i)(5)(i), then the payments due under paragraphs (i) and (ii) of this Section 3(b) shall be paid at the time and in the form as set forth in the flush paragraph of Section 3(a) above.

(c) Except as otherwise expressly provided pursuant to this Plan, this Plan shall be construed and administered in a manner which avoids duplication of compensation and benefits which may be provided under any other plan, program, policy, or other arrangement or individual contract or under any statute, rule or regulation. In the event a Participant is covered by any other plan, program, policy, individually negotiated agreement or other arrangement, in effect as of his or her Date of Termination, that may duplicate the payments and benefits provided for in this Section 3, the HRCC is specifically empowered to reduce or eliminate the duplicative benefits provided for under the Plan.

4. Withholding Taxes. The Corporation shall withhold from all payments due to the Participant (or his beneficiary or estate) hereunder all taxes which, by applicable federal, state, local or other law, the Corporation is or may be required to withhold therefrom.

5. Expenses. If any contest or dispute shall arise under this Plan involving termination of a Participant’s employment with the Corporation or involving the failure or refusal of the Corporation to perform fully in accordance with the terms hereof, each party shall be responsible for its own legal fees and related expenses, if any, incurred in connection with such contest or dispute; provided, however, that, with respect to any contest or dispute arising after a Change in Control, in the event the Participant substantially prevails with respect to such contest or dispute, the Corporation shall reimburse the Participant on a current basis for all reasonable legal fees and related expenses incurred by the Participant in connection with such contest or dispute, which reimbursement shall be made within thirty (30) days after the date the Corporation receives the Participant’s statement for such fees and expenses.

6. Scope of Plan. Nothing in this Plan shall be deemed to entitle the Participant to continued employment with the Corporation or its Subsidiaries.

7. Successors; Binding Agreement.

(a) This Plan shall not be terminated by any Reorganization or Sale. In the event of any Reorganization or Sale, the provisions of this Plan shall be binding upon the Surviving Corporation, and such Surviving Corporation shall be treated as the Corporation hereunder.

(b) The Corporation agrees that in connection with any Reorganization or Sale it will cause any successor entity to the Corporation unconditionally to assume all of the obligations of the Corporation

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hereunder. Failure of the Corporation to obtain such assumption prior to the effectiveness of any such Reorganization or Sale that constitutes a Change in Control, shall be a breach of this Plan and shall constitute Good Reason hereunder and shall entitle the Participant to compensation and other benefits from the Corporation in the same amount and on the same terms as the Participant would be entitled hereunder if the Participant’s employment were terminated following a Change in Control by reason of a Qualifying Termination. For purposes of implementing the foregoing, the date on which any such Reorganization or Sale becomes effective shall be deemed the date Good Reason occurs, and shall be the Date of Termination if requested by a Participant.

(c) The benefits provided under this Plan shall inure to the benefit of and be enforceable by the Participant’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. If the Participant shall die while any amounts would be payable to the Participant hereunder had the Participant continued to live, all such amounts, unless otherwise provided herein, shall be paid in accordance with the terms of this Plan to such person or persons appointed in writing by the Participant to receive such amounts or, if no person is so appointed, to the Participant’s estate.

8. Notice. (a) For purposes of this Plan, all notices and other communications required or permitted hereunder shall be in writing and shall be deemed to have been duly given when delivered or five (5) days after deposit in the United States mail, certified and return receipt requested, postage prepaid and addressed as follows:

If to the Participant: the address listed as the Participant’s address in the Corporation’s personnel files.

If to the Corporation:

The Bank of New York Mellon Corporation

Attention: General Counsel

240 Greenwich Street

New York, NY, 10286

or, in each case, to such other address as either party may have furnished to the other in writing in accordance herewith, except that notices of change of address shall be effective only upon receipt.

(b) A written notice of the Participant’s Date of Termination by the Corporation or the Participant, as the case may be, to the other, shall indicate the specific termination provision in this Plan relied upon. The failure by the Participant or the Corporation to set forth in such notice any fact or circumstance which contributes to a showing of Good Reason or Cause shall not waive any right of the Participant or the Corporation hereunder or preclude the Participant or the Corporation from asserting such fact or circumstance in enforcing the Participant’s or the Corporation’s rights hereunder.

9. Full Settlement; Resolution of Disputes and Costs.

(a) In no event shall the Participant be obligated to seek other employment or take other action by way of mitigation of the amounts payable to the Participant under any of the provisions of this Plan and, except as provided in the Separation Agreement and Release, such amounts shall not be reduced whether or not the Participant obtains other employment.

(b) Any dispute or controversy arising under or in connection with this Plan, or its exhibits shall be settled exclusively by confidential arbitration in New York by three arbitrators in accordance with the applicable arbitration rules of the American Arbitration Association (the “AAA”) then in effect; provided, however, that the Corporation may seek injunctive relief in aid of arbitration in any court of competent

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jurisdiction, with respect to Participant’s obligations pursuant to Section 20. One arbitrator shall be selected by the Corporation, the other by the Participant and the third jointly by these arbitrators (or if they are unable to agree within thirty (30) days of the commencement of arbitration, the third arbitrator will be appointed by the AAA). Judgment may be entered on the arbitrators’ award in any court having jurisdiction. Notwithstanding anything in this Plan to the contrary, any arbitration panel that adjudicates any dispute, controversy or claim arising between a Participant and the Corporation, or any of their delegates or successors, in respect of a Participant’s Qualifying Termination that occurs after a Change in Control, will apply a denovo standard of review to any determinations made by such person. Such denovo standard shall apply notwithstanding the grant of full discretion hereunder to any such person or characterization of any such decision by such person as final, binding or conclusive on any party.

10. Employment with Subsidiaries. Employment with the Corporation for purposes of this Plan shall include employment with any Subsidiary.

11. Survival. The respective obligations and benefits afforded to the Corporation and the Participant as provided in Sections 3 (to the extent that payments or benefits are owed as a result of a termination of employment that occurs during the term of this Plan), 4, 5, 7(c), 9 and 20 shall survive the termination of this Plan.

12. GOVERNING LAW; VALIDITY. EXCEPT TO THE EXTENT THIS PLAN IS SUBJECT TO ERISA, THE INTERPRETATION, CONSTRUCTION AND PERFORMANCE OF THIS PLAN SHALL BE GOVERNED BY AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO THE PRINCIPLE OF CONFLICTS OF LAWS, AND APPLICABLE FEDERAL LAWS. THE INVALIDITY OR UNENFORCEABILITY OF ANY PROVISION OF THIS PLAN (INCLUDING, WITHOUT LIMITATION, SECTION 20 HEREOF) SHALL NOT AFFECT THE VALIDITY OR ENFORCEABILITY OF ANY OTHER PROVISION OF THIS PLAN, WHICH OTHER PROVISIONS SHALL REMAIN IN FULL FORCE AND EFFECT.

13. Amendment and Termination. The HRCC may amend or terminate

the Plan at any time without the consent of the Participants; provided, however, that during a period commencing on a Change in Control and ending on the second anniversary of the Change in Control, Participants must be given at least twelve (12) months’ notice of amendments that are adverse to the interests of the Participants (except that termination of a Participant’s participation in the Plan may be made with three (3) months’ notice) or planned termination of the Plan and provided, further, that any termination or amendments to the Plan that are adverse to the interests of any Participant and made in anticipation of a Change in Control shall give a Participant the right to enforce his or her rights pursuant to Section 15. Notwithstanding the foregoing, during the period commencing on a Change in Control and ending on the second anniversary of the Change in Control, the Plan may not be amended or terminated by the HRCC (or any successor committee thereto), any Participant’s participation hereunder may not be terminated, and the Policy (as defined below) may not be amended by the Board, in each case, in any manner which is materially adverse to the interests of any Participant without the prior written consent of such Participant.

14. Interpretation and Administration. The Plan shall be administered by the HRCC (or any successor committee). The HRCC (or any successor committee) shall have the authority (i) to exercise all of the powers granted to it under the Plan, (ii) to construe, interpret and implement the Plan, (iii) to prescribe, amend and rescind rules and regulations relating to the Plan, (iv) to make all determinations necessary or advisable in administration of the Plan, (v)

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to correct any defect, supply any omission and reconcile any inconsistency in the Plan, and (vi) to delegate its responsibilities and authority hereunder. Actions of the Board or the HRCC (or any successor committee) shall be taken by a majority vote of its members.

15. Claims and Appeals. Participants may submit claims for benefits by giving notice to the Corporation pursuant to Section 8 of this Plan. If a Participant believes that he or she has not received coverage or benefits to which he or she is entitled under the Plan, the Participant may notify the HRCC in writing of a claim for coverage or benefits. If the claim for coverage or benefits is denied in whole or in part, the HRCC shall notify the applicant in writing of such denial within thirty (30) days (which may be extended to sixty (60) days under special circumstances), with such notice setting forth: (i) the specific reasons for the denial; (ii) the Plan provisions upon which the denial is based; (iii) any additional material or information necessary for the applicant to perfect his or her claim; and (iv) the procedures for requesting a review of the denial. Upon a denial of a claim by the HRCC, the Participant may: (i) request a review of the denial by the HRCC or, where review authority has been so delegated, by such other person or entity as may be designated by the HRCC for this purpose; (ii) review any Plan documents relevant to his or her claim; and (iii) submit issues and comments to the HRCC or its delegate that are relevant to the review. Any request for review must be made in writing and received by the HRCC or its delegate within sixty (60) days of the date the applicant received notice of the initial denial, unless special circumstances require an extension of time for processing. The HRCC or its delegate will make a written ruling on the applicant’s request for review setting forth the reasons for the decision and the Plan provisions upon which the denial, if appropriate, is based. This written ruling shall be made within thirty (30) days of the date the HRCC or its delegate receives the applicant’s request for review unless special circumstances require an extension of time for processing, in which case a decision will be rendered as soon as possible, but not later than sixty (60) days after receipt of the request for review. All extensions of time permitted by this Section 15 will be permitted at the sole discretion of the HRCC or its delegate. If the HRCC does not provide the Participant with written notice of the denial of his or her appeal, the Participant’s claim shall be deemed denied.

16. Type of Plan. This Plan is intended to be, and shall be interpreted as an unfunded employee welfare plan under Section 3(1) of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”) and Section 2520.104-24 of the Department of Labor Regulations, maintained primarily for the purpose of providing employee welfare benefits, to the extent that it provides welfare benefits, and under Sections 201, 301 and 401 of ERISA, as a plan that is unfunded and maintained primarily for the purpose of providing deferred compensation, to the extent that it provides such compensation, in each case for a select group of management or highly compensated employees (i.e., a “top hat” plan).

17. Nonassignability. Benefits under the Plan may not be assigned by the

Participant. The terms and conditions of the Plan shall be binding on the successors and assigns of the Corporation.

18. Section 409A.

(a) This Plan is intended to comply with the requirements of Section 409A or an exemption therefrom and shall be interpreted, administered and construed to comply with the requirements of Section 409A or an exemption therefrom. To the extent a Participant would otherwise be entitled to any payment or benefit that under this Plan, or any plan or arrangement of the Corporation or its affiliates, constitutes “deferred compensation” subject to Section 409A and that if paid or provided during the six (6) months beginning on the Participant’s Date of Termination would be subject to additional taxation under Section 409A because the

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Participant is a “specified employee” (within the meaning of Section 409A and as determined by the Corporation) the payment or benefit will be paid or provided (or will commence being paid or provided, as applicable) to the Participant on the earlier of the six (6) month anniversary of the Participant’s Date of Termination or the Participant’s death. In addition, any payment or benefit due upon a termination of the Participant’s employment that represents a “deferral of compensation” within the meaning of Section 409A shall be paid or provided to the Participant only upon a “separation from service” as defined in Treasury Regulation Section 1.409A-1(h). Each severance payment made under this Plan shall be deemed to be separate payments, and amounts payable under Section 3 of this Plan shall be deemed not to be a “deferral of compensation” subject to Section 409A to the extent provided in the exceptions in Treasury Regulation Sections 1.409A-1(b)(4) (“short-term deferrals”) and (b)(9) (“separation pay plans,” including the exception under subparagraph (iii)) and other applicable provisions of Treasury Regulation Section 1.409A-1 through A-6.

(b) Notwithstanding anything to the contrary in this Plan or elsewhere, any payment or benefit under this Plan or otherwise that is exempt from Section 409A pursuant to final Treasury Regulation Section 1.409A-1(b)(9)(v)(A) or (C) shall be paid or provided to the Participant only to the extent that the expenses are not incurred, or the benefits are not provided, beyond the last day of the Participant’s second taxable year following the Participant’s taxable year in which the “separation from service” occurs; and provided further that such expenses are reimbursed no later than the last day of the Participant’s third taxable year following the taxable year in which the Participant’s “separation from service” occurs. Except as otherwise expressly provided herein, to the extent any expense reimbursement or the provision of any in-kind benefit under this Plan is determined to be subject to Section 409A, the amount of any such expenses eligible for reimbursement, or the provision of any in-kind benefit, in one (1) calendar year shall not affect the expenses eligible for reimbursement in any other taxable year (except for any lifetime or other aggregate limitation applicable to medical expenses), in no event shall any expenses be reimbursed after the last day of the calendar year following the calendar year in which the Participant incurred such expenses, and in no event shall any right to reimbursement or the provision of any in-kind benefit be subject to liquidation or exchange for another benefit. Notwithstanding anything to the contrary in this Plan or elsewhere, in the event that a Participant waives the provisions of another severance or change in control agreement or arrangement to participate in this Plan and such participation in this Plan is later determined to be a “substitution” (within the meaning of Section 409A) for the benefits under such agreement or arrangement, then any payment or benefit under this Plan that such Participant becomes entitled to receive during the remainder of the waived term of such agreement or arrangement shall be payable in accordance with the time and form of payment provisions of such agreement or arrangement.

19. Certain Reductions; Recoupment. Notwithstanding anything herein to the contrary, any payments or benefits payable to a Participant under this Plan shall be subject to reduction to the extent that such payment or benefit would exceed the amount permitted to be paid under the Corporation’s Policy Regarding Shareholder Approval of Future Senior Officer Severance Arrangements as in effect as of the date of termination or, if earlier, immediately prior to a Change in Control (the “Policy”), as in effect from time to time, and such amounts are not approved by, or are not submitted for the approval of, the Corporation’s shareholders in accordance with such policy. Notwithstanding anything in this Plan to the contrary, in no event shall any payment or benefit under this Plan be paid, provided or accrued, if any such payment, provision or accrual would be in violation of applicable law, rule or regulation (“Applicable Law”). In addition, to the extent that any provision of Applicable Law or any recoupment policy or practice of the Corporation as in effect from time to time requires any payments or benefits paid (or provided or to be paid or provided) to a Participant to be forfeited or recouped from the Participant, each such payment or benefit shall be subject to forfeiture or recoupment, as applicable, and such Participant’s right to receive or retain each such payment or benefit shall terminate. Without limiting the foregoing, if the Corporation reasonably believes that a Participant engaged in fraud, or directly or indirectly caused or contributed to any financial

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restatement or other irregularity during the performance period to which a cash incentive award paid hereunder relates, the Corporation may require the Participant to repay some or all of such award within three (3) years after the award date.

20. Continuing Obligations. A Participant’s right to receive and retain the severance payments and other benefits set forth in this Plan shall be contingent on the Participant’s compliance with the terms and conditions of (i) this Plan (including, without limitation the Participant’s obligations under this Section 20), (ii) the Separation Agreement and Release, and (iii) any other additional restrictive covenants to which the Participant is bound under other agreements with the Corporation or other Corporation plans or policies applicable to the Participant, it being understood that to the extent the Participant is subject to any other restrictive covenants that are more restrictive than the Participant’s obligations under this Plan, the most restrictive of such restrictive covenants permitted by law shall apply, and those restrictive covenants are incorporated herein by reference with respect to such Participant and shall remain in full force and effect.

In the event a Participant, directly or indirectly breaches any terms or conditions of this Plan (including, without limitation, this Section 20), the Separation Agreement and Release, or any other additional restrictive covenants to which the Participant is bound under other agreements with the Corporation or other Corporation plans or policies applicable to the Participant (as contemplated in the preceding paragraph), in each case, as determined by the Corporation at its discretion, the Participant will immediately cease participating in this Plan and shall forfeit all rights and benefits under this Plan, including, without limitation, the right to receive any unpaid severance payments and other benefits under the Plan and, may be required to repay to the Corporation any severance payments (including the Pro-rata Annual Incentive Award) and any other benefits already paid or provided to the Participant under this Plan. For the avoidance of doubt, the foregoing remedies are in addition to the injunctive relief set forth in Section 20(h), any remedies set forth under the terms of such other applicable other agreements with the Corporation or other Corporation plans or policies applicable to the Participant, and any other remedies permitted by law.

(a) Confidential Information. Subject to Section 20(f) below, to the fullest extent permitted by law, following a Participant’s Date of Termination, the Participant (i) shall continue to hold in a fiduciary capacity for the benefit of the Corporation all information the Participant has been given or to which the Participant will have access or become informed of, directly or indirectly, which the Corporation or any of its Subsidiaries or affiliates possess or have access and which relates to the Corporation or any of its Subsidiaries, is not generally known to the public or in the trade or is a competitive asset and/or otherwise constitutes a “trade secret,” as that term is defined by applicable laws, of the Corporation or any of its Subsidiaries (“Confidential Information”), which will have been obtained by the Participant during the Participant’s employment with the Corporation and any of its Subsidiaries or affiliates, and (ii) shall not, except as may be required or appropriate in connection with carrying out the Participant’s duties, or as permitted by Section 20(f) below, divulge or disclose to any third party or entity any trade secrets or other proprietary or confidential information pertaining to the Corporation or any of its Subsidiaries or use such secrets or information without the prior written consent of the General Counsel of the Corporation. Confidential Information does not include information which: (i) was or becomes generally available to the public other than as a result of disclosure by the Participant or any of the Participant’s agents, advisors or representatives or the wrongdoing of a third party; (ii) was within the Participant’s possession prior to its being furnished to the Participant by or on behalf of the Corporation or any of its Subsidiaries, provided that the source of the information was not bound by a confidentiality agreement with the Corporation or otherwise prohibited from transmitting the information to the Participant by a contractual, legal or fiduciary obligation or otherwise wrongfully came into possession of such information; or (iii) was or becomes available to the Participant on a non-confidential basis from a source other than the Corporation or any of its Subsidiaries, provided that such source is not bound by a confidentiality agreement

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with the Corporation or otherwise prohibited from transmitting the information to the Participant by a contractual, legal or fiduciary obligation or otherwise wrongfully came into possession of such information

(b) Non-solicitation of employees and customers. For the one year period following a Participant’s Date of Termination in the event of a Qualifying Termination under Section 3(a) above or, for the two year period following a Participant’s Date of Termination in the event of a Qualifying Termination under Section 3(b) above, the Participant shall not, directly or indirectly, (without the prior written consent of the Corporation): (i) solicit, divert or appropriate, or attempt to solicit, divert or appropriate for the benefit of any Competitive Enterprise any client or prospective client of the Corporation or any of its Subsidiaries with whom the Participant had contact, or with respect to whom the Participant obtained or had access to Confidential Information, or whose identity the Participant learned, during the Participant’s employment with the Corporation; (ii) interfere with, disrupt or attempt to disrupt any relationship, contractual or otherwise, between the Corporation or any of its Subsidiaries and any of its respective clients or prospective clients with whom the Participant had contact, or with respect to whom the Participant obtained or had access to Confidential Information, or whose identity the Participant learned, during the Participant’s employment with the Corporation, or otherwise cause, induce or encourage any such client to diminish or terminate its relationship with the Corporation or any of its Subsidiaries; or (iii) hire or employ any employee or contractor of the Corporation or any of its Subsidiaries, or influence, solicit or induce such an individual or entity to terminate or diminish their employment or engagement, whichever is applicable, with the Corporation or any of its Subsidiaries. For purposes of this Section 20, “prospective clients” means any person or entity with whom the Corporation or any of its Subsidiaries is or was engaged for the purposes of entering into a client or business relationship within the twelve (12) months preceding the Participant’s Date of Termination.

(c) Non-compete. For the one year period following the Participant’s Date of Termination in the event of a Qualifying Termination under Section 3(a) above, or for the two year period following a Participant’s Date of Termination in the event of a Qualifying Termination under Section 3(b) above, the Participant shall not, directly or indirectly, (without the prior written consent of the Corporation): (i) associate (including as a director, officer, employee, partner, consultant, investor, agent or advisor) with a Competitive Enterprise; or (ii) transact business on behalf of a Competitive Enterprise. For purposes of this Plan, “Competitive Enterprise” means any business enterprise, person or entity: (i) that is a member of any of the Corporation’s competitive peer groups as disclosed in the Corporation’s proxy statement that was most recently filed with the Securities and Exchange Commission preceding the Participant’s Date of Termination; or (ii) that is otherwise engaged in or is undertaking efforts to engage in any actual or planned or substantially similar service offering of the Corporation or any of its Subsidiaries, product line of the Corporation or any of its Subsidiaries, or any other business of the Corporation or any of its Subsidiaries within the two (2) years preceding the Participant’s Date of Termination; or (iii) or for whom the Participant would otherwise be performing services through which the Participant would disclose or inevitably disclose Confidential Information. However, nothing in this Section 20 shall preclude the Participant from investing their personal assets in the securities of any Competitive Enterprise if such securities are (i) traded on a national stock exchange or in the over-the-counter market and if such investment is as a passive investor and if such investment does not result in the Participant beneficially owning, at any time, more than five (5%) of the publicly-traded equity securities of such competitor; or (ii) not traded on a national stock exchange or in the over-the-counter market and if such investment is as a passive investor and such investment does not result in the Participant beneficially owning, at any time, more than five (5%) of any class of equity securities of such competitor. The Corporation’s and its Subsidiaries’ business is global in nature, and in light of the Participant’s executive level role and responsibilities and their access to Confidential Information concerning the Corporation’s and its Subsidiaries’ global operations, in providing their services to the Corporation, the Participant will have a material presence or influence on behalf of the Corporation throughout the world. In light of current technology, the Participant’s services and the business of any Competitive Enterprise can be conducted anywhere in the world. For the sake of clarity, the foregoing non-compete restriction does not

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prohibit the Participant from being employed by the government or a not-for profit organization (i.e., an organization exempt from local and national tax laws).

(d) Non-Disparagement. Subject to Section 20(f) below, to the fullest extent permitted by law, following a Participant’s Date of Termination, the Participant shall not, directly or indirectly, make, issue, authorize or publish any comments or statements (orally or in writing) to the media, including without limitation traditional vehicles and social media, to any individual or entity with whom or which the Corporation, or any of its Subsidiaries or affiliates has a business relationship, or to any other individual or entity, which disparages, criticizes or otherwise reflects adversely upon the Corporation, any of its subsidiaries, affiliates, its employees officers or directors.

(e) Cooperation. Following a Participant’s Date of Termination, the Participant agrees to fully cooperate with the Corporation with respect to any past, present or future legal matters that relate to or arise out of the Participant’s employment with the Corporation, subject to reimbursement for actual, appropriate and reasonable out-of- pocket expenses incurred by the Participant. The term “cooperation” does not mean that a Participant must provide information that is favorable to the Corporation; it means only that a Participant will provide information within a Participant’s knowledge and possession upon the Corporation’s request.

(f) Communications with regulators. Nothing in this Plan prohibits the Participant or the Corporation from filing a charge or complaint with, communicating directly with, providing information or reporting possible violations to, or participating or cooperating with the Equal Employment Opportunity Commission (the “EEOC”), the Financial Industry Regulatory Authority, the Department of Justice, the Securities and Exchange Commission, Congress, the Inspector General, or any other governmental agency, entity, legislative body, or any self-regulatory organization (each, a “Governmental Authority”), nor does anything in this Plan prohibit Participant or the Corporation from making other disclosures or communications that are protected under the provisions of any federal, state or local law or regulation; provided, however, that Participant may not disclose Corporation information that is protected from disclosure by any applicable privilege, including but not limited to the attorney-client privilege or the attorney work product doctrine. The Corporation does not waive any applicable privileges or the right to continue to protect its privileged attorney-client information, attorney work product, and other privileged information. In addition, it is understood that this Plan shall not require a Participant to notify the Corporation of a request for information from any Governmental Authority or of a Participant’s decision to file a charge with or participate in an investigation conducted by any Governmental Authority. Notwithstanding the foregoing, a Participant recognizes that, in connection with the provision of information to any Governmental Authority, a Participant must inform such Governmental Authority that the information a Participant is providing is confidential. In addition, this Plan does not prohibit a Participant or the Corporation from disclosing Confidential Information (as defined in Section 20(a) above) in any of the following circumstances: (i) where disclosure is required by a court order or subpoena; (ii) where disclosure is necessary in the course of a legal proceeding regarding this Plan (provided appropriate measures are taken to protect such Confidential Information in any public filing); (iii) when necessary to make a report to, or file a charge or complaint with a Governmental Authority; or (iv) when necessary to participate, cooperate, or testify in any investigation or proceeding that is conducted before a Governmental Authority. As soon as a Participant reasonably believes Participant may have to disclose Confidential Information under the circumstances of clauses (i) or (ii), Participant agrees to promptly notify the Corporation’s General Counsel of the substance and circumstances of the disclosure (unless prohibited by law) so that the Corporation can take timely action to protect its interests. Participant does not need the prior authorization of the Corporation to make any reports or disclosures under the circumstances of clauses (iii) or (iv), and Participant is not required to notify the Corporation that Participant has made such reports or disclosures. Additionally, pursuant to the Federal Defend Trade Secrets Act of 2016, Participant shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that is made (x)(i) in confidence to a Governmental Authority, either directly or indirectly, or to an attorney,

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and (ii) solely for the purpose of reporting or investigating a suspected violation of law; (y) to Participant’s attorney in relation to a lawsuit for retaliation against Participant for reporting a suspected violation of law; or (z) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. Nothing herein shall be construed to prevent or limit a Participant from recovering a bounty or award for providing information to any Governmental Authority (except for the EEOC or a similar state agency) concerning any suspected violation of law.

(g) Validity. Notwithstanding any provision to the contrary herein, the covenants and post-employment restrictions contained in this Section 20 are reasonable under the circumstances, valid in duration and scope, and necessary to protect the Corporation’s Confidential Information. It is the desire and intent of the Corporation and each Participant that the covenants and post-employment restrictions contained in this Section 20 shall be enforced to the fullest extent permissible under applicable laws and public policies. Accordingly, if any term or provision of the covenants or post-employment restrictions contained in this Section 20 or any portion thereof is declared illegal or unenforceable by any court of competent jurisdiction, such court shall have the right, power and authority to excise or modify such provision or provisions of these covenants so as to render such provision or portion thereof enforceable, and to the extent such provision or portion thereof cannot be rendered enforceable, this Section 20 shall be considered divisible as to such provision, which shall become null and void, leaving the remainder in full force and effect.

(h) Injunctive Relief. In the event of a breach or threatened breach of this Section 20, each Participant agrees that the Corporation will be entitled to injunctive relief in aid of arbitration pursuant to Section 9(b) from a court of appropriate jurisdiction to remedy any such breach or threatened breach.

(i) Notice to New Employers. Before a Participant accepts employment with any other person or entity while any of Section 20(a), (b) or (c) is in effect, the Participant shall provide the prospective employer with written notice of the provisions of Section 20(a), (b) and (c) and will deliver a copy of the notice to the Corporation.

21. Effective Date. The Plan shall be effective as of March 1, 2024.

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Appendix A

Reduction of Certain Payments by the Corporation

(a) Anything in this Plan to the contrary notwithstanding, in the event it shall be determined that (i) any payment, award, benefit or distribution (or any acceleration of any payment, award, benefit or distribution) by the Corporation (or any of its affiliated entities) or any entity which effectuates a Change in Control (or any of its affiliated entities) to or for the benefit of a Participant (whether pursuant to the terms of this Plan or otherwise) (the “Payments”) would be subject to the excise tax imposed by Section 4999 of the Code (the “Excise Tax”), and (ii) the reduction of the amounts payable to a Participant under this Plan to the maximum amount that could be paid to a Participant without giving rise to the Excise Tax (the “Safe Harbor Cap”) would provide a Participant with a greater after tax amount than if such amounts were not reduced, then the amounts payable to the Participant under this Plan shall be reduced (but not below zero) to the Safe Harbor Cap. The reduction of the amounts payable hereunder, if applicable, shall be made by reducing first the payments under paragraph (i) and then paragraph (ii) of Section 3(a) or Section 3(b), as applicable, unless an alternative method of reduction is elected by the Participant within thirty (30) days after first becoming eligible to participate in this Plan.

(b) All determinations required to be made under this Appendix A, including the reduction of the Payments to the Safe Harbor Cap and the assumptions to be utilized in arriving at such determinations, shall be made by a public accounting firm that is retained by the Corporation as of the date immediately prior to the Change in Control (the “Accounting Firm”) which shall provide detailed supporting calculations both to the Corporation and the Participant within fifteen (15) business days of the receipt of notice from the Corporation or the Participant that there has been a Payment, or such earlier time as is requested by the Corporation (collectively, the “Determination”). For the avoidance of doubt, the Accounting Firm may use the Option Redetermination amount in determining the reduction of the Payments to the Safe Harbor Cap. Notwithstanding the foregoing, in the event (i) the HRCC shall determine prior to the Change in Control that the Accounting Firm is precluded from performing such services under applicable auditor independence rules or (ii) the Audit Committee of the Board determines that it does not want the Accounting Firm to perform such services because of auditor independence concerns or (iii) the Accounting Firm is serving as accountant or auditor for the person(s) effecting the Change in Control, the HRCC shall appoint another nationally recognized public accounting firm to make the determinations required hereunder (which accounting firm shall then be referred to as the Accounting Firm hereunder). All fees and expenses of the Accounting Firm shall be borne solely by the Corporation, and the Corporation shall enter into any agreement reasonably requested by the Accounting Firm in connection with the performance of the services hereunder. If the Accounting Firm determines that no Excise Tax is payable by a Participant, it shall furnish the Participant with a written opinion to such effect, and to the effect that failure to report the Excise Tax, if any, on the Participant’s applicable federal income tax return will not result in the imposition of a negligence or similar penalty. In the event the Accounting Firm determines that the Payments shall be reduced to the Safe Harbor Cap, it shall furnish the Participant with a written opinion to such effect. The Determination by the Accounting Firm shall be binding upon the Corporation and the Participant.

In the event that the Corporation determines that the value of any accelerated vesting of stock options held by the Participant shall be redetermined within the context of Treasury Regulation §1.280G-1 Q/A 33 (the “Option Redetermination”), the Participant shall (i) file with the Internal Revenue Service an amended federal income tax return that claims a refund of the overpayment of the Excise Tax attributable to such Option Redetermination and (ii) promptly pay the refunded Excise Tax to the Corporation; provided that the Corporation shall pay on a current basis all reasonable professional fees incurred in the preparation of the Participant’s amended federal income tax return. In the event that amounts payable to the Participant under this Plan were reduced pursuant to paragraph (a) and subsequently the Participant determines there has been an Option Redetermination that reduces the value of the Payments attributable to such options, the Corporation

shall pay to the Participant (on the first business day of the calendar month following the month the Option Redetermination is made) any amounts payable under this Plan that were not previously paid solely as a result of the second paragraph of Paragraph (a) up to the Safe Harbor Cap plus interest, from the date the Participant files the amended return as provided above, at the three (3) month Treasury Bill rate.

[NOTE: The following agreement is intended for use for US-based Participants. Non-US-based Participants will be subject to an agreement in the form normally used in the relevant jurisdiction by the Corporation, the effect of which is substantially similar to this Exhibit A.]

EXHIBIT A

FORM OF SEPARATION AGREEMENT AND RELEASE (HEREIN “AGREEMENT”)

The Bank of New York Mellon Corporation (the “Corporation”) and [NAME] (“Executive”) agree as follows:

1.Date of Termination. Executive’s employment with the Corporation will terminate effective [DATE] (the “Date of Termination”) pursuant to Section 3 of the Corporation’s Executive Severance Plan (the “Severance Plan”). Any references to employment with the Corporation (or cessation thereof) for purposes of this Agreement includes employment with any of the Corporation’s subsidiaries.

2.Severance Benefits. In consideration for Executive’s undertakings herein, the Corporation will make payments and provide benefits in accordance with Section 3 of the Severance Plan (the “Severance Benefits”). The Severance Benefits will be paid or provided in accordance with the Severance Plan. Provision of the Severance Benefits is contingent upon the timely execution of this Agreement by Executive and the non-revocation of the same and Executive’s compliance with all terms and conditions of this Agreement, the Severance Plan and any other obligations. Executive agrees that if this Agreement does not become effective, the Corporation shall not be required to provide any Severance Benefits to Executive pursuant to this Agreement or the Severance Plan and shall be entitled to recover any such Severance Benefits already provided (including interest thereon).

3.Confidential Information; Non-Solicitation; Non-Compete. Executive represents that Executive has returned to the Corporation all property or information, including, without limitation, all reports, files, memos, plans, lists, or other records (whether electronically stored or not) belonging to the Corporation or its affiliates, including copies, extracts or other documents derived from such property or information. Executive will immediately forfeit all rights and benefits under this Agreement, the Severance Plan, and any individual equity award agreements including, without limitation, the right to receive or retain any Severance Benefits or to continued vesting of equity, if Executive, directly or indirectly (a) at any time divulges or discloses to any third party or entity any trade secrets or other proprietary or confidential information pertaining to the Corporation or any of its affiliates or uses such secrets or information without the prior written consent of the General Counsel of the Corporation; or (b) breaches any of Executive’s post termination obligations to the Corporation pursuant to this Agreement or an individual agreement, including but not limited to non-solicitation, confidentiality and/or non-competition restrictions in Sections 20(a), (b) and (c) of the Severance Plan, Executive’s equity award agreements, and, if applicable, other agreements. Executive agrees to the post-employment restrictive covenants contained in Sections 20(a), (b) and (c) of the Severance Plan, acknowledges and agrees that such post-employment restrictive covenants are in full force and effect, and acknowledges and agrees that such post-employment restrictive covenants are incorporated herein by reference as if fully set forth herein (with such interpretive modifications as are necessary to preserve the intent and meaning of such provisions). For the avoidance of doubt, it is understood that to the extent Executive is subject to various restrictive covenants, the most restrictive of such restrictive covenants permitted by law shall apply.

4.Non-Disparagement. In accordance with the Severance Plan, subject to Sections 6 and 7 of this Agreement and to the fullest extent permitted by law, Executive shall not, directly or indirectly, make, issue authorize or publish any comments or statements (orally or in writing) to the media (including without limitation traditional vehicles and social media), to any individual or entity with whom or which the Corporation or any

of its subsidiaries or affiliates has a business relationship, or to any other individual or entity, which disparages, criticizes or otherwise reflects adversely upon the Corporation or any of its subsidiaries or affiliates, its employees, officers or directors.

5.Cooperation. Following the Date of Termination, Executive agrees to fully cooperate with the Corporation to respond to requests by the Corporation for information concerning any past, present or future legal matters, including, but not limited to, litigation, regulatory or investigation proceedings, involving facts or events relating to the Corporation or its subsidiaries that may be within Executive’s knowledge. Executive will cooperate fully with the Corporation with respect to any past, present or future legal matters involving facts or events relating to the Corporation or its subsidiaries that may be within Executive’s knowledge, to the extent the Corporation reasonably deems Executive’s cooperation necessary. Executive will be entitled to reimbursement of reasonable out-of-pocket expenses (not including counsel fees) incurred in connection with fulfilling Executive’s obligations under this Section 5. The term “cooperation” does not mean that the Executive must provide information that is favorable to the Corporation; it means only that the Executive will provide information within the Executive’s knowledge and possession upon the Corporation’s request.

6.Communications with Regulators. Nothing in this Agreement or the Severance Plan prohibits or interferes with Executive’s right or the Corporation’s right to make any disclosure of relevant and necessary information in any action or proceeding relating to this Agreement or as otherwise required by law or legal process. In addition, nothing in this Agreement or the Severance Plan prohibits or interferes with Executive’s or Executive’s attorney’s right: (a) to initiate communications directly with, or report or disclose possible violations of law or regulation to any governmental agency or entity, legislative body, or any self-regulatory organization, including but not limited to the Department of Justice (“DOJ”), the Securities and Exchange Commission (“SEC”), Financial Industry Regulatory Authority (“FINRA”), the Equal Employment Opportunity Commission (“EEOC”), or Congress (each such agency, entity, body and organization, a “Governmental Authority”) and such reports or disclosures do not require prior notice to, or authorization from, the Corporation; or (b) participate, cooperate, or testify in any action, investigation or proceeding with, provide information to, or respond to any inquiry from any Governmental Authority or the Corporation’s Legal or Compliance Departments and such communications do not require prior notice to, or authorization from, the Corporation. However, with respect to such communications, reports, participation, cooperation or testimony to Governmental Authorities, as set forth above in clauses (a) and (b) of this paragraph, Executive shall not disclose privileged communications with counsel for the Corporation. The Corporation does not waive any applicable privileges or the right to continue to protect its privileged attorney-client information, attorney work product, and other privileged information. To the extent permitted by law, upon receipt of a subpoena, court order or other legal process compelling the disclosure of any information, Executive will promptly give advance written notice to the Corporation in accordance with Section 22 of this Agreement so as to provide the Corporation an opportunity to protect its interests in confidentiality to the fullest extent possible, unless the subpoena, court order or other legal process pertains to an action described above in clauses (a) and (b) of this paragraph, in which event no such notice is required. In addition, it is understood that Executive is not required to notify the Corporation of a request for information from any Governmental Authority or of Executive’s decision to file a charge with or participate in an investigation conducted by any Governmental Authority. Nothing in this Agreement or in the Severance Plan limits Executive’s right to receive an award for information provided to the SEC or any other Governmental Authority.

Notwithstanding any confidentiality and non-disclosure obligations Executive may have, Executive is hereby advised as follows pursuant to the Defend Trade Secrets Act: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of

law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (A) files any document containing the trade secret under seal; and (B) does not disclose the trade secret, except pursuant to court order.”

7.Filed Actions. Except as permitted in Section 6 or for any charge, complaint, or communication with any Governmental Authority (including but not limited to the SEC), Executive hereby represents that Executive has not filed any action, complaint, charge, grievance or arbitration against the Corporation or any of its affiliates in connection with any matters relating, directly or indirectly, to Executive’s employment, and covenants and agrees not to file any such action, complaint or arbitration or commence any other judicial or arbitral proceedings against the Corporation or any of its affiliates with respect to events occurring prior to the termination of Executive’s employment with the Corporation or any affiliates thereof. Notwithstanding the foregoing, nothing contained in this Agreement shall prevent Executive from filing a charge or lawsuit challenging the validity of the waiver and release contained herein under Older Workers Benefit Projection Act of 1990 (“OWBPA”) with respect to claims under the Age Discrimination in Employment Act of 1967, as amended (“ADEA”) but, to the extent Executive successfully challenges the validity of the waiver and subsequently receives any personal or monetary relief in connection with an age discrimination claim, that relief will be offset and reduced by any amounts the Corporation paid Executive pursuant to this Agreement and the Severance Plan. Additionally, Executive understands that nothing contained in this Agreement shall prevent Executive from filing a charge of discrimination with, cooperating or participate in, an investigation or proceeding conducted by the EEOC or a similar state agency; provided, however, Executive will be precluded from recovering monetary damages or any other form of personal relief in connection with any such charge, investigation or proceeding. Nothing in this Agreement or in the Severance Plan limits Executive’s right to receive an award for information provided to the SEC or any other Governmental Authority.

8.General Release. In consideration of the valuable consideration received from the Corporation, as set forth more fully in this Agreement and the Severance Plan, Executive, for Executive and for Executive’s heirs, executors, administrators, successors and assigns, forever release and discharge the Corporation, its parents, and each and all of their present and former subsidiaries and affiliates, officers, directors, employees, agents, representatives, employee benefit plans and such plans’ administrators, fiduciaries, trustees, recordkeepers and service providers, and each of its and their respective successors and assigns, each and all of them in their personal and representative capacities (herein collectively referred to as the “Released Parties”), from and against any and all legally waivable claims, grievances, injuries, controversies, agreements, covenants, promises, debts, accounts, sums of money, wages, actions, causes of action, suits, arbitrations, attorneys’ fees, costs, or any right to any monetary damages or any other form of personal relief, whether known or unknown, in law or in equity, by contract, tort, law of trust or pursuant to federal, state or local statute, regulation, ordinance or common law, which Executive now has, ever has had, or may hereafter have, based upon or arising from any fact or set of facts, whether known or unknown to Executive, by reason of any matter, cause, act or omission arising prior to Executive’s signing this Agreement, including, without limitation, those arising out of or in connection with Executive’s employment with or termination from the Corporation or any of its subsidiaries. This includes a release to the fullest extent permitted by law of all rights and claims under Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Family and Medical Leave Act, the Pregnancy Discrimination Act of 1978, the Age Discrimination in Employment Act of 1967, the Americans with Disabilities Act of 1990, the Equal Pay Act of 1963, the Older Workers Benefit Protection Act of 1990, the Genetic Information Nondiscrimination Act of 2008 (“GINA”), Unformed Services Employment and Reemployment Rights Act (“USERRA”), the Worker Adjustment and Retraining Notification Act of 1989, the Employee Retirement Income Security Act (“ERISA”) (including, but not limited to, claims for breach of fiduciary duty under ERISA), [New York State Constitution, common law of New York, New York State Human Rights Law, New York Equal Pay Law, New York State Civil Rights Law, New York Off-duty Conduct Lawful Activities Discrimination Law, New York State Labor Relations Act, Article 23-A of the New York State Corrections Law, New York Executive Law Section 296(15), New York Whistleblower Statute, New York Family Leave Law, New York Minimum Wage Act,

New York Payment of Wages Law, New York State Sick Leave Law, New York State Paid Family Leave Act, New York State Worker Adjustment and Retraining Notification Act, retaliation provisions of New York Workers' Compensation Law, New York City Human Rights Law, the New York City Earned Safe and Sick Time Act, the City of New York Administrative Code, New Jersey State Constitution, common law of New Jersey, New Jersey Law Against Discrimination, New Jersey Equal Pay Act, New Jersey Civil Rights Law, New Jersey Security and Financial Empowerment Act, New Jersey Conscientious Employee Protection Act, New Jersey Family Leave Act, New Jersey Earned Sick Leave Law, New Jersey Wage and Hour Law, New Jersey Wage Payment Law, New Jersey WARN Laws, Retaliation provisions of New Jersey Workers’ Compensation Law, New Jersey Family Leave Insurance provisions of the New Jersey Temporary Disability Benefits Law], as well as any amendments to such laws, and other applicable federal, state or local ordinance, statute, regulation or common law claims regarding employment, discrimination, wages, benefits, termination, retaliation, equal opportunity, breach of contract, harassment, whistleblower (to the fullest extent they may be released under applicable law), defamation or other torts, and claims for attorneys’ fees and costs. Executive also understands Executive is releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program.

Notwithstanding the generality of the foregoing, nothing herein constitutes a release or waiver by Executive of: (a) any claim or right Executive may have under this Agreement and the Severance Plan; (b) any claim or right that may arise after the execution of this Agreement; (c) any vested benefits under the written terms of a qualified employee pension benefit plan; (d) the Corporation’s obligations to Executive as a past, present, or future customer or client of the Corporation; (e) any rights which Executive may not release or waive by law; (f) any claim for state unemployment compensation benefits and (g) any indemnification rights Executive may have from Corporation for claims made by third parties against Executive arising out of or in connection with Executive’s employment with Corporation.

9.Section 409A. Pursuant to the Severance Plan, this Agreement is intended to comply with, or be exempt from, Section 409A of the Internal Revenue Code of 1986, as amended, and the parties agree that Section 18 of the Severance Plan is incorporated herein by reference as if fully set forth herein.

10.Executive acknowledges that Executive may later discover facts different from or in addition to those which Executive knows or believes to be true now, and Executive agrees that, in such event, this Agreement shall nevertheless remain effective in all respects, notwithstanding such different or additional facts or the discovery of those facts.

11.This Agreement may not be introduced in any legal or administrative proceeding, or other similar forum, except one concerning a breach of this Agreement or the Severance Plan or as otherwise required by law.

12.Executive acknowledges that Executive has made an independent investigation of the facts, and does not rely on any statement or representation of the Corporation in entering into this Agreement, other than those set forth herein.

13.Executive agrees that, without limiting the Corporation’s remedies, should Executive commence, continue, join in, or in any other manner attempt to assert any claim released in connection herewith, or otherwise violate in a material fashion any of the terms of this Agreement, the Corporation shall not be required to make any further payments to Executive pursuant to this Agreement or the Severance Plan and shall be entitled to recover all payments already made by it (including interest thereon), in addition to all damages, attorneys’ fees and costs the Corporation incurs in connection with Executive’s breach of this Agreement. Executive further agrees that the Corporation shall be entitled to the repayments and recovery of damages described above without waiver of or prejudice to the release granted by Executive in connection with this Agreement, and that Executive’s violation or breach of any provision of this Agreement shall forever release and discharge the Corporation from the performance of its obligations arising from this Agreement.

14.Executive has been advised and acknowledges that Executive has been given [twenty-one (21)][forty-five (45)] days to sign this Agreement, Executive has seven (7) days following Executive’s signing of this Agreement to revoke and cancel the terms and conditions contained herein, and this Agreement shall not become effective or enforceable until the revocation period has expired on the eighth (8th) day (the “Effective Date”).

15.Executive acknowledges that Executive has been advised hereby to consult with, and has consulted with, an attorney of Executive’s choice prior to signing this Agreement.

16.Executive acknowledges that Executive has fully read this Agreement, understands the contents of this Agreement, and agrees to its terms and conditions of Executive’s own free will, knowingly and voluntarily, and without any duress or coercion.

17.Executive acknowledges and represents that Executive will return prior to the Date of Termination all Corporation-owned property, including but not limited to, all documents and records, materials, policies, procedures, forms and documents, identification cards, credit cards, telephone cards, files, laptops, cell phones, memoranda, keys and other equipment and/or supplies in Executive’s possession, custody or control and all copies thereof, that Executive will not retain such item in Executive’s possession, custody or control following the Date of Termination, and Executive understands that the Corporation has relied upon Executive’s representation and that the return of such property is an express condition of this Agreement. Executive may retain all benefits-related documents pertaining to Executive.

18.Executive understands that this Agreement includes a final general release and restrictive covenants related to confidentiality, non-solicitation and non-competition (including the confidentiality, non-solicitation and/or non-competition restrictions contained in the Severance Plan incorporated herein by reference and any confidentiality, non-solicitation and/or non-competition restrictions contained in an individual equity award or other agreement between Executive and the Corporation, which are incorporated herein by reference), and that Executive can make no further claims against the Corporation or the persons listed in Section 8 of this Agreement relating in any way, directly or indirectly, to Executive’s employment. Executive also understands that this Agreement precludes Executive from recovering any damages or other relief as a result of any lawsuit, grievance, charge or claim brought on Executive’s behalf against the Corporation or the persons listed in Section 8 of this Agreement.

19.Notwithstanding any provision to the contrary herein, Executive agrees that the restrictive covenants related to confidentiality, non-solicitation and non-competition contained in this Agreement are reasonable under the circumstances, valid in duration and scope, and necessary to protect the Corporation’s confidential information. It is the desire and intent of the parties, and Executive agrees, that the restrictive covenants related to confidentiality, non-solicitation and non-competition contained in this Agreement shall be enforced to the fullest extent permissible under applicable laws and public policies. Accordingly, if any term or provision of the restrictive covenants related to confidentiality, non-solicitation and non-competition contained in this Agreement or any portion thereof is declared illegal or unenforceable by any court of competent jurisdiction, such court shall have the right, power and authority to excise or modify such provision or provisions of these covenants so as to render such provision or portion thereof enforceable, and to the extent such provision or portion thereof cannot be rendered enforceable, this Agreement shall be considered divisible as to such provision, which shall become null and void, leaving the remainder in full force and effect.

20.Executive acknowledges that Executive is receiving adequate consideration (that is in addition to what Executive is otherwise entitled to) for signing this Agreement.

21.This Agreement and the Severance Plan constitute the complete understanding between Executive and the Corporation regarding the subject matter hereof and thereof, unless otherwise specifically mentioned in this

Agreement. No other promises or agreements regarding the subject matter hereof and thereof will be binding unless signed by Executive and the Corporation. Neither Executive nor the Corporation has made any representations, promises or statements to induce the other to enter into this Agreement, and both Executive and the Corporation specifically disclaim reliance, and represent that there has been no reliance, on any such representations, promises or statements and any rights arising therefrom.

22.Executive and the Corporation agree that all notices or other communications required or permitted to be given under the terms of this Agreement shall be given in accordance with Section 8 of the Severance Plan.

23.Executive and the Corporation agree that any disputes relating to any matters covered under the terms of this Agreement shall be resolved in accordance with Section 9 of the Severance Plan.

24.By entering into this Agreement, the Corporation does not admit and specifically denies any liability, wrongdoing or violation of any law, statute, regulation or policy, and it is expressly understood and agreed that this Agreement is being entered into solely for the purpose of amicably resolving all matters of any kind whatsoever between Executive and the Corporation.

25.In the event that any provision or portion of this Agreement shall be determined to be invalid or unenforceable for any reason, the relevant provision (or portion thereof) shall be construed or modified so as to provide the Corporation with the maximum protection that is lawful and enforceable, consistent with the intent of the parties in entering this Agreement. If the relevant provision (or portion thereof) cannot be construed or modified to render it lawful and enforceable, the unlawful or unenforceable provision shall be construed as narrowly as possible and shall be severed from the remainder of the relevant provision(s), and the remaining provisions or portions of this Agreement shall be unaffected thereby and shall remain in full force and effect to the fullest extent permitted by law.

26.The respective rights and obligations of the parties hereunder shall survive any termination of this Agreement to the extent necessary for the intended preservation of such rights and obligations.

27.Unless expressly specified elsewhere in this Agreement, this Agreement shall be governed by and construed and interpreted in accordance with the laws of the State of New York without reference to the principles of conflict of law.

28.This Agreement may be executed in one or more counterparts.

	Corporation	Executive
By:
Date:	_____________________________________	Date:______________________________

EX-13.1

Exhibit 13.1

FINANCIAL SECTION

THE BANK OF NEW YORK MELLON CORPORATION

2023 Annual Report

Table of Contents 

	Page
Financial Summary	2
Management’s Discussion and Analysis of Financial Condition and Results of Operations:
Results of Operations:
General	3
Overview	3
Subsequent event	3
Summary of financial highlights	3
Fee and other revenue	5
Net interest revenue	8
Noninterest expense	11
Income taxes	11
Review of business segments	12
International operations	20
Critical accounting estimates	22
Consolidated balance sheet review	26
Liquidity and dividends	35
Capital	39
Trading activities and risk management	44
Asset/liability management	46
Risk Management	48
Cybersecurity	56
Supervision and Regulation	58
Risk Factors	78
Recent Accounting Developments	110
Supplemental Information (unaudited):
Explanation of GAAP and Non-GAAP financial measures (unaudited)	111
Rate/volume analysis (unaudited)	116
Forward-looking Statements	117
Glossary	120
Report of Management on Internal Control Over Financial Reporting	121
Report of Independent Registered Public Accounting Firm	122

	Page
Financial Statements:
Consolidated Income Statement	124
Consolidated Comprehensive Income Statement	126
Consolidated Balance Sheet	127
Consolidated Statement of Cash Flows	128
Consolidated Statement of Changes in Equity	129
Notes to Consolidated Financial Statements:
Note 1 – Summary of significant accounting and reporting policies	131
Note 2 – Accounting changes and new accounting guidance	143
Note 3 – Acquisitions and dispositions	144
Note 4 – Securities	145
Note 5 – Loans and asset quality	149
Note 6 – Leasing	155
Note 7 – Goodwill and intangible assets	156
Note 8 – Other assets	158
Note 9 – Deposits	159
Note 10 – Contract revenue	159
Note 11 – Net interest revenue	161
Note 12 – Income taxes	162
Note 13 – Long-term debt	163
Note 14 – Variable interest entities	163
Note 15 – Shareholders’ equity	164
Note 16 – Other comprehensive income (loss)	168
Note 17 – Stock-based compensation	169
Note 18 – Employee benefit plans	170
Note 19 – Company financial information (Parent Corporation)	176
Note 20 – Fair value measurement	179
Note 21 – Fair value option	185
Note 22 – Commitments and contingent liabilities	186
Note 23 – Derivative instruments	192
Note 24 – Business segments	198
Note 25 – International operations	201
Note 26 – Supplemental information to the Consolidated Statement of Cash Flows	202
Note 27 – Subsequent event	203
Report of Independent Registered Public Accounting Firm	204
Directors, Executive Committee and Other Executive Officers	209
Performance Graph	210

The Bank of New York Mellon Corporation (and its subsidiaries)

Financial Summary

(dollars in millions, except per share amounts and unless otherwise noted)	2023			2022			2021
Selected income statement information:
Fee and other revenue	$	13,157		$	12,873		$	13,313
Net interest revenue	4,345			3,504			2,618
Total revenue	17,502			16,377			15,931
Provision for credit losses	119			39			(231)
Noninterest expense	13,295			13,010			11,514
Income before income taxes	4,088			3,328			4,648
Provision for income taxes	800			768			877
Net income	3,288			2,560			3,771
Net (income) loss attributable to noncontrolling interests related to consolidated investment management funds	(2)			13			(12)
Preferred stock dividends	(235)			(211)			(207)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation	$	3,051		$	2,362		$	3,552
Earnings per share applicable to common shareholders of The Bank of New York Mellon Corporation:
Basic	$	3.89		$	2.91		$	4.17
Diluted	$	3.87		$	2.90		$	4.14
Average common shares and equivalents outstanding (in thousands):
Basic	784,069			811,068			851,905
Diluted	787,798			814,795			856,359
At Dec. 31
Assets under custody and/or administration (“AUC/A”) (in trillions) (a)	$	47.8		$	44.3		$	46.7
Assets under management (“AUM”) (in trillions) (b)	2.0			1.8			2.4
Selected ratios:
Return on common equity	8.5		%	6.5		%	8.9		%
Return on tangible common equity – Non-GAAP (c)	16.6			13.4			17.1
Pre-tax operating margin	23			20			29
Net interest margin	1.25			0.97			0.68
Cash dividends per common share	$	1.58		$	1.42		$	1.30
Common dividend payout ratio	41		%	49		%	32		%
Common dividend yield	3.0		%	3.1		%	2.2		%
At Dec. 31
Closing stock price per common share	$	52.05		$	45.52		$	58.08
Market capitalization	$	39,524		$	36,800		$	46,705
Book value per common share	$	48.11		$	44.40		$	47.50
Tangible book value per common share – Non-GAAP (c)	$	25.39		$	23.11		$	24.31
Full-time employees	53,400			51,700			49,100
Common shares outstanding (in thousands)	759,344			808,445			804,145
Regulatory capital ratios (d)
Common Equity Tier 1 (“CET1”) ratio	11.5		%	11.2		%	11.2		%
Tier 1 capital ratio	14.2			14.1			14.0
Total capital ratio	15.0			14.9			14.9
Tier 1 leverage ratio	6.0			5.8			5.5
Supplementary leverage ratio (“SLR”)	7.3			6.8			6.6

(a)    Consists of AUC/A primarily from the Asset Servicing line of business and, to a lesser extent, the Clearance and Collateral Management, Issuer Services, Pershing and Wealth Management lines of business. Includes the AUC/A of CIBC Mellon Global Securities Services Company (“CIBC Mellon”), a joint venture with the Canadian Imperial Bank of Commerce, of $1.7 trillion at Dec. 31, 2023, $1.5 trillion at Dec. 31, 2022 and $1.7 trillion at Dec. 31, 2021.

(b)    Excludes assets managed outside of the Investment and Wealth Management business segment.

(c)    Return on tangible common equity and tangible book value per common share, both Non-GAAP measures, exclude goodwill and intangible assets, net of deferred tax liabilities. See “Supplemental Information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 111 for the reconciliation of these Non-GAAP measures.

(d)    For our CET1, Tier 1 and Total capital ratios, our effective capital ratios under U.S. capital rules are the lower of the ratios as calculated under the Standardized and Advanced Approaches. For additional information on our regulatory capital ratios, see “Capital” beginning on page 39.

2 BNY Mellon

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Results of Operations

General

In this Annual Report, references to “our,” “we,” “us,” “BNY Mellon,” the “Company” and similar terms refer to The Bank of New York Mellon Corporation and its consolidated subsidiaries. The term “Parent” refers to The Bank of New York Mellon Corporation but not its subsidiaries.

The following should be read in conjunction with the Consolidated Financial Statements included in this report. BNY Mellon’s actual results of future operations may differ from those estimated or anticipated in certain forward-looking statements contained herein due to the factors described under the headings “Forward-looking Statements” and “Risk Factors,” both of which investors should read.

Certain business terms used in this Annual Report are defined in the Glossary.

This Annual Report generally discusses 2023 and 2022 items and comparisons between 2023 and 2022. Discussions of 2021 items and comparisons between 2022 and 2021 that are not included in this Annual Report can be found in our 2022 Annual Report, which was filed as an exhibit to our Form 10-K for the year ended Dec. 31, 2022.

Overview

Established in 1784, BNY Mellon is America’s oldest bank and the first company listed on the New York Stock Exchange (NYSE: BK). Today, BNY Mellon powers capital markets around the world through comprehensive solutions that help clients manage and service their financial assets throughout the investment life cycle. BNY Mellon had $47.8 trillion in assets under custody and/or administration and $2.0 trillion in assets under management as of Dec. 31, 2023. BNY Mellon has been named among Fortune’s World’s Most Admired Companies and Fast Company’s Best Workplaces for Innovators. BNY Mellon is the corporate brand of The Bank of New York Mellon Corporation.

BNY Mellon has three business segments, Securities Services, Market and Wealth Services and Investment and Wealth Management, which offer a comprehensive set of capabilities and deep expertise across the investment lifecycle, enabling the Company to provide solutions to buy-side and sell-

side market participants, as well as leading institutional and wealth management clients globally.

The diagram below presents our three business segments and lines of business, with the remaining operations in the Other segment.

		The Bank of New York Mellon Corporation
Securities Services		Market and Wealth Services		Investment and Wealth Management
	Asset Servicing		Pershing		Investment Management
	Issuer Services		Treasury Services		Wealth Management
			Clearance and Collateral Management

For additional information on our business segments, see “Review of business segments” and Note 24 of the Notes to Consolidated Financial Statements.

Subsequent event

In February 2024, BNY Mellon adjusted its financial results for the fourth quarter and full year ended Dec. 31, 2023 to include an additional $127 million pre-tax ($97 million after-tax) increase in noninterest expense related to a revised estimate of the FDIC special assessment as a result of new information published by the FDIC in February 2024 relating to an increase in their estimate of losses associated with the closures of Silicon Valley Bank and Signature Bank which are expected to impact the FDIC special assessment. See Note 27 of the Notes to Consolidated Financial Statements for information on the adjustment to our previously reported 2023 financial results.

Summary of financial highlights

We reported net income applicable to common shareholders of $3.1 billion, or $3.87 per diluted common share, in 2023, including the negative impact of notable items. Notable items in 2023 include the Federal Deposit Insurance Corporation (“FDIC”) special assessment, severance expense, the reduction in the fair value of a contingent

BNY Mellon 3

Results of Operations (continued)

consideration receivable related to a prior year divestiture, litigation reserves and net losses on disposals. Excluding notable items, net income applicable to common shareholders was $4.0 billion (Non-GAAP), or $5.05 (Non-GAAP) per diluted common share, in 2023. In 2022, net income applicable to common shareholders of BNY Mellon was $2.4 billion, or $2.90 per diluted common share, including the negative impact of notable items. Notable items in 2022 include goodwill impairment in the Investment Management reporting unit, the net loss from repositioning the securities portfolio, severance expense, litigation reserves, the accelerated amortization of deferred costs for depositary receipts services related to Russia and net gains on disposals. Excluding notable items, net income applicable to common shareholders was $3.7 billion (Non-GAAP), or $4.59 (Non-GAAP) per diluted common share, in 2022.

The highlights below are based on 2023 compared with 2022, unless otherwise noted.

•Total revenue increased 7%, primarily reflecting:

•Fee revenue decreased 1%, primarily reflecting lower foreign exchange volatility, the mix of AUM flows and the impact of a prior year divestiture, partially offset by the abatement of money market fee waivers, net new business and the accelerated amortization of deferred costs for depositary receipts services related to Russia in the first quarter of 2022. (See “Fee and other revenue” beginning on page 5.)

•Investment and other revenue increased primarily reflecting the net loss from repositioning the securities portfolio in the fourth quarter of 2022, partially offset by the reduction in the fair value of a contingent consideration receivable related to a prior year divestiture in the fourth quarter of 2023. (See “Fee and other revenue” beginning on page 5.)

•Net interest revenue increased 24%, primarily reflecting higher interest rates, partially offset by changes in balance sheet size and mix. (See “Net interest revenue” beginning on page 8.)

•The provision for credit losses was $119 million, primarily driven by reserve increases related to commercial real estate exposure and changes in the macroeconomic forecast. (See “Consolidated

balance sheet review – Allowance for credit losses” beginning on page 33.)

•Noninterest expense increased 2%, primarily reflecting the FDIC special assessment in the fourth quarter of 2023, higher investments and revenue-related expenses, as well as inflation, partially offset by the impacts of the goodwill impairment in the Investment Management reporting unit in the third quarter of 2022, efficiency savings and a prior year divestiture. Excluding notable items, noninterest expense increased 3% (Non-GAAP). (See “Noninterest expense” on page 11.)

•Effective tax rate of 19.6% in 2023. (See “Income taxes” on page 11.)

•Return on common equity (“ROE”) was 8.5% for 2023. Excluding notable items, the adjusted ROE was 11.1% (Non-GAAP) for 2023.

•Return on tangible common equity (“ROTCE”) was 16.6% (Non-GAAP) for 2023. Excluding notable items, the adjusted ROTCE was 21.6% (Non-GAAP) for 2023.

See “Supplemental Information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 111 for reconciliations of the Non-GAAP measures.

Metrics

•AUC/A totaled $47.8 trillion at Dec. 31, 2023 compared with $44.3 trillion at Dec. 31, 2022. The 8% increase primarily reflects higher market values. (See “Fee and other revenue” beginning on page 5.)

•AUM totaled $2.0 trillion at Dec. 31, 2023 compared with $1.8 trillion at Dec. 31, 2022. The 8% increase primarily reflects higher market values and the favorable impact of a weaker U.S. dollar, partially offset by cumulative net outflows. (See “Review of business segments – Investment and Wealth Management business segment” beginning on page 17.)

Capital and liquidity

•Our CET1 ratio calculated under the Advanced Approaches was 11.5% at Dec. 31, 2023 and 11.2% at Dec. 31, 2022. The increase was primarily driven by capital generated through earnings and a net increase in accumulated other comprehensive income, partially offset by capital

4 BNY Mellon

Results of Operations (continued)

deployed through common stock repurchases and dividends. (See “Capital” beginning on page 39.)

•Our Tier 1 leverage ratio was 6.0% at Dec. 31, 2023, compared with 5.8% at Dec. 31, 2022. The

increase was driven by lower average assets. (See “Capital” beginning on page 39.)

Fee and other revenue

Fee and other revenue										2023 vs.		2022 vs.
(dollars in millions, unless otherwise noted)	2023			2022			2021			2022		2021
Investment services fees	$	8,843		$	8,529		$	8,284		4	%	3	%
Investment management and performance fees (a)	3,058			3,299			3,588			(7)		(8)
Foreign exchange revenue	631			822			799			(23)		3
Financing-related fees	192			175			194			10		(10)
Distribution and servicing fees	148			130			112			14		16
Total fee revenue	12,872			12,955			12,977			(1)		—
Investment and other revenue	285			(82)			336			N/M		N/M
Total fee and other revenue	$	13,157		$	12,873		$	13,313		2	%	(3)	%
Fee revenue as a percentage of total revenue	74		%	79		%	81		%
AUC/A at period end (in trillions) (b)	$	47.8		$	44.3		$	46.7		8	%	(5)	%
AUM at period end (in billions) (c)	$	1,974		$	1,836		$	2,434		8	%	(25)	%

(a)    Excludes seed capital gains (losses) related to consolidated investment management funds.

(b)    Consists of AUC/A primarily from the Asset Servicing line of business and, to a lesser extent, the Clearance and Collateral Management, Issuer Services, Pershing and Wealth Management lines of business. Includes the AUC/A of CIBC Mellon of $1.7 trillion at Dec. 31, 2023, $1.5 trillion at Dec. 31, 2022 and $1.7 trillion at Dec. 31, 2021.

(c)    Excludes assets managed outside of the Investment and Wealth Management business segment.

N/M – Not meaningful.

Fee revenue decreased 1% compared with 2022, primarily reflecting lower foreign exchange volatility, the mix of AUM flows and the impact of a prior year divestiture, partially offset by the abatement of money market fee waivers, net new business and the accelerated amortization of deferred costs for depositary receipts services related to Russia in the first quarter of 2022.

Investment and other revenue increased $367 million in 2023 compared with 2022, primarily reflecting the net loss from repositioning the securities portfolio in the fourth quarter of 2022, partially offset by the reduction in the fair value of a contingent consideration receivable related to a prior year divestiture in the fourth quarter of 2023.

Investment services fees

Investment services fees increased 4% compared with 2022, primarily reflecting the abatement of money market fee waivers, net new business, the accelerated amortization of deferred costs for depositary receipts services related to Russia recorded in the first quarter of 2022, higher clearance volumes and collateral management balances and higher fees on sweep

balances, partially offset by lower client activity, and lost business in Pershing.

AUC/A totaled $47.8 trillion at Dec. 31, 2023, an increase of 8% compared with Dec. 31, 2022, primarily reflecting higher market values. AUC/A consisted of 35% equity securities and 65% fixed-income securities at Dec. 31, 2023 and 33% equity securities and 67% fixed-income securities at Dec. 31, 2022.

See “Securities Services business segment” and “Market and Wealth Services business segment” in “Review of business segments” for additional details.

Investment management and performance fees

Investment management and performance fees decreased 7% compared with 2022, primarily reflecting the impact of a prior year divestiture and the mix of AUM flows, partially offset by the abatement of money market fee waivers. Performance fees were $81 million in 2023 and $75 million in 2022. On a constant currency basis (Non-GAAP), investment management and performance fees decreased 7% compared with 2022. See

BNY Mellon 5

Results of Operations (continued)

“Supplemental Information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 111 for the reconciliation of Non-GAAP measures.

AUM was $2.0 trillion at Dec. 31, 2023, an increase of 8% compared with Dec. 31, 2022, primarily reflecting higher market values and the favorable impact of a weaker U.S. dollar, partially offset by cumulative net outflows.

See “Investment and Wealth Management business segment” in “Review of business segments” for additional details regarding the drivers of investment management and performance fees, AUM and AUM flows.

Foreign exchange revenue

Foreign exchange revenue is primarily driven by the volume of client transactions and the spread realized on these transactions, both of which are impacted by market volatility, the impact of foreign currency hedging activities and foreign currency remeasurement gain (loss). In 2023, foreign exchange revenue decreased 23% compared with 2022, primarily reflecting lower volatility and volumes. Foreign exchange revenue is primarily reported in the Securities Services business segment and, to a lesser extent, the Market and Wealth Services and Investment and Wealth Management business segments and the Other segment.

Financing-related fees

Financing-related fees, which are primarily reported in the Market and Wealth Services and Securities Services business segments, include capital market fees, loan commitment fees and credit-related fees. Financing-related fees increased 10% in 2023 compared with 2022, primarily reflecting higher fees on commitments and standby letters of credit, partially offset by lower underwriting fees.

Distribution and servicing fees

Distribution and servicing fees earned from mutual funds are primarily based on average assets in the funds and the sales of funds that we manage or administer, and are primarily reported in the Investment Management business. These fees, which

include 12b-1 fees, fluctuate with the overall level of net sales, the relative mix of sales between share classes, the funds’ market values and money market fee waivers.

Distribution and servicing fees were $148 million in 2023 compared with $130 million in 2022, driven by the abatement of money market fee waivers. The impact of distribution and servicing fees on income in any one period is partially offset by distribution and servicing expense paid to other financial intermediaries to cover their costs for distribution and servicing of mutual funds. Distribution and servicing expense is recorded as noninterest expense on the income statement.

Investment and other revenue

Investment and other revenue includes income or loss from consolidated investment management funds, seed capital gains or losses, other trading revenue or loss, renewable energy investments losses, income from corporate and bank-owned life insurance contracts, other investment gains or losses, gains or losses from disposals, expense reimbursements from our CIBC Mellon joint venture, other income or loss and net securities gains or losses. The income or loss from consolidated investment management funds should be considered together with the net income or loss attributable to noncontrolling interests, which reflects the portion of the consolidated funds for which we do not have an economic interest and is reflected below net income as a separate line item on the consolidated income statement. Other trading revenue or loss primarily includes the impact of market-risk hedging activity related to our seed capital investments in investment management funds, non-foreign currency derivative and fixed income trading, and other hedging activity. Investments in renewable energy generate losses in investment and other revenue that are more than offset by benefits and credits recorded to the provision for income taxes. Other investment gains or losses includes fair value changes of non-readily marketable strategic equity, private equity and other investments. Expense reimbursements from our CIBC Mellon joint venture relate to expenses incurred by BNY Mellon on behalf of the CIBC Mellon joint venture. Other income includes various miscellaneous revenues.

6 BNY Mellon

Results of Operations (continued)

The following table provides the components of investment and other revenue.

Investment and other revenue
(in millions)	2023		2022			2021
Income (loss) from consolidated investment management funds	$	30	$	(42)		$	32
Seed capital gains (losses) (a)	29		(37)			40
Other trading revenue	231		149			6
Renewable energy investment (losses)	(167)		(164)			(201)
Corporate/bank-owned life insurance	118		128			140
Other investment gains (b)	47		159			159
Disposal (losses) gains	(6)		26			13
Expense reimbursements from joint venture	117		108			96
Other (loss) income	(46)		34			46
Net securities (losses) gains	(68)		(443)		(c)	5
Total investment and other revenue	$	285	$	(82)		$	336

(a)    Includes gains (losses) on investments in BNY Mellon funds which hedge deferred incentive awards.

(b)    Includes strategic equity, private equity and other investments.

(c)    Includes a net loss of $449 million related to the repositioning of the securities portfolio.

Investment and other revenue was $285 million in 2023 compared with a loss of $82 million in 2022. The increase primarily reflects the net loss from repositioning the securities portfolio in the fourth quarter of 2022, partially offset by the reduction in the fair value of a contingent consideration receivable related to a prior year divestiture in the fourth quarter of 2023.

BNY Mellon 7

Results of Operations (continued)

Net interest revenue

Net interest revenue										2023 vs.		2022 vs.
(dollars in millions)	2023			2022			2021			2022		2021
Net interest revenue	$	4,345		$	3,504		$	2,618		24	%	34%
Add: Tax equivalent adjustment	2			11			13			N/M		N/M
Net interest revenue on a fully taxable equivalent (“FTE”) basis – Non-GAAP (a)	$	4,347		$	3,515		$	2,631		24	%	34%
Average interest-earning assets	$	348,160		$	362,180		$	387,023		(4)%		(6)%
Net interest margin	1.25		%	0.97		%	0.68		%	28	bps	29	bps
Net interest margin (FTE) – Non-GAAP (a)	1.25		%	0.97		%	0.68		%	28	bps	29	bps

(a)    Net interest revenue (FTE) – Non-GAAP and net interest margin (FTE) – Non-GAAP include the tax equivalent adjustments on tax-exempt income which allows for comparisons of amounts arising from both taxable and tax-exempt sources and is consistent with industry practice. The adjustment to an FTE basis has no impact on net income.

N/M – Not meaningful.

bps – basis points.

Net interest revenue increased 24% compared with 2022, primarily reflecting higher interest rates, partially offset by changes in the balance sheet size and mix.

Net interest margin increased 28 basis points compared with 2022. The increase primarily reflects the factors mentioned above.

Average interest-earning assets decreased 4% compared with 2022. The decrease primarily reflects lower securities and loan balances and interest-bearing deposits with banks, partially offset by higher interest-bearing deposits with the Federal Reserve and other central banks.

Average non-U.S. dollar deposits comprised approximately 25% of our average total deposits in 2023 and 2022. Approximately 45% of the average non-U.S. dollar deposits in 2023 and 40% in 2022 were euro-denominated.

Net interest revenue in 2024 will largely depend on the level and mix of client deposits. Based on market implied forward interest rates as of Dec. 31, 2023, we expect net interest revenue for 2024 to decrease when compared with 2023.

8 BNY Mellon

Results of Operations (continued)

Average balances and interest rates	2023							2022
(dollars in millions)	Average balance			Interest		Average rate		Average balance			Interest		Average rate
Assets
Interest-earning assets:
Interest-bearing deposits with the Federal Reserve and other central banks:
Domestic offices	$	59,492		$	3,085	5.19	%	$	46,270		$	810	1.75	%
Foreign offices	44,412			1,456		3.28		51,172			209		0.41
Total interest-bearing deposits with the Federal Reserve and other central banks	103,904			4,541		4.37		97,442			1,019		1.05
Interest-bearing deposits with banks	13,620			523		3.84		16,826			221		1.31
Federal funds sold and securities purchased under resale agreements (a)	26,077			7,141		27.38		24,953			1,200		4.81
Loans:
Domestic offices	59,487			3,663		6.16		62,640			1,878		3.00
Foreign offices	4,609			253		5.49		5,185			121		2.33
Total loans (b)	64,096			3,916		6.11		67,825			1,999		2.95
Securities:
U.S. government obligations	33,434			1,021		3.05		40,583			607		1.49
U.S. government agency obligations	60,586			1,695		2.80		64,041			1,157		1.81
Other securities:
Domestic offices (c)	17,168			803		4.68		18,979			629		3.31
Foreign offices	23,505			695		2.96		26,283			154		0.59
Total other securities (c)	40,673			1,498		3.68		45,262			783		1.73
Total investment securities (c)	134,693			4,214		3.13		149,886			2,547		1.70
Trading securities (primarily domestic) (c)	5,770			315		5.46		5,248			143		2.73
Total securities (c)	140,463			4,529		3.22		155,134			2,690		1.73
Total interest-earning assets (c)	$	348,160		$	20,650	5.93	%	$	362,180		$	7,129	1.97	%
Noninterest-earning assets	58,790							64,721
Total assets	$	406,950						$	426,901
Liabilities and equity
Interest-bearing liabilities:
Interest-bearing deposits:
Domestic offices	$	123,513		$	4,703	3.81	%	$	111,491		$	980	0.88	%
Foreign offices	88,829			2,421		2.73		101,916			607		0.60
Total interest-bearing deposits	212,342			7,124		3.35		213,407			1,587		0.74
Federal funds purchased and securities sold under repurchase agreements (a)	20,540			6,699		32.62		12,940			934		7.21
Trading liabilities	3,396			156		4.60		3,432			68		1.98
Other borrowed funds:
Domestic offices	676			44		6.49		181			7		4.12
Foreign offices	426			3		0.74		324			2		0.51
Total other borrowed funds	1,102			47		4.27		505			9		1.80
Commercial paper	5			—		4.81		5			—		2.06
Payables to customers and broker-dealers	14,449			566		3.91		17,111			156		0.91
Long-term debt	31,021			1,711		5.51		27,448			860		3.13
Total interest-bearing liabilities	$	282,855		$	16,303	5.76	%	$	274,848		$	3,614	1.31	%
Total noninterest-bearing deposits	59,227							85,652
Other noninterest-bearing liabilities	24,106							25,278
Total liabilities	366,188							385,778
Total The Bank of New York Mellon Corporation shareholders’ equity	40,701							41,013
Noncontrolling interests	61							110
Total liabilities and equity	$	406,950						$	426,901
Net interest revenue (FTE) – Non-GAAP (c)(d)				$	4,347						$	3,515
Net interest margin (FTE) – Non-GAAP (c)(d)						1.25	%						0.97	%
Less: Tax equivalent adjustment				2							11
Net interest revenue – GAAP				$	4,345						$	3,504
Net interest margin – GAAP						1.25	%						0.97	%
Percentage of assets attributable to foreign offices	24		%					26		%
Percentage of liabilities attributable to foreign offices	27		%					30		%

(a)    Includes the average impact of offsetting under enforceable netting agreements of approximately $111 billion in 2023 and $43 billion in 2022. On a Non-GAAP basis, excluding the impact of offsetting, the yield on federal funds sold and securities purchased under resale agreements would have been 5.22% for 2023 and 1.77% for 2022, and the rate on federal funds purchased and securities sold under repurchase agreements would have been 5.10% for 2023 and 1.67% for 2022. We believe providing the rates excluding the impact of netting is useful to investors as it is more reflective of the actual rates earned and paid.

(b)    Interest income includes fees of $1 million in 2023 and $2 million in 2022. Nonaccrual loans are included in average loans; the associated income, which was recognized on a cash basis, is included in interest income.

(c)    Average rates were calculated on an FTE basis, at tax rates of approximately 21% for both 2023 and 2022.

(d)    See “Net interest revenue” on page 8 for the reconciliation of this Non-GAAP measure.

BNY Mellon 9

Results of Operations (continued)

Average balances and interest rates	2021
(dollars in millions)	Average balance			Interest		Average rate
Assets
Interest-earning assets:
Interest-bearing deposits with the Federal Reserve and other central banks:
Domestic offices	$	47,070		$	60	0.13	%
Foreign offices	66,276			(137)		(0.21)
Total interest-bearing deposits with the Federal Reserve and other central banks	113,346			(77)		(0.07)
Interest-bearing deposits with banks	20,757			48		0.23
Federal funds sold and securities purchased under resale agreements (a)	28,530			120		0.42
Loans:
Domestic offices	55,073			892		1.62
Foreign offices	5,741			66		1.15
Total loans (b)	60,814			958		1.58
Securities:
U.S. government obligations	34,383			261		0.76
U.S. government agency obligations	72,552			985		1.36
Other securities:
Domestic offices (c)	19,768			387		1.95
Foreign offices	30,183			123		0.41
Total other securities (c)	49,951			510		1.02
Total investment securities (c)	156,886			1,756		1.12
Trading securities (primarily domestic) (c)	6,690			53		0.80
Total securities (c)	163,576			1,809		1.11
Total interest-earning assets (c)	$	387,023		$	2,858	0.74	%
Noninterest-earning assets	65,209
Total assets	$	452,232
Liabilities and equity
Interest-bearing liabilities:
Interest-bearing deposits:
Domestic offices	$	124,716		$	(27)	(0.02)	%
Foreign offices	112,493			(148)		(0.13)
Total interest-bearing deposits	237,209			(175)		(0.07)
Federal funds purchased and securities sold under repurchase agreements (a)	13,716			(4)		(0.03)
Trading liabilities	2,590			8		0.31
Other borrowed funds:
Domestic offices	160			5		2.99
Foreign offices	223			3		1.48
Total other borrowed funds	383			8		2.11
Commercial paper	3			—		0.07
Payables to customers and broker-dealers	16,887			(2)		(0.01)
Long-term debt	25,788			392		1.52
Total interest-bearing liabilities	$	296,576		$	227	0.08	%
Total noninterest-bearing deposits	86,606
Other noninterest-bearing liabilities	24,381
Total liabilities	407,563
Total The Bank of New York Mellon Corporation shareholders’ equity	44,358
Noncontrolling interests	311
Total liabilities and equity	$	452,232
Net interest revenue (FTE) – Non-GAAP (c)(d)				$	2,631
Net interest margin (FTE) – Non-GAAP (c)(d)						0.68	%
Less: Tax equivalent adjustment				13
Net interest revenue – GAAP				$	2,618
Net interest margin – GAAP						0.68	%
Percentage of assets attributable to foreign offices (e)	30		%
Percentage of liabilities attributable to foreign offices (e)	31		%

(a)    Includes the average impact of offsetting under enforceable netting agreements of approximately $45 billion in 2021. On a Non-GAAP basis, excluding the impact of offsetting, the yield on federal funds sold and securities purchased under resale agreements would have been 0.16%, and the rate on federal funds purchased and securities sold under repurchase agreements would have been (0.01)% for 2021. We believe providing the rates excluding the impact of netting is useful to investors as it is more reflective of the actual rates earned and paid.

(b)    Interest income includes fees of $3 million in 2021. Nonaccrual loans are included in average loans; the associated income, which was recognized on a cash basis, is included in interest income.

(c)    Average rates were calculated on an FTE basis, at tax rates of approximately 21% in 2021.

(d)    See “Net interest revenue” on page 8 for the reconciliation of this Non-GAAP measure.

(e)    Includes the Cayman Islands branch office, which existed through August 2021.

10 BNY Mellon

Results of Operations (continued)

Noninterest expense

Noninterest expense							2023 vs.		2022 vs.
(dollars in millions)	2023		2022		2021		2022		2021
Staff	$	7,095	$	6,800	$	6,337	4	%	7	%
Software and equipment	1,817		1,657		1,478		10		12
Professional, legal and other purchased services	1,527		1,527		1,459		—		5
Net occupancy	542		514		498		5		3
Sub-custodian and clearing	475		485		505		(2)		(4)
Distribution and servicing	353		343		298		3		15
Business development	183		152		107		20		42
Bank assessment charges	788		126		133		N/M		(5)
Goodwill impairment	—		680		—		N/M		N/M
Amortization of intangible assets	57		67		82		(15)		(18)
Other	458		659		617		(31)		7
Total noninterest expense	$	13,295	$	13,010	$	11,514	2	%	13	%
Full-time employees at year-end	53,400		51,700		49,100		3	%	5	%

Total noninterest expense increased 2% compared with 2022, primarily reflecting a $632 million accrual for the FDIC special assessment, higher investments and revenue-related expenses, as well as inflation, partially offset by the impacts of the 2022 goodwill impairment in the Investment Management reporting unit, efficiency savings and a prior year divestiture. Excluding notable items, noninterest expense increased 3% (Non-GAAP). The investments in growth, infrastructure and efficiency initiatives are primarily included in staff, software and equipment, and professional, legal and other purchased services expenses. See “Supervision and Regulation – Deposit Insurance” on page 69 for information on the FDIC special assessment. See “Supplemental Information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 111 for the reconciliation of the Non-GAAP measure.

We expect total noninterest expense for 2024 to decrease compared with 2023, primarily reflecting the impact of notable expense items recorded in 2023, including the FDIC special assessment, severance expense and litigation reserves. Excluding the impact of notable items, total noninterest expense is expected to be flat in 2024 compared with 2023.

Income taxes

BNY Mellon recorded an income tax provision of $800 million (19.6% effective tax rate) in 2023. The income tax provision was $768 million (23.1% effective tax rate) in 2022. Excluding notable items, the income tax provision was $930 million (19.1% effective tax rate) (Non-GAAP) in 2022. See “Supplemental Information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 111 for the reconciliation of the Non-GAAP measure. For additional information on income taxes, see Note 12 of the Notes to Consolidated Financial Statements.

BNY Mellon 11

Results of Operations (continued)

Review of business segments

We have an internal information system that produces performance data along product and service lines for our three principal business segments: Securities Services, Market and Wealth Services and Investment and Wealth Management, and the Other segment.

Business segment accounting principles

Our business segment data has been determined on an internal management basis of accounting, rather than the generally accepted accounting principles (“GAAP”) used for consolidated financial reporting. These measurement principles are designed so that reported results of the business will track their economic performance.

For information on the accounting principles of our business segments, the primary products and services in each line of business, the primary types of revenue by line of business and how our business segments are presented and analyzed, see Note 24 of the Notes to Consolidated Financial Statements.

Business segment results are subject to reclassification when organizational changes are made, or for refinements in revenue and expense allocation methodologies. Refinements are typically reflected on a prospective basis. There were no reclassification or organizational changes in 2023.

The results of our business segments may be influenced by client and other activities that vary by quarter. In the first quarter, long-term stock awards for retirement-eligible employees vest which increases staff expense. The timing of our annual employee merit increases also impacts staff expense. In 2023, the merit increase was effective at the beginning of the second quarter, compared with prior years when it was effective at the beginning of the third quarter. For 2024, the merit increase will be effective in March, thus partially impacting the first quarter and second quarter staff expense variances.

In the third quarter, volume-related fees may decline due to reduced client activity. In the fourth quarter, we typically incur higher business development and marketing expenses. In our Investment and Wealth Management business segment, performance fees are typically higher in the fourth and first quarters, as those quarters represent the end of the measurement period for many of the performance fee-eligible relationships.

The results of our business segments may also be impacted by the translation of financial results denominated in foreign currencies to the U.S. dollar. We are primarily impacted by activities denominated in the British pound and the euro. On a consolidated basis and in our Securities Services and Market and Wealth Services business segments, we typically have more foreign currency-denominated expenses than revenues. However, our Investment and Wealth Management business segment typically has more foreign currency-denominated revenues than expenses. Overall, currency fluctuations impact the year-over-year growth rate in the Investment and Wealth Management business segment more than the Securities Services and Market and Wealth Services business segments. However, currency fluctuations, in isolation, are not expected to significantly impact net income on a consolidated basis.

Fee revenue in the Investment and Wealth Management business segment, and to a lesser extent, the Securities Services and Market and Wealth Services business segments, is impacted by the global market fluctuations. At Dec. 31, 2023, we estimated that a 5% change in global equity markets, spread evenly throughout the year, would impact fee revenue by less than 1% and diluted earnings per common share by $0.04 to $0.07.

See Note 24 of the Notes to Consolidated Financial Statements for the consolidating schedules which show the contribution of our business segments to our overall profitability.

12 BNY Mellon

Results of Operations (continued)

Securities Services business segment

										2023 vs.		2022 vs.
(dollars in millions, unless otherwise noted)	2023			2022			2021			2022		2021
Revenue:
Investment services fees:
Asset Servicing	$	3,898		$	3,918		$	3,876		(1)	%	1	%
Issuer Services	1,121			1,009			1,061			11		(5)
Total investment services fees	5,019			4,927			4,937			2		—
Foreign exchange revenue	488			584			574			(16)		2
Other fees (a)	215			202			113			6		79
Total fee revenue	5,722			5,713			5,624			—		2
Investment and other revenue	333			291			194			N/M		N/M
Total fee and other revenue	6,055			6,004			5,818			1		3
Net interest revenue	2,569			2,028			1,426			27		42
Total revenue	8,624			8,032			7,244			7		11
Provision for credit losses	99			8			(134)			N/M		N/M
Noninterest expense (excluding amortization of intangible assets)	6,345			6,266			5,820			1		8
Amortization of intangible assets	31			33			32			(6)		3
Total noninterest expense	6,376			6,299			5,852			1		8
Income before income taxes	$	2,149		$	1,725		$	1,526		25	%	13	%
Pre-tax operating margin	25		%	21		%	21		%
Securities lending revenue (b)	$	189		$	182		$	173		4	%	5	%
Total revenue by line of business:
Asset Servicing	$	6,638		$	6,323		$	5,699		5	%	11	%
Issuer Services	1,986			1,709			1,545			16		11
Total revenue by line of business	$	8,624		$	8,032		$	7,244		7	%	11	%
Selected average balances:
Average loans	$	11,207		$	11,245		$	8,756		—	%	28	%
Average deposits	$	168,411		$	183,990		$	200,482		(8)	%	(8)	%
Selected metrics:
AUC/A at period end (in trillions) (c)	$	34.2		$	31.4		$	34.6		9	%	(9)	%
Market value of securities on loan at period end (in billions) (d)	$	450		$	449		$	447		—	%	—	%
Issuer Services:
Total debt serviced at period end (in trillions)	$	13.3		$	12.6		$	12.6		6	%	—	%
Number of sponsored Depositary Receipts programs at period end	543			589			656			(8)	%	(10)	%

(a)    Other fees primarily includes financing-related fees.

(b)    Included in investment services fees reported in the Asset Servicing line of business.

(c)    Consists of AUC/A primarily from the Asset Servicing line of business and, to a lesser extent, the Issuer Services line of business. Includes the AUC/A of CIBC Mellon of $1.7 trillion at Dec. 31, 2023, $1.5 trillion at Dec. 31, 2022 and $1.7 trillion at Dec. 31, 2021.

(d)    Represents the total amount of securities on loan in our agency securities lending program. Excludes securities for which BNY Mellon acts as agent on behalf of CIBC Mellon clients, which totaled $63 billion at Dec. 31, 2023, $68 billion at Dec. 31, 2022 and $71 billion at Dec. 31, 2021.

N/M – Not meaningful.

BNY Mellon 13

Results of Operations (continued)

Business segment description

The Securities Services business segment consists of two distinct lines of business, Asset Servicing and Issuer Services, which provide business solutions across the transaction lifecycle to our global asset owner and asset manager clients. We are one of the leading global investment services providers with $34.2 trillion of AUC/A at Dec. 31, 2023. For information on the drivers of the Securities Services fee revenue, see Note 10 of the Notes to Consolidated Financial Statements.

The Asset Servicing business provides a comprehensive suite of solutions. We are one of the largest global custody, fund administrator and front-to-back outsourcing partners. We offer services for the safekeeping of assets in capital markets globally as well as fund accounting services, exchange-traded funds servicing, transfer agency, trust and depository, front-to-back capabilities as well as data and analytics solutions for our clients. We deliver foreign exchange, and securities lending and financing solutions, on both an agency and principal basis. Our agency securities lending program is one of the largest lenders of U.S. and non-U.S. securities, servicing a lendable asset pool of approximately $4.9 trillion in 34 separate markets. Our market-leading liquidity services portal enables cash investments for institutional clients and includes fund research and analytics.

Our Digital Asset Custody platform offers custody and administration services for Bitcoin and Ether for select U.S. institutional clients. Our Digital Assets Funds Services provides accounting and administration, transfer agency and ETF services to digital asset funds. We expect to continue developing our digital asset capabilities and to work closely with clients to address their evolving digital asset needs. As of and for the year ended Dec. 31, 2023, our Digital Asset Custody platform and related initiative had a de minimis impact on our assets, liabilities, revenues and expenses.

The Issuer Services business includes Corporate Trust and Depositary Receipts. Our Corporate Trust business delivers a full range of issuer and related investor services, including trustee, paying

agency, fiduciary, escrow and other financial services. We are a leading provider to the debt capital markets, providing customized and market-driven solutions to investors, bondholders and lenders. Our Depositary Receipts business drives global investing by providing servicing and value-added solutions that enable, facilitate and enhance cross-border trading, clearing, settlement and ownership. We are one of the largest providers of depositary receipts services in the world, partnering with leading companies from more than 50 countries.

Review of financial results

AUC/A of $34.2 trillion increased 9% compared with Dec. 31, 2022, primarily reflecting higher market values.

Total revenue of $8.6 billion increased 7% compared with 2022. The drivers of total revenue by line of business are indicated below.

Asset Servicing revenue of $6.6 billion increased 5% compared with 2022, primarily reflecting higher net interest revenue, net new business and the abatement of money market fee waivers, partially offset by lower foreign exchange revenue and client activity.

Issuer Services revenue of $2.0 billion increased 16% compared with 2022, primarily reflecting higher net interest revenue, the accelerated amortization of deferred costs for depositary receipts services related to Russia recorded in 2022, net new business and the abatement of money market fee waivers.

Market and regulatory trends are driving investable assets toward lower fee asset management products at reduced margins for our clients. These dynamics are also negatively impacting our investment services fees. However, at the same time, these trends are providing additional outsourcing opportunities as clients and other market participants seek to comply with regulations and reduce their operating costs.

Noninterest expense of $6.4 billion increased 1% compared with 2022, primarily reflecting higher investments and the impact of inflation, partially offset by efficiency savings.

14 BNY Mellon

Results of Operations (continued)

Market and Wealth Services business segment

										2023 vs.		2022 vs.
(dollars in millions, unless otherwise noted)	2023			2022			2021			2022		2021
Revenue:
Investment services fees:
Pershing	$	2,007		$	1,908		$	1,737		5	%	10	%
Treasury Services	691			689			662			—		4
Clearance and Collateral Management	1,090			971			918			12		6
Total investment services fees	3,788			3,568			3,317			6		8
Foreign exchange revenue	81			88			88			(8)		—
Other fees (a)	212			176			131			20		34
Total fee revenue	4,081			3,832			3,536			6		8
Investment and other revenue	63			40			47			N/M		N/M
Total fee and other revenue	4,144			3,872			3,583			7		8
Net interest revenue	1,712			1,410			1,158			21		22
Total revenue	5,856			5,282			4,741			11		11
Provision for credit losses	41			7			(67)			N/M		N/M
Noninterest expense (excluding amortization of intangible assets)	3,191			2,924			2,655			9		10
Amortization of intangible assets	6			8			21			(25)		(62)
Total noninterest expense	3,197			2,932			2,676			9		10
Income before income taxes	$	2,618		$	2,343		$	2,132		12	%	10	%
Pre-tax operating margin	45		%	44		%	45		%
Total revenue by line of business:
Pershing	$	2,789		$	2,537		$	2,314		10	%	10	%
Treasury Services	1,611			1,483			1,293			9		15
Clearance and Collateral Management	1,456			1,262			1,134			15		11
Total revenue by line of business	$	5,856		$	5,282		$	4,741		11	%	11	%
Selected average balances:
Average loans	$	37,502		$	41,300		$	38,344		(9)	%	8	%
Average deposits	$	85,785		$	91,749		$	102,948		(7)	%	(11)	%
Selected metrics:
AUC/A at period end (in trillions) (b)	$	13.3		$	12.7		$	11.8		5	%	8	%
Pershing:
AUC/A at period end (in trillions)	$	2.5		$	2.3		$	2.6		9	%	(12)	%
Net new assets (U.S. platform) (in billions) (c)	$	22		$	121		$	161		N/M		N/M
Average active clearing accounts (in thousands)	7,946			7,483			7,257			6	%	3	%
Treasury Services:
Average daily U.S. dollar payment volumes	236,696			239,630			235,971			(1)	%	2	%
Clearance and Collateral Management:
Average tri-party collateral management balances (in billions)	$	5,658		$	5,285		$	4,260		7	%	24	%

(a)    Other fees primarily include financing-related fees.

(b)    Consists of AUC/A from the Clearance and Collateral Management and Pershing businesses.

(c)    Net new assets represent net flows of assets (e.g., net cash deposits and net securities transfers, including dividends and interest) in customer accounts in Pershing LLC, a U.S. broker-dealer.

N/M – Not meaningful.

BNY Mellon 15

Results of Operations (continued)

Business segment description

The Market and Wealth Services business segment consists of three distinct lines of business, Pershing, Treasury Services and Clearance and Collateral Management, which provide business services and technology solutions to entities including financial institutions, corporations, foundations and endowments, public funds and government agencies. For information on the drivers of the Market and Wealth Services fee revenue, see Note 10 of the Notes to Consolidated Financial Statements.

Pershing provides execution, clearing, custody, business and technology solutions, delivering operational support to broker-dealers, wealth managers and registered investment advisors (“RIAs”) globally.

Our Treasury Services business is a leading provider of global payments, liquidity management and trade finance services for financial institutions, corporations and the public sector.

Our Clearance and Collateral Management business clears and settles equity and fixed-income transactions globally and serves as custodian for tri-party repo collateral worldwide. We are the primary provider of U.S. government securities clearance and a provider of non-U.S. government securities clearance. Our collateral services include collateral management, administration and segregation. We offer innovative solutions and industry expertise which help financial institutions and institutional investors with their financing, risk and balance sheet challenges. We are a leading provider of tri-party collateral management services with an average of $5.7 trillion serviced

globally including approximately $4.6 trillion of the U.S. tri-party repo market at Dec. 31, 2023.

Review of financial results

AUC/A of $13.3 trillion increased 5% compared with Dec. 31, 2022, primarily reflecting higher market values and net client inflows.

Total revenue of $5.9 billion increased 11% compared with 2022. The drivers of total revenue by line of business are indicated below.

Pershing revenue of $2.8 billion increased 10% compared with 2022, primarily reflecting the abatement of money market fee waivers, higher net interest revenue and higher fees on sweep balances, partially offset by lower client activity and lost business. Net new assets of $22 billion in 2023 reflects the deconversion of a regional bank client that was acquired in May.

Treasury Services revenue of $1.6 billion increased 9% compared with 2022, primarily reflecting higher net interest revenue.

Clearance and Collateral Management revenue of $1.5 billion increased 15% compared with 2022, primarily reflecting higher net interest revenue, U.S. collateral management balances and U.S. government clearance volumes.

Noninterest expense of $3.2 billion increased 9% compared with 2022, primarily reflecting higher investments and revenue-related expenses, as well as the impact of inflation, partially offset by efficiency savings.

16 BNY Mellon

Results of Operations (continued)

Investment and Wealth Management business segment

												2023 vs.			2022 vs.
(dollars in millions)	2023				2022				2021			2022			2021
Revenue:
Investment management fees	$	2,971			$	3,215			$	3,483		(8)	%		(8)	%
Performance fees	81				75				107			8			(30)
Investment management and performance fees (a)	3,052				3,290				3,590			(7)			(8)
Distribution and servicing fees	241				192				112			26			71
Other fees (b)	(214)				(133)				80			N/M			N/M
Total fee revenue	3,079				3,349				3,782			(8)			(11)
Investment and other revenue (c)	(102)				(27)				67			N/M			N/M
Total fee and other revenue (c)	2,977				3,322				3,849			(10)			(14)
Net interest revenue	166				228				193			(27)			18
Total revenue	3,143				3,550				4,042			(11)			(12)
Provision for credit losses	(4)				1				(13)			N/M			N/M
Noninterest expense (excluding goodwill impairment and amortization of intangible assets)	2,746				2,795				2,796			(2)			—
Goodwill impairment	—				680				—			N/M			N/M
Amortization of intangible assets	20				26				29			(23)			(10)
Total noninterest expense	2,766				3,501				2,825			(21)			24
Income before income taxes	$	381			$	48			$	1,230		694	%	(d)	(96)	%	(d)
Pre-tax operating margin	12		%		1		%		30		%
Adjusted pre-tax operating margin – Non-GAAP (e)	14		%	(f)	2		%	(f)	33		%
Total revenue by line of business:
Investment Management	$	2,068			$	2,390			$	2,834		(13)	%		(16)	%
Wealth Management	1,075				1,160				1,208			(7)			(4)
Total revenue by line of business	$	3,143			$	3,550			$	4,042		(11)	%		(12)	%
Selected average balances:
Average loans	$	13,718			$	14,055			$	12,120		(2)	%		16	%
Average deposits	$	14,280			$	19,214			$	18,068		(26)	%		6	%

(a)    On a constant currency basis, investment management and performance fees decreased 7% (Non-GAAP) compared with 2022. See “Supplemental Information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 111 for the reconciliation of this Non-GAAP measure.

(b)    Other fees primarily includes investment services fees.

(c)    Investment and other revenue and total fee and other revenue are net of income attributable to noncontrolling interests related to consolidated investment management funds.

(d)    Excluding notable items, income before income taxes decreased 28% (Non-GAAP) in 2023 compared with 2022 and 39% (Non-GAAP) in 2022 compared with 2021. See “Supplemental Information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 111 for the reconciliation of these Non-GAAP measures.

(e)    Net of distribution and servicing expense. See “Supplemental Information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 111 for the reconciliation of these Non-GAAP measures.

(f)    Excluding notable items and net of distribution and servicing expense, the adjusted pre-tax operating margin was 19% (Non-GAAP) in 2023 and 24% (Non-GAAP) in 2022. See “Supplemental Information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 111 for the reconciliation of these Non-GAAP measures.

N/M – Not meaningful.

BNY Mellon 17

Results of Operations (continued)

AUM trends
(in billions)	2023		2022		2021
AUM by product type (a):
Equity	$	145	$	135	$	187
Fixed income	205		198		267
Index	459		395		467
Liability-driven investments	605		570		890
Multi-asset and alternative investments	170		153		228
Cash	390		385		395
Total AUM	$	1,974	$	1,836	$	2,434
Changes in AUM (a):
Beginning balance of AUM	$	1,836	$	2,434	$	2,211
Net inflows (outflows):
Long-term strategies:
Equity	(12)		(18)		(12)
Fixed income	(4)		(21)		17
Liability-driven investments	12		78		36
Multi-asset and alternative investments	(9)		(11)		(2)
Total long-term active strategies (outflows) inflows	(13)		28		39
Index	(12)		2		(7)
Total long-term strategies (outflows) inflows	(25)		30		32
Short-term strategies:
Cash	5		(12)		70
Total net (outflows) inflows	(20)		18		102
Net market impact	121		(471)		143
Net currency impact	37		(113)		(22)
Divestiture	—		(32)		—
Ending balance of AUM	$	1,974	$	1,836	$	2,434
Wealth Management client assets (b)	$	312	$	269	$	321

(a)    Excludes assets managed outside of the Investment and Wealth Management business segment.

(b)    Includes AUM and AUC/A in the Wealth Management line of business.

Business segment description

Our Investment and Wealth Management business segment consists of two distinct lines of business, Investment Management and Wealth Management, which have a combined AUM of $2.0 trillion as of Dec. 31, 2023.

BNY Mellon Investment Management is a leading global asset manager and consists of seven specialist investment firms and a global distribution platform to deliver a diversified range of investment capabilities to institutional and retail clients globally.

Our Investment Management model provides specialist expertise from seven investment firms offering solutions across major asset classes, backed by the strength, scale and proven stewardship of BNY

Mellon. Each investment firm has its own individual culture, investment philosophy and proprietary investment process. This approach brings our clients clear, independent thinking from highly experienced investment professionals.

The investment firms offer a broad range of actively managed equity, fixed income, multi-asset and liability-driven investments, along with passive products and cash management. Our six majority-owned investment firms are as follows: ARX, Dreyfus, Insight Investment, Mellon, Newton Investment Management and Walter Scott. BNY Mellon owns a noncontrolling interest in Siguler Guff.

In November 2022, BNY Mellon sold Alcentra. As part of the sale agreement, Investment Management will continue to offer Alcentra’s capabilities in BNY Mellon’s sub-advised funds and in select regions via its global distribution platform. BNY Mellon continues to provide Alcentra with ongoing asset servicing support. Additionally, Investment Management exclusively distributes Alcentra products in Japan.

Investment Management has multiple global distribution entities, which are responsible for distributing the investment solutions developed and managed by the investment firms, as well as responsibility for management and distribution of our U.S. mutual funds, ETFs and certain offshore money market funds.

BNY Mellon Wealth Management provides investment management, custody, wealth and estate planning, private banking services, investment servicing and information management. BNY Mellon Wealth Management has $312 billion in client assets as of Dec. 31, 2023, and more than 30 offices in the U.S. and internationally.

Wealth Management clients include individuals, families and institutions. Institutions include family offices, charitable gift programs and endowments and foundations. We work with clients to build, manage and sustain wealth across generations and market cycles.

The wealth business differentiates itself with a comprehensive wealth management framework called Active Wealth that seeks to empower clients to build and sustain long-term wealth.

18 BNY Mellon

Results of Operations (continued)

The results of the Investment and Wealth Management business segment are driven by a blend of daily, monthly and quarterly AUM by product type. The overall level of AUM for a given period is determined by:

•the beginning level of AUM;

•the net flows of new assets during the period resulting from new business wins and existing client inflows, reduced by the loss of clients and existing client outflows; and

•the impact of market price appreciation or depreciation, foreign exchange rates and investment firm acquisitions or divestitures.

The mix of AUM is a result of the historical growth rates of equity and fixed income markets and the cumulative net flows of our investment firms as a result of client asset allocation decisions. Actively managed equity, multi-asset and alternative assets typically generate higher percentage fees than fixed-income and liability-driven investments and cash. Also, actively managed assets typically generate higher management fees than indexed or passively managed assets of the same type. Market and regulatory trends have resulted in increased demand for lower fee asset management products and for performance-based fees.

Investment management fees are dependent on the overall level and mix of AUM and the management fees expressed in basis points (one-hundredth of one percent) charged for managing those assets. Management fees are typically subject to fee schedules based on the overall level of assets managed for a single client or by individual asset class and style. This is most common for institutional clients where we typically manage substantial assets for individual accounts.

Performance fees are generally calculated as a percentage of a portfolio’s performance in excess of a benchmark index or a peer group’s performance.

A key driver of organic growth in investment management and performance fees is the amount of net new AUM flows. Overall market conditions are also key drivers, with a significant long-term economic driver being growth of global financial assets.

Net interest revenue is determined by loan and deposit volumes and the interest rate spread between customer rates and internal funds transfer rates on loans and deposits. Expenses in the Investment and Wealth Management business segment are mainly driven by staff and distribution and servicing expenses.

Review of financial results

AUM of $2.0 trillion increased 8% compared with Dec. 31, 2022, primarily reflecting higher market values and the favorable impact of a weaker U.S. dollar, partially offset by cumulative net outflows.

Net long-term strategy outflows were $25 billion in 2023, driven by outflows of equity, index and multi-asset and alternative investments, partially offset by inflows of liability-driven investments. Short-term strategy inflows were $5 billion in 2023.

Total revenue of $3.1 billion decreased 11% compared with 2022. The drivers of total revenue by line of business are indicated below.

Investment Management revenue of $2.1 billion decreased 13% compared with 2022, primarily reflecting the reduction in the fair value of a contingent consideration receivable and the impact of the prior year divestiture, as well as the mix of AUM flows, partially offset the abatement of money market fee waivers and seed capital gains.

Wealth Management revenue of $1.1 billion decreased 7% compared with 2022, primarily reflecting changes in product mix and lower net interest revenue.

Revenue generated in the Investment and Wealth Management business segment included 33% from non-U.S. sources in 2023, compared with 35% in 2022.

Noninterest expense of $2.8 billion decreased 21% compared with 2022, primarily reflecting the goodwill impairment in the Investment Management reporting unit in 2022, the impact of a prior year divestiture and efficiency savings, partially offset by higher investments and revenue-related expenses, as well as inflation.

BNY Mellon 19

Results of Operations (continued)

Other segment

(in millions)	2023		2022		2021
Fee revenue	$	(10)	$	61	$	36
Investment and other revenue	(11)		(373)		15
Total fee and other revenue	(21)		(312)		51
Net interest expense	(102)		(162)		(159)
Total revenue	(123)		(474)		(108)
Provision for credit losses	(17)		23		(17)
Noninterest expense	956		278		161
(Loss) before income taxes	$	(1,062)	$	(775)	$	(252)
Average loans and leases	$	1,669	$	1,225	$	1,594

Segment description

The Other segment primarily includes:

•the leasing portfolio;

•corporate treasury activities, including our securities portfolio;

•derivatives and other trading activity;

•corporate and bank-owned life insurance;

•renewable energy and other corporate investments; and

•certain business exits.

Revenue primarily reflects:

•net interest revenue (expense) and lease-related gains (losses) from leasing operations;

•net interest revenue (expense) and derivatives and other corporate treasury activities;

•other revenue from certain business exits;

•investment and other revenue from corporate and bank-owned life insurance, gains (losses) associated with investment securities and other assets, including renewable energy; and

•fee revenue from the elimination of the results of certain services provided between segments, which are also provided to third parties.

Expenses include:

•direct expenses supporting leasing, investing and funding activities; and

•expenses not directly attributable to Securities Services, Market and Wealth Services and Investment and Wealth Management operations.

Review of financial results

Loss before taxes was $1.1 billion in 2023 compared with $775 million in 2022.

Investment and other revenue increased $362 million compared with 2022, primarily reflecting the net loss from repositioning the security portfolio recorded in 2022.

Noninterest expense increased $678 million compared with 2022, primarily driven by the FDIC special assessment.

International operations

Our primary international activities consist of asset servicing in our Securities Services business segment, global payment services in our Market and Wealth Services business segment and investment management in our Investment and Wealth Management business segment.

Our clients include central banks and sovereigns, financial institutions, asset managers, insurance companies, corporations, local authorities and high-net-worth individuals and family offices. Through our global network of offices, we have developed a deep understanding of local requirements and cultural needs, and we pride ourselves on providing dedicated service through our multilingual sales, marketing and client service teams.

At Dec. 31, 2023, approximately 55% of our total employees (full-time and part-time employees) were based outside the U.S., with approximately 11,000 employees in EMEA, approximately 18,400 employees in APAC and approximately 800 employees in other global locations, primarily Brazil.

We are a leading global asset manager. Our international operations managed 51% of BNY

20 BNY Mellon

Results of Operations (continued)

Mellon’s AUM at Dec. 31, 2023 and 53% at Dec. 31, 2022.

In Europe, we maintain capabilities to service Undertakings for Collective Investment in Transferable Securities and alternative investment funds. We offer a full range of tailored solutions for investment companies, financial institutions and institutional investors across most European markets.

We are a provider of non-U.S. government securities, fixed income and equities clearance, settling securities transactions directly in European markets, and using a high-quality and established network of local agents in non-European markets.

We have extensive experience providing trade and cash services to financial institutions and central banks outside of the U.S. In addition, we offer a broad range of servicing and fiduciary products to financial institutions, corporations and central banks. In emerging markets, we lead with custody, global payments and issuer services, introducing other products as the markets mature. For more established markets, our focus is on global investment services.

We are also a full-service global provider of foreign exchange services, actively trading in over 100 of the world’s currencies. We serve clients from trading desks located in Europe, Asia and North America.

Our financial results, as well as our levels of AUC/A and AUM, are impacted by translation from foreign currencies to the U.S. dollar. We are primarily impacted by activities denominated in the British pound and the euro. If the U.S. dollar depreciates against these currencies, the translation impact is a higher level of fee revenue, net interest revenue, noninterest expense and AUC/A and AUM. Conversely, if the U.S. dollar appreciates, the translated levels of fee revenue, net interest revenue, noninterest expense and AUC/A and AUM will be lower.

Foreign exchange rates vs. U.S. dollar	2023		2022		2021
Spot rate (at Dec. 31):
British pound	$	1.2749	$	1.2096	$	1.3543
Euro	1.1046		1.0708		1.1373
Yearly average rate:
British pound	$	1.2432	$	1.2375	$	1.3755
Euro	1.0813		1.0550		1.1994

International clients accounted for 36% of revenues in 2023 and 2022. Net income from international operations was $2.0 billion in 2023, compared with $1.7 billion in 2022.

In 2023, revenues from EMEA were $4.1 billion, compared with $4.0 billion in 2022. The 4% increase primarily reflects higher net interest revenue and net new business in the Securities Services and Market and Wealth Services business segments. The increase was partially offset by lower revenue in the Investment and Wealth Management business segment. The decrease in revenue in the Investment and Wealth Management business segment primarily reflects the impact of the prior year divestiture, mix of AUM flows and lower market values.

The Securities Services, Market and Wealth Services and Investment and Wealth Management business segments generated 60%, 21% and 19% of EMEA revenues, respectively. Net income from EMEA was $1.1 billion in 2023, compared with $880 million in 2022.

Revenues from APAC were $1.3 billion in 2023, compared with $1.1 billion in 2022. The 14% increase primarily reflects higher net interest revenue in the Securities Services and Market and Wealth Services business segments.

The Securities Services, Market and Wealth Services and Investment and Wealth Management business segments generated 56%, 32% and 12% of APAC revenues, respectively. Net income from APAC was $547 million in 2023, compared with $432 million in 2022.

For additional information regarding our international operations, including certain key subjective assumptions used in determining the results, see Note 25 of the Notes to Consolidated Financial Statements.

BNY Mellon 21

Results of Operations (continued)

Country risk exposure

The following table presents BNY Mellon’s top 10 exposures by country (excluding the U.S.) as of Dec. 31, 2023, as well as certain countries with higher-risk profiles, and is presented on an internal risk management basis. We monitor our exposure to these and other countries as part of our internal country risk management process.

The country risk exposure below reflects the Company’s risk to an immediate default of the counterparty or obligor based on the country of residence of the entity which incurs the liability. If there is credit risk mitigation, the country of residence of the entity providing the risk mitigation is the country of risk. The country of risk for securities is generally based on the domicile of the issuer of the security.

Country risk exposure at Dec. 31, 2023	Interest-bearing deposits											Total exposure
(in billions)	Central banks		Banks			Lending (a)		Securities (b)		Other (c)
Top 10 country exposure:
Germany	$	16.9	$	0.6		$	0.8	$	3.8	$	0.3	$	22.4
United Kingdom (“UK”)	10.9		0.7			1.4		3.0		2.3		18.3
Belgium	8.2		0.8			0.1		0.8		—		9.9
Canada	—		1.3			0.1		3.9		1.2		6.5
Netherlands	3.4		—			0.2		1.1		0.2		4.9
Japan	1.2		0.8			0.1		0.4		0.3		2.8
Luxembourg	0.1		—			1.4		0.1		1.2		2.8
South Korea	0.1		—			2.0		0.1		0.5		2.7
Australia	—		1.0			0.3		0.7		0.5		2.5
France	—		—			0.1		1.9		0.5		2.5
Total Top 10 country exposure	$	40.8	$	5.2		$	6.5	$	15.8	$	7.0	$	75.3	(d)
Select country exposure:
Brazil	$	—	$	0.2		$	0.9	$	0.1	$	0.1	$	1.3
Russia	—		0.4		(e)	—		—		—		0.4

(a)    Lending includes loans, acceptances, issued letters of credit, net of participations, and lending-related commitments.

(b)    Securities include both the available-for-sale and held-to-maturity portfolios.

(c)    Other exposure includes over-the-counter (“OTC”) derivative and securities financing transactions, net of collateral.

(d)    The top 10 country exposure comprises approximately 70% of our total non-U.S. exposure.

(e)    Represents cash balances with exposure to Russia.

Events in recent years have resulted in increased focus on Brazil. The country risk exposure to Brazil is primarily short-term trade finance loans extended to large financial institutions. We also have operations in Brazil providing investment services and investment management services.

The war in Ukraine has increased our focus on Russia. The country risk exposure to Russia consists of cash balances related to our securities services businesses and may increase in the future to the extent cash is received for the benefit of our clients that is subject to distribution restrictions. BNY Mellon has ceased new banking business in Russia and suspended investment management purchases of Russian securities. At Dec. 31, 2023, less than 0.1% of our AUC/A and less than 0.01% of our AUM consisted of Russian securities. We will continue to work with multinational clients that depend on our custody and record keeping services to manage their exposures.

We are also monitoring our exposure to Israel as part of our internal country risk management process. At Dec. 31, 2023, our total exposure to Israel was $165 million and primarily consisted of investment grade short-term interest-bearing deposits and OTC derivatives maturing within six months.

Critical accounting estimates

Our significant accounting policies are described in Note 1 of the Notes to Consolidated Financial Statements. Certain of these policies include critical accounting estimates which require management to make subjective or complex judgments about the effect of matters that are inherently uncertain and may change in subsequent periods. Our critical accounting estimates are those related to the allowance for credit losses, goodwill and other intangibles and litigation and regulatory contingencies. Management has discussed the

22 BNY Mellon

Results of Operations (continued)

development and selection of the critical accounting estimates with the Company’s Audit Committee.

Allowance for credit losses

The allowance for credit losses covers financial assets subject to credit losses and measured at amortized cost, including loans and lending-related commitments, held-to-maturity securities, certain securities financing transactions and deposits with banks. The allowance for credit losses is intended to adjust the carrying value of these assets by an estimated amount of credit losses that we expect to incur over the life of the asset. Similarly, the allowance for credit losses on lending-related commitments and other off-balance sheet financial instruments is meant to capture the credit losses that we expect to recognize in these portfolios as of the balance sheet date.

A quantitative methodology and qualitative framework is used to estimate the allowance for credit losses.

The quantitative component of our estimate uses models and methodologies that categorize financial assets based on product type, collateral type, and other credit trends and risk characteristics, including relevant information about past events, current conditions and reasonable and supportable forecasts of future economic conditions that affect the collectability of the recorded amounts. For the quantitative component, we segment portfolios into various major components including commercial loans and lease financing, commercial real estate, financial institutions, residential mortgages, and other. The segmentation of our debt securities portfolios is by major asset class and is influenced by whether the security is structured or non-structured (i.e., direct obligation), as well as the issuer type. The components of the credit loss calculation for each major portfolio or asset class include a probability of default, loss given default and exposure at default, as applicable, and their values depend on the forecast behavior of variables in the macroeconomic environment. We utilize a multi-scenario macroeconomic forecast which includes a weighting of three scenarios: a baseline and upside and downside scenarios and allows us to develop our estimate using a wide span of economic variables. Our baseline scenario reflects a view on likely performance of each global region and the other two scenarios are designed relative to the baseline

scenario. This approach incorporates a reasonable and supportable forecast period spanning the life of the asset, and includes both an initial estimated economic outlook component as well as a reversion component for each economic input variable. The length of each of the two components depends on the underlying financial instrument, scenario, and underlying economic input variable. In general, the initial economic outlook period for each economic input variable under each scenario ranges between several months and two years. The speed at which the scenario-specific forecasts revert to long-term historical mean is based on observed historical patterns of mean reversion at the economic variable input level that are reflected in our model parameter estimates. Certain macroeconomic variables such as unemployment or home prices take longer to revert after a contraction, though specific recovery times are scenario-specific. Reversion will usually take longer the further away the scenario-specific forecast is from the historical mean. On a quarterly basis, and within a developed governance structure, we update these scenarios for current economic conditions and may adjust the scenario weighting based on our economic outlook. The Company uses judgment to assess these economic conditions and loss data in determining the best estimate of the allowance for credit losses and these estimates are subject to periodic refinement based on changes to underlying external or Company-specific historical data.

In the quantitative component of our estimate, we measure expected credit losses using an individual evaluation method if the risk characteristics of the asset is no longer consistent with the portfolio or class of asset. For these assets, we do not employ the macroeconomic model calculation but consider factors such as payment status, collateral value, the obligor’s financial condition, guarantor support, the probability of collecting scheduled principal and interest payments when due, and recovery expectations if they can be reasonably estimated. For loans, we measure the expected credit loss as the difference between the amortized cost basis of the loan and the present value of the expected future cash flows from the borrower which is generally discounted at the loan’s effective interest rate, or the fair value of the collateral, if the loan is collateral-dependent. We generally individually evaluate nonperforming loans as well as loans that have been or are anticipated to be modified given the risk characteristics of such loans.

BNY Mellon 23

Results of Operations (continued)

Available-for-sale debt securities are recorded at fair value. When an available-for-sale debt security is in an unrealized loss position, we employ a methodology to identify and estimate the credit loss portion of the unrealized loss position. The measurement of expected credit losses is performed at the security level and is based on our best single estimate of cash flows, on a discounted basis; however, we do not specifically employ the macroeconomic forecasting models and scenarios summarized above.

The qualitative component of our estimate for the allowance for credit losses is intended to capture expected losses that may not have been fully captured in the quantitative component. Through an established governance structure, management determines the qualitative allowance each period based on an evaluation of various internal and environmental factors which include: scenario weighting and sensitivity risk, credit concentration risk, economic conditions and other considerations. We have made and may continue to make adjustments for idiosyncratic risks.

To the extent actual results differ from forecasts or management’s judgment, the allowance for credit losses may be greater or less than future charge-offs and recoveries.

Our allowance for credit losses is sensitive to a number of inputs, most notably the macroeconomic forecast assumptions that are incorporated into our estimate of credit losses through the expected life of the loan portfolio, as well as credit ratings assigned to each borrower. As the macroeconomic environment and related forecasts change, the allowance for credit losses may change materially. The following sensitivity analyses do not represent management’s expectations of the deterioration of our portfolios or the economic environment, but are provided as hypothetical scenarios to assess the sensitivity of the allowance for credit losses to changes in key inputs. If commercial real estate property values were increased 10% and all other credits were rated one grade better, the quantitative allowance would have decreased by $47 million, and if commercial real estate property values were decreased 10% and all other credits were rated one grade worse, the quantitative allowance would have increased by $83 million. Our multi-scenario based macroeconomic forecast used in determining the Dec. 31, 2023 allowance for credit losses consisted of three

scenarios. The baseline scenario reflects slightly increasing GDP growth, stable unemployment and declining commercial real estate prices through the end of 2024. The upside scenario reflects faster GDP growth, declining unemployment through the second quarter of 2024 before moderating and higher commercial real estate prices compared with the baseline. The downside scenario contemplates negative GDP growth through the first quarter of 2024 with subsequent stabilization through the third quarter of 2024, as well as rapidly increasing unemployment through 2024 and sharply lower commercial real estate prices than the baseline. At Dec. 31, 2023, we placed the most weight on our downside scenario, followed by the baseline scenario, with the remaining weighting placed on the upside scenario. From a sensitivity perspective, at Dec. 31, 2023, if we had applied 100% weighting to the downside scenario, the quantitative allowance for credit losses would have been approximately $88 million higher.

See Notes 1 and 5 of the Notes to Consolidated Financial Statements for additional information regarding the allowance for credit losses.

Goodwill and other intangibles

We initially record all assets and liabilities acquired in purchase acquisitions, including goodwill, indefinite-lived intangibles and other intangibles, in accordance with Accounting Standards Codification (“ASC”) 805, Business Combinations. Goodwill, indefinite-lived intangibles and other intangibles are subsequently accounted for in accordance with ASC 350, Intangibles – Goodwill and Other. The initial measurement of goodwill and intangibles requires judgment concerning estimates of the fair value of the acquired assets and liabilities. Goodwill ($16.3 billion at Dec. 31, 2023) and indefinite-lived intangible assets ($2.6 billion at Dec. 31, 2023) are not amortized but are subject to tests for impairment annually or more often if events or circumstances indicate it is more likely than not they may be impaired. Other intangible assets are amortized over their estimated useful lives and are subject to impairment if events or circumstances indicate a possible inability to realize the carrying value.

Goodwill

BNY Mellon’s business segments include six reporting units for which annual goodwill impairment

24 BNY Mellon

Results of Operations (continued)

testing is performed. An interim goodwill impairment test is performed when events or circumstances occur that may indicate that it is more likely than not that the fair value of any reporting unit may be less than its carrying value.

The goodwill impairment test compares the estimated fair value of the reporting unit with its carrying amount, including goodwill. If the estimated fair value of the reporting unit exceeds its carrying amount, goodwill of the reporting unit is considered not impaired. However, if the carrying amount of the reporting unit were to exceed its estimated fair value, an impairment loss would be recorded for the difference.

In each quarter of 2023, we completed an interim goodwill impairment test of the Investment Management reporting unit, which had $6.1 billion of allocated goodwill as of Dec. 31, 2023. In all cases, we determined the fair value of the Investment Management reporting unit exceeded its carrying value and no goodwill impairment was recorded.

For the Dec. 31, 2023 test, the fair value of the Investment Management reporting unit exceeded its carrying value by approximately 5%. We determined the fair value of the Investment Management reporting unit using an income approach based on management’s projections as of Dec. 31, 2023. The discount rate applied to these cash flows was 10.5%.

As of Dec. 31, 2023, if the discount rate applied to the estimated cash flows was increased or decreased by 25 basis points, the fair value of the Investment Management reporting unit would decrease or increase by 4%, respectively. Similarly, if the long-term growth rate was increased or decreased by 10 basis points, the fair value of the Investment Management reporting unit would increase or decrease by approximately 1%, respectively.

In the second quarter of 2023, we performed our annual goodwill impairment test on the remaining five reporting units using an income approach to estimate the fair values of each reporting unit. Estimated cash flows used in the income approach were based on management’s projections as of April 1, 2023. The discount rate applied to these cash flows was 10%.

As a result of the annual goodwill impairment test, no goodwill impairment was recognized. The fair values of the Company’s remaining five reporting units were substantially in excess of the respective reporting units’ carrying value.

Intangible assets

Key judgments in accounting for intangible assets include determining the useful life and classification between goodwill and indefinite-lived intangible assets or other amortizing intangible assets.

Indefinite-lived intangible assets ($2.6 billion at Dec. 31, 2023) are evaluated for impairment at least annually by comparing their fair values, estimated using discounted cash flow analyses, to their carrying values. As a result of the annual evaluation, no impairment was recognized, however, a $698 million indefinite-lived intangible asset related to customer relationships in the Investment Management business exceeded its carrying value by approximately 7%.

Other amortizing intangible assets ($274 million at Dec. 31, 2023) are evaluated for impairment if events and circumstances indicate a possible impairment. Such evaluation of other intangible assets would be initially based on undiscounted cash flow projections.

Determining the fair value of a reporting unit or indefinite-lived intangible assets is subject to uncertainty as it is reliant on estimates of cash flows that extend far into the future, and, by their nature, are difficult to estimate over such an extended time frame. In the future, changes in the assumptions or the discount rate could produce a material non-cash goodwill or intangible asset impairment.

See Notes 1 and 7 of the Notes to Consolidated Financial Statements for additional information regarding goodwill, intangible assets and the annual and interim impairment testing.

Litigation and regulatory contingencies

Significant estimates and judgments are required in establishing an accrued liability for litigation and regulatory contingencies. For additional information on our policy, see “Legal proceedings” in Note 22 of the Notes to Consolidated Financial Statements.

BNY Mellon 25

Results of Operations (continued)

Consolidated balance sheet review

One of our key risk management objectives is to maintain a balance sheet that remains strong throughout market cycles to meet the expectations of our major stakeholders, including our shareholders, clients, creditors and regulators.

We also seek to undertake overall liquidity risk, including intraday liquidity risk, that stays within our risk appetite. The objective of our balance sheet management strategy is to maintain a balance sheet that is characterized by strong liquidity and asset quality, ready access to external funding sources at competitive rates and a strong capital structure that supports our risk-taking activities and is adequate to absorb potential losses. In managing the balance sheet, appropriate consideration is given to balancing the competing needs of maintaining sufficient levels of liquidity and complying with applicable regulations and supervisory expectations while optimizing profitability.

At Dec. 31, 2023, total assets were $410 billion, compared with $406 billion at Dec. 31, 2022. The increase in total assets was primarily driven by higher interest-bearing deposits with the Federal Reserve and other central banks and federal funds sold and securities purchased under resale agreements, partially offset by lower securities and interest-bearing deposits with banks. Deposits totaled $284 billion at Dec. 31, 2023, compared with $279 billion at Dec. 31, 2022. The increase primarily reflects higher interest-bearing deposits in U.S. offices and non-U.S. offices, partially offset by lower non-interest bearing deposits (principally U.S. offices). Total interest-bearing deposit liabilities as a percentage of total interest-earning assets were 66% at Dec. 31, 2023 and 58% at Dec. 31, 2022.

At Dec. 31, 2023, available funds totaled $158 billion and includes cash and due from banks, interest-bearing deposits with the Federal Reserve and other central banks, interest-bearing deposits with banks and federal funds sold and securities purchased under resale agreements. This compares with available funds of $138 billion at Dec. 31, 2022. Total

available funds as a percentage of total assets were 38% at Dec. 31, 2023 and 34% at Dec. 31, 2022. For additional information on our available funds, see “Liquidity and dividends.”

Securities were $126 billion, or 31% of total assets, at Dec. 31, 2023, compared with $143 billion, or 35% of total assets, at Dec. 31, 2022. The decrease primarily reflects lower U.S. Treasury and non-U.S. government securities, partially offset by unrealized pre-tax gains. For additional information on our securities portfolio, see “Securities” and Note 4 of the Notes to Consolidated Financial Statements.

Loans were $67 billion, or 16% of total assets, at Dec. 31, 2023, compared with $66 billion, or 16% of total assets, at Dec. 31, 2022. Increases in nearly all loan portfolios were partially offset by lower overdrafts and wealth management loans. For additional information on our loan portfolio, see “Loans” and Note 5 of the Notes to Consolidated Financial Statements.

Long-term debt totaled $31 billion at Dec. 31, 2023 and $30 billion at Dec. 31, 2022. The increase primarily reflects issuances, partially offset by maturities and repurchases. For additional information on long-term debt, see “Liquidity and dividends” and Note 13 of the Notes to Consolidated Financial Statements.

The Bank of New York Mellon Corporation total shareholders’ equity totaled $41 billion at Dec. 31, 2023 and Dec. 31, 2022. For additional information, see “Capital” and Note 15 of the Notes to Consolidated Financial Statements.

Securities

In the discussion of our securities portfolio, we have included certain credit ratings information because the information can indicate the degree of credit risk to which we are exposed. Significant changes in ratings classifications could indicate increased credit risk for us and could be accompanied by an increase in the allowance for credit losses and/or a reduction in the fair value of our securities portfolio.

26 BNY Mellon

Results of Operations (continued)

The following table shows the distribution of our total securities portfolio.

Securities portfolio	Dec. 31, 2022			2023 change in unrealized gain (loss)		Dec. 31, 2023					Fair value as a % of amortized cost (a)		Unrealized gain (loss)			% Floating rate (b)		Ratings (c)
																						BBB+/ BBB-		BB+ and lower
(dollars in millions)	Fair value					Amortized cost (a)		Fair value										AAA/ AA-		A+/ A-						Not rated
Agency residential mortgage-backed securities (“RMBS”)	$	38,916		$	796	$	43,197	$	39,333		91	%	$	(3,864)		21	%	100	%	—	%	—	%	—	%	—	%
U.S. Treasury	41,503			623		27,316		26,476			97		(840)			62		100		—		—		—		—
Non-U.S. government (d)	22,361			342		21,135		20,543			97		(592)			42		94		3		2		1		—
Agency commercial mortgage-backed securities (“MBS”)	11,864			214		11,602		11,010			95		(592)			45		100		—		—		—		—
Collateralized loan obligations (“CLOs”)	6,300			123		7,125		7,119			100		(6)			100		100		—		—		—		—
U.S. government agencies	6,115			137		7,199		6,780			94		(419)			42		100		—		—		—		—
Foreign covered bonds (e)	5,776			93		6,489		6,317			97		(172)			57		100		—		—		—		—
Non-agency commercial MBS	3,054			32		3,245		2,997			92		(248)			53		100		—		—		—		—
Non-agency RMBS	2,060			24		1,909		1,766			92		(143)			46		85		3		—		6		6
Other asset-backed securities (“ABS”)	1,319			41		1,026		943			92		(83)			18		100		—		—		—		—
Other	24			—		13		11			88		(2)			—		—		—		—		—		100
Total securities	$	139,292	(f)	$	2,425	$	130,256	$	123,295	(f)	95	%	$	(6,961)	(f)(g)	44	%	99	%	1	%	—	%	—	%	—	%

(a)    Amortized cost reflects historical impairments, and is net of the allowance for credit losses.

(b)    Includes the impact of hedges.

(c)    Represents ratings by Standard & Poor’s (“S&P”) or the equivalent.

(d)    Includes supranational securities. Primarily consists of exposure to Germany, France, UK, Canada, the Netherlands and Belgium.

(e)    Primarily consists of exposure to Canada, UK, Australia, Germany, Singapore and Norway.

(f)    Includes net unrealized gains on derivatives hedging securities available-for-sale (including terminated hedges) of $2,678 million at Dec. 31, 2022 and net unrealized gain (including terminated hedges) of $1,767 million at Dec. 31, 2023.

(g)    At Dec. 31, 2023, includes pre-tax net unrealized losses of $2,094 million related to available-for-sale securities, net of hedges, and $4,867 related to held-to-maturity securities. The after-tax unrealized losses, net of hedges, related to available-for-sale securities is $1,580 million and the after-tax equivalent related to held-to-maturity securities is $3,711 million.

The fair value of our securities portfolio, including related hedges, was $123.3 billion at Dec. 31, 2023, compared with $139.3 billion at Dec. 31, 2022. The decrease primarily reflects lower U.S. Treasury and non-U.S. government securities, partially offset by unrealized pre-tax gains.

At Dec. 31, 2023, the securities portfolio had a net unrealized loss, including the impact of related hedges, of $7.0 billion, compared with $9.4 billion at Dec. 31, 2022. The decrease in the unrealized loss, including the impact of related hedges, primarily reflects securities moving closer to maturity.

The fair value of the available-for-sale securities totaled $78.6 billion at Dec. 31, 2023, net of hedges, or 64% of the securities portfolio, net of hedges. The fair value of the held-to-maturity securities totaled $44.7 billion at Dec. 31, 2023, or 36% of the securities portfolio, net of hedges.

The unrealized loss (after-tax) on our available-for-sale securities portfolio, net of hedges, included in accumulated other comprehensive income was $1.6 billion at Dec. 31, 2023, compared with $2.4 billion at Dec. 31, 2022. Net unrealized loss, including the

impact of hedges, decreased as securities moved closer to maturity.

At Dec. 31, 2023, 99% of the securities in our portfolio were rated AAA/AA-, unchanged compared with Dec. 31, 2022.

See Note 4 of the Notes to Consolidated Financial Statements for the pre-tax net securities gains (losses) by security type. See Note 20 of the Notes to Consolidated Financial Statements for securities by level in the fair value hierarchy.

The following table presents the amortizable purchase premium (net of discount) and net amortization related to the securities portfolio.

Amortizable purchase premium (net of discount) and net amortization of securities (a)
(in millions)	2023		2022		2021
Amortizable purchase premium, net of discount	$	821	$	1,109	$	1,863
Net amortization	$	167	$	362	$	655

(a)    Amortization of purchase premium decreases net interest revenue while accretion of discount increases net interest revenue. Both are recorded on a level yield basis.

BNY Mellon 27

Results of Operations (continued)

Equity investments

We have several equity investments recorded in other assets. These include equity method investments, including renewable energy, investments in qualified affordable housing projects, Federal Reserve Bank stock, seed capital and other investments. The following table presents the carrying values at Dec. 31, 2023 and Dec. 31, 2022.

Equity investments	Dec. 31,
(in millions)	2023		2022
Renewable energy investments	$	1,049	$	871
Qualified affordable housing project investments	1,213		1,298
Equity method investments:
CIBC Mellon	607		545
Siguler Guff	234		242
Other	32		16
Total equity method investments	873		803
Federal Reserve Bank stock	480		478
Other equity investments (a)	741		695
Seed capital (b)	232		218
Federal Home Loan Bank stock	7		6
Total equity investments	$	4,595	$	4,369

(a)    Includes strategic equity, private equity and other investments.

(b)    Includes investments in BNY Mellon funds which hedge deferred incentive awards.

For additional information on certain seed capital investments and our private equity investments, see “Investments valued using net asset value (“NAV”) per share” in Note 8 of the Notes to Consolidated Financial Statements.

Renewable energy investments

We invest in renewable energy projects to receive an expected after-tax return, which consists of allocated renewable energy tax credits, tax deductions and cash distributions based on the operations of the project. The pre-tax losses on these investments are recorded in investment and other revenue on the consolidated income statement. The corresponding tax benefits and credits are recorded to the provision for income taxes on the consolidated income statement.

Loans 

Total exposure – consolidated	Dec. 31, 2023						Dec. 31, 2022
(in billions)	Loans		Unfunded commitments		Total exposure		Loans		Unfunded commitments		Total exposure
Financial institutions	$	10.5	$	29.2	$	39.7	$	9.7	$	31.7	$	41.4
Commercial	2.1		11.4		13.5		1.7		11.7		13.4
Wealth management loans	9.1		0.5		9.6		10.3		0.6		10.9
Wealth management mortgages	9.1		0.3		9.4		9.0		0.2		9.2
Commercial real estate	6.8		3.4		10.2		6.2		3.9		10.1
Lease financings	0.6		—		0.6		0.7		—		0.7
Other residential mortgages	1.2		—		1.2		0.4		—		0.4
Overdrafts	3.1		—		3.1		4.8		—		4.8
Capital call financing	3.7		3.6		7.3		3.4		3.5		6.9
Other	2.7		—		2.7		3.0		—		3.0
Margin loans	18.0		—		18.0		16.9		—		16.9
Total	$	66.9	$	48.4	$	115.3	$	66.1	$	51.6	$	117.7

At Dec. 31, 2023, total lending-related exposure was $115.3 billion, a decrease of 2% compared with Dec. 31, 2022, primarily reflecting lower exposure in the financial institutions portfolio, lower overdrafts and lower exposure in the wealth management loans portfolio, partially offset by higher margin loans and other residential mortgage loans.

Our financial institutions and commercial portfolios comprise our largest concentrated risk. These portfolios comprised 46% of our total exposure at Dec. 31, 2023 and 47% at Dec. 31, 2022. Additionally, most of our overdrafts relate to financial institutions.

28 BNY Mellon

Results of Operations (continued)

Financial institutions

The financial institutions portfolio is shown below.

Financial institutions portfolio exposure (dollars in billions)	Dec. 31, 2023										Dec. 31, 2022
	Loans		Unfunded commitments		Total exposure		% Inv. grade		% due <1 yr.		Loans		Unfunded commitments		Total exposure
Securities industry	$	2.3	$	14.8	$	17.1	91	%	96	%	$	1.6	$	17.5	$	19.1
Asset managers	1.4		8.0		9.4		97		81		1.6		7.6		9.2
Banks	6.4		1.4		7.8		84		96		6.1		1.5		7.6
Insurance	0.1		3.9		4.0		100		13		0.1		3.8		3.9
Government	—		0.2		0.2		100		43		—		0.2		0.2
Other	0.3		0.9		1.2		98		47		0.3		1.1		1.4
Total	$	10.5	$	29.2	$	39.7	92	%	83	%	$	9.7	$	31.7	$	41.4

The financial institutions portfolio exposure was $39.7 billion at Dec. 31, 2023, a decrease of 4% compared with Dec. 31, 2022, primarily reflecting lower exposure in the securities industry portfolio.

Financial institution exposures are high-quality, with 92% of the exposures meeting the investment grade equivalent criteria of our internal credit rating classification at Dec. 31, 2023. Each customer is assigned an internal credit rating, which is mapped to an equivalent external rating agency grade based upon a number of dimensions, which are continually evaluated and may change over time. For ratings of non-U.S. counterparties, our internal credit rating is generally capped at a rating equivalent to the sovereign rating of the country where the counterparty resides, regardless of the internal credit rating assigned to the counterparty or the underlying collateral.

The exposure to financial institutions is generally short-term, with 83% of the exposures expiring within one year. At Dec. 31, 2023, 19% of the exposure to financial institutions had an expiration within 90 days, compared with 17% at Dec. 31, 2022.

In addition, 62% of the financial institutions exposure is secured at Dec. 31, 2023. For example, securities

industry clients and asset managers often borrow against marketable securities held in custody.

At Dec. 31, 2023, the secured intraday credit provided to dealers in connection with their tri-party repo activity totaled $13.5 billion and was included in the securities industry portfolio. Dealers secure the outstanding intraday credit with high-quality liquid collateral having a market value in excess of the amount of the outstanding credit. Secured intraday credit facilities represent 34% of the exposure in the financial institutions portfolio and are reviewed and reapproved annually.

The asset managers portfolio exposure is high-quality, with 97% of the exposures meeting our investment grade equivalent ratings criteria as of Dec. 31, 2023. These exposures are generally short-term liquidity facilities, with the majority to regulated mutual funds.

Our banks portfolio exposure primarily relates to our global trade finance. These exposures are short-term in nature, with 96% due in less than one year. The investment grade percentage of our banks exposure was 84% at Dec. 31, 2023, compared with 86% at Dec. 31, 2022. Our non-investment grade exposures are primarily trade finance loans in Brazil.

BNY Mellon 29

Results of Operations (continued)

Commercial

The commercial portfolio is presented below.

Commercial portfolio exposure	Dec. 31, 2023										Dec. 31, 2022
(dollars in billions)	Loans		Unfunded commitments		Total exposure		% Inv. grade		% due <1 yr.		Loans		Unfunded commitments		Total exposure
Services and other	$	1.2	$	3.4	$	4.6	98	%	41	%	$	0.8	$	3.2	$	4.0
Manufacturing	0.5		3.6		4.1		96		19		0.5		4.1		4.6
Energy and utilities	0.4		3.7		4.1		89		6		0.3		3.7		4.0
Media and telecom	—		0.7		0.7		88		3		0.1		0.7		0.8
Total	$	2.1	$	11.4	$	13.5	94	%	22	%	$	1.7	$	11.7	$	13.4

The commercial portfolio exposure was $13.5 billion at Dec. 31, 2023, an increase of 1% from Dec. 31, 2022, primarily driven by higher exposure in the services and other portfolios, partially offset by lower exposure in the manufacturing portfolio.

Our credit strategy is to focus on investment grade clients that are active users of our non-credit services. The following table summarizes the percentage of the financial institutions and commercial portfolio exposures that are investment grade.

Investment grade percentages	Dec. 31,
	2023		2022		2021
Financial institutions	92	%	95	%	96	%
Commercial	94	%	95	%	94	%

Wealth management loans

Our wealth management loan exposure was $9.6 billion at Dec. 31, 2023, compared with $10.9 billion at Dec. 31, 2022. Wealth management loans primarily consist of loans to high-net-worth

individuals, a majority of which are secured by the customers’ investment management accounts or custody accounts.

Wealth management mortgages

Our wealth management mortgage exposure was $9.4 billion at Dec. 31, 2023, compared with $9.2 billion at Dec. 31, 2022. Wealth management mortgages primarily consist of loans to high-net-worth individuals, which are secured by residential property. Wealth management mortgages are primarily interest-only, adjustable-rate mortgages with a weighted-average loan-to-value ratio of 61% at origination. Less than 1% of the mortgages were past due at Dec. 31, 2023.

At Dec. 31, 2023, the wealth management mortgage portfolio consisted of the following geographic concentrations: California – 21%; New York – 14%; Florida – 11%; Massachusetts – 8%; and other – 46%.

30 BNY Mellon

Results of Operations (continued)

Commercial real estate

The composition of the commercial real estate portfolio by asset class, including percentage secured, is presented below.

Composition of commercial real estate portfolio by asset class	Dec. 31, 2023				Dec. 31, 2022
	Total exposure		Percentage secured (a)		Total exposure		Percentage secured (a)
(dollars in billions)
Residential	$	4.3	88	%	$	4.1	85	%
Office	2.6		74		2.8		75
Retail	0.8		63		0.9		58
Mixed-use	0.8		31		0.8		33
Hotels	0.6		40		0.6		42
Healthcare	0.5		57		0.4		49
Other	0.6		71		0.5		66
Total commercial real estate	$	10.2	73	%	$	10.1	71	%

(a)    Represents the percentage of secured exposure in each asset class.

Our commercial real estate exposure totaled $10.2 billion at Dec. 31, 2023 and $10.1 billion at Dec. 31, 2022. Our income-producing commercial real estate facilities are focused on experienced owners and are structured with moderate leverage based on existing cash flows. Our commercial real estate lending activities also include construction and renovation facilities. Our client base consists of experienced developers and long-term holders of real estate assets. Loans are approved on the basis of existing or projected cash flows and supported by appraisals and knowledge of local market conditions. Development loans are structured with moderate leverage, and in many instances, involve some level of recourse to the developer.

At Dec. 31, 2023, the unsecured portfolio consisted of real estate investment trusts (“REITs”) and real estate operating companies, which are both primarily investment grade.

At Dec. 31, 2023, our commercial real estate portfolio consisted of the following concentrations: New York metro – 36%; REITs and real estate operating companies – 27%; and other – 37%.

Lease financings

The lease financings portfolio exposure totaled $599 million at Dec. 31, 2023 and $657 million at Dec. 31, 2022. At Dec. 31, 2023, nearly all of leasing exposure was investment grade, or investment grade equivalent, and primarily consisted of exposures backed by well-diversified assets, primarily real estate and large-ticket transportation equipment.

Assets are both domestic and foreign-based, with primary concentrations in Germany and the U.S.

Other residential mortgages

The other residential mortgages portfolio primarily consists of 1-4 family residential mortgage loans and totaled $1.2 billion at Dec. 31, 2023 and $345 million at Dec. 31, 2022.

Overdrafts

Overdrafts primarily relate to custody and securities clearance clients and are generally repaid within two business days.

Capital call financing

Capital call financing includes loans to private equity funds that are secured by the fund investors’ capital commitments and the funds’ right to call capital.

Other loans

Other loans primarily include loans to consumers that are fully collateralized with equities, mutual funds and fixed-income securities.

Margin loans

Margin loan exposure of $18.0 billion at Dec. 31, 2023 and $16.9 billion at Dec. 31, 2022 was collateralized with marketable securities. Borrowers are required to maintain a daily collateral margin in excess of 100% of the value of the loan. Margin

BNY Mellon 31

Results of Operations (continued)

loans included $7 billion at Dec. 31, 2023 and $6 billion at Dec. 31, 2022 related to a term loan

program that offers fully collateralized loans to broker-dealers.

Maturity of loan portfolio

The following table shows the maturity structure of our loan portfolio.

Maturity of loan portfolio at Dec. 31, 2023	Within 1 year		Between 1 and 5 years		Between 5 and 15 years		After 15 years		Total
(in millions)
Commercial	$	1,472	$	579	$	61	$	—	$	2,112
Commercial real estate	1,708		3,909		1,143		—		6,760
Financial institutions	8,953		1,568		—		—		10,521
Lease financings	1		258		340		—		599
Wealth management loans	8,634		273		202		—		9,109
Wealth management mortgages	—		20		375		8,736		9,131
Other residential mortgages	—		5		137		1,024		1,166
Overdrafts	3,053		—		—		—		3,053
Capital call financing	2,469		1,231		—		—		3,700
Other	2,712		5		—		—		2,717
Margin loans	17,983		28		—		—		18,011
Total	$	46,985	$	7,876	$	2,258	$	9,760	$	66,879

Interest rate characteristic

The following table shows the interest rate characteristic of loans maturing after one year.

Interest rate characteristic of loan portfolio maturing > 1 year at Dec. 31, 2023
(in millions)	Fixed rates		Floating rates		Total
Commercial	$	61	$	579	$	640
Commercial real estate	112		4,940		5,052
Financial institutions	—		1,568		1,568
Lease financings	598		—		598
Wealth management loans	10		465		475
Wealth management mortgages	3,821		5,310		9,131
Other residential mortgages	1,142		24		1,166
Capital call financing	—		1,231		1,231
Other	—		5		5
Margin Loans	—		28		28
Total	$	5,744	$	14,150	$	19,894

32 BNY Mellon

Results of Operations (continued)

Allowance for credit losses

Our credit strategy is to focus on investment grade clients who are active users of our non-credit services. Our primary exposure to the credit risk of a customer consists of funded loans, unfunded contractual commitments to lend, standby letters of credit and overdrafts associated with our custody and securities clearance businesses.

The following table presents the changes in our allowance for credit losses.

Allowance for credit losses activity	2023				2022
(dollars in millions)
Beginning balance of allowance for credit losses	$	292			$	260
Provision for credit losses	119				39
Charge-offs:
Loans:
Other residential mortgages	(3)				—
Other financial instruments	(2)				(11)
Total charge-offs	(5)				(11)
Recoveries:
Loans:
Commercial	1				—
Other residential mortgages	2				4
Other	5				—
Other financial instruments	—				—
Total recoveries	8				4
Net recoveries (charge-offs)	3				(7)
Ending balance of allowance for credit losses	$	414			292
Allowance for loan losses	$	303			$	176
Allowance for lending-related commitments	87				78
Allowance for financial instruments (a)	24				38
Total allowance for credit losses	$	414			$	292
Total loans	$	66,879			$	66,063
Average loans outstanding	$	64,096			$	67,825
Net recoveries (charge-offs) of loans to average loans outstanding	—		%		(0.01)		%
Net recoveries (charge-offs) of loans to total allowance for loan losses and lending-related commitments	0.77				(2.76)
Allowance for loan losses as a percentage of total loans	0.45				0.27
Allowance for loan losses and lending-related commitments as a percentage of total loans	0.58				0.38
Net (charge-offs) to average loans by loan category: (b)
Other residential mortgages:	(0.11)		%		N/A
Net (charge-offs) during the year	$	(1)			N/A
Average loans outstanding	$	908		(b)	N/A

(a)    Includes allowance for credit losses on federal funds sold and securities purchased under resale agreements, available-for-sale securities, held-to-maturity securities, accounts receivable, cash and due from banks and interest-bearing deposits with banks.

(b)    Average loans based on month-end balances.

N/A – Not applicable. There were no net charge-offs in 2022.

The provision for credit losses was $119 million in 2023, primarily driven by reserve increases related to commercial real estate exposure and changes in the macroeconomic forecast.

The allowance for loan losses and allowance for lending-related commitments represent

management’s estimate of lifetime expected losses in our credit portfolio. This evaluation process is subject to numerous estimates and judgments. To the extent actual results differ from forecasts or management’s judgment, the allowance for credit losses may be greater or less than future charge-offs.

BNY Mellon 33

Results of Operations (continued)

Based on an evaluation of the allowance for credit losses as discussed in “Critical accounting estimates” and Note 1 of the Notes to Consolidated Financial Statements, we have allocated our allowance for loans and lending-related commitments as presented below.

Allocation of allowance for loan losses and lending-related commitments (a)
	Dec. 31,
	2023				2022
(dollars in millions)	$		%		$		%
Commercial real estate	$	325	83	%	$	184	72	%
Commercial	27		7		18		7
Financial institutions	19		4		24		9
Wealth management mortgages	9		2		12		5
Other residential mortgages	4		1		8		3
Capital call financing	4		1		6		2
Wealth management loans	1		1		1		1
Lease financings	1		1		1		1
Total	$	390	100	%	$	254	100	%

(a)    The allowance allocated to margins loans, overdrafts and other loans was insignificant at both Dec. 31, 2023 and Dec. 31, 2022. We have rarely suffered a loss on these types of loans.

The allocation of the allowance for credit losses is inherently judgmental, and the entire allowance for credit losses is available to absorb credit losses regardless of the nature of the losses.

Nonperforming assets

The table below presents our nonperforming assets.

Nonperforming assets	Dec. 31,
(dollars in millions)	2023			2022
Nonperforming loans:
Commercial real estate	$	189		$	54
Other residential mortgages	24			31
Wealth management mortgages	19			22
Total nonperforming loans	232			107
Other assets owned	5			2
Total nonperforming assets	$	237		$	109
Nonperforming assets ratio	0.35		%	0.16		%
Allowance for loan losses/nonperforming loans	130.6			164.5
Allowance for loan losses/nonperforming assets	127.8			161.5
Allowance for credit losses/nonperforming loans	168.1			237.4
Allowance for credit losses/nonperforming assets	164.6			233.0

Nonperforming assets increased $128 million in 2023 compared with 2022, primarily reflecting higher nonperforming commercial real estate loans.

See “Nonperforming assets” in Note 1 of the Notes to Consolidated Financial Statements for our policy for placing loans on nonaccrual status.

Deposits

We receive client deposits through the businesses in the Securities Services, Market and Wealth Services and Investment and Wealth Management segments and we rely on those deposits as a low-cost and stable source of funding.

Total deposits were $283.7 billion at Dec. 31, 2023, an increase of 2%, compared with $279.0 billion at Dec. 31, 2022. The increase primarily reflects higher interest-bearing deposits in U.S. offices and non-U.S. offices, partially offset by lower non-interest bearing deposits (principally U.S. offices).

Noninterest-bearing deposits were $58.3 billion at Dec. 31, 2023, compared with $78.0 billion at Dec. 31, 2022, reflecting client activity. Interest-bearing deposits were primarily demand deposits and totaled $225.4 billion at Dec. 31, 2023, compared with $201.0 billion at Dec. 31, 2022.

The aggregate amount of deposits by foreign customers in domestic offices was $55.1 billion at Dec. 31, 2023 and $61.2 billion at Dec. 31, 2022.

Deposits in foreign offices totaled $96.6 billion at Dec. 31, 2023 and $98.3 billion at Dec. 31, 2022. These deposits were primarily overnight deposits.

Uninsured deposits are the portion of domestic deposits accounts that exceed the FDIC insurance limit. Uninsured deposits in domestic deposit accounts are generally demand deposits and totaled $168.4 billion at Dec. 31, 2023 and $156.6 billion at Dec. 31, 2022.

34 BNY Mellon

Results of Operations (continued)

The following table presents the amount of uninsured domestic and foreign time deposits disaggregated by time remaining until maturity.

Uninsured time deposits at Dec. 31, 2023
(in millions)	Domestic		Foreign
Less than 3 months	$	331	$	661
3 to 6 months	161		5
6-12 months	154		9
Over 12 months	1		—
Total	$	647	$	675

Short-term borrowings

We fund ourselves primarily through deposits and, to a lesser extent, other short-term borrowings and long-term debt. Short-term borrowings consist of federal funds purchased and securities sold under repurchase agreements, payables to customers and broker-dealers, commercial paper and other borrowed funds. Certain short-term borrowings, for example, securities sold under repurchase agreements, require the delivery of securities as collateral.

Federal funds purchased and securities sold under repurchase agreements include repurchase agreement activity with the Fixed Income Clearing Corporation (“FICC”), where we record interest expense on a gross basis, but the ending and average balances reflect the impact of offsetting under enforceable netting agreements. This activity primarily relates to government securities collateralized resale and repurchase agreements executed with clients that are novated to and settle with the FICC.

Payables to customers and broker-dealers represent funds awaiting reinvestment and short sale proceeds payable on demand. Payables to customers and broker-dealers are driven by customer trading activity and market volatility.

The Bank of New York Mellon may issue commercial paper that matures within 397 days from the date of issue and is not redeemable prior to maturity or subject to voluntary prepayment.

Other borrowed funds primarily include borrowings from the Federal Home Loan Bank, overdrafts of sub-custodian account balances in our Securities Services businesses, finance lease liabilities and borrowings under lines of credit by our Pershing subsidiaries. Overdrafts typically relate to timing differences for settlements.

Liquidity and dividends

BNY Mellon defines liquidity as the ability of the Parent and its subsidiaries to access funding or convert assets to cash quickly and efficiently, or to roll over or issue new debt, especially during periods of market stress, at a reasonable cost, and in order to meet its short-term (up to one year) obligations. Funding liquidity risk is the risk that BNY Mellon cannot meet its cash and collateral obligations at a reasonable cost for both expected and unexpected cash flow and collateral needs without adversely affecting daily operations or our financial condition. Funding liquidity risk can arise from funding mismatches, market constraints from the inability to convert assets into cash, the inability to hold or raise cash, low overnight deposits, deposit run-off or contingent liquidity events.

Changes in economic conditions or exposure to credit, market, operational, legal and reputational risks also can affect BNY Mellon’s liquidity risk profile and are considered in our liquidity risk framework. For additional information, see “Risk Management – Liquidity Risk.”

The Parent’s policy is to have access to sufficient unencumbered cash and cash equivalents at each quarter-end to cover maturities and other forecasted debt redemptions, net interest payments and net tax payments for the following 18-month period, and to provide sufficient collateral to satisfy transactions subject to Section 23A of the Federal Reserve Act.

We monitor and control liquidity exposures and funding needs within and across significant legal entities, branches, currencies and business lines, taking into account, among other factors, any applicable restrictions on the transfer of liquidity among entities.

BNY Mellon also manages potential intraday liquidity risks. We monitor and manage intraday liquidity against existing and expected intraday liquid resources (such as cash balances, remaining intraday credit capacity, intraday contingency funding and available collateral) to enable BNY Mellon to meet its intraday obligations under normal and reasonably severe stressed conditions.

BNY Mellon 35

Results of Operations (continued)

We define available funds for internal liquidity management purposes as cash and due from banks, interest-bearing deposits with the Federal Reserve and other central banks, interest-bearing deposits with banks and federal funds sold and securities purchased under resale agreements. The following table presents our total available funds at period end and on an average basis.

Available funds	Dec. 31, 2023			Dec. 31, 2022			Average
(dollars in millions)							2023			2022			2021
Cash and due from banks	$	4,922		$	5,030		$	5,287		$	5,542		$	5,922
Interest-bearing deposits with the Federal Reserve and other central banks	111,550			91,655			103,904			97,442			113,346
Interest-bearing deposits with banks	12,139			17,169			13,620			16,826			20,757
Federal funds sold and securities purchased under resale agreements	28,900			24,298			26,077			24,953			28,530
Total available funds	$	157,511		$	138,152		$	148,888		$	144,763		$	168,555
Total available funds as a percentage of total assets	38		%	34		%	37		%	34		%	37		%

Total available funds were $157.5 billion at Dec. 31, 2023, compared with $138.2 billion at Dec. 31, 2022. The increase was primarily due to higher interest-bearing deposits with the Federal Reserve and other central banks and federal funds sold and securities purchased under resale agreements, partially offset by lower interest-bearing deposits with banks.

Average non-core sources of funds, such as federal funds purchased and securities sold under repurchase agreements, trading liabilities, other borrowed funds and commercial paper, were $25.0 billion for 2023 and $16.9 billion for 2022. The increase primarily reflects higher federal funds purchased and securities sold under repurchase agreements and other borrowed funds.

Average interest-bearing domestic deposits were $123.5 billion for 2023 and $111.5 billion for 2022.

Average foreign deposits, primarily from our European-based businesses included in the Securities Services and Market and Wealth Services segments, were $88.8 billion for 2023, compared with $101.9 billion for 2022. The decrease primarily reflects client activity.

Average payables to customers and broker-dealers were $14.4 billion for 2023 and $17.1 billion for

2022. Payables to customers and broker-dealers are driven by customer trading activity and market volatility.

Average long-term debt was $31.0 billion for 2023 and $27.4 billion for 2022.

Average noninterest-bearing deposits decreased to $59.2 billion for 2023 from $85.7 billion for 2022, primarily reflecting client activity.

A significant reduction of client activity in our Securities Services and Market and Wealth Services business segments would reduce our access to deposits. See “Asset/liability management” for additional factors that could impact our deposit balances.

Sources of liquidity

The Parent’s major sources of liquidity are access to the debt and equity markets, dividends from its subsidiaries, and cash on hand and cash otherwise made available in business-as-usual circumstances to the Parent through a committed credit facility with our intermediate holding company (“IHC”).

36 BNY Mellon

Results of Operations (continued)

Our ability to access the capital markets on favorable terms, or at all, is partially dependent on our credit ratings, which are as follows:

Credit ratings at Dec. 31, 2023
	Moody’s		S&P	Fitch		DBRS
Parent:
Long-term senior debt	A1		A	AA-		AA
Subordinated debt	A2		A-	A		AA (low)
Preferred stock	Baa1		BBB	BBB+		A
Outlook – Parent	Positive		Stable	Stable		Stable
The Bank of New York Mellon:
Long-term senior debt	Aa2		AA-	AA		AA (high)
Subordinated debt	NR		A	NR		NR
Long-term deposits	Aa1		AA-	AA+		AA (high)
Short-term deposits	P-1		A-1+	F1+		R-1 (high)
Commercial paper	P-1		A-1+	F1+		R-1 (high)
BNY Mellon, N.A.:
Long-term senior debt	Aa2	(a)	AA-	AA	(a)	AA (high)
Long-term deposits	Aa1		AA-	AA+		AA (high)
Short-term deposits	P-1		A-1+	F1+		R-1 (high)
Outlook – Banks	Negative (multiple)	(b)	Stable	Stable		Stable

(a)    Represents senior debt issuer default rating.

(b)    Positive outlook on long-term senior debt ratings. Negative outlook on long-term deposits ratings. Positive outlook on senior unsecured rating for The Bank of New York Mellon.

NR – Not rated.

In November 2023, Moody’s Investor Service (“Moody’s”) confirmed the long-term issuer ratings, debt ratings, counterparty risk ratings and counterparty risk assessments of the Parent and our rated subsidiaries. Following the confirmation, the rating outlook for the Parent and The Bank of New York Mellon’s issuer and senior unsecured ratings is positive. In August 2023, Moody’s affirmed all Prime-1 short-term ratings of the Parent and rated subsidiaries as well as the long-term deposit ratings for The Bank of New York Mellon and BNY Mellon, N.A.

Long-term debt totaled $31.3 billion at Dec. 31, 2023 and $30.5 billion at Dec. 31, 2022. Issuances of $6.5 billion and an increase in the fair value of hedged long-term debt were partially offset by maturities and repurchases of $6.1 billion. The Parent has $4.9 billion of long-term debt that will mature in 2024.

The following table presents the long-term debt issued in 2023.

Debt issuances
(in millions)	2023
4.947% fixed-to-floating callable senior notes due 2027	$	1,500
6.474% fixed-to-floating callable senior notes due 2034	1,100
4.967% fixed-to-floating callable senior notes due 2034	1,000
6.317% fixed-to-floating callable senior notes due 2029	900
4.706% fixed-to-floating callable senior notes due 2034	750
4.543% fixed-to-floating callable senior notes due 2029	750
5.148% fixed-to-floating callable senior bank notes due 2026	500
Total debt issuances	$	6,500

In December 2023, the Parent redeemed all outstanding shares of its Series D Noncumulative Perpetual Preferred Stock. See Note 15 of the Notes to Consolidated Financial Statements for additional information on the Parent’s preferred stock.

The Bank of New York Mellon may issue notes and CDs. At Dec. 31, 2023 and Dec. 31, 2022, $1.3 billion and $780 million, respectively, of notes were outstanding. At Dec. 31, 2023 and Dec. 31, 2022, $397 million and $122 million of CDs were outstanding, respectively.

BNY Mellon 37

Results of Operations (continued)

The Bank of New York Mellon also issues commercial paper that matures within 397 days from the date of issue and is not redeemable prior to maturity or subject to voluntary prepayment. There was no commercial paper outstanding at Dec. 31, 2023 and Dec. 31, 2022. The average commercial paper outstanding was $5 million for 2023 and 2022.

Subsequent to Dec. 31, 2023, our U.S. bank subsidiaries could declare dividends to the Parent of approximately $1.7 billion, without the need for a regulatory waiver. In addition, at Dec. 31, 2023, non-bank subsidiaries of the Parent had liquid assets of approximately $3.2 billion. Restrictions on our ability to obtain funds from our subsidiaries are discussed in more detail in “Supervision and Regulation – Capital Planning and Stress Testing – Payment of Dividends, Stock Repurchases and Other Capital Distributions” and in Note 19 of the Notes to Consolidated Financial Statements.

Pershing LLC has one uncommitted line of credit in place for liquidity purposes which is guaranteed by the Parent for $300 million. Average borrowings under this line were less than $1 million in 2023. Pershing Limited, an indirect UK-based subsidiary of BNY Mellon, has two separate uncommitted lines of credit amounting to $261 million in aggregate. Average borrowings under these lines were $16 million, in aggregate, in 2023.

The double leverage ratio is the ratio of our equity investment in subsidiaries divided by our consolidated Parent company equity, which includes our noncumulative perpetual preferred stock. In short, the double leverage ratio measures the extent to which equity in subsidiaries is financed by Parent company debt. As the double leverage ratio increases, this can reflect greater demands on a company’s cash flows in order to service interest payments and debt maturities. BNY Mellon’s double leverage ratio is managed in a range considering the high level of unencumbered available liquid assets held in its principal subsidiaries (such as central bank deposit placements and government securities), the Company’s cash generating fee-based business model, with fee revenue representing 74% of total revenue in 2023, and the dividend capacity of our banking subsidiaries. Our double leverage ratio was 120.5% at Dec. 31, 2023 and Dec. 31, 2022, and within the range targeted by management.

Uses of funds

The Parent’s major uses of funds are repurchases of common stock, payment of dividends, principal and interest payments on its borrowings, acquisitions and additional investments in its subsidiaries.

In 2023, we paid $1.5 billion in dividends on our common and preferred stock. Our common stock dividend payout ratio was 41% for 2023.

In 2023, we repurchased 55.8 million common shares at an average price of $46.66 per common share for a total cost of $2.6 billion.

Liquidity coverage ratio (“LCR”)

U.S. regulators have established an LCR that requires certain banking organizations, including BNY Mellon, to maintain a minimum amount of unencumbered high-quality liquid assets (“HQLA”) sufficient to withstand the net cash outflow under a hypothetical standardized acute liquidity stress scenario for a 30-day time horizon.

The following table presents BNY Mellon’s consolidated HQLA at Dec. 31, 2023, and the average HQLA and average LCR for the fourth quarter of 2023.

Consolidated HQLA and LCR	Dec. 31, 2023			Sept. 30, 2023
(dollars in billions)
Cash (a)	$	111		$	107
Securities (b)	72			70
Total consolidated HQLA (c)	$	183		$	177
Total consolidated HQLA – average (c)	$	192		$	180
Average consolidated LCR	117		%	121		%

(a)    Primarily includes cash on deposit with central banks.

(b)    Primarily includes securities of U.S. government-sponsored enterprises, U.S. Treasury, sovereigns and U.S. agencies.

(c)    Consolidated HQLA presented before adjustments. After haircuts and the impact of trapped liquidity, consolidated HQLA totaled $153 billion at Dec. 31, 2023 and $140 billion at Sept. 30, 2023, and averaged $143 billion for the fourth quarter of 2023 and $129 billion for the third quarter of 2023.

BNY Mellon and each of our affected domestic bank subsidiaries were compliant with the U.S. LCR requirements of at least 100% throughout 2023.

38 BNY Mellon

Results of Operations (continued)

Net stable funding ratio (“NSFR”)

The NSFR is a liquidity requirement applicable to large U.S. banking organizations, including BNY Mellon. The NSFR is expressed as a ratio of the available stable funding to the required stable funding amount over a one-year horizon. Our average consolidated NSFR was 135% for the fourth quarter of 2023 and 136% for the third quarter of 2023.

BNY Mellon and each of our affected domestic bank subsidiaries were compliant with the NSFR requirement of at least 100% throughout the fourth quarter of 2023.

Statement of cash flows

The following summarizes the activity reflected on the consolidated statement of cash flows. While this information may be helpful to highlight certain macro trends and business strategies, the cash flow analysis may not be as relevant when analyzing changes in our net earnings and net assets. We believe that in addition to the traditional cash flow analysis, the discussion related to liquidity and dividends and asset/liability management herein may provide more useful context in evaluating our liquidity position and related activity.

Net cash provided by operating activities was $5.9 billion in 2023, compared with $15.1 billion in 2022. In 2023, cash flows provided by operations primarily

resulted from earnings and changes in accruals and other, net. In 2022, cash flows provided by operations primarily resulted from changes in trading assets and liabilities, changes in accruals and other, net and earnings.

Net cash used for investing activities was $5.8 billion in 2023, compared with net cash provided by investing activities of $19.9 billion in 2022. In 2023, net cash used for investing activities primarily reflects changes in interest-bearing deposits with the Federal Reserve and other central banks and changes in federal funds sold and securities purchased under resale agreements, partially offset by a decrease in the securities portfolio. In 2022, net cash provided by investing activities primarily reflects changes in interest-bearing deposits with the Federal Reserve and other central banks, a net decrease in the securities portfolio and change in federal funds sold and securities purchased under resale agreements.

Net cash used for financing activities was $3.5 billion in 2023, compared with $33.7 billion in 2022. In 2023, net cash used for financing activities primarily reflects repayments of long-term debt, changes in payables to customers and broker-dealers and common stock repurchases, partially offset by issuances of long-term debt and changes in deposits. In 2022, net cash used for financing activities primarily reflects changes in deposits and repayments of long-term debt, partially offset by issuances of long-term debt.

Capital

Capital data (dollars in millions, except per share amounts; common shares in thousands)	2023			2022
At Dec. 31:
BNY Mellon shareholders’ equity to total assets ratio	10.0		%	10.0		%
BNY Mellon common shareholders’ equity to total assets ratio	8.9		%	8.8		%
Total BNY Mellon shareholders’ equity	$	40,874		$	40,734
Total BNY Mellon common shareholders’ equity	$	36,531		$	35,896
BNY Mellon tangible common shareholders’ equity – Non-GAAP (a)	$	19,278		$	18,686
Book value per common share	$	48.11		$	44.40
Tangible book value per common share – Non-GAAP (a)	$	25.39		$	23.11
Closing stock price per common share	$	52.05		$	45.52
Market capitalization	$	39,524		$	36,800
Common shares outstanding	759,344			808,445
Full-year:
Cash dividends per common share	$	1.58		$	1.42
Common dividend payout ratio	41		%	49		%
Common dividend yield	3.0		%	3.1		%

(a)    See “Supplemental Information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 111 for the reconciliation of these Non-GAAP measures.

BNY Mellon 39

Results of Operations (continued)

The Bank of New York Mellon Corporation total shareholders’ equity increased to $40.9 billion at Dec. 31, 2023 from $40.7 billion at Dec. 31, 2022. The increase primarily reflects earnings and unrealized gain on securities available-for-sale, partially offset by common stock repurchase activity and dividend payments.

The unrealized loss (after-tax) on our available-for-sale securities portfolio, net of hedges, included in accumulated other comprehensive income was $1.6 billion at Dec. 31, 2023, compared with $2.4 billion at Dec. 31, 2022. Net unrealized loss, including the impact of hedges, decreased as securities moved closer to maturity.

We repurchased 55.8 million common shares at an average price of $46.66 per common share for a total of $2.6 billion in 2023.

In January 2023, we announced a share repurchase program approved by our Board of Directors providing for the repurchase of up to $5.0 billion of common shares beginning Jan. 1, 2023. This new share repurchase plan replaced all previously authorized share repurchase plans.

In July 2023, our Board of Directors approved a 14% increase in the quarterly cash dividend on common stock, from $0.37 to $0.42 per share. We began paying the increased quarterly cash dividend in the third quarter of 2023.

In December 2023, the Parent redeemed all outstanding shares of its Series D Noncumulative Perpetual Preferred Stock. See Note 15 of the Notes

to Consolidated Financial Statements for additional information on the Parent’s preferred stock.

Capital adequacy

Regulators establish certain levels of capital for bank holding companies (“BHCs”) and banks, including BNY Mellon and our bank subsidiaries, in accordance with established quantitative measurements. For the Parent to maintain its status as a financial holding company (“FHC”), our U.S. bank subsidiaries and BNY Mellon must, among other things, qualify as “well capitalized.” As of Dec. 31, 2023 and Dec. 31, 2022, BNY Mellon and our U.S. bank subsidiaries were “well capitalized.” Failure to satisfy regulatory standards, including “well capitalized” status or capital adequacy rules more generally, could result in limitations on our activities and adversely affect our financial condition. See the discussion of these matters in “Supervision and Regulation – Regulated Entities of BNY Mellon and Ancillary Regulatory Requirements” and “Risk Factors – Capital and Liquidity Risk – Failure to satisfy regulatory standards, including “well capitalized” and “well managed” status or capital adequacy and liquidity rules more generally, could result in limitations on our activities and adversely affect our business and financial condition.”

The U.S. banking agencies’ capital rules are based on the framework adopted by the Basel Committee on Banking Supervision (“BCBS”), as amended from time to time. For additional information on these capital requirements, see “Supervision and Regulation.”

40 BNY Mellon

Results of Operations (continued)

The table below presents our consolidated and largest bank subsidiary regulatory capital ratios.

Consolidated and largest bank subsidiary regulatory capital ratios	Dec. 31, 2023								Dec. 31, 2022
	Well capitalized			Minimum required			Capital ratios		Capital ratios
						(a)
Consolidated regulatory capital ratios: (b)
Advanced Approaches:
CET1 ratio	N/A		(c)	8.5	%		11.5	%	11.2	%
Tier 1 capital ratio	6	%		10			14.2		14.1
Total capital ratio	10			12			15.0		14.9
Standardized Approach:
CET1 ratio	N/A		(c)	8.5	%		11.9	%	11.3	%
Tier 1 capital ratio	6	%		10			14.7		14.4
Total capital ratio	10			12			15.7		15.3
Tier 1 leverage ratio	N/A		(c)	4			6.0		5.8
SLR (d)	N/A		(c)	5			7.3		6.8
The Bank of New York Mellon regulatory capital ratios: (b)
Advanced Approaches:
CET1 ratio	6.5	%		7	%		16.2	%	15.6	%
Tier 1 capital ratio	8			8.5			16.2		15.6
Total capital ratio	10			10.5			16.3		15.7
Tier 1 leverage ratio	5			4			6.6		6.2
SLR (d)	6			3			8.6		7.7

(a)    Minimum requirements for Dec. 31, 2023 include minimum thresholds plus currently applicable buffers. The U.S. global systemically important banks (“G-SIB”) surcharge of 1.5% is subject to change. The countercyclical capital buffer is currently set to 0%. The stress capital buffer (“SCB”) requirement is 2.5%, equal to the regulatory minimum for Standardized Approach capital ratios.

(b)    For our CET1, Tier 1 capital and Total capital ratios, our effective capital ratios under U.S. capital rules are the lower of the ratios as calculated under the Standardized and Advanced Approaches. The Tier 1 leverage ratio is based on Tier 1 capital and quarterly average total assets.

(c)    The Federal Reserve’s regulations do not establish well capitalized thresholds for these measures for BHCs.

(d)    The SLR is based on Tier 1 capital and total leverage exposure, which includes certain off-balance sheet exposures.

N/A - Not applicable.

Our CET1 ratio determined under the Advanced Approaches was 11.5% at Dec. 31, 2023 and 11.2% at Dec. 31, 2022. The increase was primarily driven by capital generated through earnings and a net increase in accumulated other comprehensive income, partially offset by capital deployed through common stock repurchases and dividends.

The Tier 1 leverage ratio was 6.0% at Dec. 31, 2023, compared with 5.8% at Dec. 31, 2022. The increase was driven by lower average assets.

Risk-based capital ratios vary depending on the size of the balance sheet at period end and the levels and types of investments in assets, and leverage ratios vary based on the average size of the balance sheet over the quarter. The balance sheet size fluctuates from period to period based on levels of customer and market activity. In general, when servicing clients are more actively trading securities, deposit balances and the balance sheet as a whole are higher. In addition, when markets experience significant

volatility or stress, our balance sheet size may increase considerably as client deposit levels increase.

Our capital ratios are necessarily subject to, among other things, anticipated compliance with all necessary enhancements to model calibration, approval by regulators of certain models used as part of RWA calculations, other refinements, further implementation guidance from regulators, market practices and standards and any changes BNY Mellon may make to its businesses. As a consequence of these factors, our capital ratios may materially change, and may be volatile over time and from period to period.

Under the Advanced Approaches, our operational loss risk model is informed by external losses, including fines and penalties levied against institutions in the financial services industry, particularly those that relate to businesses in which we operate, and as a result external losses have impacted and could in the

BNY Mellon 41

Results of Operations (continued)

future impact the amount of capital that we are required to hold.

The following table presents our capital components and RWAs.

Capital components and risk-weighted assets	Dec. 31,
(in millions)	2023		2022
CET1:
Common shareholders’ equity	$	36,531	$	35,896
Adjustments for:
Goodwill and intangible assets (a)	(17,253)		(17,210)
Net pension fund assets	(297)		(317)
Embedded goodwill	(275)		(279)
Deferred tax assets	(62)		(56)
Other	(6)		(2)
Total CET1	18,638		18,032
Other Tier 1 capital:
Preferred stock	4,343		4,838
Other	(14)		(14)
Total Tier 1 capital	$	22,967	$	22,856
Tier 2 capital:
Subordinated debt	$	1,148	$	1,248
Allowance for credit losses	414		291
Other	(11)		(11)
Total Tier 2 capital – Standardized Approach	1,551		1,528
Excess of expected credit losses	85		50
Less: Allowance for credit losses	414		291
Total Tier 2 capital – Advanced Approaches	$	1,222	$	1,287
Total capital:
Standardized Approach	$	24,518	$	24,384
Advanced Approaches	$	24,189	$	24,143
Risk-weighted assets:
Standardized Approach	$	156,254	$	159,096
Advanced Approaches:
Credit Risk	$	87,299	$	90,243
Market Risk	3,380		2,979
Operational Risk	70,925		68,450
Total Advanced Approaches	$	161,604	$	161,672
Average assets for Tier 1 leverage ratio	$	383,899	$	396,643
Total leverage exposure for SLR	$	313,749	$	336,049

(a)    Reduced by deferred tax liabilities associated with intangible assets and tax-deductible goodwill.

The table below presents the factors that impacted CET1 capital.

CET1 generation	2023
(in millions)
CET1 – Beginning of period	$	18,032
Net income applicable to common shareholders of The Bank of New York Mellon Corporation	3,051
Goodwill and intangible assets, net of related deferred tax liabilities	(43)
Gross CET1 generated	3,008
Capital deployed:
Common stock repurchases	(2,604)
Common stock dividends (a)	(1,262)
Total capital deployed	(3,866)
Other comprehensive gain (loss):
Unrealized gain on assets available-for-sale	881
Foreign currency translation	272
Unrealized gain on cash flow hedges	6
Defined benefit plans	(86)
Total other comprehensive gain	1,073
Additional paid-in capital (b)	400
Other additions (deductions):
Net pension fund assets	20
Embedded goodwill	4
Deferred tax assets	(6)
Other	(27)
Total other (deductions)	(9)
Net CET1 generated	606
CET1 – End of period	$	18,638

(a)    Includes dividend-equivalents on share-based awards.

(b)    Primarily related to stock awards and stock issued for employee benefit plans.

The following table shows the impact on the consolidated capital ratios at Dec. 31, 2023 of a $100 million increase or decrease in common equity, or a $1 billion increase or decrease in RWAs, quarterly average assets or total leverage exposure.

Sensitivity of consolidated capital ratios at Dec. 31, 2023
	Increase or decrease of
(in basis points)	$100 million in common equity		$1 billion in RWA, quarterly average assets or total leverage exposure
CET1:
Standardized Approach	6	bps	8	bps
Advanced Approaches	6		7
Tier 1 capital:
Standardized Approach	6		9
Advanced Approaches	6		9
Total capital:
Standardized Approach	6		10
Advanced Approaches	6		9
Tier 1 leverage	3		2
SLR	3		2

42 BNY Mellon

Results of Operations (continued)

Stress capital buffer

In July 2023, the Federal Reserve announced that BNY Mellon’s SCB requirement would remain at 2.5%, equal to the regulatory floor, for the period from Oct. 1, 2023 through Sept. 30, 2024. The SCB replaced the static 2.5% capital conservation buffer for Standardized Approach capital ratios for Comprehensive Capital Analysis and Review (“CCAR”) BHCs. The SCB does not apply to bank subsidiaries, which remain subject to the static 2.5% capital conservation buffer. See “Supervision and Regulation” for additional information.

The SCB final rule generally eliminates the requirement for prior approval of common stock repurchases in excess of the distributions in a firm’s capital plan, provided that such distributions are consistent with applicable capital requirements and buffers, including the SCB.

Total Loss-Absorbing Capacity (“TLAC”)

The following summarizes the minimum requirements for BNY Mellon’s external TLAC and external long-term debt (“LTD”) ratios, plus currently applicable buffers.

	As a % of RWAs (a)	As a % of total leverage exposure
Eligible external TLAC ratios	Regulatory minimum of 18% plus a buffer (b) equal to the sum of 2.5%, the method 1  G-SIB surcharge (currently 1%), and the countercyclical capital buffer, if any	Regulatory minimum of 7.5% plus a buffer (c) equal to 2%
Eligible external LTD ratios	Regulatory minimum of 6% plus the greater of the method 1 or method 2 G-SIB surcharge (currently 1.5%)	4.5%

(a)    RWA is the greater of the Standardized Approach and Advanced Approaches.

(b)    Buffer to be met using only CET1.

(c)    Buffer to be met using only Tier 1 capital.

External TLAC consists of the Parent’s Tier 1 capital and eligible unsecured LTD issued by it that has a remaining term to maturity of at least one year and satisfies certain other conditions. Eligible LTD consists of the unpaid principal balance of eligible unsecured debt securities, subject to haircuts for amounts due to be paid within two years, that satisfy certain other conditions. Debt issued prior to Dec. 31, 2016 has been permanently grandfathered to the extent these instruments otherwise would be ineligible only due to containing impermissible acceleration rights or being governed by foreign law.

The following table presents our external TLAC and external LTD ratios.

TLAC and LTD ratios	Dec. 31, 2023
	Minimum required		Minimum ratios with buffers
					Ratios
Eligible external TLAC:
As a percentage of RWA	18.0	%	21.5	%	30.3	%
As a percentage of total leverage exposure	7.5	%	9.5	%	15.6	%
Eligible external LTD:
As a percentage of RWA	7.5	%	N/A		15.0	%
As a percentage of total leverage exposure	4.5	%	N/A		7.7	%

N/A – Not applicable.

If BNY Mellon maintains risk-based ratio or leverage TLAC measures above the minimum required level, but with a risk-based ratio or leverage below the minimum level with buffers, we will face constraints on dividends, equity repurchases and discretionary executive compensation based on the amount of the shortfall and eligible retained income.

BNY Mellon 43

Results of Operations (continued)

Issuer purchases of equity securities

Share repurchases – fourth quarter of 2023				Total shares repurchased as  part of a publicly announced plan or program	Maximum approximate dollar value of shares that may yet be purchased under the publicly announced plans or programs at Dec. 31, 2023
(dollars in millions, except per share amounts; common shares in thousands)	Total shares repurchased	Average price per share
October 2023	3,450	$	42.28	3,450		$	2,700
November 2023	4,823	45.09		4,823		2,483
December 2023	1,763	49.26		1,763		2,396
Fourth quarter of 2023 (a)	10,036	$	44.85	10,036		$	2,396	(b)

(a)    Includes 64 thousand shares repurchased at a purchase price of $3 million from employees, primarily in connection with the employees’ payment of taxes upon the vesting of restricted stock. The average price of open market share repurchases was $44.83.

(b)    Represents the maximum value of the shares to be repurchased under the share repurchase plan announced in January 2023 and includes shares repurchased in connection with employee benefit plans.

In January 2023, we announced a share repurchase program approved by our Board of Directors providing for the repurchase of up to $5.0 billion of common shares beginning Jan. 1, 2023. This new share repurchase plan replaced all previously authorized share repurchase plans.

Share repurchases may be executed through open market repurchases, in privately negotiated transactions or by other means, including through repurchase plans designed to comply with Rule 10b5-1 and other derivative, accelerated share repurchase and other structured transactions. The timing and exact amount of any common stock repurchases will depend on various factors, including market conditions and the common stock trading price; the Company’s capital position, liquidity and financial performance; alternative uses of capital; and legal and regulatory limitations and considerations.

Trading activities and risk management

Our trading activities are focused on acting as a market-maker for our customers, facilitating customer trades and risk-mitigating hedging in compliance with the Volcker Rule. The risk from market-making activities for customers is managed by our traders and limited in total exposure through a system of position limits, value-at-risk (“VaR”) methodology and other market sensitivity measures. VaR is the potential loss in value due to adverse market movements over a defined time horizon with a specified confidence level. The calculation of our VaR used by management and presented below assumes a one-day holding period, utilizes a 99% confidence level and incorporates non-linear product characteristics. VaR facilitates comparisons across portfolios of different risk characteristics. VaR also captures the

diversification of aggregated risk at the firm-wide level.

VaR represents a key risk management measure and it is important to note the inherent limitations to VaR, which include:

•VaR does not estimate potential losses over longer time horizons where moves may be extreme;

•VaR does not take into account the potential variability of market liquidity; and

•Previous moves in market risk factors may not produce accurate predictions of all future market moves.

See Note 23 of the Notes to Consolidated Financial Statements for additional information on the VaR methodology.

The following tables indicate the calculated VaR amounts for the trading portfolio for the designated periods using the historical simulation VaR model.

VaR (a)	2023						Dec. 31, 2023
(in millions)	Average		Minimum		Maximum
Interest rate	$	3.2	$	1.9	$	7.6	$	2.6
Foreign exchange	2.9		2.0		5.7		2.9
Equity	0.2		—		1.5		0.1
Credit	1.5		0.7		3.5		1.3
Diversification	(5.0)		N/M		N/M		(4.7)
Overall portfolio	2.8		1.3		8.9		2.2

44 BNY Mellon

Results of Operations (continued)

VaR (a)	2022						Dec. 31, 2022
(in millions)	Average		Minimum		Maximum
Interest rate	$	4.1	$	1.6	$	9.3	$	2.3
Foreign exchange	3.8		2.0		10.2		3.0
Equity	0.2		—		0.9		0.1
Credit	2.1		1.0		4.4		1.8
Diversification	(5.0)		N/M		N/M		(3.5)
Overall portfolio	5.2		2.5		11.4		3.7

(a)    VaR exposure does not include the impact of the Company’s consolidated investment management funds and seed capital investments.

N/M – Because the minimum and maximum may occur on different days for different risk components, it is not meaningful to compute a minimum and maximum portfolio diversification effect.

The interest rate component of VaR represents instruments whose values are predominantly driven by interest rate levels. These instruments include, but are not limited to, U.S. Treasury securities, swaps, swaptions, forward rate agreements, exchange-traded futures and options, and other interest rate derivative products.

The foreign exchange component of VaR represents instruments whose values predominantly vary with the level or volatility of currency exchange rates or interest rates. These instruments include, but are not limited to, currency balances, spot and forward transactions, currency options and other currency derivative products.

The equity component of VaR consists of instruments that represent an ownership interest in the form of domestic and foreign common stock or other equity-linked instruments. These instruments include, but are not limited to, common stock, exchange-traded funds, preferred stock, listed equity options (puts and calls), OTC equity options, equity total return swaps, equity index futures and other equity derivative products.

The credit component of VaR represents instruments whose values are predominantly driven by credit spread levels, i.e., idiosyncratic default risk. These instruments include, but are not limited to, single issuer credit default swaps, and securities with exposures from corporate and municipal credit spreads.

The diversification component of VaR is the risk reduction benefit that occurs when combining portfolios and offsetting positions, and from the correlated behavior of risk factor movements.

During 2023, interest rate risk generated 41% of average gross VaR, foreign exchange risk generated 37% of average gross VaR, equity risk generated 3% of average gross VaR and credit risk generated 19% of average gross VaR. During 2023, our daily trading loss did not exceed our calculated VaR amount of the overall portfolio.

The following table of total daily trading revenue or loss illustrates the number of trading days in which our trading revenue or loss fell within particular ranges during the past five quarters.

Distribution of trading revenue (loss) (a)
	Quarter ended
(dollars in millions)	Dec. 31, 2023	Sept. 30, 2023	June 30, 2023	March 31, 2023	Dec. 31, 2022
Revenue range:	Number of days
Less than $(2.5)	2	—	—	—	2
$(2.5) – $0	3	5	2	1	4
$0 – $2.5	18	14	15	20	13
$2.5 – $5.0	25	24	37	26	24
More than $5.0	15	20	9	15	20

(a)    Trading revenue (loss) includes realized and unrealized gains and losses primarily related to spot and forward foreign exchange transactions, derivatives and securities trades for our customers and excludes any associated commissions, underwriting fees and net interest revenue.

Trading assets include debt and equity instruments and derivative assets, primarily foreign exchange and interest rate contracts, not designated as hedging instruments. Trading assets were $10.1 billion at Dec. 31, 2023 and $9.9 billion at Dec. 31, 2022.

Trading liabilities include debt and equity instruments and derivative liabilities, primarily foreign exchange and interest rate contracts, not designated as hedging instruments. Trading liabilities were $6.2 billion at Dec. 31, 2023 and $5.4 billion at Dec. 31, 2022.

Under our fair value methodology for derivative contracts, an initial “risk-neutral” valuation is performed on each position assuming time-discounting based on a AA credit curve. In addition, we consider credit risk in arriving at the fair value of our derivatives.

We reflect external credit ratings as well as observable credit default swap spreads for both ourselves and our counterparties when measuring the fair value of our derivative positions. Accordingly, the valuation of our derivative positions is sensitive to the current changes in our own credit spreads, as well as those of our counterparties.

BNY Mellon 45

Results of Operations (continued)

At Dec. 31, 2023, our OTC derivative assets, including those in hedging relationships, of $2.3 billion included a credit valuation adjustment (“CVA”) deduction of $16 million. Our OTC derivative liabilities, including those in hedging relationships, of $3.8 billion included a debit valuation adjustment (“DVA”) of $4 million related to our own credit spread. Net of hedges, the CVA increased by $1 million and the DVA increased by $1 million in 2023, which increased other trading revenue by less than $1 million in 2023. During 2023, no realized loss was charged off against CVA reserves.

At Dec. 31, 2022, our OTC derivative assets, including those in hedging relationships, of $2.9 billion included a CVA deduction of $18 million. Our OTC derivative liabilities, including those in hedging relationships, of $3.0 billion included a DVA of $6 million related to our own credit spread. Net of hedges, the CVA increased by $4 million and the DVA increased by $7 million in 2022, which increased other trading revenue by $3 million in 2022. During 2022, no realized loss was charged off against CVA reserves.

The table below summarizes our exposure, net of collateral related to our derivative counterparties, as determined on an internal risk management basis. Significant changes in counterparty credit ratings could alter the level of credit risk faced by BNY Mellon.

Foreign exchange and other trading   counterparty risk rating profile
	Dec. 31, 2023				Dec. 31, 2022
(dollars in millions)	Exposure, net of collateral		Percentage of exposure, net of collateral		Exposure, net of collateral		Percentage of exposure, net of collateral
Investment grade	$	2,062	95	%	$	2,553	98	%
Non-investment grade	103		5	%	63		2	%
Total	$	2,165	100	%	$	2,616	100	%

Asset/liability management

Our diversified business activities include processing securities, accepting deposits, investing in securities, lending, raising money as needed to fund assets and other transactions. The market risks from these activities include interest rate risk and foreign exchange risk. Our primary market risk is exposure to movements in U.S. dollar interest rates and certain

foreign currency interest rates. We actively manage interest rate sensitivity and use earnings simulation and discounted cash flow models to identify interest rate exposures.

An earnings simulation model is the primary tool used to assess changes in pre-tax net interest revenue between a baseline scenario and hypothetical interest rate scenarios. Interest rate sensitivity is quantified by calculating the change in pre-tax net interest revenue between the scenarios over a 12-month measurement period.

The baseline scenario incorporates the market’s forward rate expectations and management’s assumptions regarding client deposit rates, credit spreads, changes in the prepayment behavior of loans and securities and the impact of derivative financial instruments used for interest rate risk management purposes as of each respective quarter-end. These assumptions have been developed through a combination of historical analysis and future expected pricing behavior and are inherently uncertain. Actual results may differ materially from projected results due to timing, magnitude and frequency of interest rate changes, and changes in market conditions and management’s strategies, among other factors. Client deposit levels and mix are key assumptions impacting net interest revenue in the baseline as well as the hypothetical interest rate scenarios. The earnings simulation model assumes static deposit levels and mix, and it also assumes that no management actions will be taken to mitigate the effects of interest rate changes. Typically, the baseline scenario uses the average deposit balances of the quarter.

In the table below, we use the earnings simulation model to assess the impact of various hypothetical interest rate scenarios compared to the baseline scenario. In each of the scenarios, all currencies’ interest rates are instantaneously shifted higher or lower at the start of the forecast. Long-term interest rates are defined as all tenors equal to or greater than three years and short-term interest rates are defined as all tenors equal to or less than three months. Interim term points are interpolated where applicable. The impact of interest rate shifts may not be linear. The results of this earnings simulation should therefore not be extrapolated for more severe interest rate scenarios than those presented in the table below.

46 BNY Mellon

Results of Operations (continued)

The following table shows net interest revenue sensitivity for BNY Mellon.

Estimated changes in net interest revenue (in millions)	Dec. 31, 2023		Sept. 30, 2023		Dec. 31, 2022
Up 100 bps rate shock vs. baseline	$	254	$	166	$	214
Long-term up 100 bps, short-term unchanged	71		13		30
Short-term up 100 bps, long-term unchanged	183		153		184
Long-term down 100 bps, short-term unchanged (a)	(73)		(14)		(30)
Short-term down 100 bps, long-term unchanged	(270)		(214)		(251)
Down 100 bp rate shock vs. baseline	(343)		(228)		(281)

(a)    The sensitivity for Dec. 31, 2022 has been updated to reflect the impact of a 100 basis point decrease in long-term rates while short-term rates were unchanged.

At Dec. 31, 2023, the impact of a 100 basis point upward shift in rates on net interest revenue increased compared with Sept. 30, 2023 primarily due to higher cash and deposit balances in the most recent quarter, which increased the benefit of rising interest rates. The impact of a 100 basis point downward shift in rates on net interest revenue worsened compared with Sept. 30, 2023 primarily due higher cash and deposit balances.

While the net interest revenue sensitivity scenario calculations assume static deposit balances to facilitate consistent period-over-period comparisons, net interest revenue is impacted by changes in deposit balances. Noninterest-bearing deposits are particularly sensitive to changes in short-term rates.

To illustrate the net interest revenue sensitivity to deposit run-off, we estimate that a $5 billion instantaneous reduction or increase in U.S. dollar-denominated noninterest-bearing deposits would reduce or increase the net interest revenue sensitivity results in the up 100 basis point scenario in the table above by approximately $290 million. The impact would be smaller if the run-off was assumed to be a mixture of interest-bearing and noninterest-bearing deposits.

Additionally, during periods of low short-term interest rates, money market mutual fund fees and other similar fees are typically waived to protect investors from negative returns.

For a discussion of factors impacting the growth or contraction of deposits, see “Risk Factors – Capital and Liquidity Risk – Our business, financial condition and results of operations could be adversely affected if we do not effectively manage our liquidity.”

We also project future cash flows from our assets and liabilities over a long-term horizon and then discount these cash flows using instantaneous parallel shocks to prevailing interest rates. This measure reflects the structural balance sheet interest rate sensitivity by discounting all future cash flows. The aggregation of these discounted cash flows is the economic value of equity (“EVE”). The following table shows how EVE would change in response to changes in interest rates.

Estimated changes in EVE	Dec. 31, 2023
Rate change:
Up 200 bps vs. baseline	2.5	%
Up 100 bps vs. baseline	2.2	%
Down 100 bps vs. baseline	(2.7)	%
Down 200 bps vs. baseline	(6.1)	%

The asymmetrical accounting treatment of the impact of a change in interest rates on our balance sheet may create a situation in which an increase in interest rates can adversely affect reported equity and regulatory capital, even though economically there may be no impact on our economic capital position. For example, an increase in rates will result in a decline in the value of our available-for-sale securities portfolio. In this example, there is no corresponding change on our fixed liabilities, even though economically these liabilities are more valuable as rates rise.

These results do not reflect strategies that management could employ to limit the impact as interest rate expectations change.

To manage foreign exchange risk, we fund foreign currency-denominated assets with liability instruments denominated in the same currency. We utilize various foreign exchange contracts if a liability denominated in the same currency is not available or desired, and to minimize the earnings impact of translation gains or losses created by investments in foreign markets. We use forward foreign exchange contracts to protect the value of our net investment in foreign operations. At Dec. 31, 2023, net investments in foreign operations totaled $14 billion and were spread across 19 foreign currencies.

BNY Mellon 47

Risk Management

Overview

BNY Mellon plays a vital role in the global financial markets, and effective risk management is critical to our success. BNY Mellon operates under the Enterprise Risk Management Framework (“risk management framework”) which is the foundation of our risk management approach. Risk management begins with a strong risk culture, and we reinforce our culture through principle-based policies including the Code of Conduct, which are grounded in our core values of passion for excellence, integrity, strength in diversity and courage to lead.

These values are critical to our success. They not only explain what we stand for and our shared culture, but also help us to think and act globally. They serve as a representation of the promises we have made to our clients, communities, shareholders and each other.

BNY Mellon’s Risk Identification process is a core component of BNY Mellon’s risk framework and is the foundation for understanding and managing risk. We utilize a common risk language, our Risk Taxonomy, to identify risks across our six primary risk categories: Operational Risk, Market Risk, Credit Risk, Liquidity Risk, Model Risk and Strategic Risk. Quarterly, the Company engages in a process designed to document identification and assessment of its risks, and to determine the set of risks material to BNY Mellon. Outputs from the Risk Identification process inform elements of our risk framework such as our Risk Appetite as well as Enterprise-wide Stress Testing and Capital Planning.

BNY Mellon’s Risk Appetite expresses the level of risk we are willing to tolerate to meet our strategic objectives in a manner that balances risk and reward while considering our risk capacity and maintaining a balance sheet that remains resilient throughout market cycles. This guides BNY Mellon’s risk-taking activities and informs key decision-making processes, including the manner by which we pursue our business strategy and the methods by which we manage risk. The Risk Appetite Statement and associated key risk metrics to monitor our risk profile are updated and approved by the Risk Committee of the Board at least annually.

BNY Mellon conducts Enterprise-wide Stress Testing as part of its Internal Capital Adequacy Assessment Process in accordance with CCAR, and as required by

the enhanced prudential standards issued pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”). Enterprise-wide Stress Testing considers the Company’s lines of business, products, geographic areas and risk types incorporating the results from underlying models and projections for a range of stress scenarios. Additional details on Capital Planning and Stress Testing are included in “Supervision and Regulation.”

Three Lines of Defense

BNY Mellon’s Three Lines of Defense model is a critical component of our risk management framework to clarify roles and responsibilities across the organization.

BNY Mellon’s first line of defense includes senior management and business and corporate staff, excluding management and employees in Risk Management, Compliance and Internal Audit. Senior management in the first line is responsible for maintaining and implementing an effective risk management framework and appropriately managing risk consistent with its strategy and risk tolerance, including establishing clear responsibilities and accountability for the identification, measurement, management and control of risk.

Risk and Compliance is the independent second line of defense, reporting to the Chief Risk Officer. The Chief Risk Officer reports to both the Chief Executive Officer and the Risk Committee of the Company’s Board of Directors. Risk and Compliance is responsible for establishing a framework that outlines expectations and provides guidance for the effective management of risk at BNY Mellon while also independently testing, reviewing and challenging the first line. To facilitate the comprehensive global application of consistent standards for each risk or compliance topic, independent oversight is provided by Risk and Compliance across three perspectives – lines of business; legal entities; and enterprise-wide risk and compliance disciplines.

Internal Audit is BNY Mellon’s third line of defense and serves as an independent, objective assurance function that reports directly to the Audit Committee of the Company’s Board of Directors. It assists the Company in accomplishing its objectives by bringing a systematic, disciplined, risk-based approach to evaluate and improve the effectiveness of the

48 BNY Mellon

Risk Management (continued)

Company’s risk management, control and governance processes. The scope of Internal Audit’s work includes the review and evaluation of the adequacy,

effectiveness and sustainability of risk management procedures, internal control systems, information systems and governance processes.

Governance

BNY Mellon’s management is responsible for execution of the Company’s risk management framework and the governance structure that supports it, with oversight provided by BNY Mellon’s Board of Directors through two key Board committees: the Risk Committee and the Audit Committee.

A summary of the governance structure is provided below.

BNY Mellon Board of Directors
Risk Committee	Audit Committee
Senior Risk and Control Committee (“SRCC”)

•Anti-Money Laundering Oversight Committee •Asset Liability Committee •Balance Sheet Risk Committee •Business Risk Committees •Compliance and Ethics Oversight Committee •Contract Management Committee •Credit Portfolio Management Committees •Enterprise Insider Threat Steering Committee •Enterprise Risk Committee •International Senior Risk and Control Committee •Operational Risk Committee •Product Approval and Review Committee •Regulatory Oversight Committee •Resolvability Steering Committee •Technology Risk Committee

The Risk Committee is comprised entirely of independent directors and meets on a regular basis to review and assess the control processes with respect to the Company’s inherent risks. It also reviews and assesses the Company’s risk management policies and practices. The roles and responsibilities of the Risk Committee are described in more detail in its charter, a copy of which is available on our website, www.bnymellon.com.

The Audit Committee is also comprised entirely of independent directors. The Audit Committee meets on a regular basis to perform an oversight review of the integrity of the financial statements and financial reporting process, compliance with legal and regulatory requirements, the Company’s independent registered public accountant’s qualifications and independence, and the performance of our internal audit function and the independent registered public accountant. The Audit Committee also reviews management’s assessment of the adequacy of internal controls. The functions of the Audit Committee are described in more detail in its charter, a copy of which is available on our website, www.bnymellon.com.

The SRCC is the most senior management level risk governance group at the Company and is responsible for oversight of all Risk Management, Compliance & Ethics activities and processes, including the Enterprise Risk Management Framework. The committee is chaired by the Chief Risk Officer and its members include the Chief Executive Officer, Chief Financial Officer and General Counsel.

Subcommittees of the SRCC include:

•Anti-Money Laundering Oversight Committee: Oversees the systems and controls relating to all aspects of anti-money laundering and terrorist financing compliance (including Know Your Customer, suspicious activity reporting and sanctions) within the Company.

•Asset Liability Committee (“ALCO”): The senior management committee responsible for balance sheet oversight, including capital, liquidity and interest rate risk management.

•Balance Sheet Risk Committee (the “BSRC”): Reviews and receives escalation relating to balance sheet risk management frameworks

BNY Mellon 49

Risk Management (continued)

associated with the assets, liabilities and capital of the Company. There is a focus on treasury risk topics, including matters related to liquidity risk, capital management, investment portfolio risk, and interest rate risk in the banking book.

•Business Risk Committees: Review and assess risk and control issues observed from existing business practices or activities or arising from new business practices or activities in our various lines of business and supporting operations.

•Compliance and Ethics Oversight Committee: Provides governance and oversight of the operations of the Compliance and Ethics function and the management and reporting of compliance risk-related issues, as well as Compliance & Ethics processes, policies, procedures and standards.

•Contract Management Committee: The governance and escalation body for the Company’s Customer Contract Management policy and determines the client contract management policies and infrastructure for the Company.

•Credit Portfolio Management Committees: Seven Portfolio Management Committees, governed by the same charter and rules, manage, monitor and review each of Credit Risk’s primary portfolio segments, including underwriting criteria, portfolio limits and composition, risk metrics, concentration, credit strategy, quality and exposure, stress test outcomes and wrong way risk.

•Enterprise Insider Threat Steering Committee: Provides enterprise-wide governance and oversight related to the Enterprise Insider Threat Program and related initiatives, as well as provides visibility to senior leadership related to the enterprise risk profile as it relates to insider threat risks.

•Enterprise Risk Committee: Oversees the Enterprise Risk Management Framework and related activities, including comprehensive discussions, deliberations and collaboration on material and emerging risks, limit setting, risk reporting, issues management, escalation and relevant decision making.

•International Senior Risk and Control Committee: Provides risk management oversight, and acts as a point of convergence for the coordination, transparency and communication of material issues (live or emerging) across international entities.

•Operational Risk Committee: Oversees the operational risk profile and is responsible for monitoring and managing the appropriateness of the operational risk framework, policy design, adherence tracking and mitigating controls.

•Product Approval and Review Committee: Responsible for reviewing and approving proposals to introduce new and modify or retire existing products.

•Regulatory Oversight Committee: Provides strategic direction, oversight, challenge, and coordination across regulatory remediation initiatives within the Company’s Regulatory Oversight Program.

•Resolvability Steering Committee: Oversees recovery and resolution planning, including but not limited to the project governance and oversight framework for all recovery and resolution planning requirements in relevant jurisdictions where BNY Mellon operates.

•Technology Risk Committee: Oversees the review and assessment of technology risk and control issues observed from existing business practices or activities, or arising from new business practices or activities in our various lines of business and supporting operations so as to assist the Company in managing and monitoring technology risk and control issues.

50 BNY Mellon

Risk Management (continued)

Risk Types Overview

The understanding, identification, measurement and mitigation of risk are essential elements for the successful management of BNY Mellon. We leverage a comprehensive risk taxonomy to support consistent language for defining and understanding risks. The primary categories in our risk taxonomy are:

Type of risk	Description
Operational	The risk of loss resulting from inadequate or failed internal processes, people and systems or from external events. Operational risk includes risks, such as compliance and financial crimes, technology risks and third party risks.
Market	The risk of financial loss or adverse change to the economic condition of BNY Mellon resulting from movements in market risk factors. Market risk factors include but are not limited to interest rates, credit spreads, foreign exchanges rates, commodity prices, and equity prices. The potential loss in value for the BNY Mellon financial portfolio caused by adverse movements in market prices of foreign exchange, fixed income and equity assets, credit spreads, commodities and liabilities accounted for under fair value and equivalent methods.
Credit	Credit risk denotes a broad category of adverse financial outcomes arising from credit events (default, bankruptcy, ratings migration) associated with obligor/counterparty not meeting (inability/unwilling) its contractual obligations. Credit risk is present in the majority of our assets, but primarily concentrated in the loan and securities books, as well as foreign exchange and off-balance sheet exposures such as lending commitments, letters of credit and securities lending indemnifications.
Liquidity	The risk arising from an inability to access funding, convert assets to cash quickly and efficiently, or to roll over or issue new debt, especially during periods of market stress. Liquidity risk includes the inability to access funding sources or manage fluctuations in funding levels. Liquidity risk can arise from cash flow mismatches, market constraints from the inability to convert assets to cash, the inability to raise cash in the markets, deposit run-off or contingent liquidity events.
Model	The potential loss arising from incorrectly designing/using a model or stress conditions that invalidate the assumptions of a model.
Strategic	The risk arising from the flawed design, decision or implementation of a business strategy, and potential disruption to business strategy by external factors and/or internal decisions. More specifically, the risks arising from adverse business decisions, poor implementation of business decisions or lack of responsiveness to changes in the financial industry and operating environment. Strategic risks may also arise from the acceptance of new businesses, the introduction or modification of products, strategic finance and risk management decisions, business process changes, complex transactions, acquisitions/divestitures/joint ventures and major capital expenditures/investments.

Operational Risk

In providing a comprehensive array of products and services, we are exposed to operational risk. Operational risk may result from, but is not limited to, errors related to transaction processing, failure of internal control systems and meeting compliance requirements, fraud by employees or persons outside BNY Mellon or business interruption due to system failures or other events. Operational risk may also include breaches of our technology and information systems resulting in unauthorized access to confidential information or from internal or external threats, such as cyberattacks. Operational risk also includes potential legal or regulatory actions that could arise. In the case of an operational event, we could suffer financial losses as well as reputational damage.

To address these risks, we maintain comprehensive policies and procedures and an internal control

framework designed to provide a sound operational environment. These controls have been designed to manage operational risk at appropriate levels given our financial strength, the business environment and markets in which we operate, and the nature of our businesses, and considering factors such as competition and regulation.

The organizational framework for operational risk is based upon a strong risk culture that incorporates both governance and risk management activities comprising:

•Accountability of Businesses – Business managers are responsible for maintaining an effective system of internal controls commensurate with the business risk profiles and in accordance with BNY Mellon policies and procedures.

BNY Mellon 51

Risk Management (continued)

•Operational Risk Management is the independent second line function responsible for developing risk management policies and tools for assessing, measuring, monitoring and managing operational risk for BNY Mellon. The primary objectives of the Operational Risk Management Framework are to promote effective risk management, identify emerging risks and drive improvement in controls and to reduce operational risk. The Operational Risk Management function includes independent operational risk oversight of all lines of business and functions, as well as specialist oversight of areas such as data risk, fraud risk, and third party risk.

•Technology risk is a subset of operational risk. Technology Risk Management is the independent second line function that is responsible for independent risk oversight of the technology footprint, bringing expertise to bear across some of BNY Mellon’s most significant risk exposures. The function also conducts integrated independent assessments on multiple cyber and digital initiatives within the Company. They partner with businesses and legal entities to drive better understanding and a more accurate assessment of operational risks that can occur from technology operations. Technology Risk Management also acts as a catalyst to drive the development of global technology policies, key controls and methods to assess, measure and monitor information and technology risk for BNY Mellon.

•Operational resiliency is a top priority for the Company. Foundational to our enterprise resiliency strategy is the Business Services Framework, governed by the first line Enterprise Resiliency Office, with second line oversight from Resiliency Risk Management. First line business management is accountable for maintaining effective resiliency capabilities under this framework, while Technology and Operations are responsible for successful execution in coordination with the business. Elements of the resiliency strategy include the Business Services Framework, IT Asset Management, Application transformation and Mainframe modernization, as well as Disaster Recovery Testing and Business Continuity capabilities. We are also focused on the resiliency capabilities of our most important service providers. These capabilities are intended to enable the Company to deliver services to our

clients by the ability to prevent, respond to and recover from business disruptions and threats.

•Compliance and financial crimes risk is also a subset of operational risk with second line Compliance and Ethics and Financial Crime Compliance (“FCC”) teams. Compliance and financial crimes risk is defined as the risk of legal or regulatory sanctions, material financial loss, or a financial institution’s reputational loss as a result of its failure to comply with laws, regulations, rules, related self-regulatory organization standards, and codes of conduct or organizational standards of practice. We seek to comply with all obligations through a comprehensive, integrated Compliance and Ethics Management Framework.

Market Risk

Our business activity tends to minimize outright our direct exposure to market risk, with such risk primarily limited to market volatility from trading activity in support of clients. More significant market risk is assumed in the form of interest rate and credit spread risk within the investment portfolio as a means for asset/liability management and net interest revenue generation, and also through the interest rate risk associated with BNY Mellon’s balance sheet position which is sensitive to adverse movements in interest rates.

The Company has indirect market risk exposure associated with the change in the value of financial collateral underlying securities financing and derivatives positions. The Collateral Margin Review Committee reviews and approves the standards for collateral received or paid in respect of collateralized derivative agreements and securities financing transactions.

Oversight of market risk is performed by the SRCC, BSRC, ALCO and through executive review meetings. Stress tests results for the trading portfolio are reviewed during the Markets Weekly Risk meeting, which is attended by senior managers from Risk Management, Finance and Sales and Trading. Oversight of the risk management framework associated with the Corporate Treasury and Portfolio Management functions is performed by the BSRC. Detailed aspects of this oversight are conducted by the Treasury Risk Committee, a subcommittee of the BSRC.

52 BNY Mellon

Risk Management (continued)

The Business Risk Committee for the Markets business reviews key risk and control issues and related initiatives facing all Markets lines of business. Also addressed during the Business Risk Committee meetings are trading VaR and trading stressed VaR exposures against limits.

Finally, the Risk Quantification Review Group reviews back-testing results for the Company’s VaR model.

Credit Risk

We extend direct credit in order to foster client relationships and as a method by which to generate interest income from the deposits that result from business activity. We extend and incur intraday credit exposure in order to facilitate our various processing activities.

To balance the value of our activities with the credit risk incurred in pursuing them, we set and monitor internal credit limits for activities that entail credit risk, most often on the size of the exposure and the quality of the counterparty. For credit exposures driven by changing market rates and prices, exposure measures include an add-on for such potential changes.

We manage credit risk exposure at a counterparty, industry, country and portfolio level. Credit risk exposure at the counterparty level is managed through our credit approval framework and involves four approval levels up to and including the Chief Risk Officer of the Company. The requisite approvals are based upon the size and relative risk of the aggregate exposure under consideration. The Credit Risk Group is responsible for approving the size, terms and maturity of all credit exposures proposed by the business, as well as the ongoing monitoring of the creditworthiness of the counterparty. In addition, it is responsible for challenging and approving the internal risk ratings on each exposure.

The calculation of a fundamental credit measure is based on a projection of a statistically probable credit loss, used to help determine the appropriate loan loss reserve and to measure customer profitability. Credit loss considers three basic components: the estimated size of the exposure whenever default might occur, the probability of default before maturity and the severity of the loss we would incur, commonly called “loss given default.” For institutional lending, where

most of our credit risk is created, unfunded commitments are assigned a usage given default percentage. Borrowers/counterparties are assigned ratings by the business and reviewed, challenged and approved by the Credit Portfolio Managers on an 18-grade scale, which translate to a scaled probability of default. Additionally, transactions are assigned loss given default ratings (on a 5-grade scale) that reflect the transactions’ structures, including the effects of guarantees, collateral and relative seniority of position.

The Risk Modeling and Analytics Group is responsible for the calculation methodologies and the estimates of the inputs used in those methodologies for the determination of expected loss. These methodologies and input estimates are regularly evaluated for appropriateness and accuracy. As new techniques and data become available, the Risk Modeling and Analytics Group incorporates, where appropriate, those techniques or data.

BNY Mellon seeks to limit both on- and off-balance sheet credit risk through prudent underwriting and the use of capital only where risk-adjusted returns warrant. We seek to manage risk and improve our portfolio diversification through syndications, asset sales, credit enhancements and active collateralization and netting agreements. In addition, we have a separate Credit Risk Review Group, which is an independent group within Internal Audit, composed of experienced loan review officers who perform timely reviews of the loan files and credit ratings assigned to the loans.

Liquidity Risk

Adequate liquidity is vital to BNY Mellon’s ability to process payments as well as settle and clear transactions on behalf of clients. The Company’s liquidity position can be affected by multiple factors, including funding mismatches, market conditions that impact our ability to convert our investment portfolio to cash, inability to issue debt or roll over funding, run-off of core deposits, and contingent liquidity events such as additional collateral posting requirements. Additionally, a downgrade in our credit rating can not only lead to an outflow of deposits, which are a major source of our funding, but also increase our margin requirements on secured transactions and have a broader adverse impact on our overall brand that may further impair our ability to refinance maturing liabilities. Changes in

BNY Mellon 53

Risk Management (continued)

economic conditions or exposure to other risks can also affect our liquidity.

The Board of Directors approves liquidity risk tolerance and is responsible for oversight of liquidity risk management of the Company. ALCO provides governance for the appropriate execution of Board-approved strategies, policies and procedures for managing liquidity. Senior management is responsible for executing those Board-approved strategies, policies and procedures for managing liquidity which ALCO oversees, as well as regularly reporting the liquidity position of the Company to the Board of Directors. The BSRC provides governance over independent risk oversight of liquidity risks, and oversees the establishment of control frameworks. The Treasury Risk Committee, which is chaired by independent risk management, validates and approves internal stress testing methodologies and assumptions, and an independent Liquidity Risk function is responsible for providing ongoing review and oversight of liquidity risk management.

BNY Mellon actively manages and monitors its cash position, quality of the investment portfolio, intraday liquidity positions and potential liquidity needs in order to support the timely payment and settlement of obligations under both normal and stressed conditions. The Company uses a range of stress testing measures in connection with its efforts to maintain sufficient liquidity relative to risk appetite, including the Liquidity Coverage Ratio and Internal Liquidity Stress Testing.

Model Risk

Models support our infrastructure for managing risk. Among their functions, models help us value securities, rate the quality of an obligor’s credit, establish capital needs and monitor liquidity trends. Model failure might stem from faulty design, misuse, or environmental conditions that invalidate our assumptions. When this happens, the Company could be exposed to losses and other adverse consequences resulting from operational, market, credit and liquidity risk, as well as reputational harm. We aim to maintain a low-risk environment.

BNY Mellon’s processes are designed to identify the conditions under which model risk incidents could occur and to establish controls that are designed to minimize or prevent loss in case of such an event. These processes include enforcement of standards for

developing models, a process to validate new models, change controls for existing models, and a monitoring system to assess performance throughout a model’s life.

When evaluating the degree of model risk, we consider multiple dimensions including the quality of design, the robustness of controls, and indications of underperformance. Based on these measures, we create an overall metric that is intended to measure the health of the Company’s modeling environment and set thresholds around it. This allows us to manage model risk, not only at the level of the individual model, but also in aggregate, across all the Company’s businesses.

Model Risk Management, an independent risk management function, is responsible for executing Board-approved strategies, policies, and procedures for managing model risk. Senior management is responsible for regularly reporting on the Company’s modeling infrastructure to the Risk Committee of the Board of Directors. The Board of Directors approves risk tolerances and is responsible for oversight.

Strategic Risk

Our strategy includes, but is not limited to, improving organic growth across our businesses, driving quality solutions and operating efficiencies, and expanding technology-enabled solutions. Successful realization of our strategy requires that we provide expertise and insight through market-leading solutions that drive economies of scale and attract, develop and retain highly talented people capable of executing our strategy, while protecting our financial profile. We must understand and meet market and client expectations with suitable products and offerings that are financially viable and scalable and that integrate into our business model. Failure to do so could impact both our growth strategy and our ability to service our existing clients, resulting in potential financial loss or litigation.

Changes in the markets in which we and our clients operate can evolve quickly. The introduction of new or disruptive technologies, geopolitical events and slowing economies are examples of events that can produce market uncertainty. Failure to either anticipate or participate in transformational change within a given market or appropriately and promptly react to market conditions or client preferences could result in poor strategic positioning and potential

54 BNY Mellon

Risk Management (continued)

negative financial impact. While it is essential that we continue to innovate and respond to changing markets and client demand, we seek to do so in a manner that does not affect our financial position or jeopardize our fundamental business strategy.

Other Risk Considerations

In addition to the primary risk categories and sub-categories noted above, we consider risks that have thematic significance and may manifest across multiple categories of risk. These risk considerations include data risk, environmental, social and governance risk and reputational risk.

Data Risk

We are exposed to data risk when we fail to consistently manage and control our data assets through the entire lifecycle, including managing the production, confidentiality, quality, integrity, availability, and retention of data information.

Our risk management approach considers data risks within our business activities. Our enterprise data framework and supporting policies address management of data in key areas of data architecture, data governance, data quality management, data protection, data usage and ethics.

We also consider data risks in the execution of our business objectives and processes, including the development of new products and services, including AI applications. We remain committed to increasing the effectiveness of our data management practices which are designed to enable us to deliver products and services to our clients across the investment lifecycle.

Environmental, Social and Governance

We are exposed to environmental, social and governance (“ESG”) risks factors that may lead to

increased risk levels across one or more enterprise risk categories and may impact our risk management frameworks. For example, climate risks include physical risks from acute and chronic weather-related effects as well as transition risks from changes such as fiscal policy, legislation and regulation, technological development, and investor and customer preference changes. Social and governance risks could also impact our risk categories and risk management frameworks.

ESG effects may be wide-ranging with potential financial and operational resilience implications that could negatively impact the Company’s strategic objectives and financial performance, reputation, business operations, ability to service clients and broad stakeholder relationships. Potential risk outcomes include, but are not limited to, adverse publicity, loss of business, financial loss, litigation, employee impacts, and other operational impacts. For example, key climate-related impacts have been identified across our credit portfolios, strategic positioning, operational resiliency, and the pace and volume of regulatory change, with the potential for reputational impacts across these areas. ESG is considered when managing risk within appetite and limits across the enterprise risk categories.

Reputational Risk

We are exposed to Reputational Risk as a result of negative stakeholder perception which may result from any decision, action, or inaction by BNY Mellon, any of our employees, or through other associated parties, such as clients, strategic partners, and third parties. Reputational impacts can result in risks to current or anticipated earnings, capital, liquidity, brand, and enterprise value, and can stem from any line of business, corporate function, legal entity, product, or service.

BNY Mellon 55

Cybersecurity

BNY Mellon maintains a broad range of defenses aimed at remaining abreast of and responding to evolving cybersecurity threats impacting the Company, its operations, its clients, its third-party service providers and the broader financial services sector. During 2023, cybersecurity threats did not have a material effect on the Company’s business strategy or operations. However, the financial services sector is prone to cybersecurity threats, and there can be no assurance that the Company will be able to successfully protect its information systems against material cybersecurity incidents in the future. Given the increasing prevalence and severity of cybersecurity incidents affecting financial institutions, other companies and governmental agencies as well as the evolving and adaptive nature of cybersecurity threats, cybersecurity risk management is a priority for the Company that impacts its allocation of resources, operations and risk management strategy. For a further discussion of the various risks related to cybersecurity threats and the potential impact on the Company’s business strategy, results of operations or financial condition, see “Risk Factors –Risk Types Overview – Operational Risk.”

Risk Management strategy and procedures

BNY Mellon has implemented policies and procedures designed to detect, prevent and respond to malicious and accidental disruptions to the delivery of critical technology services. BNY Mellon’s cybersecurity strategy and procedures are embedded in the Company’s Three Lines of Defense model.

As part of its first line of defense, the Company maintains a dedicated Information Security Division (“ISD”), led by the Chief Information Security Officer (the “CISO”), that is responsible for the day-to-day management of risks from cybersecurity threats. ISD’s responsibilities include cyber threat intelligence, incident response and other cybersecurity operations aimed at enabling the Company to identify, assess and manage existing and emerging cybersecurity threats. ISD monitors for potential threats and communicates relevant risks to the CISO and other members of executive management. Additionally, ISD maintains a cybersecurity incident response and reporting process pursuant to which cybersecurity incidents are classified according to their severity based upon an assessment of multiple factors. Certain cybersecurity incidents may activate enterprise-wide resiliency

processes, which include, among other things, escalation through the management and Board committee structures described below. The Company also has standing arrangements with third parties to assist the Company in identifying, assessing and managing cybersecurity threats, including in connection with risk assessments, penetration testing, legal advice and other aspects of the Company’s cybersecurity risk management and incident response processes.

BNY Mellon has a defined third-party governance framework to help manage the risk posed to the Company by the use of third-party service providers. The Company evaluates the risk posed by third-party service engagements based on multiple factors. The Company has protocols that seek to mitigate cybersecurity risks associated with third-party service providers based on the risk level assigned to such third party, which may include mandatory contractual obligations or the implementation of additional controls by the Company and/or the applicable service provider.

ISD is subject to ongoing review and challenge from Technology Risk Management, which is a part of the independent second line of defense risk function. Technology Risk Management, together with the broader Risk & Compliance group, is responsible for and manages the Company’s risk management framework and establishes guidance for ISD and management designed to help identify, assess and manage cybersecurity risk. For more information on how we monitor and manage our risk management framework, see “Risk Management – Overview.”

Internal Audit serves as the third line of defense and provides an independent view on how effectively the organization as a whole manages cybersecurity risk.

For a further discussion of BNY Mellon’s Three Lines of Defense model, see “Risk Management – Three Lines of Defense.”

Risk Management oversight and governance

The Company’s management is responsible for assessing and managing the Company’s material risks from cybersecurity threats with oversight provided by the Parent’s Board of Directors and the Board committees. The Risk Committee of the Board has primary responsibility for oversight of the overall operation of the Company’s risk management

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Cybersecurity (continued)

framework, including policies and practices addressing cybersecurity risk, and is responsible for the oversight of the second line of defense with respect to its cybersecurity risk management responsibilities. The Technology Committee of the Board and the full Board regularly receive reports and briefings from management concerning cybersecurity matters, including any significant changes to the Company’s cybersecurity program. The Company also has protocols for escalating cybersecurity threats and incidents to the Technology Committee of the Board and the full Board. In addition, the Audit Committee monitors and oversees the performance of Internal Audit, including with respect to its cybersecurity risk management responsibilities.

At the management level, the Technology Oversight Committee, which is the senior management committee responsible for the governance and oversight of the Company’s significant technology projects and initiatives, reviews reports from management concerning ISD and is responsible for, among other things, escalating issues, including significant cybersecurity threats and incidents, to the Technology Committee of the Board. The Technology Oversight Committee is chaired by the Chief Information Officer (the “CIO”) and its members include the CISO.

The Technology Risk Committee is responsible for, among other things, overseeing and reviewing significant cybersecurity incidents. The Technology

Risk Committee receives reports from management and has protocols for escalating certain issues and risks to the SRCC and the Risk Committee of the Board of Directors. The Technology Risk Committee is co-chaired by the Head of Technology Risk and Control and the Chief Technology Risk Officer, and the CISO is a member.

BNY Mellon’s CIO, CISO and Chief Technology Risk Officer each have extensive experience in assessing and managing risks from cybersecurity threats. The Company’s CISO joined BNY Mellon in 2022 and previously served as head of information security at a Fortune 500 biopharmaceutical company and an information technology company, as well as the Global Chief Technology Officer at a large cybersecurity company. The Company’s CIO has served in that position since 2017 and previously held roles as Chief Information Officer, Chief Technology Officer, and numerous other technology management positions at other large financial institutions. The Company’s Chief Technology Risk Officer joined BNY Mellon in 2021 and previously served as Global Head of Technology Risk Management, Chief Information Security Officer, Global Head of Cyber Risk and Operational Resilience and Chief Risk Officer for Technology and Operations at other large financial institutions.

For a further discussion of BNY Mellon’s risk management governance structure, see “Risk Management – Governance.”

BNY Mellon 57

Supervision and Regulation

Evolving Regulatory Environment

BNY Mellon engages in banking, investment advisory and other financial activities across the globe and is subject to extensive regulation in the jurisdictions in which it operates. Global supervisory authorities generally are charged with ensuring the safety and soundness of financial institutions, protecting the interests of customers, including depositors in banking entities and investors in mutual funds and other pooled vehicles, safeguarding the integrity of securities and other financial markets and promoting systemic resiliency and financial stability in the relevant country. They are not, however, generally charged with protecting the interests of our shareholders or non-depositor creditors. This discussion outlines the material elements of selected laws and regulations applicable to us. The impact of certain other laws and regulations, such as tax law, is discussed elsewhere in this Annual Report. Changes in these standards, or in their application, cannot be predicted, but may have a material effect on our businesses and results of operations.

The financial services industry has been the subject of enhanced regulatory oversight in the past 15 years globally, and this enhanced oversight environment is likely to continue in the future. Our businesses have been subject to a significant number of global reform measures. Moreover, political developments have resulted and may continue to result in legislative and regulatory changes to key aspects of laws and regulations affecting large banking and financial institutions and in laws or regulations relating to environmental, social and governance (“ESG”) matters.

Enhanced Prudential Standards

The Federal Reserve has adopted rules (“SIFI Rules”) to implement liquidity requirements, capital stress testing and overall risk management requirements affecting U.S. systemically important financial institutions (“SIFIs”). BNY Mellon must comply with enhanced liquidity and overall risk management standards, which include maintenance of a buffer of highly liquid assets based on projected funding needs for 30 days. The liquidity buffer is in addition to the rules regarding the LCR and net stable funding ratio (“NSFR”), discussed below, and is described by the Federal Reserve as being “complementary” to these liquidity standards.

Capital Planning and Stress Testing

Payment of Dividends, Stock Repurchases and Other Capital Distributions

The Parent is a legal entity separate and distinct from its banks and other subsidiaries. Therefore, the Parent primarily relies on dividends, interest, distributions and other payments from its subsidiaries, including extensions of credit from the IHC, to meet its obligations, including its obligations with respect to its securities, and to provide funds for share repurchases and payment of common and preferred dividends to its stockholders, to the extent declared by the Board of Directors. Various federal and state laws and regulations limit the amount of dividends that may be paid to the Parent by our U.S. bank subsidiaries without regulatory consent. If, in the opinion of the applicable federal regulatory agency, a depository institution under its jurisdiction is engaged in or is about to engage in an unsafe or unsound practice (which, depending on the financial condition of the bank, could include the payment of dividends), the regulator may require, after notice and hearing, that the bank cease and desist from such practice. The Federal Reserve, the FDIC and the Office of the Comptroller of the Currency (“OCC,” and together, the “Agencies”) have indicated that the payment of dividends would constitute an unsafe and unsound practice if the payment would reduce a depository institution’s capital to an inadequate level. Moreover, under the FDI Act, an insured depository institutions (“IDI”) may not pay any dividends if the institution is undercapitalized or if the payment of the dividend would cause the institution to become undercapitalized. In addition, the Agencies have issued policy statements which provide that FDIC-insured depository institutions and their holding companies should generally pay dividends only out of their current operating earnings.

In general, the amount of dividends that may be paid by our U.S. banking subsidiaries, including to the Parent, is limited to the lesser of the amounts calculated under a “recent earnings” test and an “undivided profits” test. Under the recent earnings test, a dividend may not be paid if the total of all dividends declared and paid by the entity in any calendar year exceeds the current year’s net income combined with the retained net income of the two preceding years, unless the entity obtains prior regulatory approval. Under the undivided profits test, a dividend may not be paid in excess of the entity’s “undivided profits” (generally, accumulated net

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profits that have not been paid out as dividends or transferred to surplus). The ability of our U.S. bank subsidiaries to pay dividends to the Parent may also be affected by the capital adequacy standards applicable to those subsidiaries, which include minimum requirements and buffers.

There are also limitations specific to the IHC’s ability to make distributions or extend credit to the Parent. The IHC is not permitted to pay dividends to the Parent if certain key capital or liquidity indicators are breached. Additionally, if our projected financial resources deteriorate so severely that resolution of the Parent becomes imminent, the committed lines of credit provided by the IHC to the Parent will automatically terminate, with all outstanding amounts becoming due.

BNY Mellon’s capital distributions are subject to Federal Reserve oversight. The major component of that oversight is the Federal Reserve’s CCAR, implementing its capital plan rule. That rule requires BNY Mellon to submit annually a capital plan to the Federal Reserve. We are also required to collect and report certain related data on a quarterly basis to allow the Federal Reserve to monitor progress against the annual capital plan.

On March 4, 2020, the Federal Reserve finalized an SCB rule, which made changes to the capital plan rule. The SCB rule eliminated the quantitative grounds for objection to a firm’s CCAR capital plan and introduced an SCB that became part of quarterly capital requirements of CCAR firms on Oct. 1, 2020. The final rule replaced the 2.5% capital conservation buffer with an SCB requirement for capital ratios under the U.S. capital rules’ standardized approach risk-weightings framework (“Standardized Approach”) that is based on the largest projected decrease in a firm’s CET1 ratio in the nine-quarter CCAR supervisory severely adverse scenario plus four quarters of planned common stock dividends as percentage of RWAs. The SCB is subject to a 2.5% floor. Each CCAR firm, including BNY Mellon, will be notified of its SCB by August 31, and the SCB will become effective on October 1 of the applicable calendar year. In July 2023, the Federal Reserve announced BNY Mellon’s SCB requirement of 2.5%, which equals the regulatory floor. The SCB requirement was confirmed via further announcement from the Federal Reserve in August 2023. The SCB rule requires that firms reduce their planned capital actions if those distributions would cause the firm to fall below applicable buffer requirements based on

the firm’s own baseline scenario projections and allows firms to increase certain planned capital distributions if they are forecasted to be above capital buffer constraints. The SCB rule also eliminates the requirement for prior approval of capital distributions in excess of the distributions in a firm’s capital plan, provided that such distributions do not cause a breach of the firm’s capital ratios, including applicable buffers. In addition, the SCB rule provides that a firm must receive prior approval for any dividend, stock repurchase or other capital distribution, other than a capital distribution on a newly issued capital instrument, if a firm is required to resubmit its capital plan. See “Results of Operations – Capital” for information about our share repurchase program.

The Agencies revised the definition of “eligible retained income” in 2020 to limit the potential for sudden and severe limitations on capital distributions if a banking organization’s capital ratios fall below the applicable buffer requirements. To the extent a banking organization’s capital buffer is less than 100% of its applicable buffer requirements, its distributions and discretionary bonus payments are constrained by the amount of the shortfall and its eligible retained income. Under the final rule, eligible retained income is defined as the greater of (i) a banking organization’s net income for the four preceding calendar quarters, net of any distributions and associated tax effects not already reflected in net income, and (ii) the average of a banking organization’s net income over the preceding four quarters. The Federal Reserve made corresponding changes to the definition of “eligible retained income” in the Total Loss-Absorbing Capacity (“TLAC”) buffer requirements. For more information on TLAC, see “Total Loss-Absorbing Capacity” below.

Regulatory Stress-Testing Requirements

In addition to the CCAR stress testing requirements, Federal Reserve regulations also include complementary Dodd-Frank Act Stress Tests (“DFAST”). The CCAR and DFAST requirements substantially overlap, and the Federal Reserve implements them at the BHC level on a coordinated basis. Under these DFAST regulations, we are required to undergo an annual regulatory stress test conducted by the Federal Reserve. The BHC is required to conduct an annual company-run stress test. In addition, The Bank of New York Mellon is required to conduct an annual company-run stress test (although the bank is permitted to combine certain

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Supervision and Regulation (continued)

reporting and disclosure of its stress test results with the results of BNY Mellon). Results from our annual company-run stress tests are reported to the appropriate regulators and published.

Capital Requirements – Generally

As a BHC, we are subject to U.S. capital rules, administered by the Federal Reserve. Our bank subsidiaries are subject to similar capital requirements administered by the Federal Reserve in the case of The Bank of New York Mellon and by the OCC in the case of our national bank subsidiaries, BNY Mellon, N.A. and The Bank of New York Mellon Trust Company, National Association. These requirements are intended to ensure that banking organizations have adequate capital given the risk levels of their assets and off-balance sheet exposures.

Notwithstanding the detailed U.S. capital rules, the Agencies retain significant discretion to set higher capital requirements for categories of BHCs or banks or for an individual BHC or bank as warranted.

U.S. Capital Rules – Minimum Risk-Based Capital Ratios and Capital Buffers

The U.S. capital rules require banking organizations subject to the advanced approaches risk-weighting framework (the “Advanced Approaches”), such as BNY Mellon, to satisfy minimum risk-based capital ratios using both the Standardized Approach and the Advanced Approaches. See “Results of Operations – Capital” for details on these requirements. In addition, for CCAR firms, these minimum ratios are supplemented by (i) the SCB (which, for BNY Mellon, is 2.5%, as noted), in the case of a firm’s Standardized Approach capital ratios, and (ii) a capital conservation buffer of 2.5%, in the case of a firm’s Advanced Approaches capital ratios. The capital conservation buffer can only be satisfied with CET1 capital.

When systemic vulnerabilities are meaningfully above normal, the SCB and capital conservation buffer may be expanded up to an additional 2.5% through the imposition of a countercyclical capital buffer. For internationally active banks such as BNY Mellon, the countercyclical capital buffer required threshold is a weighted average of the countercyclical capital buffers deployed in each of the jurisdictions in which the bank has private sector credit exposures. The Federal Reserve, in consultation with the OCC and FDIC, has affirmed the current countercyclical

capital buffer level for U.S. exposures of 0% and noted that any future modifications to the buffer would generally be subject to a 12-month phase-in period. Any countercyclical capital buffer required threshold arising from exposures outside the U.S. will also generally be subject to a 12-month phase-in period.

For G-SIBs like BNY Mellon, the U.S. capital rules’ buffers are also supplemented by a G-SIB risk-based capital surcharge, which is the higher of the surcharges calculated under two methods (referred to as “method 1” and “method 2”). Method 1 is based on the Basel Committee on Banking Supervision (“BCBS”) framework and considers a G-SIB’s size, interconnectedness, cross-jurisdictional activity, substitutability and complexity. Method 2 uses similar inputs but is calibrated to result in significantly higher surcharges and replaces substitutability with a measure of reliance on short-term wholesale funding. The G-SIB surcharge applicable to BNY Mellon for 2023 was 1.5%.

U.S. Capital Rules – Deductions from and Adjustments to Capital Elements

The U.S. capital rules provide for a number of deductions from and adjustments to CET1 capital. These include, for example, providing that unrealized gains and losses on all available-for-sale debt securities may not be filtered out for regulatory capital purposes, and the requirement that deferred tax assets dependent upon future taxable income and significant investments in non-consolidated financial entities be deducted from CET1 to the extent that any one such category exceeds 10% of CET1 or all such categories in the aggregate exceed 15% of CET1.

In addition, the Agencies adopted a final rule that generally requires certain Advanced Approaches banking organizations, including BNY Mellon, to deduct from Tier 2 capital, subject to certain exceptions, direct, indirect and synthetic exposures to covered debt instruments, including TLAC instruments.

U.S. Capital Rules – Advanced Approaches Risk-Based Capital Rules

Under the U.S. capital rules’ Advanced Approaches framework, credit risk-weightings are generally based on risk-sensitive approaches that largely rely on the use of internal credit models and parameters, whereas under the Standardized Approach credit risk-

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Supervision and Regulation (continued)

weightings are generally based on supervisory risk-weightings which vary primarily by counterparty type and asset class. BNY Mellon is required to comply with Advanced Approaches reporting and public disclosures. For purposes of determining whether we meet minimum risk-based capital requirements under the U.S. capital rules, our CET1 ratio, Tier 1 capital ratio, and total capital ratio is the lower of each ratio as calculated under the Standardized Approach and under the Advanced Approaches framework (based on currently applicable buffers).

U.S. Capital Rules – Standardized Approach

The Standardized Approach calculates risk-weighted assets in the denominator of capital ratios using a broad array of risk-weighting categories that are intended to be risk sensitive. The risk-weights for the Standardized Approach generally range from 0% to 1,250%. Higher risk-weights under the Standardized Approach apply to a variety of exposures, including certain securitization exposures, equity exposures, claims on securities firms and exposures to counterparties on OTC derivatives.

Securities finance transactions, including transactions in which we serve as agent and provide securities replacement indemnification to a securities lender, are treated as repo-style transactions under the U.S. capital rules. The rules do not permit a banking organization to use a simple VaR approach to calculate exposure amounts for repo-style transactions or to use internal models to calculate the exposure amount for the counterparty credit exposure for repo-style transactions under the Standardized Approach (although these methodologies are allowed in the Advanced Approaches). Under the Standardized Approach, a banking organization may use a collateral haircut approach to recognize the credit risk mitigation benefits of financial collateral that secures a repo-style transaction, including an agented securities lending transaction, among other transactions. To apply the collateral haircut approach, a banking organization must determine the exposure amount and the relevant risk weight for the counterparty and collateral posted.

Standardized Approach for Measuring Counterparty Credit Risk Exposures for Derivatives

The Agencies jointly issued the Standardized Approach for Counterparty Credit Risk (“SA-CCR”) in January 2020 amending the U.S. capital rules to implement a modified approach for calculating the

exposure amount for derivative contracts. The final rule also incorporates SA-CCR into the determination of exposure amount of derivatives for total leverage exposure under the SLR and the cleared transaction framework under the U.S. capital rules. SA-CCR was implemented in the first quarter of 2022.

Leverage Ratios

The U.S. capital rules require a minimum 4% leverage ratio for all banking organizations, as well as a 3% Basel III-based SLR for Advanced Approaches banking organizations, including BNY Mellon. Unlike the Tier 1 leverage ratio, the SLR includes certain off-balance sheet exposures in the denominator, including the potential future credit exposure of derivative contracts and 10% of the notional amount of unconditionally cancelable commitments.

The U.S. G-SIBs (including BNY Mellon) are subject to an enhanced SLR, which requires us to maintain an SLR of greater than 5% (composed of the current minimum requirement of 3% plus a greater than 2% buffer) and requires bank subsidiaries of those BHCs to maintain at least a 6% SLR in order to qualify as “well capitalized” under the prompt corrective action regulations discussed below.

The Agencies adopted a final rule to exclude certain central bank deposits from the total leverage exposure, the SLR denominator, and related TLAC and LTD measures of custody banks, including BNY Mellon and The Bank of New York Mellon. Under the final rule, qualifying central banks include a Federal Reserve Bank, the European Central Bank or a central bank of a member country of the Organisation for Economic Co-operation and Development (“OECD”), provided that an exposure to the OECD member country receives a 0% risk-weighting and the sovereign debt of such country is not, and has not been, in default in the past five years. The central bank deposit exclusion from the SLR denominator equals the average daily balance over the applicable quarter of all deposits placed with a qualifying central bank up to an amount equal to the on-balance sheet deposit liabilities that are linked to fiduciary or custodial and safekeeping accounts.

On April 11, 2018, the Federal Reserve and the OCC issued a joint notice of proposed rulemaking that would recalibrate the enhanced SLR standards that apply to U.S. G-SIBs and certain of their IDI subsidiaries. The proposed rule would replace the 2%

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Supervision and Regulation (continued)

SLR buffer that currently applies to all U.S. G-SIBs with a buffer equal to 50% of the firm’s risk-based G-SIB surcharge. For IDI subsidiaries of U.S. G-SIBs regulated by the Federal Reserve or the OCC, the proposal would replace the current 6% SLR threshold requirement for those institutions to be considered “well capitalized” under the prompt corrective action framework with an SLR of at least 3% plus 50% of the G-SIB surcharge applicable to their top-tier holding companies. The proposed rule would also make corresponding changes to the TLAC SLR buffer and LTD requirements for U.S. G-SIBs. The Federal Reserve and OCC have not yet issued a final rule.

BCBS Revisions to Components of Basel III and U.S. Implementation

In December 2017, the BCBS released revisions to Basel III intended to reduce variability of RWA and improve the comparability of banks’ risk-based capital ratios. In January 2019, the BCBS released revised minimum capital requirements for market risk.

On July 27, 2023, the Federal Reserve, the OCC, and the FDIC proposed for comment substantial revisions to the capital requirements applicable to large banking organizations and to banking organizations with significant trading activity, including BNY Mellon, to implement the international capital standards issued by the BCBS. Large banking organizations would be required to calculate risk-based capital ratios under both a new Expanded Risk-based Approach (replacing the current Advanced Approaches framework) and the current Standardized Approach. A large banking organization’s capital ratios would be the lower of each ratio calculated under the Standardized Approach and Expanded Risk-Based Approach. All applicable capital buffer requirements, including the stress capital buffer, would apply regardless of which approach produces the lower result.

The proposal would replace existing models-based Advanced Approaches for calculating RWA for credit risk and operational risk with new standardized approaches that are part of the Expanded Risk-based approach. Under the proposed Expanded Risk-based Approach, RWAs would be calculated using: (i) a new standardized approach for credit risk; (ii) one of two non-models-based approaches for credit valuation adjustment risk; (iii) a new standardized approach for operational risk that is not based on

internal models; and (iv) a revised approach to market risk. For market risk, the proposal would implement a standardized approach, adopt a new models-based approach and would allow use of internal models for certain risks subject to enhanced requirements for model approval and performance.

The proposal would also indirectly impact several other regulations, including the requirements for total loss-absorbing capacity, long-term debt requirements, and the surcharge for G-SIBs. It would remove the option of using internal models in the calculation of derivatives exposure amounts under single-counterparty credit limit rules. Under the proposal, the revisions would become effective on July 1, 2025, subject to a three-year transition period for calculating RWAs under the Expanded Risk-based Approach. We are assessing the potential impact of the proposal.

Risk-Based Capital Surcharges for Global Systemically Important Bank Holding Companies

On July 27, 2023, the Federal Reserve proposed for comment amendments to its rule regarding risk-based capital surcharges for G-SIBs, including BNY Mellon. For certain systemic indicators currently measured only as of year-end, the proposal would change to measurement of average daily or monthly values over the full year. The proposal would also revise various aspects of the systemic indicators and measure G-SIB surcharges in 10-basis point increments rather than 50-basis point increments. The proposal provides the amendments would become effective two calendar quarters after adoption of a final rule. We are assessing the potential impact of the proposal.

Total Loss-Absorbing Capacity

The Federal Reserve imposes external TLAC and related requirements for U.S. G-SIBs, including BNY Mellon, at the top-tier holding company.

U.S. G-SIBs are required to maintain a minimum eligible external TLAC equal to the greater of (i) 18% of RWAs plus a buffer (to be met using only CET1) equal to the sum of 2.5% of RWAs, the G-SIB surcharge calculated under method 1 and any applicable countercyclical buffer; and (ii) 7.5% of their total leverage exposure (the denominator of the SLR) plus a buffer (to be met using only Tier 1 Capital) equal to 2%.

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U.S. G-SIBs are also required to maintain minimum external eligible LTD equal to the greater of (i) 6% of RWAs plus the G-SIB surcharge (calculated using the greater of method 1 and method 2), and (ii) 4.5% of total leverage exposure. In order to be deemed eligible LTD, debt instruments must, among other requirements, be unsecured, not be structured notes, and have a maturity of at least one year from the date of issuance. In addition, LTD issued on or after Dec. 31, 2016 must (i) not have acceleration rights, other than in the event of non-payment or the bankruptcy or insolvency of the issuer and (ii) be governed by U.S. law. However, debt issued by a U.S. G-SIB prior to Dec. 31, 2016 is permanently grandfathered to the extent these securities would be ineligible only due to containing impermissible acceleration rights or being governed by foreign law.

Further, the top-tier holding companies of U.S. G-SIBs are not permitted to issue certain guarantees of subsidiary liabilities, incur liabilities guaranteed by subsidiaries, issue short-term debt to third parties, or enter into derivatives and certain other financial contracts with external counterparties. Certain liabilities are capped at 5% of the value of the U.S. G-SIB’s eligible external TLAC instruments.

On Aug. 29, 2023, the Federal Reserve proposed for comment amendments to TLAC rule applicable to U.S. G-SIBs, including BNY Mellon. Among other requirements, the proposal would: (i) require a $400,000 minimum denomination for newly issued long-term debt of G-SIBs used to satisfy TLAC and LTD requirements; (ii) allow only 50% of the amount of eligible long-term debt with a maturity of one year or more but less than two years to count towards TLAC requirements; and (iii) subject to notice and comment procedures, require a G-SIB to maintain an amount of eligible TLAC or long-term debt instruments greater or less than generally required under the rule. The proposal would also exempt certain agreements from the scope of the TLAC rule’s clean holding company prohibitions with respect to qualified financial contracts with third parties. We are evaluating the potential impact of the proposed rule.

Certain foreign jurisdictions impose internal TLAC requirements on the foreign subsidiaries of U.S. G-SIBs. The European Union’s Capital Requirements Regulation 2 (“EU CRR2”) requires EU material subsidiaries of non-EU G-SIBs (including BNY Mellon) to maintain a minimum level of internal loss absorbing capacity; this requirement will continue

under the EU’s proposed Capital Requirements Regulation 3 (“EU CRR3). The BNY Mellon SA/NV is considered an EU material subsidiary for purposes of this regulation and is, therefore, subject to an internal TLAC requirement.

Prompt Corrective Action

The FDI Act, as amended by the Federal Deposit Insurance Corporation Improvement Act of 1991 (“FDICIA”), requires the Agencies to take “prompt corrective action” in respect of depository institutions that do not meet specified capital requirements. FDICIA establishes five capital categories for FDIC-insured banks: “well capitalized,” “adequately capitalized,” “undercapitalized,” “significantly undercapitalized,” and “critically undercapitalized.” The FDI Act imposes progressively more restrictive constraints on operations, management and capital distributions the less capital the institution holds. While these regulations apply only to banks, such as The Bank of New York Mellon and BNY Mellon, N.A., the Federal Reserve is authorized to take appropriate action against the parent BHC, such as the Parent, based on the undercapitalized status of any banking subsidiary. In certain circumstances, the Parent would be required to guarantee the performance of the capital restoration plan if one of our banking subsidiaries were undercapitalized.

The Agencies’ prompt corrective action framework contains “well capitalized” thresholds for IDIs. Under these rules, an IDI must have the capital ratios as detailed in the “Capital” disclosure in order to satisfy the quantitative ratio requirements to be deemed “well capitalized.”

Liquidity Standards – Basel III and U.S. Rules

BNY Mellon is subject to the U.S. LCR Rule, which is designed to ensure that BNY Mellon and certain domestic bank subsidiaries maintain an adequate level of unencumbered HQLA equal to their expected net cash outflow for a 30-day time horizon under an acute liquidity stress scenario. As of Dec. 31, 2023, the Parent and its domestic bank subsidiaries were in compliance with applicable LCR requirements.

The Agencies have issued a final NSFR rule that implements a quantitative long-term liquidity requirement applicable to large and internationally active banking organizations, including BNY Mellon. Under the final rule, BNY Mellon’s NSFR is expressed as a ratio of its available stable funding to

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its required stable funding amount, and BNY Mellon is required to maintain an NSFR of 1.0. The effective date of the final NSFR rule was July 1, 2021, with the exception of certain disclosure requirements, which began to apply in 2023. As of Dec. 31, 2023, BNY Mellon was in compliance with the NSFR rule.

Separately, as noted above, the SIFI Rules impose additional liquidity requirements for BHCs with $100 billion or more in total assets, including BNY Mellon, including an independent review of liquidity risk management; establishment of cash flow projections; a contingency funding plan and liquidity risk limits; liquidity stress testing under multiple stress scenarios and time horizons tailored to the specific products and profile of the company; and maintenance of a liquidity buffer of unencumbered highly liquid assets sufficient to meet projected net cash outflows over 30 days under a range of stress scenarios.

Volcker Rule

The provisions of the Dodd-Frank Act commonly referred to as the “Volcker Rule” prohibit “banking entities,” including BNY Mellon, from engaging in proprietary trading and limit our sponsorship of, and investments in, private equity and hedge funds (“covered funds”), including our ability to own or provide seed capital to covered funds. In addition, the Volcker Rule restricts us from engaging in certain transactions with covered funds (including, without limitation, certain U.S. funds for which BNY Mellon acts as both sponsor/manager and custodian). These restrictions are subject to certain exceptions.

The restrictions concerning proprietary trading contain limited exceptions for, among other things, bona fide liquidity risk management and risk-mitigating hedging activities, as well as certain classes of exempted instruments, including government securities. Ownership interests in covered funds are generally limited to 3% of the total number or value of the outstanding ownership interests of any individual fund at any time more than one year after the date of its establishment. The aggregate value of all such ownership interests in covered funds is limited to 3% of the banking organization’s Tier 1 capital, and such interests are subject to a deduction from its Tier 1 capital. The 2019 amendments to the Volcker Rule (discussed below) remove the requirements that ownership interests in third-party covered funds held under the underwriting and market-making exemptions be subject to the aggregate limit and capital deduction

but preserve these requirements for ownership interests in covered funds sponsored or organized by BNY Mellon.

The Volcker Rule regulations also require us to develop and maintain a compliance program. In 2019, the Agencies, the Commodity Futures Trading Commission (“CFTC”) and the SEC modified the regulations implementing the Volcker Rule. The most impactful aspects of the revisions with respect to BNY Mellon concern the compliance requirements applicable to institutions with moderate exposure to trading assets and trading liabilities, which are institutions with less than $20 billion and more than $1 billion of trading assets and trading liabilities. Specifically, among other revisions, such “moderate trading” banks are no longer required to file an annual CEO attestation and quantitative metrics. Furthermore, the comprehensive six-pillar compliance program associated with the Volcker Rule will no longer apply to “moderate trading” banks; rather, such banks are permitted to tailor their compliance programs to the size and nature of their activities. BNY Mellon is treated as a “moderate trading” bank under the revised Volcker Rule. The final revisions also clarified and amended certain definitions, requirements and exemptions.

On June 25, 2020, a second set of amendments to the Volcker Rule was released, which is principally focused on the restrictions on banking entities’ investments in, sponsorship of, and other relationships with covered funds. Generally, the changes establish new exclusions from the covered fund definition for certain types of investment vehicles, modify the eligibility criteria for certain existing exclusions, and clarify and modify other provisions with respect to investment in, sponsoring of and transactions with covered funds.

Derivatives

Title VII of the Dodd-Frank Act imposes a comprehensive regulatory structure on the OTC derivatives markets in which BNY Mellon operates, including requirements relating to the business conduct of dealers, trade reporting, margin and recordkeeping. Title VII also requires persons acting as swap dealers, including The Bank of New York Mellon, to register with the CFTC and become subject to the CFTC’s supervisory, examination and enforcement powers. Additionally, Title VII requires persons acting as security-based swap dealers to

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register with the SEC. The Bank of New York Mellon is registered as a security-based swap dealer.

In addition, because BNY Mellon is subject to supervision by the Federal Reserve, we must comply with the U.S. prudential margin rules for variation and initial margin with respect to its OTC swap transactions. Furthermore, various BNY Mellon subsidiaries are also subject to OTC derivatives regulation by local authorities in Europe and Asia.

Single Counterparty Credit Limits

The Federal Reserve adopted a rule in June 2018 imposing single-counterparty credit limits (“SCCLs”) on, among other organizations, domestic BHCs, including BNY Mellon, that are G-SIBs. The SCCLs apply to the credit exposure of a covered firm and all of its subsidiaries to a single counterparty and all of its affiliates and connected entities.

The rule established two primary credit exposure limits: (i) a covered domestic BHC may not have aggregate net credit exposure to any unaffiliated counterparty in excess of 25% of its Tier 1 capital; and (ii) a U.S. G-SIB is further prohibited from having aggregate net credit exposure in excess of 15% of its Tier 1 capital to any “major counterparty” (defined as a G-SIB or a nonbank SIFI). The rule provides a cure period of 90 days (or, with prior notice from the Federal Reserve, a longer or shorter period) for breaches of the SCCL rule. During the cure period, a company may not engage in additional credit transactions with the particular counterparty unless the company has obtained a temporary credit exposure limit increase from the Federal Reserve.

SEC Rules on Mutual Funds and Registered Investment Advisers

SEC regulations impose requirements on mutual funds, exchange-traded funds and other registered investment companies (“RICs”) under the Investment Company Act of 1940, as amended (the “1940 Act”). Among other things, these rules require mutual funds (other than money market funds) to provide portfolio-wide and position-level holdings data to the SEC on a monthly basis.

The regulations also impose liquidity risk management requirements that are intended to reduce the risk that funds will not be able to meet

shareholder redemptions and to minimize the impact of redemptions on remaining shareholders.

On July 12, 2023, the SEC adopted amendments to rules that govern money market funds. The amendments became effective Oct. 2, 2023, with tiered compliance dates. The amendments include, among other things: (i) a mandatory liquidity fee for institutional prime and institutional tax-exempt money market funds, which will apply when a fund experiences daily net redemptions that exceed 5% of net assets (effective Oct. 2, 2023); (ii) maintenance of a fund board’s ability to impose liquidity fees (not to exceed 2% of the value of the shares redeemed) on a discretionary basis for non-government money market funds (effective April 2, 2024); (iii) substantially increasing the required minimum levels of daily and weekly liquid assets for all money market funds from 10% and 30%, to 25% and 50%, respectively (effective April 2, 2024); and (iv) removal of a money market fund’s ability to impose temporary “gates” to suspend redemptions in order to prevent dilution and remove the link between a money market fund’s liquidity level and its imposition of liquidity fees (effective Oct. 2, 2023).

On Sept. 20, 2023, the SEC adopted amendments expanding the scope of terms that the SEC considers materially deceptive and misleading in a fund’s name without a corresponding policy and related controls to invest at least 80% of the fund’s net asset value (plus certain borrowings) in the manner suggested by the fund’s name (“80% Policy”), including names that reference “growth” or “value,” or a name indicating that investment decisions incorporate any environmental, social and governance factors. The amendments became effective Dec. 10, 2023 and fund groups will have either 24 months or 30 months to come into compliance, depending upon their net asset size.

On Oct. 26, 2022, the SEC proposed for comment new rules to prohibit registered investment advisers (“RIAs”) from outsourcing certain services and functions without first meeting certain threshold requirements, including conducting due diligence, and thereafter requiring ongoing monitoring of the service providers. The proposal would apply to RIAs that outsource select “covered functions,” which include those services or functions that are necessary for providing advisory services in compliance with federal securities laws and that, if not performed or performed negligently, would result in potential harm to clients. The proposal would further require RIAs

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to conduct due diligence and monitoring for all third-party recordkeepers and obtain reasonable assurances that the recordkeepers will meet certain standards. Finally, it would require RIAs to maintain books and records related to the new rule’s oversight obligations and to report census-type information about the service providers covered under the rule. We continue to evaluate the impact of the proposed rule.

On Nov. 2, 2022, the SEC proposed for public comment rule amendments that would require the adoption of “swing pricing” and a “hard close” by all open-end RICs other than money market funds and exchange-traded funds (“Open-End Funds”). The requirements would alter the manner in which shares in Open-End Funds are traded, as shareholders would no longer receive the net asset value (“NAV”) per share for their transactions but instead could receive a price more or less than the NAV depending on whether a “swing factor” was applied to their transaction. This swing factor would be the amount by which the Open-End Fund adjusts its per-share NAV and would represent a good-faith estimate of the transaction costs imposed on current shareholders of the Open-End Fund by the transacting shareholders. To facilitate the operation of swing pricing, the SEC also proposed to require a “hard close” for Open-End Funds, which would make a purchase or sale order for shares of an Open-End Fund eligible for a given day’s price only if the Open-End Fund or certain designated agents receive the order before the time when the Open-End Fund calculates its NAV, which is typically as of 4:00 PM Eastern Time. We continue to evaluate the impact of the proposed rule.

Exchange-Traded Funds Rule

SEC Rule 6c-11 (the “ETF Rule”) under the 1940 Act permits exchange traded funds (“ETFs”) that satisfy certain conditions to organize and operate without first obtaining an exemptive order from the SEC and requires an ETF to make certain disclosures, including historical data on an ETF’s premiums, discounts and bid-ask spread information, as well as the ETF’s daily portfolio holdings. The ETF Rule also requires ETFs using custom baskets to put written policies and procedures in place establishing that the custom baskets are in the best interests of the ETF and its shareholders. Pursuant to the ETF Rule, BNY Mellon has launched a number of ETFs.

Recovery and Resolution Planning

As required by the Dodd-Frank Act, large domestic financial institutions, such as BNY Mellon, are required to submit periodically to the Federal Reserve and the FDIC a plan – referred to as the 165(d) resolution plan – for their rapid and orderly resolution in the event of material financial distress or failure. In addition, certain large IDIs, such as The Bank of New York Mellon, are required to submit periodically to the FDIC a separate plan for resolution in the event of the institution’s failure. The public portions of these resolution plans are available on the Federal Reserve’s and FDIC’s websites. BNY Mellon also maintains a comprehensive recovery plan, which describes actions it could take to seek to avoid failure if faced with financial stress.

On Aug. 29, 2023, the FDIC proposed for comment revisions to the resolution plan rule applicable to covered IDIs. The proposed amendment would expand certain IDI resolution plan content requirements, adjust the frequency of resolution plan submissions from a 3-year cycle to a 2-year cycle, and require supplemental submissions of information in the interim period between filing years. We are evaluating the potential impact of the proposed rule.

In 2019, the Federal Reserve and FDIC issued a final rule modifying certain requirements for the 165(d) resolution plan. The final rule requires U.S. G-SIBs, such as BNY Mellon, to file alternating full and more limited, targeted resolution plans every two years. BNY Mellon submitted a targeted resolution plan on July 1, 2021. The Federal Reserve and FDIC found no deficiencies or shortcomings in BNY Mellon’s 2021 resolution plan submission. BNY Mellon submitted a full resolution plan dated July 1, 2023. The final rule does not materially modify the components or informational requirements of full resolution plans.

If the Federal Reserve and FDIC jointly determine that our 165(d) resolution plan is not credible and we fail to address the deficiencies in a timely manner, the FDIC and the Federal Reserve may jointly impose more stringent capital, leverage or liquidity requirements or restrictions on our growth, activities or operations. If we continue to fail to adequately remedy any deficiencies, we could be required to divest assets or operations that the regulators determine necessary to facilitate our orderly resolution.

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The resolution strategy set out in our 165(d) resolution plan is a single point of entry strategy, whereby certain key operating subsidiaries would be provided with sufficient capital and liquidity to operate in the event of material financial stress or failure, and only our parent holding company would file for bankruptcy. In connection with our single point of entry resolution strategy, we have established the IHC to facilitate the provision of capital and liquidity resources to certain key subsidiaries in the event of material financial distress or failure. In addition, we have a binding support agreement in place that requires the IHC to provide that support. The support agreement required the Parent to transfer its intercompany loans and most of its cash to the IHC and requires the Parent to continue to transfer cash and other liquid financial assets to the IHC on an ongoing basis.

BNY Mellon and the other U.S. G-SIBs are also subject to heightened supervisory expectations for recovery and resolution preparedness under Federal Reserve rules and guidance. The Federal Reserve incorporates reviews of our capabilities in respect of recovery and resolution preparedness as part of its ongoing supervision of BNY Mellon.

In the European Economic Area (“EEA”) and in the UK, the Bank Recovery and Resolution Directive, as amended by the Bank Resolution and Recovery Directive 2 (“BRRD”), provides the legal framework for recovery and resolution planning, including a set of harmonized powers to resolve or implement recovery of in-scope institutions, such as EEA and UK subsidiaries of third country banks. The UK transposed most requirements of BRRD into local legislation and regulation following the UK exit from the EU on Dec. 31, 2020.

BRRD gives relevant EEA and UK regulators various powers, including: (i) powers to intervene pre-resolution to require an institution to take remedial steps to avoid the need for resolution; (ii) resolution tools and powers to facilitate the resolution of failing entities, such as the power to “bail-in” the debt of an institution (including certain deposit obligations); (iii) the power to require a firm to change its structure to remove impediments to resolvability; and (iv) powers to require in-scope institutions to prepare recovery plans. Under the BRRD, resolution authorities (rather than the institutions themselves) are responsible for drawing up resolution plans based on information provided by relevant institutions.

Under BRRD, in-scope institutions are required to maintain a minimum requirement for their own funds, (defined as regulatory capital), and eligible liabilities (“MREL”) that can be written down or bailed-in to absorb losses. MREL is set on a case-by-case basis for each institution subject to BRRD and is applicable to certain EU and UK domiciled credit institutions and certain other firms subject to BRRD. BNY Mellon SA/NV is subject to MREL. The EU is legislating further revisions to the BRRD to amend internal MREL requirements in bank resolution groups. BNY Mellon will assess the potential impact of the final rules.

Rules on Resolution Stays for Qualified Financial Contracts

The Agencies’ regulations require U.S. G-SIBs (and their subsidiaries and controlled entities) and the U.S. operations of foreign G-SIBs to amend their covered qualified financial contracts (“QFCs”), thereby facilitating the application of U.S. special resolution regimes as necessary.

The regulations allow these G-SIBs to comply by amending covered QFCs (with the consent of relevant counterparties) using the International Swaps and Derivatives Association (“ISDA”) 2018 U.S. Resolution Stay Protocol, ISDA 2015 Universal Stay Protocol or by executing appropriate bilateral amendments to the covered QFCs. BNY Mellon entities which have been confirmed to engage in covered QFC activities have adhered to the Protocol and, where necessary, have executed bilateral amendments to cover QFCs.

Insolvency of an Insured Depository Institution or a Bank Holding Company; Orderly Liquidation Authority

If the FDIC is appointed as conservator or receiver for an IDI such as The Bank of New York Mellon or BNY Mellon, N.A., upon its insolvency or in certain other circumstances, the FDIC has the power to:

•Transfer any of the depository institution’s assets and liabilities to a new obligor, including a newly formed “bridge” bank without the approval of the depository institution’s creditors;

•Enforce the terms of the depository institution’s contracts pursuant to their terms without regard to any provisions triggered by the appointment of the FDIC in that capacity; or

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•Repudiate or disaffirm any contract or lease to which the depository institution is a party, the performance of which is determined by the FDIC to be burdensome and the disaffirmance or repudiation of which is determined by the FDIC to promote the orderly administration of the depository institution.

In addition, under federal law, the claims of holders of domestic deposit liabilities and certain claims for administrative expenses against an IDI would be afforded a priority over other general unsecured claims against such an institution, including claims of debt holders of the institution, in the “liquidation or other resolution” of such an institution by any receiver. As a result, whether or not the FDIC ever sought to repudiate any debt obligations of The Bank of New York Mellon or BNY Mellon, N.A., the debt holders would be treated differently from, and could receive, if anything, substantially less than, the depositors of the bank.

The Dodd-Frank Act created a resolution regime (known as the “orderly liquidation authority”) for systemically important financial companies, including BHCs and their affiliates. Under the orderly liquidation authority, the FDIC may be appointed as receiver for the systemically important institution, and its failed nonbank subsidiaries, for purposes of liquidating the entity if, among other conditions, it is determined that the institution is in default or in danger of default and the failure poses a risk to the stability of the U.S. financial system.

If the FDIC is appointed as receiver under the orderly liquidation authority, then the powers of the receiver, and the rights and obligations of creditors and other parties who have dealt with the institution, would be determined under the Dodd-Frank Act’s orderly liquidation authority provisions, and not under the insolvency law that would otherwise apply. The powers of the receiver under the orderly liquidation authority were based on the powers of the FDIC as receiver for depository institutions under the FDI Act. However, the provisions governing the rights of creditors under the orderly liquidation authority were modified in certain respects to reduce disparities with the treatment of creditors’ claims under the U.S. Bankruptcy Code as compared to the treatment of those claims under the new authority. Nonetheless, substantial differences in the rights of creditors exist between these two regimes, including the right of the FDIC to disregard the strict priority of creditor claims in some circumstances, the use of an administrative

claims procedure to determine creditors’ claims (as opposed to the judicial procedure utilized in bankruptcy proceedings), and the right of the FDIC to transfer assets or liabilities of the institution to a third party or a “bridge” entity.

Depositor Preference

Under U.S. federal law, claims of a receiver of an IDI for administrative expenses and claims of holders of U.S. deposit liabilities (including foreign deposits that are payable in the U.S. as well as in a foreign branch of the depository institution) are afforded priority over claims of other unsecured creditors of the institution, including depositors in non-U.S. branches. As a result, such depositors could receive, if anything, substantially less than the depositors in U.S. offices of the depository institution.

2023 Bank Failures

On March 12 and 13, 2023, following the closures of Silicon Valley Bank (“SVB”) and Signature Bank, respectively, and the appointment of the FDIC as the receiver for those banks, the FDIC announced that, under the systemic risk exception set forth in the Federal Deposit Insurance Act, as amended (the “FDI Act”), all insured and uninsured deposits of those banks were transferred to the respective bridge banks for SVB and Signature Bank.

On May 1, 2023, the FDIC released a comprehensive overview of the deposit insurance system and options for reform to address financial stability concerns stemming from recent bank failures. The FDIC evaluated three primary options: limited coverage, unlimited coverage and targeted coverage. The proposed options would require Congressional action, though some aspects of the report lie within the scope of the FDIC’s rulemaking authority. We are evaluating the impact of the proposed reforms.

In addition, also on May 1, 2023, the FDIC was appointed as receiver for First Republic Bank. The FDIC has indicated that the estimated losses to the DIF of resolving First Republic Bank are expected to be $13 billion. These recent bank failures and other related developments in the banking industry, such as the acquisition of Credit Suisse by UBS in 2023, has resulted and may continue to result in increased regulatory activity, supervisory focus, and related restrictions on banking organizations.

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Deposit Insurance

Our U.S. banking subsidiaries, including The Bank of New York Mellon and BNY Mellon, N.A., accept deposits, and those deposits have the benefit of FDIC insurance up to the applicable limit. The current limit for FDIC insurance for deposit accounts is $250,000 per depositor at each insured bank. Under the FDI Act, insurance of deposits may be terminated by the FDIC upon a finding that the IDI has engaged in unsafe and unsound practices, is in an unsafe or unsound condition to continue operations or has violated any applicable law, regulation, rule, order or condition imposed by a bank’s federal regulatory agency.

The FDIC’s DIF is funded by assessments on IDIs. The FDIC assesses DIF premiums based on a bank’s average consolidated total assets, less the average tangible equity of the IDI during the assessment period. For larger institutions, such as The Bank of New York Mellon and BNY Mellon, N.A., assessments are determined based on CAMELS ratings and forward-looking financial measures to calculate the assessment rate, which is subject to adjustments by the FDIC, and the assessment base.

Under the FDIC’s regulations, a custody bank, including The Bank of New York Mellon and BNY Mellon, N.A., may deduct from its assessment base 100% of cash and balances due from depository institutions, securities, federal funds sold, and securities purchased under agreement to resell with a Standardized Approach risk-weight of 0% and may deduct 50% of such asset types with a Standardized Approach risk-weight of greater than 0% and up to and including 20%. This assessment base deduction may not exceed the average value of deposits that are classified as transaction accounts and are identified by the bank as being directly linked to a fiduciary or custodial and safekeeping account.

Following the closures of SVB and Signature Bank in March 12 and 13, 2023, the FDIC announced that, as required by the FDI Act, any losses to the DIF to support uninsured depositors would be recovered by a special assessment prescribed through regulation. Under the FDI Act, the FDIC has discretion with respect to the design and timeframe for any special assessment, which may be on insured depository institutions, depository institution holding companies (with the concurrence of the Treasury Secretary), or both, as the FDIC determines to be appropriate. The FDIC may consider the types of entities that benefit

from the action taken, economic conditions, the effects on the industry, and such other factors as the FDIC deems appropriate.

On Nov. 16, 2023, the FDIC adopted a final rule, effective April 1, 2024, implementing a special assessment on IDIs to recover losses to the DIF associated with the closures of SVB and Signature Bank. When the rule was adopted, the FDIC estimated that the assessed losses would total approximately $16.3 billion. Under the rule, the FDIC will collect from each IDI a special assessment at a quarterly rate of 3.36 basis points (or an annual rate of approximately 13.4 basis points) of the IDI’s estimated uninsured deposits (excluding the first $5 billion of estimated uninsured deposits) as of Dec. 31, 2022. For an IDI that is part of a holding company containing multiple IDIs, the $5 billion deduction would be apportioned based on the IDI’s estimated uninsured deposits as a percentage of total estimated uninsured deposits held by all IDI affiliates in the consolidated banking organization. The special assessment will be collected during an initial special assessment period of eight quarters, with the first quarterly assessment period beginning on Jan. 1, 2024, subject to potential extension and a potential one-time final special assessment for any shortfall to the DIF. In February 2024, the FDIC estimated the assessed losses would total approximately $20.4 billion. We recorded an accrual to noninterest expense of approximately $632 million in the fourth quarter of 2023 for this special assessment.

Source of Strength and Liability of Commonly Controlled Depository Institutions

BHCs are required by law to act as a source of financial and managerial strength to their bank subsidiaries. BNY Mellon has a statutory obligation to commit resources to its bank subsidiaries in times of financial distress. In addition, any loans by BNY Mellon to its bank subsidiaries would be subordinate in right of payment to depositors and to certain other indebtedness of its banks. In the event of a BHC’s bankruptcy, any commitment by the BHC to a federal bank regulator to maintain the capital of a subsidiary bank will be assumed by the bankruptcy trustee and entitled to a priority of payment. In addition, in certain circumstances, BNY Mellon’s IDI subsidiaries could be held liable for losses incurred by another BNY Mellon IDI subsidiary. In the event of impairment of the capital stock of one of BNY Mellon’s national bank subsidiaries or The Bank of

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New York Mellon, BNY Mellon, as the banks’ stockholder, could be required to pay such deficiency.

Transactions with Affiliates

Transactions between BNY Mellon’s banking subsidiaries, on the one hand, and the Parent and its nonbank subsidiaries and affiliates, on the other, are subject to certain restrictions, limitations and requirements, which include limits on the types and amounts of transactions (including extensions of credit and asset purchases by our banking subsidiaries) that may take place and generally require those transactions to be on arm’s-length terms. In general, extensions of credit by a BNY Mellon banking subsidiary to any nonbank affiliate, including the Parent, must be secured by designated amounts of specified collateral and are limited in the aggregate to 10% of the relevant bank’s capital and surplus for transactions with a single affiliate and to 20% of the relevant bank’s capital and surplus for transactions with all affiliates. There are also limitations on affiliate credit exposures arising from derivative transactions and securities lending and borrowing transactions.

Incentive Compensation Arrangements

Section 956 of the Dodd-Frank Act requires federal regulators to prescribe regulations or guidelines regarding incentive-based compensation practices at certain financial institutions, including BNY Mellon. In April 2016, a joint proposed rule was released, replacing a previous 2011 proposal, which each of six agencies must separately approve. The time frame for final implementation, if any, is currently unknown.

On Oct. 22, 2022, the SEC adopted a final rule requiring national securities exchanges and national securities associations to adopt listing standards requiring issuers listed on an exchange or an association to establish a policy for recovering erroneously awarded incentive-based compensation paid to executive officers under certain circumstances. Accordingly, in June 2023, the New York Stock Exchange adopted listing standards, effective Oct. 2, 2023, requiring listed issuers, including BNY Mellon, to adopt a policy on recovery of erroneously awarded compensation by Dec. 1, 2023. The policy would apply to executive incentive compensation received on or after Oct. 2, 2023. BNY Mellon adopted a policy designed to comply with the listing standards.

Anti-Money Laundering (“AML”) and the USA PATRIOT Act

A major focus of governmental policy on financial institutions has been aimed at combating money laundering and terrorist financing. The USA PATRIOT Act of 2001 contains numerous AML requirements for financial institutions that are applicable to BNY Mellon’s bank, broker-dealer and investment adviser subsidiaries and mutual funds and private investment companies advised or sponsored by our subsidiaries. Those regulations impose obligations on financial institutions to maintain a broad AML program that includes internal controls, independent testing, compliance management personnel, training, and customer due diligence processes, as well as appropriate policies, procedures and controls to detect, prevent and report money laundering, terrorist financing and other suspicious activity, and to verify the identity of their customers. Certain of those regulations impose specific due diligence requirements on financial institutions that maintain correspondent or private banking relationships with non-U.S. financial institutions or persons.

The Anti-Money Laundering Act of 2020 (“AMLA”), which amends the Bank Secrecy Act (“BSA”), was enacted to comprehensively reform and modernize U.S. AML laws. Among other things, the AMLA codifies a risk-based approach to AML compliance for financial institutions; requires the development of standards by the U.S. Department of the Treasury for evaluating technology and internal processes for BSA compliance; and expands enforcement- and investigation-related authority, including a significant expansion in the available sanctions for certain BSA violations and instituting BSA whistleblower incentives and protections. The AMLA contains many statutory provisions that require additional rulemakings, reports and other measures, and the rulemaking process has begun for several of these provisions. In June 2021, the first government-wide priorities for anti-money laundering and countering the financing of terrorism (“AML/CFT Priorities”) were published. These AML/CFT Priorities will need to be incorporated into banks’ risk-based BSA compliance programs after completion of the rulemaking process and on the effective date of the final regulations. The impact of the AMLA will depend on, among other things, the completion of the rulemaking process and the issuing of implementation guidance.

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Financial Crimes Enforcement Network (“FinCEN”)

FinCEN issued rules under the BSA that apply to covered financial institutions, including The Bank of New York Mellon and BNY Mellon, N.A., setting forth five pillars of an effective AML program: development of internal policies, procedures and related controls; designation of a compliance officer; a thorough and ongoing training program; independent review for compliance; and customer due diligence (“CDD”). CDD requires a covered financial institution to implement and maintain risk-based procedures for conducting CDD that include the identification and verification of any beneficial owner(s) of each legal entity customer at the time a new account is opened.

NYSDFS Anti-Money Laundering and Anti-Terrorism Regulations

The New York State Department of Financial Services (“NYSDFS”) issued regulations requiring regulated institutions, including The Bank of New York Mellon, to maintain a transaction monitoring program to monitor transactions for potential BSA and AML violations and suspicious activity reporting, and a watch list filtering program to interdict transactions prohibited by applicable sanctions programs.

The regulations require a regulated institution to maintain programs to monitor and filter transactions for potential BSA and AML violations and prevent transactions with sanctioned entities. The regulations also require institutions to submit annually a board resolution or senior officer compliance finding confirming steps taken to ascertain compliance with the regulation.

Cybersecurity and Computer Security Regulation

The NYSDFS requires financial institutions regulated by NYSDFS, including The Bank of New York Mellon, to establish a cybersecurity program, adopt a written cybersecurity policy, designate a chief information security officer, and have policies and procedures in place to ensure the security of information systems and non-public information accessible to, or held by, third parties. The NYSDFS rule also includes a variety of other requirements to protect the confidentiality, integrity and availability of information systems, as well as the annual delivery of a certificate of compliance.

The Agencies have adopted a final rule imposing notification requirements for significant computer security incidents on banking organizations. Under the final rule, a BHC, state member bank or national bank, including the Parent, The Bank of New York Mellon and BNY Mellon, N.A., are required to notify the Federal Reserve or OCC, as applicable, within 36 hours of incidents that could result in the banking organization’s inability to deliver services to a material portion of its customer base, disrupt the banking organization’s lines of businesses the failure of which would result in material losses, or disrupt operations the failure of which would threaten the financial stability of the U.S.

On July 26, 2023, the SEC adopted rules, effective on Sept. 5, 2023, requiring public companies, including the Parent, to disclose cybersecurity incidents and details regarding their cybersecurity risk management, strategy and governance. Under the rules, public companies must disclose material cybersecurity incidents on Form 8-K. Disclosure of material incidents generally is due within four business days after a public company determines that a cybersecurity incident is material. On an annual basis, public companies must describe in their annual report on Form 10-K their processes for assessing, identifying, and managing, and management’s role and expertise in assessing and managing, material cybersecurity risks; whether any cybersecurity risks have materially affected or are reasonably likely to material affect the company; and the board of directors’ oversight of cybersecurity risks.

On March 15, 2023, the SEC proposed a new rule regarding cybersecurity risk management for entities including broker-dealers, security-based swap dealers, and transfer agents. The proposed rule would require such entities to maintain written policies and procedures to address their cybersecurity risk, immediately notify the SEC of significant cybersecurity incidents, and publicly disclose descriptions of their cybersecurity risks and significant cybersecurity incidents.

In addition, also on March 15, 2023, the SEC also proposed amendments to Regulation S-P, including a requirement for broker-dealers, investment companies, RIAs, and transfer agents to adopt written policies and procedures for an incident response program with respect to unauthorized access to or use of customer information. The proposal would require these entities to notify individuals whose sensitive customer information was accessed or used without

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authorization not later than 30 days after becoming aware that the information has been compromised. BNY Mellon is evaluating the potential impact of the proposals.

Privacy and Data Protection

The privacy provisions of the Gramm-Leach-Bliley Act generally prohibit financial institutions, including BNY Mellon, from disclosing nonpublic personal financial information of consumer customers to third parties for certain purposes (primarily marketing) unless customers have the opportunity to “opt out” of the disclosure. The Fair Credit Reporting Act restricts information sharing among affiliates for marketing purposes.

In the EU, privacy law is primarily regulated by the General Data Protection Regulation (“GDPR”). The GDPR contains enhanced compliance obligations and increased penalties for non-compliance compared to prior EU data protection legislation.

Acquisitions/Transactions

Federal and state laws impose notice and approval requirements for mergers and acquisitions involving depository institutions or BHCs. The Bank Holding Company Act of 1956, as amended by the Gramm-Leach-Bliley Act and by the Dodd-Frank Act (the “BHC Act”), requires the prior approval of the Federal Reserve for the direct or indirect acquisition by a BHC of more than 5% of any class of the voting shares or all or substantially all of the assets of a commercial bank, savings and loan association or BHC. In reviewing bank acquisition and merger applications, the bank regulatory authorities will consider, among other things, the competitive effect of the transaction, financial and managerial resources, including the capital position of the combined organization, convenience and needs of the community factors, including the applicant’s record under the Community Reinvestment Act of 1977 (the “CRA”), the effectiveness of the subject organizations in combating money laundering activities and the risk to the stability of the U.S. banking or financial system. In addition, prior Federal Reserve approval would be required for BNY Mellon to acquire direct or indirect ownership or control of any voting shares of a company with assets of $10 billion or more that is engaged in activities that are “financial in nature.”

Climate and ESG Regulations

As the global regulatory framework for Climate and ESG disclosure and risk management practices continues to evolve, we continue to evaluate the impacts of new regulations on our business and operations.

In the U.S., the SEC proposed rules to enhance consistency of climate-related disclosures among registered companies. On March 21, 2022, the SEC proposed climate-related disclosure requirements that would require SEC reporting companies to disclose, among other things and as applicable, direct and indirect greenhouse gas emissions, climate-related scenario analysis, climate transition plans or climate-related targets or goals and related progress, climate-related risks over the short-, medium- and long-term, qualitative and quantitative information regarding climate-related risks and historical impacts in audited financial statements, corporate governance of climate-related risks, and climate-related risk-management processes. Further, on May 25, 2022, the SEC proposed rule and form amendments that would require certain funds, including RICs such as mutual funds, closed end funds and ETFs, that consider ESG factors in their investment process to provide additional ESG disclosures in their fund prospectuses and annual shareholder reports. These proposed amendments would also require certain advisers, including RIAs, that consider ESG factors as part of their advisory business to disclose the ESG factors they consider in providing advisory services and how they are incorporated when formulating investment advice.

A number of states have proposed or enacted laws and regulations addressing climate disclosure. For example, on Oct. 7, 2023, California enacted three statutes imposing extensive new climate-related disclosure obligations, which became effective on Jan. 1, 2024. The Climate Corporate Data Accountability Act (“SB 253”) requires U.S. companies with total annual revenues in excess of $1 billion that do business in California to disclose annually their Scope 1 (owned and controlled sources) and Scope 2 (from energy purchased and used) greenhouse gas emissions beginning in 2026, and Scope 3 (up and down value chain) greenhouse gas emissions beginning in 2027. The Climate-Related Financial Risk Act (“SB 261”) requires U.S. companies (other than insurance companies) with total annual revenues in excess of $500 million that do business in California to publish biennial reports

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disclosing climate-related financial risks and the measures adopted to mitigate the disclosed risks beginning on Jan. 1, 2026. The California State Air Resources Board is authorized to adopt implementing regulations under SB 253 and SB 261. The Voluntary Carbon Market Disclosures Act (“AB 1305”) requires, among other things, companies operating within California to disclose certain information on accuracy of claims made, including regarding carbon neutrality, net zero emissions or reduction of greenhouse gas emissions, interim progress measures, third-party verification and, if applicable, certain information on the voluntary carbon offsets marketed, used, purchased or sold.

In Europe, EU entities in-scope for the Corporate Sustainability Reporting Directive will soon be subject to new requirements to disclose information about sustainability matters, including information on BNY Mellon’s impact on the environment and information on related financial risks and opportunities to BNY Mellon. Five EU subsidiaries of BNY Mellon are subject to these requirements, with BNY Mellon SA/NV required to report in 2025 and the remaining four subsidiaries required to report in 2026. In addition, EU lawmakers are in the process of adopting the Corporate Sustainability Due Diligence Directive (“CS3D”), which will likely impose new due diligence obligations on our global operations, including in relation to our supply chains. The CS3D will also require us to adopt and put into effect a transition plan for climate change mitigation. Our regulated banking subsidiary in the EU is also subject to supervisory expectations and potential enforcement actions for the prudent management of climate-related and environmental risks and related disclosure.

In addition, our UK supervisory authorities have adopted new disclosure requirements and supervisory expectations that currently apply or will apply to our subsidiaries and branches that are regulated by the UK Financial Conduct Authority (“FCA”) and the UK Prudential Regulation Authority (“PRA”). For example, since the end of 2021 our PRA regulated branch and banking subsidiary have been subject to the PRA’s supervisory expectations for the management of climate-related financial risks, including as regards governance, risk management, scenario analysis and disclosure. Further, new FCA rules on anti-greenwashing will require that from May 31, 2024, any sustainability-related claims made about our products and services by our FCA regulated entities are consistent with the sustainability

characteristics of such products or services and are fair, clear and not misleading.

In addition, recent published guidance from our regulators, including the Agencies and NYSDFS, has primarily focused on climate-related financial risk management, including with respect to, among other things, governance, policies and procedures, strategy, risk management, data and reporting, and scenario analysis. We continue to assess guidance from regulators and its potential impact.

Rating System for the Supervision of Large Financial Institutions

The Federal Reserve’s rating system for the supervision of large financial institutions (“LFIs”) applies to, among other entities, all BHCs with total consolidated assets of $100 billion or more, including BNY Mellon.

The LFI rating system includes a four-level rating scale and three component ratings. The four levels are: Broadly Meets Expectations; Conditionally Meets Expectations; Deficient-1; and Deficient-2. The component ratings are assigned for: Capital Planning and Positions; Liquidity Risk Management and Positions; and Governance and Controls. A firm must be rated “Broadly Meets Expectations” or “Conditionally Meets Expectations” for each of its component ratings to be considered “well managed” in accordance with various statutes and regulations that permit additional activities, prescribe expedited procedures or provide other benefits for “well managed” firms.

Regulated Entities of BNY Mellon and Ancillary Regulatory Requirements

BNY Mellon is registered as an FHC under the BHC Act. We are subject to supervision by the Federal Reserve. In general, the BHC Act limits an FHC’s business activities to banking, managing or controlling banks, performing certain servicing activities for subsidiaries, engaging in activities incidental to banking, and engaging in any activity, or acquiring and retaining the shares of any company engaged in any activity, that is either financial in nature or complementary to a financial activity and does not pose a substantial risk to the safety and soundness of depository institutions or the financial system generally.

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A BHC’s ability to maintain FHC status is dependent on: (i) its U.S. depository institution subsidiaries qualifying on an ongoing basis as “well capitalized” and “well managed” under the prompt corrective action regulations of the appropriate regulatory agency (discussed above under “Prompt Corrective Action”); (ii) the BHC itself qualifying on an ongoing basis as “well capitalized” and “well managed” under applicable Federal Reserve regulations; and (iii) its U.S. depository institution subsidiaries continuing to maintain at least a “satisfactory” rating under the CRA.

An FHC that does not continue to meet all the requirements for FHC status will, depending on which requirements it fails to meet, lose the ability to undertake new activities, continue current activities, or make acquisitions, that are not generally permissible for BHCs without FHC status. As of Dec. 31, 2022, BNY Mellon and our U.S. bank subsidiaries were “well capitalized” based on the ratios and rules applicable to them.

The Bank of New York Mellon, BNY Mellon’s largest banking subsidiary, is a New York state-chartered bank, and a member of the Federal Reserve System and is subject to regulation, supervision and examination by the Federal Reserve, the FDIC and the NYSDFS. BNY Mellon’s national bank subsidiaries, BNY Mellon, N.A. and The Bank of New York Mellon Trust Company, National Association, are chartered as national banking associations subject to primary regulation, supervision and examination by the OCC.

On Aug. 8, 2023, the Federal Reserve issued a Supervision and Regulation Letter (SR 23-7) announcing the establishment of its Novel Activities Supervision Program (“NASP”) to complement its existing supervision and oversight of supervised banking organizations, including BNY Mellon. The NASP will encompass risk-based monitoring and examination and focus on novel activities related to crypto-assets, distributed ledger technology, and complex, technology-driven partnerships with nonbank providers of banking products and services to customers. The Federal Reserve will also evaluate the concentrated provision of banking services to crypt-asset-related entities and fintechs. We are evaluating the potential impact of the NASP.

We operate a number of broker-dealers that engage in securities underwriting and other broker-dealer activities in the U.S. These companies are SEC-

registered broker-dealers and members of Financial Industry Regulatory Authority, Inc. (“FINRA”), a securities industry self-regulatory organization. BNY Mellon’s nonbank subsidiaries engaged in securities-related activities are regulated by supervisory agencies in the countries in which they conduct business, where required.

Certain of BNY Mellon’s public finance and advisory activities are regulated by the Municipal Securities Rulemaking Board and the relevant BNY Mellon affiliates have registered with the SEC, as required under the SEC’s Municipal Advisors Rule if they provide advice to municipal entities or certain other persons on the issuance of municipal securities, or about certain investment strategies or municipal derivatives.

Certain of BNY Mellon’s subsidiaries are registered with the CFTC as commodity pool operators, introducing brokers and/or commodity trading advisors and, as such, are subject to CFTC regulation. The Bank of New York Mellon is registered as a swap dealer (as defined in the Dodd-Frank Act) with the CFTC and is a member of the National Futures Association (“NFA”) in that same capacity. As a swap dealer, The Bank of New York Mellon is subject to regulation, supervision and examination by the CFTC and NFA.

On Dec. 13, 2023, the SEC approved a final rule requiring covered clearing agencies that clear transactions in U.S. Treasuries (“CCPs”) to establish policies requiring their direct participants, including BNY Mellon, to submit for clearing all “eligible secondary market transactions” in U.S. Treasuries to which such direct participant is a counterparty, which include all repurchase and reverse repurchase agreements collateralized by U.S. Treasuries and all inter-dealer cash market trades. Eligible secondary market transactions, however, exclude (i) transactions with affiliates (under certain conditions), central banks, sovereign entities, and CCPs, (ii) cash market transactions with hedge funds, and (iii) securities lending transactions involving U.S. Treasuries. Implementation of the rules will be phased beginning March 2025 through June 2026.

Certain of our subsidiaries are RIAs, and as such are supervised by the SEC. They are also subject to various U.S. federal and state laws and regulations and to the laws and regulations of any countries in which they conduct business. Our subsidiaries advise both RICs, including the BNY Mellon Family of

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Funds and BNY Mellon ETF Funds, and private investment companies which are not registered under the 1940 Act.

Certain of our investment management, trust and custody operations provide services to employee benefit plans that are subject to the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), administered by the U.S. Department of Labor. ERISA imposes certain statutory duties, liabilities, disclosure obligations and restrictions on fiduciaries, as applicable, related to the services being performed and fees being paid.

SEC Regulation Best Interest (“Reg BI”) requires a broker-dealer to act in the “best interest” of a retail customer when making a recommendation of any securities transaction or investment strategy to any such customer. The Form CRS Relationship Summary (“Form CRS”) requires RIAs and broker-dealers to provide retail investors with a brief summary about the nature of their relationship with their investment professional and supplements other more detailed disclosures.

On Feb. 15, 2023, the SEC adopted final rule amendments to shorten the standard settlement cycle for certain broker-dealer securities transactions to T+1. The rule includes additional amendments designed to accelerate the confirmation of such trades. We continue to assess the potential impacts of the final rule.

On Dec. 14, 2022, the SEC proposed four rulemakings related to market structure, including a proposed Regulation Best Execution, which would establish a best execution regulatory framework for broker-dealers, and proposals regarding order competition and disclosure of order execution information. We continue to assess the potential impacts of the proposals.

On Feb. 15, 2023, the SEC proposed amendments to the custody rule under the 1940 Act, which generally requires RIAs deemed to have custody of client funds or securities to, among other requirements, maintain client funds or securities with a qualified custodian. The proposal would expand the types of investments covered by the custody rule to include any client “assets.” It would also require RIAs to enter into a written agreement with, and obtain reasonable assurances from, the qualified custodian that the custodian will comply with protections in the proposed rule, including with respect to

indemnification of the client, responsibility for subcustodians and central securities depositaries, asset segregation, and not subjecting client assets to any liens. In addition, the SEC proposed amendments to the investment adviser recordkeeping rule to require advisers to keep additional, more detailed records. We continue to evaluate the potential impact of the proposals.

On July 26, 2023, the SEC proposed new rules intended to address certain conflicts of interest associated with the use of “Covered Technology” by broker-dealers and investment advisers (“Firms”) in investor interactions (“Proposed AI Rules”). Covered Technology is generally described as applying to “artificial intelligence” or “AI” and is broadly defined under the Proposed AI Rules to include the use of analytical, technological, or computational functions, algorithms, models, correlation matrices, or similar methods or processes that optimize for, predict, guide, forecast, or direct investment-related behaviors or outcomes of an investor. If adopted, the Proposed AI Rules would: (i) generally apply when a Firm uses a Covered Technology in engaging or communicating with an investor, including by exercising discretion with respect to an investor’s account, providing an investor with information, or soliciting an investor and (ii) require Firms to (among other things) identify conflicts of interests when using Covered Technology in interactions with investors, and adopt policies and procedures to eliminate or neutralize those conflicts of interest. We are evaluating the potential impact of the proposed rules.

Post-Brexit UK Regulatory Framework

The UK left the EU on Jan. 31, 2020, and the transition period ended on Dec. 31, 2020 (“Brexit Transition Period”). Existing EU regulations that were in force and applicable in the UK on Dec. 31, 2020, were “on-shored” into the UK regulatory framework (and adapted as appropriate for the UK context) as “retained EU law.” EU rules and regulations that came into effect on or after Jan. 1, 2021, do not apply to financial activities within the UK. The UK and EU financial services regulatory frameworks have started diverging from each other after the conclusion of the Brexit Transition Period.

The Financial Services Act 2021 made several changes to the UK financial services regulatory framework, including the prudential frameworks for credit institutions and investment firms. In particular, the Financial Services Act 2021 grants substantial

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prudential rulemaking powers to the Prudential Regulatory Authority (“PRA”) with respect to UK credit institutions, and the FCA with respect to UK investment firms.

In December 2022, the UK Chancellor of the Exchequer announced the Edinburgh Reforms, a series of measures to promote stability and competitive growth in the UK financial markets post-Brexit. As part of the Edinburgh Reforms, HM Treasury published ‘Building a Smarter Financial Services Framework for the UK,’ a policy statement on the government’s approach to replacing EU law on financial services with regulations tailored to the UK, and set out measures to determine structuring of a post-Brexit UK financial services regulatory framework. Following up on its statement of approach, in July 2023, HM Treasury published ‘Building a Smarter Financial Services Regulatory Framework for the UK,’ detailing its plan on how the government will deliver this approach in practice. To further the post-Brexit transition, the UK enacted the Financial Services and Markets Act 2023 (FSMA 23) on June 29, 2023, implementing the Edinburgh Reforms, including a framework for revoking and replacing retained EU law for financial services, delegating rulemaking authority to UK regulators, strengthening the regulatory accountability framework, and establishing a new Designated Activities Regime regulating financial market related activities. We continue to evaluate the potential impact of these measures.

Operations and Regulations Outside the U.S.

We maintain a presence in the UK through the London branch of The Bank of New York Mellon, The Bank of New York Mellon (International) Limited, a credit institution incorporated and authorized in the UK, and a number of our investment firms. We maintain a presence in the EU through the Frankfurt branch of The Bank of New York Mellon, BNY Mellon SA/NV, which is headquartered in Belgium and has a branch network in a number of other EU countries, and through certain of our investment firms.

BNY Mellon SA/NV is a public limited liability company incorporated under the laws of Belgium, holds a banking license issued by the National Bank of Belgium and is authorized to carry out all banking and savings activities as a credit institution. The European Central Bank (the “ECB”) has responsibility for the direct supervision of significant

banks and banking groups in the Euro area, including BNY Mellon SA/NV. The ECB’s supervision is carried out in conjunction with the relevant national prudential regulator (the National Bank of Belgium in BNY Mellon SA/NV’s case), as part of the Single Supervisory Mechanism. BNY Mellon SA/NV conducts its activities in Belgium as well as through its branch offices in Denmark, France, Germany, Ireland, Italy, Luxembourg, the Netherlands, Poland and Spain. In Europe, branches of The Bank of New York Mellon are subject to regulation in the countries in which they are established, in addition to being subject to oversight by BNY Mellon’s U.S. regulators.

Certain of our financial services operations in the UK are subject to regulation and supervision by the FCA and the PRA. The PRA is responsible for the authorization and prudential regulation of firms that carry on PRA-regulated activities, including banks. PRA-authorized firms are also subject to regulation by the FCA for conduct purposes. In contrast, FCA-authorized firms (such as investment management firms) have the FCA as their sole regulator for both prudential and conduct purposes. As a result, FCA-authorized firms must comply with FCA prudential and conduct rules and the FCA’s Principles for Businesses, while dual-regulated firms must comply with the FCA conduct rules and FCA Principles, as well as the applicable PRA prudential rules and the PRA’s Principles for Businesses.

The PRA regulates The Bank of New York Mellon (International) Limited, our UK-incorporated bank, as well as the London branch of The Bank of New York Mellon. Certain of BNY Mellon’s UK-incorporated subsidiaries are authorized to conduct investment business in the UK. Their investment management advisory activities and their sale and marketing of retail investment products are regulated by the FCA. Certain UK investment funds, including investment funds of BNY Mellon, are registered with the FCA and are offered for sale to retail investors in the UK.

The types of activities in which the foreign branches of our banking subsidiaries and our international subsidiaries may engage are subject to various restrictions imposed by the Federal Reserve. Those foreign branches and international subsidiaries are also subject to the laws and regulatory authorities of the countries in which they operate and, in the case of banking subsidiaries, may be subject to regulatory capital requirements in the jurisdictions in which they operate.

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The primary prudential framework in the EU is provided by the Capital Requirements Directive 5 (“CRD5”) and EU CRR2, both of which implement many elements of the Basel III framework. Aspects of EU CRD5 and EU CRR2 are currently proposed to be amended as part of the EU’s plans to implement the Basel 3.1 standards and to enhance the harmonization of banking supervision in the EU. The final regulations, to be known as the Capital Requirements Directive 6 and EU CRR3 are due to be published in 2024 and set to apply from Jan. 1, 2025.

The UK’s version of the EU Capital Requirements Regulation (“UK CRR”) provides the prudential framework for credit institutions in the UK. Aspects of UK CRR are currently proposed to be amended as part of the PRA’s plans to implement the Basel 3.1 standards in the UK. The final regulations are due to be published in 2024 and set to apply from Jan. 7, 2025.

The lines of business included in our Securities Services, Market and Wealth Services and Investment and Wealth Management business segments are subject to significant regulation in numerous jurisdictions around the world relating to, among other things, the safeguarding, administration and management of client assets and client funds.

Various existing and/or proposed EU directives and regulations have or will have a significant impact on the provision of many of our products and services, including the revised Markets in Financial Instruments Directive II and Markets in Financial Instruments Regulation (collectively, “MiFID II”), the revised Alternative Investment Fund Managers Directive (“AIFMD”), the Directive on Undertakings for Collective Investment in Transferable Securities (“UCITS V”), the revised Central Securities Depositories Regulation, the revised regulation on OTC derivatives, central counterparties and trade repositories (commonly known as “EMIR”), the Payment Services Directive II and the revised Benchmarks Regulation. These EU directives and regulations may impact our operations and risk profile. Some of these EU directives and regulations are subject to review, and the outcome of these reviews is not yet certain.

Investment Firms Directive and Investment Firms Regulation

In the EU, the Investment Firms Directive/Investment Firms Regulation (“IFD/IFR”), previously referred to

as the “new prudential regime for investment firms,” is a more tailored, proportionate prudential regime for investment firms. BNY Mellon has several UK-domiciled investment firms that are subject to UK IFPR.

The main change under both IFD/IFR and UK IFPR is that capital requirements for most investment firms are no longer based on Basel standards for banks such as credit risk, market risk or operational risk. Instead, the capital requirements are based on factors that are more tailored to the risks that investment firms face.

European and UK Financial Markets and Market Infrastructure

The EU and UK continue to develop and implement changes in relation to their existing financial markets and market infrastructure regulations. EU and UK MiFID II/MIFIR apply to financial institutions conducting investment business in the EEA and UK respectively and have historically required and continue to require significant changes to comply with relevant regulatory requirements, including extensive transaction reporting and market transparency obligations and a heightened focus on how financial institutions conduct business with and disclose information to their clients.

Funds Regulation in Europe

The AIFMD has a direct effect on our alternative fund manager clients and our depository business and other products offered across Europe as well as upon our Investment Management business. AIFMD imposes heightened obligations upon depositories, which have operational effects.

Our businesses servicing regulated funds in Europe and our Investment Management businesses in Europe are also affected by the revised directive governing UCITS V.

Under the regulations for depositary safekeeping duties under AIFMD and UCITS V, the European Commission recognizes the use of omnibus account structures when accounting for assets in a chain of custody, but requires that depositaries and trustees, such as BNY Mellon, maintain their own books and records.

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Risk Factors

An investment in securities issued by us involves certain risks that you should carefully consider and evaluate both at the time of initial purchase and throughout the holding period of such securities. The following discussion sets forth the most material risk factors that could affect our business, financial condition or results of operations. Some of these risks are interrelated and the occurrence of one may exacerbate the effect of others. Additionally, factors other than those discussed below or in our other reports filed with or furnished to the SEC could also adversely affect our business, financial condition or results of operations. We cannot assure you that the risk factors described below or elsewhere in our reports address all potential risks that we may face. These risk factors also serve to describe considerations which may cause our results to differ materially from those described in forward-looking statements included herein or in other documents or statements that make reference to this Annual Report. See “Forward-looking Statements.”

Summary

Investing in our securities and in the securities of banks and financial services companies more broadly is inherently risky. Our business, financial condition and results of operations may be materially and adversely affected by various risk types and considerations, including operational risk, market risk, credit risk, capital and liquidity risk, strategic risk and additional risks, including as a result of the following:

Operational Risk

•Errors or delays in our operational and transaction processing, or those of third parties.

•Our risk management framework, models and processes not being effective in identifying or mitigating risk and reducing the potential for losses and any inadequacy or lapse in our risk management framework, models and processes exposing us to unexpected losses.

•A communications or technology disruption or failure within our infrastructure or the infrastructure of third parties that results in a loss of information, delays our ability to access information or impacts our ability to provide services to our clients.

•A cybersecurity incident, or failure in our computer systems, networks and information, or those of third parties, resulting in the theft, loss,

disclosure, use or alteration of information, unauthorized access to or loss of information, or system or network failures.

•Extensive government rulemaking, policies, regulation and supervision that impact our operations, and changes to and introduction of new rules and regulations compelling us to change how we manage our businesses.

•Regulatory or enforcement actions or litigation.

•Failure to attract, retain, develop and motivate employees.

•Failure or circumvention of our controls, policies and procedures.

Market Risk

•Weakness and volatility in financial markets and the economy generally.

•Dependence on fee-based business and fee-based revenues, which could be adversely affected by slowing market activity, weak financial markets, underperformance and/or negative trends in savings rates or in investment preferences.

•Levels of and changes in interest rates impacting our profitability and capital levels.

•Unrealized or realized losses on securities related to volatile and illiquid market conditions, reducing our capital levels and/or earnings.

•Reform of interest rate benchmarks and the use of alternative reference rates by us and our clients.

Credit Risk

•Failure or perceived weakness of any of our significant clients or counterparties, and our assumption of credit, counterparty and concentration risk.

•Inadequacy in our allowance for credit losses, including loan and lending-related commitment reserves and a deterioration in our expectations of future economic conditions.

Capital and Liquidity Risk

•Failure to effectively manage our liquidity.

•Failure to satisfy regulatory standards, including “well capitalized” and “well managed” status or capital adequacy and liquidity rules more generally.

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Risk Factors (continued)

•The Parent’s dependence on dividends from its subsidiaries and extensions of credit from its IHC to meet its obligations, including with respect to its securities, and to provide funds for share repurchases, payment of income taxes and payment of dividends to its stockholders.

•Ability to return capital to shareholders, which is subject to the discretion of our Board of Directors and may be limited by U.S. banking laws and regulations, including those governing capital and capital planning, applicable provisions of Delaware law and our failure to pay full and timely dividends on our preferred stock.

•Any material reduction in our credit ratings or the credit ratings of our principal bank subsidiaries, The Bank of New York Mellon, BNY Mellon, N.A. or The Bank of New York Mellon SA/NV, which could increase the cost of funding and borrowing to us and our rated subsidiaries.

•The application of our Title I preferred resolution strategy or resolution under the Title II orderly liquidation authority.

Strategic Risk

•New lines of business, new products and services or transformational or strategic project initiatives, and the failure to implement these initiatives.

•Competition in all aspects of our business.

•Our strategic transactions.

Additional Risks

•Adverse events, publicity, government scrutiny or other reputational harm.

•ESG concerns, including climate change, which could adversely affect our business, affect client activity levels, subject us to additional regulatory requirements and damage our reputation.

•Impacts from geopolitical events, acts of terrorism, natural disasters, the physical effects of climate change, pandemics and other similar events.

•Tax law changes or challenges to our tax positions with respect to historical transactions.

•Changes in accounting standards governing the preparation of our financial statements and future events.

Operational Risk

Errors or delays in our operational and transaction processing, or those of third parties, may materially adversely affect our business, financial condition, results of operations and reputation.

We are required to accurately process large numbers of transactions each day on a timely basis. The transactions we process or execute are operationally complex and can involve numerous parties, jurisdictions, regulations and systems, and, therefore, are subject to execution and processing errors and failures. In situations reliant upon manual processes, the risk of execution and processing errors and failures is heightened. Manual processes are inherently more prone to human and other processing error, malfeasance, fraud and other misconduct than automated processes. With more complex and voluminous transactions at ever increasing speeds, which present an increased risk of error or significant operational delay, we must continuously evolve our processes, controls, systems and workforce in a manner designed to achieve accurate and timely execution of these transactions. When errors or delays do occur, they may be difficult to detect and remediate in a timely manner. The use of automation, artificial intelligence and other emerging technologies in connection with automated processes may amplify the impact of any such error or delay, as the failure to timely discover and respond to an operational error relating to an automated process can have dramatic consequences in light of the speed and volume of transactions involved. Furthermore, the risks resulting from an operational error may be heightened with respect to certain asset classes, such as some digital assets, with respect to which it may be impossible to retrieve wrongfully or erroneously transferred digital assets.

Operational errors or significant operational delays could have a material and negative impact on our ability to conduct our business or service our clients, which could adversely affect our results due to potentially higher expenses and lower revenues, lower our capital ratios, create liability for us or our clients or negatively impact our reputation. We also recognize that service reliability and systems resilience are essential components to processing transactions and safeguarding financial assets, and an operational error impacting a large number of transactions could have unfavorable ripple effects in the financial markets, which could exacerbate the adverse effects of the error on us.

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Affiliates or third parties (including their downstream service providers) with which we do business or that facilitate our business activities, including by providing data, information, technology or infrastructure services, could also be sources of execution and processing errors, failures or significant operational delays. These risks are heightened to the extent that we rely on a limited, or otherwise concentrated, set of third parties with respect to certain processes or business activities. In certain jurisdictions, we may be deemed to be statutorily or criminally liable for operational errors, fraud, breakdowns or delays by these affiliates or third parties. Additionally, as a result of regulations, including the Alternative Investment Fund Managers Directive and the Undertakings for Collective Investment in Transferable Securities V, when we act as depositary in the European Economic Area, we could be exposed to restitution risk for, among other things, errors or fraud perpetrated by a sub-custodian resulting in a loss or delay in return of client’s securities. When we are not acting as a European Economic Area depositary, we may accept similar liabilities to that of a European Economic Area depositary as a matter of contract in connection with our custody services.

Our risk management framework, models and processes may not be effective in identifying or mitigating risk and reducing the potential for losses and any inadequacy or lapse in our risk management framework, models and processes could expose us to unexpected losses that could materially adversely affect our results of operations or financial condition.

Our risk management framework seeks to identify and mitigate risk and loss to us. We have established comprehensive policies and procedures and an internal control framework designed to provide a sound operational environment for the types of risk to which we are subject, including operational risk, credit risk, market risk, liquidity risk, model risk and strategic risk. We have also established frameworks designed to mitigate risk and loss to us as a result of the actions of affiliates or third parties with which we do business (including their downstream service providers) or that facilitate our business activities. However, as with any risk management framework, there are inherent limitations to our current and future risk management strategies, including risks that we may not have appropriately anticipated or identified.

Our regulators remain focused on ensuring that financial institutions build and maintain robust risk management policies. Regulators’ views of the quality of our risk models and framework affect our regulators’ evaluations of us, and we are exposed to the risk of adverse regulatory and supervisory developments, including enforcement actions and increased costs in connection with remediation efforts, if our regulators view our risk models and framework to be insufficient or if remediation is not completed in a timely manner. Accurate and timely enterprise-wide risk information is necessary to enhance management’s decision-making in times of crisis. If our risk management framework or governance structure proves ineffective or if our enterprise-wide management information is incomplete or inaccurate, we could suffer unexpected losses, which could materially adversely affect our results of operations or financial condition.

In certain instances, we rely on models to measure, monitor and predict risks including as part of our overall asset/liability management. However, these models are inherently limited because they involve techniques, including the use of historical data and trends, assumptions, estimates, judgments and forecasts, which may be incomplete or may not prove to be accurate. Further, these models cannot anticipate every economic and financial outcome in the markets in which we operate, nor can they anticipate the specifics and timing of such outcomes, especially during severe market downturns, sudden geopolitical events or other stress events, such as those experienced during the COVID-19 pandemic or in connection with the insolvencies of Silicon Valley Bank and Signature Bank in the first half of 2023. These models may not appropriately capture all relevant risks or accurately predict future events or exposures. The risk of the unsuccessful design, development or implementation of our models, systems or processes, as well as the risk associated with oversight, monitoring and application of models, cannot be completely eliminated. Inaccuracies in the input data or parameters used in our models may further increase the risks to which we are subject. We may also experience unexpected losses if our models, estimates or judgments used or applied in connection with our risk management activities or in the preparation of our financial statements prove to have been inadequate or incorrect. All models have some degree of inaccuracy, which can be further exacerbated when environmental conditions or stress conditions push theory beyond its limits. The models that we use to assess and control our market risk

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exposures also reflect assumptions about the degree of correlation among prices of various asset classes or other market indicators. The 2008 financial crisis and resulting regulatory reform highlighted both the importance and some of the limitations of managing unanticipated risks. In times of market stress, limited liquidity or other unforeseen circumstances, previously uncorrelated indicators may become correlated, or previously correlated indicators may move in different directions. Additionally, sudden illiquidity in markets or declines in prices of certain assets may make it more difficult to value certain financial instruments. These types of market movements have at times limited the effectiveness of our hedging strategies and have caused us to incur significant losses, and they may do so in the future.

In addition, our businesses and the markets in which we operate are continuously evolving. We may fail to fully understand the implications of changes in our businesses or the financial markets or fail to adequately or timely enhance our risk framework to address those changes. If our risk framework is ineffective because it fails to keep pace with changes in the financial markets, regulatory requirements, our businesses, our counterparties, clients or service providers or for other reasons, we could incur losses, suffer reputational damage, face significant remediation expenses or find ourselves out of compliance with applicable regulatory or contractual mandates or supervisory expectations.

Our control environment and related systems, from time to time, have in the past not sufficiently detected, and may in the future not sufficiently detect, each error, omission, or other mistake made by us. These have in the past included, and may in the future include, calculation errors, errors in software or model development or implementation, data or informational errors or incompleteness, or errors in judgment. Human errors, malfeasance, failure to follow applicable policies, laws, rules or procedures and other misconduct in connection with our risk management framework, models and processes, even if promptly discovered and remediated, may result in reputational damage and losses and liabilities for us.

An important aspect of our risk management framework is creating a risk culture that is sustainable and appropriate to our role as a major financial institution in which our employees understand that there is risk in every aspect of our business and the importance of managing risk as it relates to their job functions. If we fail to create the appropriate

environment that sensitizes our employees to managing risk, our business could be adversely impacted. For more information on how we monitor and manage our risk management framework, see “Risk Management – Overview.”

A communications or technology disruption or failure within our infrastructure or the infrastructure of third parties that results in a loss of information, delays our ability to access information or impacts our ability to provide services to our clients may materially adversely affect our business, financial condition and results of operations.

We extensively rely on communications and information systems to conduct our business. Our businesses are highly dependent on our ability to process large volumes of data in an accurate, complete and timely manner, which requires global capabilities and scale from our technology platforms. If our technology or communications fail, or those of industry utilities or our service providers fail, we have in the past experienced, and could in the future experience, production and system outages or failures, or other significant operational delays. In addition, any technology disruption or failure could result in the loss of confidential or customer data, as a result of which we could incur losses, suffer reputational damage, face significant remediation expenses or find ourselves out of compliance with applicable regulatory or contractual mandates or supervisory expectations with respect to the preservation of confidential information. Any such disruption, outage, failure or delay could adversely affect our ability to effect transactions or service our clients, which could expose us to liability for damages, result in the loss of business, damage our reputation, subject us to regulatory scrutiny or sanctions or expose us to litigation, any of which could have a material adverse effect on our business, financial condition and results of operations. Remote work arrangements have increased our reliance on remote access systems and video conferencing services, and, as a result, we are exposed to similar risks if the technology and communications systems our employees or employees of third parties use while working remotely fail. Security or technology disruptions, failures or delays that impact our communications or information systems could also adversely affect our ability to manage our exposure to risk or expand our business. These incidents are unpredictable and can arise from numerous sources, not all of which are in our control, including, among

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others, human error, malfeasance and other misconduct, as well as operational disruptions at a third party or third party’s downstream service provider.

Upgrading our computer systems, software and networks subjects us to the risk of disruptions, failures or delays due to the complexity and interconnectedness of our computer systems, software and networks. The failure to properly upgrade or maintain these computer systems, software and networks could result in greater susceptibility to cyberattacks, particularly in light of the greater frequency and severity of cyberattacks in recent years, as well as the growing prevalence of cyberattacks affecting third-party software and information service providers. Additionally, cloud technologies are becoming increasingly critical to the operation of our systems and platforms, and, as our reliance on this technology continues to grow, we will continue to be increasingly subject to evolving risks relating to the use of cloud technologies. Our new product initiatives, including in connection with digital asset services, may further expose us to new evolving technology risks and may lead to dependencies on, and compatibility issues with, decentralized or third-party blockchains and their protocols, which we do not control. Although we have programs and processes to identify such risks, there can be no assurance that any such disruptions, failures or delays will not occur or, if they do occur, that actions taken to mitigate their impact will be timely or adequate. Although we maintain insurance covering certain technology infrastructure losses, there can be no assurance that liabilities or losses we may incur will be covered under such policies or that the amount of insurance will be adequate.

We continue to evaluate and strengthen our business continuity and operational resiliency capabilities and have increased our investments in technology to steadily enhance those capabilities, including our ability to resume and sustain our operations. There can be no guarantee, however, that a technology outage will not occur, including as a result of failures related to upgrades and maintenance, or that our business continuity and operational resiliency capabilities will enable us to maintain our operations and appropriately respond to events. For a discussion of operational risk, see “Risk Management – Risk Types Overview – Operational Risk.”

Third parties with which we do business or that facilitate our business activities, including exchanges,

clearing houses, financial intermediaries or vendors that provide services or security solutions for our operations, have in the past been, and could in the future also be, sources of technology risk to us, including from breakdowns, capacity constraints, attacks (including cyberattacks targeted at third-party service providers), failures or delays of their own systems or other services that impair our ability to process transactions and communicate with customers and counterparties. This risk may be intensified to the extent that there is concentration in a single unique product or service provided by a single vendor, or to the extent we rely on service providers from a single geographic area or due to the nature of the third-party’s industry and operations (e.g., firms that may have less robust scale, financial and operational resiliency standards with which to defend against a cyberattack). In addition, we are exposed to the risk that a technology disruption or other information security event at our vendor, or a downstream service provider or other vendor common to our third-party service providers, could impede their ability to provide products or services to us. We may not be able to effectively monitor or mitigate operational risks impacting our vendors or relating to the use of common and other vendors by third-party service providers, which could result in potential liability to clients and customers, regulatory fines, penalties or other sanctions, increased operational costs or harm to our reputation.

As our business areas evolve, whether due to the introduction of technology, new service offering requirements for our clients, interactions with third-party service providers, or changes in regulation relative to these service offerings, unforeseen risks materially impacting our business operations could arise. For example, we have begun to incorporate artificial intelligence technologies, including generative artificial intelligence, into some of our products, services and processes, and we may in the future expand such offerings. The use of artificial intelligence may expose us to new risks and greater potential liabilities including as a result of enhanced governmental or regulatory scrutiny, litigation, ethical concerns, confidentiality or other security risks, intellectual property concerns and data rights and protection concerns, as well as other factors that could adversely affect our business, reputation and financial results. Additionally, the technology used has become increasingly complex and relies on the continued effectiveness of the programming code and integrity of the inputted data. Rapid technological changes and competitive pressures require us to make

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significant and ongoing investments in technology not only to develop competitive new products and services or adopt new technologies, but to sustain our current businesses. Our financial performance depends in part on our ability to develop and market these new products and services in a timely manner at a competitive price and adopt or develop new technologies that differentiate our products or provide cost efficiencies. The failure to adequately review and consider critical business changes prior to and during introduction and deployment of key technological systems or the failure to adequately align operational capabilities with evolving client commitments and expectations, subjects us to the risk of an adverse impact on our ability to service and retain customers and on our operations. The costs we incur in enhancing our technology could be substantial and may not ultimately improve our competitiveness or profitability.

As a result of financial entities, central agents, clearing agents and houses, exchanges and technology systems across the globe becoming more interdependent and complex, a technology failure or other operational incident that significantly degrades, deletes or compromises the systems or data of one or more financial entities or suppliers could have a material impact on counterparties or other market participants, including us. A disruptive event, failure or delay experienced by one institution could disrupt the functioning of the overall financial system and has in the past impaired, and could in the future impair, our ability to settle transactions, which could, in turn, increase our counterparty credit and other exposures.

A cybersecurity incident, or a failure in our computer systems, networks and information, or those of third parties, could result in the theft, loss, disclosure, use or alteration of information, unauthorized access to or loss of information, or system or network failures. Any such incident or failure could adversely impact our ability to conduct our businesses, damage our reputation and cause losses.

We have been, and we expect to continue to be, the target of varying degrees of attempted cyberattacks, computer viruses or other malicious software, denial of service efforts, phishing attacks, penetration attempts and other information security threats intended to disrupt our operations, including unauthorized access attempts and cyberattacks targeted at third-party service providers and their

downstream service providers. Remote working arrangements, our employees’ usage of mobile and cloud technologies and our reliance on third-party service providers leave our networks susceptible to greater access points for attackers to exploit. This further increases the risk of unauthorized access to our networks and results in greater amounts of information being available for access. Although we deploy a broad range of sophisticated defenses and continue to expend significant resources to bolster these protections, there can be no assurance that these security measures will provide absolute security or prevent breaches and attacks, and we could suffer a material adverse impact or disruption as a result of a cybersecurity incident.

Cybersecurity incidents may occur through or as a result of system errors, lack of adequate policies and procedures, human error, software vulnerabilities (which may be unknown), potential lapses in information security practices or other irregularities, and intentional or unintentional acts by individuals or groups (including employees, vendors, customers and state actors, as well as others with malicious intent) having authorized or unauthorized access to our systems, data-bearing devices or facilities as well as the systems, devices or facilities of our clients, counterparties or third-party service providers. Malicious actors may also attempt to place individuals within BNY Mellon or fraudulently induce employees, vendors, customers or other users of our systems through social engineering, such as phishing, to disclose sensitive information in order to gain access to our data or that of our clients, or to send funds or authorize the sending of funds. A cybersecurity incident that results in the theft, loss, disclosure, use or alteration of information (which may include confidential or proprietary information), system or network failures, or unauthorized access or loss of access to information, may require us to reconstruct lost data (which may not be possible) or reimburse clients for data and credit monitoring services, or result in loss of customer business or damage to our computers or systems and those of our customers and counterparties. Further, although the application of distributed ledger technology is growing, such technology is nascent and may be vulnerable to cyberattacks or have other weaknesses, which could result in the loss of customer assets, including customer funds or custodied digital assets. Losses of certain types of assets, such as digital assets, may be distinctly difficult to recover and could subject us to customer disputes, claims for reimbursement, losses, negative publicity,

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reputational damage and governmental and regulatory scrutiny, investigations and enforcement actions.

The risk of an occurrence of a cybersecurity incident is inherent to a decision to invest in our company and the financial services sector as a whole. These impacts could be costly and time-consuming and could materially adversely affect our business, financial condition and results of operations.

While we seek to mitigate these risks to ensure the integrity of our systems and information and continuously evolve our cybersecurity capabilities, there can be no assurance that our mitigation strategies will be effective against all forms of cyberattacks. It is possible that employees or services providers may not follow our policies and procedures and we may not anticipate or implement effective preventive measures against all cybersecurity threats, or detect all such threats, including because the techniques used change, develop and evolve frequently or are not recognized until after they are launched. Moreover, attacks can originate from a wide variety of sources, including malicious actors who are involved with organized crime or who may be linked to terrorist organizations or foreign governments, or from cross-contamination of legitimate parties (including vendors and their service providers, clients, financial market utilities, and other financial institutions). Risks relating to attacks on our vendors, including supply chain attacks affecting our software and information technology service providers, have been rising as such attacks become increasingly frequent and severe and as financial entities and technology systems have become increasingly consolidated, interdependent and complex.

The failure to maintain an adequate technology infrastructure and applications with effective cybersecurity controls relative to the type, size and complexity of operations, markets and products traded, access to trading venues and our market interconnectedness could impact operations and impede our productivity and growth, which could cause our earnings to decline or could impact our ability to comply with regulatory obligations, leading to regulatory fines and sanctions. We may be required to expend significant additional resources to modify, investigate or remediate vulnerabilities or other exposures arising from cybersecurity risks and threats. Despite our procedures intended to identify and mitigate the impact of cybersecurity incidents, a cybersecurity incident, including as a result of a

successful cyberattack, could occur and persist for an extended period of time before being detected. In addition, we may not be able to identify and fully assess the impact of a cybersecurity incident in a timely manner. An investigation of a cybersecurity incident is inherently unpredictable and the extent of a particular cybersecurity incident and the path of investigating the incident may not be immediately clear. It may take a significant amount of time before such an investigation can be completed and reliable information about the incident is known. While such an investigation is ongoing, we may not necessarily know the source and extent of the harm or how best to contain and remediate it, certain errors or actions could be repeated or compounded before they are discovered and remediated, and communication to the public, clients, regulators and other stakeholders may not be sufficiently timely or accurate, any or all of which could further increase the costs and consequences of a cybersecurity incident. Moreover, recently adopted cybersecurity regulations by the SEC require us, as a public company subject to Exchange Act reporting requirements, to publicly disclose certain information about a material cybersecurity event, including the impact or reasonably likely impact. Disclosure may be required before the incident has been resolved or fully investigated. As with the determination of materiality of any other type of event, the determination regarding the materiality of any particular cybersecurity incident or series of related incidents entails a facts and circumstances test that takes a number of quantitative and qualitative factors into account. As a result, our management may determine that certain cybersecurity incidents are immaterial and not subject to disclosure under the new SEC cybersecurity regulations. For example, depending on the particular facts and circumstances, our management may reach such a determination if, among other things, the incident (or a series of related incidents) does not substantially disrupt our ability to operate normally, or deliver our products and services to our clients and the market on a timely basis, or result in the loss or compromise of a significant amount of data or potentially significant expenses or liabilities. As a result, investors should not assume that the absence of disclosure under the new regulations means that our defenses have been successful in preventing and defending every cyberattack directed at us or our third-party service providers.

In addition, we rely on a variety of measures to protect our intellectual property and proprietary

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information, including copyrights, trademarks, patents and controls on access and distribution. These measures may not prevent misappropriation or infringement of our intellectual property or proprietary information and a resulting loss of competitive advantage. Furthermore, if a third party were to assert a claim of infringement or misappropriation of its proprietary rights, obtained through patents or otherwise, against us, we could be required to spend a significant amount of resources to defend such claims, develop alternative methods of operations, pay substantial money damages, obtain a license from the third party or possibly stop providing one or more products or services. Furthermore, given intellectual property ownership and license rights surrounding artificial intelligence, such as generative artificial intelligence, are currently not fully addressed by courts or regulators, the use or adoption of artificial intelligence into our products or services may result in exposure to claims by third parties of copyright infringement or other intellectual property misappropriation, which may require us to pay compensation or license fees to third parties. The evolving legal, regulatory and compliance framework for artificial intelligence may also impact our ability to protect our own data and intellectual property against infringing use. In addition, we conduct business in various jurisdictions that may not have comparable levels of protection for intellectual property and proprietary information as the U.S. The protection afforded in those jurisdictions may be less established and/or predictable. As a result, there may also be heightened risks associated with the potential theft of data, proprietary information, technology and intellectual property in those jurisdictions by domestic or foreign actors, including private parties and those affiliated with or controlled by state actors. Any theft of data, proprietary information, technology or intellectual property may negatively impact our operations and reputation, including disrupting our business activities in those jurisdictions.

We are also subject to laws and regulations relating to the protection and privacy of the information of clients, employees and others, and any failure to comply with these laws and regulations could expose us to liability, increased regulatory oversight and/or reputational damage.

We are subject to extensive government rulemaking, policies, regulation and supervision that impact our operations. Changes to and introduction of new rules and regulations have compelled, and in the future may compel, us to change how we manage

our businesses, which could have a material adverse effect on our business, financial condition and results of operations.

As a large, internationally active financial services company, we operate in a highly regulated environment, and are subject to a comprehensive statutory and regulatory regime affecting all aspects of our business and operations, including oversight by governmental agencies both inside and outside the U.S. Regulations and related regulatory guidance and supervisory oversight impact how we analyze certain business opportunities, our capital and liquidity requirements, the revenue profile of certain of our core activities, the products and services we provide, how we manage our balance sheet, how we return capital to shareholders, how we monitor and manage risk and how we promote a sound governance and control environment. Any changes to the regulatory frameworks and environment in which we operate and the significant management attention and resources necessary to address those changes could materially adversely affect our business, financial condition and results of operations and have other negative consequences.

In the future, we could become subject to additional laws, rules and regulations, including related to the safekeeping of client assets, cybersecurity and data protection, digital assets, artificial intelligence and other emerging technologies, climate risk management and ESG governance and reporting, including additional disclosure requirements with respect to sustainability-related goals, investment strategies, risk management and emissions. In addition, certain regulatory initiatives within and outside of the U.S. may overlap and/or conflict with each other, which could subject us to additional compliance costs and regulatory risk. This reflects the pace of developments relating to cybersecurity, digital assets, artificial intelligence and climate regulation, including the increased focus globally by regulators and other governmental authorities on these topics and the relatively uncertain, distinct and novel nature of the associated principles.

The evolving regulatory environment and uncertainty about the timing and scope of future regulations may contribute to decisions we may make to suspend, reduce or withdraw from existing businesses, activities or initiatives, which may result in potential lost revenue or significant restructuring or related costs or exposures. We also face the risk of becoming subject to new or more stringent

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requirements in connection with the introduction of new regulations or modification of existing regulations, which could require us to hold more capital or liquidity or have other adverse effects on our businesses or profitability. In addition, regulatory responses in connection with severe market downturns or unforeseen stress events may alter or disrupt our planned future strategies and actions.

The monetary, tax and other policies of various governments, agencies and regulatory authorities both in the U.S. and globally have a significant impact on interest rates, currencies, commodity pricing (including oil), the imposition of tariffs or other limitations on international trade and travel, and overall financial market performance, which can impact our business, results of operations and capital. Changes in these policies are beyond our control and can be difficult to predict and we cannot determine the ultimate effect that any such changes would have upon our business, financial condition or results of operations. Legal or regulatory changes affecting access to financial markets can also adversely affect us. For example, under the Holding Foreign Companies Accountable Act, the SEC must prohibit trading in the securities of companies identified by the SEC for three consecutive years as having retained an auditor located in a foreign jurisdiction that the Public Company Accounting Oversight Board (“PCAOB”) has determined it is unable to inspect or investigate completely. In December 2022, the PCAOB vacated an earlier determination with respect to mainland China and Hong Kong. However, the PCAOB has indicated it expects to continue to have complete access going forward and will consider the need to issue a new determination if needed. As a result of this legislation, companies located in mainland China, Hong Kong or potentially other jurisdictions may decide, or eventually be required, to delist or otherwise remove their securities from U.S. financial markets, which would adversely affect our businesses, particularly our Issuer Services line of business.

The regulatory and supervisory focus of U.S. banking agencies is primarily intended to protect the safety and soundness of the banking system and federally insured deposits, and not to protect investors in our securities. Regulatory and supervisory standards and expectations both within jurisdictions (in relation to national versus non-national financial services providers) and across jurisdictions may be divergent and otherwise may not be applied in a manner that is consistent and harmonized. Additionally, banking

regulators have wide supervisory discretion in the ongoing examination and enforcement of applicable banking statutes, regulations, and guidelines, and may restrict our ability to engage in certain activities or acquisitions or may require us to limit our capital distributions, maintain more capital or hold more highly liquid assets.

The U.S. capital rules subject us and our U.S. banking subsidiaries to stringent capital requirements, which could restrict growth, activities or operations, trigger divestiture of assets or operations or limit our ability to return capital to shareholders.

The LCR and NSFR require us to maintain significant holdings of high-quality and generally lower-yielding liquid assets. In calculating the LCR and NSFR, we must also determine which deposits should be considered stable deposits. Stable deposits must meet a series of requirements and typically receive favorable treatment under the LCR and NSFR. We use qualitative and quantitative analysis to identify core stable deposits. It is possible that our LCR and NSFR could fall below applicable regulatory requirements as a consequence of the inherent uncertainties associated with this analysis (including as a result of regulatory changes or additional guidance from our regulators). In addition to facing potential regulatory consequences (which could be significant), we may be required to remedy this shortfall by liquidating assets in our investment portfolio or raising additional debt, each of which could have a material negative impact on our net interest revenue.

We develop and submit plans for our rapid and orderly resolution in the event of material financial distress or failure to the Federal Reserve and the FDIC. If the agencies determine that our submissions are not credible or would not facilitate an orderly resolution under the U.S. Bankruptcy Code, and we fail to address any such deficiencies in a timely manner, we may be subject to more stringent capital or liquidity requirements or restrictions on our growth, activities or operations, or may be required to divest assets or operations, which could adversely affect our business, financial condition and results of operations.

Our global activities are also subject to extensive regulation by various non-U.S. regulators, including governments, securities exchanges, central banks and other regulatory bodies in the jurisdictions in which we operate, relating to, among other things, the

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safeguarding, administration and management of client assets and client funds, regulation of markets, recovery and resolution planning and payments and financial market infrastructure.

Various laws, regulations, rules and directives effective in the jurisdictions in which we operate have an impact on our provision of many products and services. Implementation of, and revisions to, these laws, regulations, rules and directives have affected our operations and risk profile. For example, the key regulatory frameworks impacting our operations in the EU and UK continue to diverge in a number of respects. Further divergence in the nature and scope of these regulations could have an adverse impact on our results of operations and business prospects.

In addition, we are subject in our global operations to rules and regulations relating to corrupt and illegal payments and money laundering, economic sanctions and embargo programs administered by the U.S. Office of Foreign Assets Control and similar bodies and governmental agencies worldwide, and laws relating to doing business with certain individuals, groups and countries, such as the U.S. Foreign Corrupt Practices Act, the Bank Secrecy Act, as amended by the USA PATRIOT Act, the Iran Threat Reduction and Syria Human Rights Act of 2012 and the UK Bribery Act. While we have invested and continue to invest significant resources in training and in compliance monitoring, the geographical diversity of our operations, employees, clients and customers, as well as the vendors and other third parties that we deal with, presents the risk that we may be found in violation of such rules, regulations or laws and any such violation could subject us to significant penalties or adversely affect our reputation. In addition, such rules could impact our ability to engage in business with certain individuals, entities, groups and countries, which could materially adversely affect certain of our businesses and results of operations. Government sanctions and our actions in response to them have had, and in the future could continue to have, a negative impact on our revenue and business. For example, following Russia’s invasion of Ukraine in 2022, we ceased new banking business in Russia.

As a result of the implementation of data protection-related laws and regulations, including the EU GDPR, the California Consumer Privacy Act of 2018 and the New York Department of Financial Services’ cybersecurity regulation, we need to allocate additional time and resources to comply with such laws and regulations, and our potential liability for

non-compliance and reporting obligations in the case of data breaches has significantly increased. In addition, our businesses are increasingly subject to laws and regulations relating to privacy, surveillance, encryption and data localization in the jurisdictions in which we operate. Compliance with these laws and regulations has required us to change our policies, procedures and technology for information security and segregation of data, which, among other things, makes us more vulnerable to operational failures, and to monetary penalties for breach of such laws and regulations.

Additionally, our settlement-related activities and obligations are also subject to regulatory risk, including the risk of regulators globally accelerating the timeline to settlement, such as the SEC’s recent rule to shorten the standard settlement cycle for securities transactions in the U.S. from trade date plus two business days (T+2) to trade date plus one business day (T+1) for compliance in 2024. This rule presents the risk of non-compliance, and heightens the need for careful coordination with and dependencies on other industry participants as well as additional risks associated with technology development and implementation, change management and operational errors, any of which could be material in light of the magnitude and volume of our settlement-related activities and obligations.

Failure to comply with laws, regulations or policies, or meet supervisory expectations, applicable to us and our businesses could result in civil or criminal sanctions or enforcement proceedings by regulatory or governmental authorities, money penalties and reputational damage, which could have a material adverse effect on our business, financial condition and results of operations. If violations of legal or regulatory requirements do occur, they could damage our reputation, increase our legal and compliance costs, including requiring us to devote substantial resources towards remediation efforts, and ultimately adversely impact our results of operations. Laws, regulations or policies currently affecting us and our subsidiaries, supervisory expectations, or regulatory and governmental authorities’ interpretation of statutes and regulations may change at any time, which may adversely impact our business and results of operations. See “Supervision and Regulation” for additional information regarding the potential impact of the regulatory environment on our business.

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Regulatory or enforcement actions or litigation could materially adversely affect our results of operations or harm our businesses or reputation.

Like many major financial institutions, we and our affiliates are the subject of inquiries, investigations, lawsuits and proceedings by counterparties, clients, other third parties, tax authorities and regulatory and other governmental agencies in the U.S. and abroad, as well as the Department of Justice and state attorneys general. See “Legal proceedings” in Note 22 of the Notes to Consolidated Financial Statements for a discussion of material legal and regulatory proceedings in which we are involved. The number of these investigations and proceedings, as well as the amount of penalties and fines sought, has remained elevated for many firms in the financial services industry, including us. We have in the past been, and may in the future become, subject to heightened regulatory scrutiny, inquiries or investigations, and potentially client-related inquiries or claims, relating to broad, industry-wide concerns that could lead to increased expenses or reputational damage. Regulators and other governmental authorities may also be more likely to pursue enforcement actions, or seek admissions of wrongdoing or guilty pleas, in connection with the resolution of an inquiry or investigation to the extent a firm has previously been subject to other governmental investigations or enforcement actions. The current trend of large settlements by financial institutions with governmental entities may adversely affect the outcomes for other financial institutions in similar actions, especially where governmental officials have announced that the large settlements will be used as the basis or a template for other settlements. Separately, policymakers globally continue to focus on protection of client assets, cybersecurity and data protection, the improper use of electronic communications as well as tax avoidance and evasion.

The complexity of the federal and state regulatory and enforcement regimes in the U.S., coupled with the global scope of our operations and the increased aggressiveness of the tax and regulatory environment worldwide, also means that a single event may give rise to a large number of overlapping investigations and regulatory proceedings, either by multiple federal and state agencies in the U.S. or by multiple regulators and other governmental entities or tax authorities in different jurisdictions. Responding to inquiries, investigations, lawsuits and proceedings, regardless of the ultimate outcome of the matter, is

time consuming and expensive and can divert the attention of our senior management from our business. The outcome of such proceedings may be difficult to predict or estimate until late in the proceedings, which may last a number of years.

Certain of our subsidiaries are subject to periodic examination, special inquiries and potential proceedings by regulatory authorities. If compliance failures or other violations are found during an examination, inquiry or proceeding, a regulatory agency could initiate actions and impose sanctions for violations, including, for example, regulatory agreements, remediation undertakings, cease and desist orders, civil monetary penalties or termination of a license and could lead to litigation by investors or clients, any of which could cause our earnings to decline.

Our businesses involve the risk that clients or others may sue us, claiming that we or third parties for whom they say we are responsible have failed to perform under a contract or otherwise failed to carry out a duty perceived to be owed to them, including perceived fiduciary or contractual duties. This risk may be heightened during periods when credit, equity or other financial markets are deteriorating in value or are particularly volatile, when clients or investors are experiencing losses or as public attention on issues such as climate change or other ESG matters intensifies. As a publicly held company, we are also subject to the risk of claims under the federal securities laws. Volatility in our stock price increases this risk.

Increasingly, regulators, tax authorities and courts have sought to hold financial institutions liable for the misconduct of their clients where such regulators and courts have determined that the financial institution should have detected that the client was engaged in wrongdoing, even though the financial institution had no direct knowledge of the wrongdoing.

Actions brought against us may result in lawsuits, enforcement actions, injunctions, settlements, damages, fines or penalties, which could have a material adverse effect on our financial condition or results of operations or require changes to our business. Claims for significant monetary damages are asserted in many of these legal actions, while claims for disgorgement, penalties and/or other remedial sanctions may be sought in regulatory matters. These risks may be more acute when operating in foreign jurisdictions or in instances

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where adversaries to such disputes are government or quasi-government actors otherwise motivated in whole or in part by non-commercial incentives. Although we establish accruals for our litigation and regulatory matters in accordance with applicable accounting guidance, our exposure to such litigation and regulatory matters can be unpredictable, and when those matters proceed to a stage where they present loss contingencies that are both probable and reasonably estimable, there may be a material exposure to loss in excess of any amounts accrued, or in excess of any loss contingencies disclosed as reasonably possible. Such loss contingencies may not be probable and reasonably estimable until the proceedings have progressed significantly, which could take several years and occur close to resolution of the matter.

Each of the risks outlined above could result in increased regulatory supervision and affect our ability to attract and retain customers or maintain access to the capital markets.

Our business may be adversely affected if we are unable to attract, retain, develop and motivate employees.

Our success depends, in large part, on our ability to attract new employees, retain, develop and motivate our existing employees, have a diverse and inclusive workplace and continue to compensate our employees competitively amid heightened regulatory restrictions and an inflationary environment. Competition for the most skilled employees in most activities in which we engage can be intense, and we may not be able to recruit and retain key personnel. In addition, third-party suppliers and service providers on which we rely may face challenges in attracting and retaining their employees, which may have a negative impact on our operations and our resiliency capabilities.

We rely on certain employees with subject matter expertise to assist in the implementation of important initiatives and to support the development of new products and services, including in connection with our technology initiatives. As focus on technology and risk management increases in the financial industry, competition for technologists and risk personnel has intensified, which could constrain our ability to execute on certain of our strategic initiatives.

Our ability to attract, retain and motivate key executives and other employees may be negatively

affected by continuous changes to immigration policies and restrictions applicable to incentive and other compensation programs, including deferral, clawback requirements and other limits on incentive compensation. Some of these restrictions may not apply to some of our competitors and to other institutions with which we compete for talent, in particular as we are more often competing for personnel with financial technology providers and other entities that may not be publicly traded or regulated banking organizations and, in either case, may not have the same limitations on compensation as we do. Furthermore, because a portion of our annual incentive compensation paid to some of our employees is deferred equity that is subject to the value of our common stock, declines in our profitability or outlook could adversely affect the ability to attract and retain employees.

The loss of employees’ skills, knowledge of the market, industry experience, and the cost of finding replacements, particularly in a protracted inflationary environment with a competitive labor market, have led, and we expect will continue to lead, to an increase in labor costs and hurt our business. In addition, our current or future approach to in-office and remote-work arrangements may not meet the needs or expectations of our current or prospective employees, may not be perceived as favorable as compared to the arrangements offered by competitors and may not be conducive to a collaborative working environment, which could adversely affect our ability to attract, retain, develop and motivate employees. If we are unable to continue to attract, retain, develop and motivate highly qualified employees, our performance, including our competitive position, could be adversely affected.

A failure or circumvention of our controls, policies and procedures could have a material adverse effect on our business, financial condition, results of operations and reputation.

Management regularly reviews and updates our internal controls, disclosure controls and procedures, and corporate policies and procedures. Any system of controls, however well designed and operated, is based in part on certain assumptions and can provide only reasonable, not absolute, assurances that the objectives of the system will be met. Any failure or circumvention of our controls and procedures or failure to comply with regulations related to controls and procedures could have a material adverse effect on our business, reputation, results of operations and

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financial condition. Moreover, if we identify material weaknesses in our internal control over financial reporting or are otherwise required to restate our financial statements, we could be required to implement expensive and time-consuming remedial measures and could lose investor confidence in the accuracy and completeness of our financial reports. In addition, there are risks that individuals, either employees or contractors, may circumvent established control mechanisms in order to, for example, exceed exposure, liquidity, trading or investment management limitations, or commit fraud.

Additionally, although we have policies and procedures prohibiting the use of unauthorized personal devices and applications by our employees and contractors, we are subject to inquiries by regulators with respect to recordkeeping obligations and are subject to additional risks related to the use of personal devices and non-approved platforms, applications and tools by our employees or by third parties with which we do business for work-related activities, including risks related to information security and potential violations of record retention, reporting and other requirements. Any failure to comply with such policies and procedures could adversely affect our business.

Market Risk

Weakness and volatility in financial markets and the economy generally may materially adversely affect our business, financial condition and results of operations.

As a financial institution, our Investment Management, Wealth Management, Pershing, Depositary Receipts and Markets, including Securities Lending, businesses are particularly sensitive to economic and market conditions, including in the capital and credit markets. Further, when these markets are volatile or disruptive, we have experienced declines in our fair valued assets, including in our securities portfolio and seed capital, as well as a fair value reduction in the portfolios that we manage that generate investment and wealth management fees. Conditions in the financial markets and the economy generally, both in the U.S. and elsewhere around the world have materially affected, and may continue to affect, our results of operations, including investment management fees.

Foreign exchange trading that we execute for clients generates revenues which are primarily driven by the

volume of client transactions and the spread realized on these transactions, both of which are impacted by market volatility and the impact of foreign exchange hedging activities. Our clients’ cross-border investing activity could decrease in reaction to economic and political uncertainties, including changes in laws or regulations governing cross-border transactions, such as currency controls or tariffs. Volumes and/or spreads in some of our products tend to benefit from currency volatility and are likely to decrease during times of lower currency volatility. Such revenues also depend on our ability to manage the risk associated with the currency transactions we execute and program pricing.

A variety of factors impact global economies and financial markets, including interest rates and their associated yield curves, commodity pricing, market and political instabilities, volatile debt and equity market values, inflation, expectations relating to inflation trends and monetary policy actions taken by central banks, the strength of the U.S. dollar, geopolitical tensions, the imposition of tariffs or other limitations on international trade or travel, including changes to international trade and investment policies by the U.S. the EU or other large economies (which could disrupt world trade and lead to trade retaliation), unemployment levels, labor strikes, declining business, investor and consumer confidence, recessionary fears, the impact of volatility in digital asset markets on the broader market, governmental budget deficits (including, in the U.S., at the federal, state and municipal levels), partial or full government shutdowns (including concerns about the stability of funding for the U.S. federal government), and contagion risk from possible default on sovereign debt. More specifically, in January 2023, the outstanding national debt of the U.S. government reached its statutory limit. Before the U.S. government suspended the debt ceiling, the U.S. Treasury Department used extraordinary measures to prevent the U.S. government’s default on its payment obligations. Future delays to raise or suspend the federal debt ceiling could have severe repercussions within the U.S. and to global credit and financial markets and could result in a variety of adverse effects for our business, results of operations, liquidity and financial condition.

Any resulting economic pressure on market participants and lack of confidence in the financial markets may adversely affect our business, financial condition and results of operations. Additionally, global economies and financial markets may be

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adversely affected by widespread health emergencies, pandemics, natural disasters, climate-related incidents, conflicts and acts of war (such as the conflicts in Ukraine and in the Middle East), terrorism, economic sanctions, other geopolitical events or concerns over the possibility of such events, for example, the economic and geopolitical challenges related to China, including developing tensions between China and Taiwan and/or between China and the U.S. In particular, we face the following risks in connection with these factors, some of which are discussed at greater length in separate risk factors:

•Geopolitical tension and economic instability in countries around the world can at times increase the demand for low-risk investments, particularly in U.S. Treasuries and the dollar. A “flight to safety” has historically increased our balance sheet, which has negatively impacted, and could continue to negatively impact, our leverage-based regulatory capital measures. A sustained “flight to safety” has historically triggered a decline in trading, capital markets and cross-border activity which would likely decrease our revenue, negatively impacting our results of operations, financial condition and, if sustained in the long term, our business.

•The fees earned by our Investment Management and Wealth Management businesses are higher as assets under management and/or investment performance increase. Those fees are also impacted by the composition of the assets under management, with higher fees for some asset categories as compared to others. Uncertain and volatile capital markets, particularly declines, could result in movements from higher to lower fee products and/or reductions in our assets under management because of investors’ decisions to withdraw assets or from simple declines in the value of assets under management as markets decline.

•Market conditions resulting in lower transaction volumes could have an adverse effect on the revenues and profitability of certain of our businesses such as clearing, settlement, payments and trading.

•Uncertain and volatile capital markets, particularly declines in equity prices, could reduce the value of our investments in securities, including pension and other post-retirement plan assets and produce downward pressure on our

stock price and credit availability without regard to our underlying financial strength.

•Derivative instruments we hold for our own account to hedge and manage our exposure to market risks, including interest rate risk, equity price risk, foreign currency risk and credit risk associated with our products and businesses might not perform as intended or expected, resulting in higher realized losses and unforeseen stresses on liquidity. Our derivatives-based hedging strategies also rely on the performance of counterparties to such derivatives. These counterparties may fail to perform for various reasons resulting in losses on under-collateralized positions.

•The process we use to estimate our expected credit losses is subject to uncertainty in that it requires use of statistical models and difficult, subjective and complex judgments, including forecasts of economic conditions and how these conditions might impair the ability of our borrowers and others to meet their obligations. In uncertain and volatile economic environments, and especially in environments that differ significantly from the historical environments upon which the models we use to estimate our expected credit losses were developed, our ability to estimate our expected credit losses may be impaired, which could adversely affect our overall profitability and results of operations.

For a discussion of our management of market risk, see “Risk Management – Risk Types Overview – Market Risk.”

We are dependent on fee-based business for a substantial majority of our revenue and our fee-based revenues could be adversely affected by slowing market activity, weak financial markets, underperformance and/or negative trends in savings rates or in investment preferences.

Our principal commercial focus is on fee-based business, which is distinct from commercial banking institutions that earn most of their revenues from loans and other traditional interest-generating products and services. For the year ended Dec. 31, 2023, 74% of our total revenue was fee-based. Our fee-based businesses include investment and wealth management, custody, corporate trust, depositary receipts, clearing, collateral management and treasury services, which are highly competitive businesses.

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Fees for many of our products and services are based on the volume of transactions processed, the market value of assets managed and/or administered, securities lending volume and spreads, and fees for other services rendered. Corporate actions, cross-border investing, global mergers and acquisitions activity, new debt and equity issuances, and secondary trading volumes, among other things, all affect the level of our fee revenue. As the volume of these activities decreases due to low client activity, weak financial markets or otherwise, our fee-based revenues also decrease, which negatively impacts our results of operations.

If our Investment and Wealth Management businesses experience poor investment returns due to weak market conditions or underperformance (relative to competitors or benchmarks), the market values of the portfolios that we manage will be lower (on a relative basis) and our ability to retain existing assets and/or attract new client assets may be impacted. Market and regulatory trends have also resulted in increased demand for lower fee investment and wealth management products and services, and lower performance-fee structures, both of which have impacted and may continue to impact our fee revenue. Some of these dynamics have also negatively impacted fees in our Market and Wealth Services and Securities Services businesses and any of these dynamics may also occur in the future. Significant declines in the volume of capital markets activity would reduce the number of transactions we process and the amount of securities we lend and therefore would also have an adverse effect on our results of operations. Our business may be adversely impacted by decreases in the rate at which individuals invest in mutual funds and other collective funds, unit investment trusts or exchange-traded funds, or contribute to defined contribution plans. Changes in economic and market conditions, including as a result of higher market volatility, inflationary pressures, recessionary conditions or declines in equity values, could result in changes in the investment patterns of our clients or negatively impact the market value of client portfolios, each of which could have a negative impact on our results of operations.

When our investment management revenues decline, interest rates rise or other market factors affect the value of our investment management business, we may have, and in the past have had, declines in the fair value in our Investment Management reporting unit, one of the two reporting units in our Investment and Wealth Management segment. If the fair value of

the Investment Management reporting unit declines below its carrying value, we would be required to take, and in the past have taken, an impairment charge.

Levels of and changes in interest rates have impacted, and will in the future continue to impact, our profitability and capital levels, at times adversely.

We earn revenue, known as “net interest revenue,” on the difference between the interest income earned on our interest-earning assets, such as the loans we make and the securities we hold in our investment securities portfolio, and the interest expense incurred on our interest-bearing liabilities, such as deposits and borrowed money. Additionally, we earn net interest revenue on other activities relating to interest-earning assets and interest-bearing liabilities, such as reverse repurchase agreements and repurchase agreements, respectively. Our net interest margin, which is the result of dividing net interest revenue by average interest-earning assets, is sensitive to the shape of the yield curve and whether the interest rate paid or received is fixed or moves with changes in market interest rates.

The continued prevalence of higher rates, and any future rate increases, including unexpectedly precipitous increases, could adversely impact our business, financial condition and results of operations, due to:

•higher market volatility, recessionary conditions and declines in equity values, resulting in a decline in the valuation of assets under management;

•reduced liquidity in bonds and fixed-income funds, resulting in lower performance and fees;

•increased number of delinquencies, bankruptcies or defaults and more nonperforming assets and net charge-offs, as borrowers may have more difficulty making higher interest payments;

•higher redemptions from our fixed-income funds or separate accounts, as clients move funds into investments with higher rates of return;

•lower net interest revenue and net interest margin due to lower non-interest bearing deposit levels, as non-interest bearing deposits leave or shift to interest-bearing deposits;

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•declines in deposit levels, resulting in reduced internal and regulatory liquidity buffers and lower revenues;

•reductions in the value of our fixed-income securities held for liquidity purposes;

•further increases in accumulated other comprehensive loss in our shareholders’ equity and therefore our tangible common equity due to the impact of rising long-term rates on the available-for-sale securities in our investment portfolio, which would negatively affect our risk-based and leverage based regulatory capital ratios; or

•higher funding cost.

Conversely, a material decline in the short-term rate environment, and/or a flat or inverted yield curve, in the future could adversely impact, and has in the past adversely impacted, our net interest revenue and results of operations due to:

•compression of our net interest margin, depending on our balance sheet position and the speed and size of the interest rate decline;

•sustained weakness of our spread-based revenues, resulting in continued voluntary waiving of fees on certain money market mutual funds and related distribution fees, in order to prevent the yields on such funds from becoming uneconomic; or

•adverse impacts on the value of our fixed-rate mortgage-backed securities, driven by higher mortgage prepayment speeds.

A more detailed discussion of the interest rate and market risks we face is contained in “Risk Management – Risk Types Overview – Market Risk.”

We have experienced, and may continue to experience, unrealized or realized losses on securities related to volatile and illiquid market conditions, reducing our capital levels and/or earnings.

We maintain an investment securities portfolio of various holdings, types and maturities. At Dec. 31, 2023, approximately 61% of these securities were classified as available-for-sale, which are recorded on our balance sheet at fair value with unrealized gains or losses reported as a component of accumulated other comprehensive income, net of tax. The securities in our held-to-maturity portfolio, recorded

on our balance sheet at amortized cost, were approximately 39% of our securities portfolio at Dec. 31, 2023. Our available-for-sale securities portfolio, to the extent unhedged, may result in increased volatility in our accumulated other comprehensive income or earnings than a loan portfolio that is accounted for at amortized cost.

Our investment securities portfolio represents a greater proportion of our consolidated total assets (approximately 31% at Dec. 31, 2023), in comparison to many other major U.S. financial institutions due to our custody and trust bank business model. Accordingly, our capital levels and results of operations and financial condition are materially exposed to the risks associated with our investment securities portfolio, including interest rate-related risks.

We reserve for current expected credit losses with respect to our available-for-sale and held-to-maturity securities. Credit losses in excess of our allowance for credit losses would impact our results of operations.

Under the U.S. capital rules, after-tax changes in the fair value of available-for-sale investment securities are included in CET1 capital. Since held-to-maturity securities are not subject to fair-value accounting, changes in the fair value of these instruments (other than expected credit losses) are not similarly included in the determination of CET1 capital. As a result, we may experience increased variability in our CET1 capital relative to those major financial institutions who maintain a lower proportion of their consolidated total assets in an available-for-sale accounting classification.

Generally, the fair value of available-for-sale securities is determined based on market prices available from third-party sources. During periods of market disruption, it may be difficult to value certain of our investment securities if trading becomes less frequent and/or market data becomes less observable. As a result, valuations may include inputs and assumptions that are less observable or require greater estimation and judgment as well as valuation methods which are more complex. These values may not be ultimately realizable in a market transaction, and such values may change very rapidly as market conditions change and valuation assumptions are modified. Decreases in value may have a material adverse effect on our results of operations or financial condition. The estimate of expected credit losses is determined

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in part by management’s assessment of the financial condition and prospects of a particular issuer, projections of future cash flows and recoverability of the particular security. Management’s conclusions on such assessments are highly judgmental and include assumptions and projections of future cash flows which may ultimately prove to be incorrect as assumptions, facts and circumstances change. On the other hand, we are limited in the actions we can take related to our held-to-maturity securities absent a significant deterioration in the issuer’s creditworthiness. Therefore, we may be constrained in our ability to liquidate a held-to-maturity security that is deteriorating in value. If our determinations change about our intention or ability to not sell available-for-sale securities that have experienced a reduction in fair value below their amortized cost, we could be required to recognize a loss in earnings for the entire difference between fair value and amortized cost.

For information regarding our investment securities portfolio, refer to “Results of Operations – Consolidated balance sheet review – Securities.”

Reform of interest rate benchmarks and the use of alternative reference rates by us and our clients could adversely affect our business, financial condition and results of operations.

Regulators, industry groups and market participants in the U.S. and other countries continue to engage in initiatives to introduce and encourage the use of alternative reference rates to replace certain interest rates that were used as benchmarks in debt securities, loans and other financial instruments. Certain of the alternative reference rates appear to have gained acceptance among market participants. However, interest rate benchmark reforms may have unexpected adverse consequences that could be contrary to market expectations. Alternative reference rates may be based upon indices, and may have characteristics, different from the benchmarks they replace. In some cases, financial instruments may perform less predictably after alternative reference rates have replaced the original benchmarks. Further, given the limited performance and historical data of new alternative rates, there can be no assurance that:

•any of the new rates will be similar to, perform the same as, produce the economic equivalent of, or be an adequate substitute for the benchmarks that they replace;

•a particular alternative reference rate will be widely accepted or adopted by market participants;

•market participants will effectively implement operational and other arrangements to transition from historical benchmarks, such as LIBOR, to new alternative reference rates;

•market acceptance of an alternative reference rate will not be hindered by the introduction of other reference rates; or

•any particular use of hedges will be effective.

In addition, we may be adversely impacted by the use of alternative reference rates as a result of our business activities and our underlying operations. We utilize reference rates in a variety of agreements and instruments and are responsible for the use of reference rates in a variety of capacities, as well as in our operational functions. We could be subject to claims from customers, counterparties, investors or regulators alleging that we did not correctly discharge our responsibilities in interpreting and implementing contractual interest rate provisions or in selecting new alternative reference rates. These types of claims could subject us to increased legal and operational expenses and could damage our reputation.

Uncertainty relating to alternative reference rates could result in pricing volatility, increased capital requirements, loss of market share in certain products, adverse tax or accounting consequences, higher compliance, legal and operational costs, increased difficulty in estimating our net interest revenue, and risks associated with client disclosures, discretionary actions taken or negotiation of fallback provisions, and disruption of business continuity, systems and models, all of which may adversely impact our business and results of operations.

Credit Risk

The failure or perceived weakness of any of our significant clients or counterparties, many of whom are major financial institutions or sovereign entities, and our assumption of credit, counterparty and concentration risk, could expose us to credit losses and adversely affect our business.

We have credit exposure to clients and counterparties in many different industries, particularly financial institutions, as a result of trading, clearing and financing, providing custody services, securities

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lending services or other relationships. We routinely execute transactions with global clients and counterparties in the financial industry as well as sovereigns and other governmental or quasi-governmental entities. Our direct credit exposure consists of extensions of secured and unsecured credit to clients and use of our balance sheet. In addition to traditional credit activities, we also extend intraday credit in order to facilitate our various processing, settlement and intermediation activities. We could be adversely affected by the actions and commercial soundness of organizations to whom we have lent funds, as defaults or non-performance (or even uncertainty concerning such default or non-performance) by one or more of these institutions, or the markets generally, have in the past led to market-wide liquidity problems and could lead to losses or defaults by us or by other institutions (including our counterparties and/or clients) in the future. The consolidation and failures of financial institutions during the 2008 financial crisis increased the concentration of our client and counterparty risk.

As a result of our membership in several industry clearing or settlement exchanges and central counterparty clearinghouses, we may be required to guarantee obligations and liabilities or provide financial support in the event that other members do not honor their obligations or default. These obligations may be limited to members that dealt with the defaulting member or to the amount (or a multiple of the amount) of our contribution to a clearing or settlement exchange guarantee fund, or, in a few cases, the obligation may be unlimited. Additionally, we are exposed to settlement risks, particularly in our payments and foreign exchange activities. Those activities may lead to extensions of credit and consequent losses in the event of a counterparty breach or an operational error, including the failure to provide credit. We are exposed to risk of short-term credit extensions to, or overdrafts by, our clients in connection with the process to facilitate settlement of trades and related foreign exchange activities, particularly when contractual settlement has been agreed with our clients. The occurrence of overdrafts at peak volatility could create significant credit exposure to our clients depending upon the value of such clients’ collateral pledged to us at the time. This risk may be heightened during periods of market volatility, during which collateral values may decrease suddenly.

When we provide credit to clients in connection with providing cash management, clearing, custodial and

other services, we are exposed to potential loss if the client experiences credit difficulties. Higher market volatility, inflationary pressures, recessionary conditions or declines in equity values could negatively affect the creditworthiness of our clients, which, in turn, would increase our credit risk. We are also generally not able to net exposures across affiliated clients or counterparties and may not be able to net exposures to the same legal entity across multiple products. In addition, we may incur a loss in relation to one entity or product even though our exposure to one of the entity’s affiliates is over-collateralized. Moreover, not all of our client or counterparty credit exposure is secured.

In our agency securities lending program, we act as agent on behalf of our clients, the lenders of securities, in securities lending transactions with our clients’ counterparties (including broker-dealers), acting as borrowers, wherein securities are lent by our clients and the securities loans are collateralized by cash or securities posted by such counterparties. Typically, in the case of cash collateral, our clients authorize us as their agent to invest the cash collateral in approved investments pursuant to each client’s investment guidelines and instructions. Such approved investments may include reverse repurchase transactions with repo counterparties. In many cases, in the securities loans we enter into on behalf of our clients, we agree to replace the client’s loaned securities that the borrower fails to return due to certain defaults by the borrower, mainly the borrower’s insolvency. Therefore, in situations where the market value of the loaned securities that the borrower fails to return to a client (which loaned securities we are obligated to replace and return to the client) exceeds the amount of proceeds resulting from the liquidation of the client’s approved investments and cash and non-cash collateral of such client, we may be responsible for the shortfall amount necessary to purchase any replacement securities. In addition, in certain cases, we may also assume the risk of loss related to approved investments that are reverse repurchase transactions as described above. In these two scenarios, we, rather than our clients, are exposed to the risks of the defaulting counterparty in the securities lending transactions and, where applicable, in the reverse repurchase transactions. For further discussion on our securities lending indemnifications, see “Commitments and contingent liabilities – Off-balance sheet arrangements” in Note 22 of the Notes to Consolidated Financial Statements.

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From time to time, we assume concentrated credit risk at the individual obligor, counterparty or group level, potentially exposing us to a single market or political event or a correlated set of events. For example, we may be exposed to defaults by companies located in countries with deteriorating economic conditions or by companies in certain industries. Our commercial real estate portfolio also exposes us to concentrated credit risk, including to the New York metro market. Such concentrations may be material. Our counterparty exposures change daily, and the counterparties or groups of related counterparties to which our risk exposure is material also vary during any reported period; however, our largest exposures tend to be to other financial institutions, clearing organizations, and governmental entities, both inside and outside the U.S. Concentration of counterparty exposure presents significant risks to us and to our clients because the failure or perceived weakness of our counterparties (or in some cases of our clients’ counterparties) has the potential to expose us to risk of financial loss. Changes in market perception of the financial strength of particular financial institutions or sovereign issuers can occur rapidly, are often based on a variety of factors and are difficult to predict.

Although our overall business is subject to these interdependencies, several of our businesses are particularly sensitive to them, including our currency and other trading activities, our securities lending and securities finance businesses and our investment management business. If we experience any of the losses described above, it may materially and adversely affect our results of operations.

We are also subject to the risk that our rights against third parties may not be enforceable in all circumstances. In addition, deterioration in the credit quality of third parties whose securities or obligations we hold, including a deterioration in the value of collateral posted by third parties to secure their obligations to us under derivatives contracts and other agreements, could result in losses and/or adversely affect our ability to rehypothecate or otherwise use those securities or obligations for liquidity purposes. Disputes with clients and counterparties as to the valuation of collateral can significantly increase in times of market stress and illiquidity. In addition, disruptions in the liquidity or transparency of the financial markets may result in our inability to sell, syndicate or realize the value of our positions, thereby leading to increased concentrations. An inability to reduce our positions may not only increase the market

and credit risks associated with such positions but may also increase the level of RWA on our balance sheet, thereby increasing our capital requirements and funding costs, all of which could adversely affect the operations and profitability of our businesses.

Under U.S. regulatory restrictions on credit exposure, which include a broadening of the measure of credit exposure, we are required to limit our exposures to specific obligors or groups, including financial institutions. These regulatory credit exposure restrictions may adversely affect our businesses and may require us to modify our operating models or the policies and practices we use.

Further, we maintain sub-custodian relationships in certain jurisdictions, including emerging and other underdeveloped markets. Our use of sub-custodians exposes us to operational, reputational and regulatory risk, as we are dependent upon such sub-custodians to perform certain services to clients in those markets. The risks of maintaining custody services in such markets are amplified due to evolving regulatory and sanctions requirements, which may increase our financial exposures, in the event those sub-custodians, or we, are unable to return, transfer or reinvest clients’ assets. Under certain regulatory regimes, we may be held responsible for resulting losses suffered by our clients, and we may agree to similar or more stringent standards with clients that are not subject to such regulations. Where we have client deposit liabilities related to non-U.S. currencies in jurisdictions where we maintain sub-custodian relationships, we generally maintain a corresponding amount of cash on deposit with the relevant sub-custodian or clearing agency, which increases our credit exposure to that entity and can accumulate over time based upon distributions on, or other activities related to, our clients’ assets. If the sub-custodian or clearing agency were to become insolvent in circumstances not involving expropriation of assets or other circumstances that may excuse performance under relevant client agreements, the risk of loss on such cash on deposit could be ours rather than the clients’.

We could incur losses if our allowance for credit losses, including loan and lending-related commitment reserves, is inadequate or if our expectations of future economic conditions deteriorate.

When we loan money, commit to loan money or provide credit or enter into another contract with a

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counterparty, we incur credit risk, or the risk of loss if our borrowers do not repay their loans or our counterparties fail to perform according to the terms of their agreements. Our profitability is adversely affected when our borrowers default, in whole or in part, on their loan obligations to us or when there is a significant deterioration in the credit quality of our loan portfolio. We reserve for potential future credit losses by recording a provision for credit losses through earnings. The allowance for loan losses and allowance for lending-related commitments represents management’s estimate of current expected credit losses over the lifetime of the related credit exposure taking into account relevant information about past events, current conditions and reasonable and supportable forecasts of future economic conditions that affect the collectability of our loans and lending commitments. We use a quantitative methodology and qualitative framework for determining the allowance for loan losses and the allowance for lending-related commitments. Within this qualitative framework, management applies judgment when assessing internal risk factors and environmental factors to compute an additional allowance for each component of the loan portfolio. As is the case with any such judgments, we could fail to identify these factors or accurately estimate their impact. We cannot provide any assurance as to whether charge-offs related to our credit exposure may occur in the future. Current and future market and economic developments may increase default and delinquency rates and negatively impact the quality of our credit portfolio, which may impact our charge-offs. Although our estimates contemplate current conditions and how we expect them to change over the life of the portfolio, it is reasonably possible that actual conditions could be worse than anticipated in those estimates, which could materially affect our results of operations and financial condition. See “Results of Operations – Critical accounting estimates.”

Capital and Liquidity Risk

Our business, financial condition and results of operations could be adversely affected if we do not effectively manage our liquidity.

Our operating model and overall strategy rely heavily on our access to financial market utilities and global capital markets. Without such access, it would be difficult to process payments and settle and clear transactions on behalf of our clients. Deterioration in our liquidity position, whether actual or perceived,

can impact our market access by affecting participants’ willingness to transact with us. Changes to our liquidity can be caused by various factors, such as funding mismatches, a failure in our asset/liability management, market constraints disabling asset to cash conversion, inability to issue debt, run-offs of core deposits, and contingent liquidity events such as additional collateral posting. Changes in economic conditions or exposure to credit, market, operational, legal and reputational risks can also affect our liquidity.

Our business is dependent in part on our ability to meet our cash and collateral obligations at a reasonable cost for both expected and unexpected cash flows. We also must manage liquidity risks on an intraday basis, in a manner designed to ensure that we can access required funds during the business day to make payments or settle immediate obligations, often in real time. We receive client deposits through a variety of investment management and investment servicing businesses and we rely on those deposits as a low-cost and stable source of funding. Our ability to continue to receive those deposits, and other short-term funding sources, is subject to variability based on a number of factors, including volume and volatility in the global securities markets, the relative interest rates that we are prepared to pay for those deposits, and the perception of the safety of those deposits or other short-term obligations relative to alternative short-term investments available to our clients. We could lose deposits if we suffer a significant decline in the level of our business activity, our credit ratings are materially downgraded, interest rates continue to rise or remain at elevated levels, or if we or our peers become subject to significant negative press or significant regulatory action or litigation, among other reasons. Our liquidity could also be adversely affected by customers’ withdrawal of deposits in response to volatility and disruptions in the financial markets or a stress event such as that experienced by regional depository institutions in the first half of 2023. Further, deposit outflows could increase if our clients and customers with uninsured deposits look for alternative placements for their funds amidst market and financial industry volatility. A perceived loss of confidence in the BNY Mellon as a depository institution may be additionally exacerbated by the speed and pervasiveness with which inaccurate or incomplete information is disseminated through social media or other internet forums. If we were to lose a significant amount of deposits, we may need to replace such funding with more expensive funding

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and/or reduce assets, which would reduce our net interest revenue.

The degree of client demand for short-term credit tends to increase during periods of market turbulence. For example, investors in mutual funds for which we act as custodian may engage in significant redemption activity due to adverse market or economic conditions. We may then extend intraday credit to our fund clients in order to facilitate their ability to pay such redemptions. In addition, during periods of market turbulence, draws under committed revolving credit facilities that we provide to our institutional clients may increase, and have in the past increased, substantially. Such client demand may negatively impact our leverage-based capital ratios, and in times of sustained market volatility, may result in significant leverage-based ratio declines.

In addition, our access to the debt and equity capital markets and credit markets is a significant source of liquidity. Events or circumstances often outside of our control, such as market disruptions, lack of liquidity in the markets, government fiscal and monetary policies, uncertainty over the U.S. government debt ceiling or loss of confidence by securities purchasers or counterparties in us or in the funds markets, could limit our access to capital markets and credit markets, increase our cost of borrowing, adversely affect our liquidity, or impair our ability to execute our business plan. In addition, clearing organizations, regulators, clients and financial institutions with which we interact may exercise the right to require additional collateral based on market perceptions or market conditions, which could further impair our access to and cost of funding. Market perception of sovereign default risks can also lead to inefficient money markets and capital markets, which could further impact our funding availability and cost. Conversely, excess liquidity inflows could increase interest expense, limit our financial flexibility, and increase the size of our total assets in a manner that could have a negative impact on our capital ratios.

Under the U.S. capital rules, the size of the capital surcharge that applies to a U.S. G-SIB is based in part on its reliance on short-term wholesale funding, including certain types of deposit funding, which may increase the cost of such funding. Furthermore, certain non-U.S. authorities require large banks to incorporate a separate subsidiary in countries in which they operate, and to maintain independent capital and liquidity at foreign subsidiaries. These

requirements could hinder our ability to efficiently manage our funding and liquidity in a centralized manner, requiring us to hold more capital and liquidity overall.

In addition, our cost of funding could be affected by actions that we may take in order to satisfy applicable LCR and NSFR requirements, to lower our G-SIB score, to satisfy the amount of eligible long-term debt outstanding under the TLAC rule, to address obligations under our resolution plan or to satisfy regulatory requirements in non-U.S. jurisdictions relating to the pre-positioning of liquidity in certain subsidiaries. Further, the regulatory or stress test liquidity value associated with the securities we hold subject to a held-to-maturity accounting designation could be reduced in the future through regulatory or supervisory action, exposing us to relatively greater capital ratio volatility attributable to interest rate movements to the extent we designate a relatively larger percentage of our securities portfolio as available-for-sale going forward in response to such regulatory or supervisory changes.

If we are unable to raise funds using the methods described above, we would likely need to finance, reduce or liquidate unencumbered assets, such as our central bank deposits and bank placements, or securities in our investment portfolio to meet funding needs. We may be unable to sell some of our assets, or we may have to sell assets at a discount from market value, either of which could adversely affect our business, financial condition and results of operations. Further, our ability to sell assets may be impaired if other market participants are seeking to sell similar assets at the same time, which could occur in a liquidity or other market crisis. Additionally, if we experience cash flow mismatches, deposit run-off or market constraints resulting from our inability to convert assets to cash or access capital markets, our liquidity could be severely impacted. During periods of market uncertainty, our level of client deposits has in recent years tended to increase; however, because these deposits have high potential run-off rates, we have historically deposited these so-called excess deposits with central banks and in other highly liquid and low-yielding instruments.

If we are unable to continue to fund our assets through deposits or access capital markets on favorable terms or if we suffer an increase in our borrowing costs or otherwise fail to manage our liquidity effectively, our liquidity, net interest margin, financial results and condition may be materially

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adversely affected. In certain cases, this could require us to raise additional capital through the issuance of preferred or common stock, which could dilute the ownership of existing stockholders and/or reduce common stock repurchases or our common stock dividend, to preserve capital. For a further discussion of our liquidity, see “Results of Operations – Liquidity and dividends.”

Failure to satisfy regulatory standards, including “well capitalized” and “well managed” status or capital adequacy and liquidity rules more generally, could result in limitations on our activities and adversely affect our business and financial condition.

Under U.S. and international regulatory capital adequacy rules and other regulatory requirements, we and our subsidiary banks must meet or exceed thresholds that include quantitative measures of assets, liabilities, and certain off-balance sheet items, subject to qualitative judgments by regulators about components, risk weightings and other factors. As discussed in “Supervision and Regulation,” BNY Mellon is registered with the Federal Reserve as a BHC and an FHC. An FHC’s ability to maintain its status as an FHC is dependent upon a number of factors, including its U.S. bank subsidiaries qualifying on an ongoing basis as “well capitalized” and “well managed” under the banking agencies’ prompt corrective action regulations as well as applicable Federal Reserve regulations. Failure by an FHC or one of its U.S. bank subsidiaries to qualify as “well capitalized” and “well managed,” if unremedied over a period, would cause it to lose its status as an FHC and could affect the confidence of clients in it, compromising its competitive position. Additionally, an FHC that does not continue to meet all the requirements for FHC status could lose the ability to undertake new activities or make acquisitions that are not generally permissible without FHC status or to continue such activities.

The failure by one of our U.S. bank subsidiaries to maintain its status as “well capitalized” could lead to, among other things, higher FDIC assessments and could have reputational and associated business consequences.

If we or our subsidiary banks fail to meet U.S. and international minimum capital rules and other regulatory requirements, we may not be able to deploy capital in the operation of our business or

distribute capital to stockholders, which may adversely affect our business.

Failure to meet any current or future capital or liquidity requirements, including those imposed by the U.S. capital rules, the LCR or the NSFR, or by regulators in implementing other portions of the Basel III framework, could materially adversely affect our financial condition. Compliance with U.S. and international regulatory capital and liquidity requirements may impact our ability to return capital to shareholders and may impact our operations by requiring us to liquidate assets, increase borrowings, issue additional equity or other securities, or cease or alter certain operations, which may adversely affect our results of operations.

Finally, our regulatory capital ratios, liquidity metrics, and related components are based on our current interpretation, expectations, and understanding of the applicable rules and are subject to, among other things, ongoing regulatory review, regulatory approval of certain statistical models, additional refinements, modifications or enhancements (whether required or otherwise) to our models, and further implementation guidance. Any modifications resulting from these ongoing reviews, the adoption of new or heightened prudential regulatory requirements, or the continued implementation of the U.S. capital rules (such as the proposed revisions in the third quarter of 2023 by the Federal Reserve, the OCC and the FDIC to implement and finalize the Basel III reforms and the revised standard for market risk capital requirements), the LCR, the NSFR, the resolution planning process and related amendments, could result in changes in our RWAs, capital components, liquidity inflows and outflows, HQLA, or other elements involved in the calculation of these measures, which could impact regulatory capital and liquidity ratios. Further, because operational risk is currently measured based not only upon our historical operational loss experience but also upon ongoing events in the banking industry generally, our level of operational RWAs could significantly increase or otherwise remain elevated and may potentially be subject to significant volatility, negatively impacting our capital ratios. Additionally, our liquidity position could be significantly impacted by changes to the liquidity framework itself, as regulators may seek to evaluate potential changes to the regulatory framework following the regional bank failures in the first half of 2023. The uncertainty caused by these factors could

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ultimately impact our ability to meet our goals, supervisory requirements, and regulatory standards.

The Parent is a non-operating holding company and, as a result, is dependent on dividends from its subsidiaries and extensions of credit from its IHC to meet its obligations, including with respect to its securities, and to provide funds for share repurchases, payment of income taxes and payment of dividends to its stockholders.

The Parent is a non-operating holding company, whose principal assets and sources of income are its principal U.S. bank subsidiaries—The Bank of New York Mellon and BNY Mellon, N.A.—and its other subsidiaries, including Pershing and the IHC. The Parent is a legal entity separate and distinct from its banks, the IHC and other subsidiaries. Therefore, the Parent primarily relies on dividends, interest, distributions, and other payments from its subsidiaries, including extensions of credit from the IHC, to meet its payment obligations, including with respect to its securities, and to provide funds for share repurchases, the payment of income taxes and payment of common and preferred dividends to its stockholders, to the extent declared by the Board of Directors.

There are various limitations on the extent to which our banks and other subsidiaries can finance or otherwise supply funds to the Parent (by dividend or otherwise) and certain of our affiliates. Each of these restrictions can reduce the amount of funds available to meet the Parent’s obligations. Many of our subsidiaries, including our bank subsidiaries, are subject to laws and regulations that restrict dividend payments or authorize regulatory bodies to block or reduce the flow of funds from those subsidiaries to the Parent or other subsidiaries. In addition, our bank subsidiaries would not be permitted to distribute a dividend if doing so would constitute an unsafe and unsound practice or if the payment would reduce their capital to an inadequate level. Our subsidiaries may also choose to restrict dividend payments to the Parent in order to increase their own capital or liquidity levels. Our bank subsidiaries are also subject to restrictions on their ability to lend to or transact with non-bank affiliates, minimum regulatory capital and liquidity requirements, and restrictions on their ability to use funds deposited with them in bank or brokerage accounts to fund their businesses. See “Supervision and Regulation” and “Results of Operations – Liquidity and dividends,” as well as Note 19 of the Notes to Consolidated Financial

Statements. Further, we evaluate and manage liquidity on a legal entity basis, which may place legal and other limitations on our ability to utilize liquidity from one legal entity to satisfy the liquidity requirements of another, including the Parent.

There are also limitations specific to the IHC’s ability to make distributions or extend credit to the Parent. The IHC is not permitted to pay dividends to the Parent if certain key capital and liquidity indicators are breached, and if the resolution of the Parent is imminent, the committed lines of credit provided by the IHC to the Parent will automatically terminate, with all outstanding amounts becoming due.

Because the Parent is a holding company, its rights and the rights of its creditors, including the holders of its securities, to a share of the assets of any subsidiary upon the liquidation or recapitalization of the subsidiary, will be subject to the prior claims of the subsidiary’s creditors (including, in the case of our banking subsidiaries, their depositors) except to the extent that the Parent may itself be a creditor with recognized claims against the subsidiary. The rights of holders of securities issued by the Parent to benefit from those distributions will also be junior to those prior claims. Consequently, securities issued by the Parent will be effectively subordinated to all existing and future liabilities of our subsidiaries.

Our ability to return capital to shareholders is subject to the discretion of our Board of Directors and may be limited by U.S. banking laws and regulations, including those governing capital and capital planning, applicable provisions of Delaware law and our failure to pay full and timely dividends on our preferred stock.

Holders of our common and preferred stock are only entitled to receive such dividends or other distributions of capital as our Board of Directors may declare out of funds legally available for such payments. Although we have historically declared cash dividends on our common and preferred stock, we are not required to do so. In addition to the Board of Directors’ approval, our ability to take certain actions, including our ability to declare dividends or repurchase our common stock, may be subject to the buffers under the Federal Reserve’s capital and TLAC rules. The buffers under the capital rules are affected by the results of CCAR. Through the CCAR process, we may be, and have in the past been, required to resubmit our capital plan in the event of a deterioration in the general financial markets or

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economy or changes in our risk profile (including a material change in business strategy or risk exposure), financial condition or corporate structure. The Federal Reserve is also able, outside the CCAR process, to restrict our ability to make capital distributions and subject us to other supervisory or enforcement actions.

A Federal Reserve determination that our capital planning processes were weak or otherwise fail to meet supervisory expectations could have a variety of adverse consequences, including, without limitation, ratings downgrades, ongoing heightened supervisory scrutiny, expenses associated with remediation activities, and potentially an enforcement action.

A failure to increase dividends along with our competitors, or any reduction of, or elimination of, our common stock dividend would likely adversely affect the market price of our common stock, our return on equity and market perceptions of BNY Mellon.

Our ability to declare or pay dividends on, or purchase, redeem or otherwise acquire, shares of our common stock will be prohibited, subject to certain exceptions, in the event that we do not declare and pay in full dividends for the then-current dividend period (in the case of dividends) or most recently completed dividend period (in the case of repurchases) of our Series A preferred stock or the last preceding dividend period (in the case of dividends) or most recently completed dividend period (in the case of repurchases) of our Series F, Series G, Series H or Series I preferred stock.

In addition, regulatory capital rules that are or will be applicable to us, including the U.S. capital rules risk-based capital requirements, the SLR, the stress capital buffer, the enhanced SLR, the TLAC rule and the U.S. G-SIB surcharge, may limit or otherwise restrict how we utilize our capital, including common stock dividends and stock repurchases, and may require us to increase or alter the mix of our outstanding regulatory capital instruments. Changes in the composition of our balance sheet, including as a result of changing economic conditions and market values, may further require us to increase or alter the mix of our outstanding regulatory capital, which in turn could impact our ability to return capital to shareholders.

Any requirement to increase our regulatory capital ratios or alter the composition of our capital could

require us to liquidate assets or otherwise change our business and/or investment plans, which may negatively affect our financial results. Further, any requirement to maintain higher levels of capital may constrain our ability to return capital to shareholders either in the form of common stock dividends or stock repurchases.

Any material reduction in our credit ratings or the credit ratings of our principal bank subsidiaries, The Bank of New York Mellon, BNY Mellon, N.A. or The Bank of New York Mellon SA/NV, could increase the cost of funding and borrowing to us and our rated subsidiaries and have a material adverse effect on our business, financial condition and results of operations and on the value of the securities we issue.

Our debt and preferred stock and the debt and deposits of our principal bank subsidiaries, The Bank of New York Mellon, BNY Mellon, N.A. and The Bank of New York Mellon SA/NV, are currently rated investment grade by the major rating agencies. These rating agencies regularly evaluate us and our rated subsidiaries. Their credit ratings are based on a number of factors, including our financial strength, performance, prospects and operations, as well as factors not entirely within our control, including conditions affecting the financial services industry generally and the U.S. government. Rating agencies employ different models and formulas to assess the financial strength of a rated company, and from time to time rating agencies have, in their discretion, altered these models. Changes to rating agency models, general economic conditions, regulatory developments or other circumstances outside our control could negatively impact a rating agency’s judgment of the rating or outlook it assigns to us or our rated subsidiaries. As a result, we or our rated subsidiaries may not be able to maintain our respective credit ratings or outlook on our securities. For further discussion of our and our principal bank subsidiaries’ credit ratings, see “Results of Operations – Liquidity and dividends.”

A material reduction in our credit ratings or the credit ratings of our rated subsidiaries, which can occur at any time without notice, could have a material adverse effect on our access to credit markets, the related cost of funding and borrowing, our credit spreads, our liquidity and certain trading revenues, particularly in those businesses where counterparty creditworthiness is critical. In addition, in connection with certain over-the-counter derivatives contracts

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and other trading agreements, counterparties may require us or our rated subsidiaries to provide additional collateral or to terminate these contracts and agreements and collateral financing arrangements in the event of a credit ratings downgrade below certain ratings levels, which could impair our liquidity. A downgrade by any one rating agency, depending on the agency’s relative ratings of the entity at the time of the downgrade, may have an impact comparable to the impact of a downgrade by all rating agencies. If a rating agency downgrade or a review for downgrade were to occur during broader market instability, our options for responding to events may be more limited and more expensive, possibly significantly. An increase in the costs of our funding and borrowing, or an impairment of our liquidity, could have a material adverse effect on our results of operations and financial condition. A material reduction in our credit ratings also could decrease the number of investors and counterparties willing or permitted to do business with or lend to us and adversely affect the value of the securities we have issued or may issue in the future.

We cannot predict what actions rating agencies may take, or what actions we may elect or be required to take in response thereto, which may adversely affect us. For further discussion on the impact of a credit rating downgrade, see “Disclosure of contingent features in OTC derivative instruments” in Note 23 of the Notes to Consolidated Financial Statements.

The application of our Title I preferred resolution strategy or resolution under the Title II orderly liquidation authority could adversely affect the Parent’s liquidity and financial condition and the Parent’s security holders.

In 2017, in connection with our single point of entry resolution strategy under Title I of the Dodd-Frank Act, the Parent entered into a binding support agreement with certain key subsidiaries to facilitate the provision of capital and liquidity resources to them in the event of material financial distress or failure. The support agreement requires the Parent to transfer cash and other liquid financial assets to the IHC on an ongoing basis, subject to certain amounts retained by the Parent to meet its near-term cash needs, in exchange for unsecured subordinated funding notes issued by the IHC as well as a committed line of credit to the Parent to service its near-term obligations. The Parent’s and the IHC’s obligations under the support agreement are secured.

If our projected liquidity resources deteriorate so severely that resolution of the Parent becomes imminent, the committed line of credit the IHC provided to the Parent will automatically terminate, with all amounts outstanding becoming due and payable, and the support agreement will require the Parent to transfer most of its remaining assets (other than stock in subsidiaries and a cash reserve to fund bankruptcy expenses) to the IHC. As a result, during a period of severe financial stress, the Parent could become unable to meet its debt and payment obligations (including with respect to its securities), causing the Parent to seek protection under bankruptcy laws earlier than it otherwise would have.

If the Parent were to become subject to a bankruptcy proceeding and our single point of entry strategy is successful, our material entities will not be subject to insolvency proceedings and their creditors would not be expected to suffer losses, while the Parent’s security holders, including unsecured debt holders, could face significant losses, potentially including the loss of their entire investment. The single point of entry strategy, in which the Parent would be the only legal entity to enter resolution proceedings, is designed to result in greater risk of loss to holders of the Parent’s unsecured senior debt securities and certain other securities than would be the case under a different resolution strategy.

Further, if the single point of entry strategy is not successful, our liquidity and financial condition would be adversely affected and all security holders may, as a consequence, be in a worse position than if the strategy had not been implemented.

In addition, Title II of the Dodd-Frank Act established an orderly liquidation process in the event of the failure of a large systemically important financial institution, such as BNY Mellon, in order to avoid or mitigate serious adverse effects on the U.S. financial system. Specifically, if BNY Mellon is in default or danger of default, and certain specified conditions are met, the FDIC may be appointed receiver under the orderly liquidation authority, and we would be resolved under that authority instead of the U.S. Bankruptcy Code.

U.S. supervisors have indicated that a single point of entry strategy may be a desirable strategy to resolve a large financial institution such as BNY Mellon under Title II in a manner that would, similar to our preferred strategy under our Title I resolution plan, impose losses on shareholders, unsecured debt

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holders and other unsecured creditors of the Parent, while permitting the holding company’s subsidiaries to continue to operate and remain solvent. Under such a strategy, assuming the Parent entered resolution proceedings and its subsidiaries remained solvent, losses at the subsidiary level would be absorbed by the Parent and ultimately borne by the Parent’s security holders (including holders of the Parent’s unsecured debt securities), while third-party creditors of the Parent’s subsidiaries would not be expected to suffer losses. Accordingly, the Parent’s security holders (including holders of unsecured debt securities and other unsecured creditors) could face losses in excess of what otherwise would have been the case.

Strategic Risk

New lines of business, new products and services or transformational or strategic project initiatives subject us to new or additional risks, and the failure to implement these initiatives could affect our results of operations.

From time to time, we have launched new lines of business, offered new products and services within existing lines of business or undertaken transformational or strategic projects. There are substantial risks and uncertainties associated with these efforts. We invest significant time and resources in developing and marketing new lines of business, products and services and executing on our transformational and strategic initiatives. For example, we have devoted considerable resources to developing new technology solutions for our clients, including our initiatives related to real-time electronic payments and global collateral management, as well as Wove, our integrative wealth management advisory platform. If these technology solutions are not successful, it could adversely impact our reputation, business and results of operations. In 2022, we announced the launch of our Digital Asset Custody platform for select U.S. institutional clients to hold and transfer Bitcoin and Ether. Developing and providing new products and services, including those relating to digital assets, increases our operational risk exposures. These risks are often heightened in connection with asset classes, such as digital assets, that are not only new for BNY Mellon but also relatively new to the financial markets more broadly. Compared with our activities involving traditional assets, digital asset-related products or services may introduce incremental or unique risks, particularly those associated with cybersecurity

exposures and third-party dependencies, as well as reputational, technology, legal and regulatory risks.

Regulatory requirements can affect whether initiatives are able to be brought to market in a manner that is timely and attractive to our customers. Initial timetables for the development and introduction of new lines of business or new products or services and price and profitability targets may not be met. Furthermore, our revenues and costs may fluctuate because new businesses or products and services generally require startup costs while revenues may take time to develop, which may adversely impact our results of operations.

Significant effort and resources are necessary to manage and oversee the successful completion of transformational or strategic project initiatives. If management makes choices about these initiatives that prove to be incorrect, are based on incomplete, inaccurate or fraudulent information, fail to accurately assess the competitive landscape and industry trends or are unable to address the expectations of various stakeholders, then the value and growth prospects of our business may be affected. Further, these initiatives often place significant demands on management and a limited number of employees with subject matter expertise and may involve significant costs to implement, as well as increase operational risk as we develop and implement related controls, processes and procedures and employees learn to operate under new systems, controls, processes and procedures. The failure to successfully execute on these transformational or strategic initiatives could adversely impact our business, reputation and results of operations.

Legal, regulatory and reputational risks may also exist in connection with dealing with new products or markets, or clients and customers whose businesses focus on such products or markets, where there is regulatory uncertainty or different or conflicting regulations depending on the regulator or the jurisdiction. We may invest significant time and resources into the expansion of existing or creation of new compliance and risk management systems with respect to new products or markets.

We are subject to competition in all aspects of our business, which could negatively affect our ability to maintain or increase our profitability.

The businesses in which we operate are intensely competitive around the world. Larger and more

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geographically diverse companies, and financial technology firms that invest substantial resources in developing and designing new technology and that are not subject to the same level of regulation, may be able to offer financial products and services at more competitive prices than we are able to offer. We have also experienced, and anticipate that we will continue to experience, pricing and other competitive pressures in several of our businesses. Pricing pressures, as a result of the willingness of competitors to offer comparable or improved products or services at a lower price, may result in a reduction in the price we can charge for our products and services, which could, and in some cases has, negatively affected our ability to maintain or increase our profitability.

In addition, technological advances have made it possible for other types of non-depository institutions, such as financial technology firms, outsourcing companies and data processing companies, to offer a variety of products and services competitive with certain areas of our business, including with respect to our clearing, settlement, payments and trading activities. In the future, financial technology firms may be able to provide traditional banking products and services by obtaining a bank-like charter, such as the OCC’s fintech charter, or offer cryptocurrencies.

Moreover, new or disruptive technologies may quickly impact markets, and the manner in which our clients interact and transact within markets. For example, the emergence, adoption and evolution of new technologies that do not require intermediation, including distributed ledgers, as well as advances in robotic process automation, could significantly affect the competition for payments processing and other financial services. Our failure to either anticipate, or participate in, the transformational change within a given market or adapt these technologies as successfully as our peers, could make us less competitive and result in potential negative financial impact. Increased competition in any of these areas may require us to make additional capital investments in our businesses in order to remain competitive.

Furthermore, regulations could impact our ability to conduct certain of our businesses in a cost-effective manner or at all. The more restrictive laws and regulations applicable to the largest U.S. financial services institutions, including the U.S. capital rules, can put us at a competitive disadvantage relative to both our non-U.S. competitors and U.S. competitors

not subject to the same laws and regulations. See “Supervision and Regulation.”

Our strategic transactions present risks and uncertainties and could have an adverse effect on our business, financial condition and results of operations.

From time to time, to achieve our strategic objectives, we have acquired, disposed of, or invested in (including through joint venture relationships) companies and businesses and have entered into strategic alliances or other collaborations with third-party service providers to deliver products and services to clients, and may do so in the future. Our ability to pursue or complete strategic transactions is in certain instances subject to regulatory approval and we cannot be certain when or if, or on what terms and conditions, any required regulatory approvals would be granted. Moreover, to the extent we pursue a strategic transaction, there can be no guarantee that the transaction will close when anticipated, or at all. If a strategic transaction does not close, or if the strategic transaction fails to maximize shareholder value or required regulatory approval is not obtained, it could have an adverse effect on our business, financial condition and results of operations. Anticipated challenges in obtaining any required governmental approvals, or uncertainty as to the prospects for obtaining such approvals, could also prevent us from pursuing a strategic transaction we may otherwise view as attractive.

Each acquisition poses integration challenges, including successfully retaining and assimilating clients and key employees, capitalizing on certain revenue synergies and integrating the acquired company’s employees, culture, control functions, systems and technology. These risks may be heightened if we are unable to, or fail to, conduct sufficient or appropriate due diligence in connection with a potential acquisition. In some cases, acquisitions involve entry into new businesses or new geographic or other markets, and these situations also present risks and uncertainties in instances where we may be inexperienced in these new areas. We may be required to spend a significant amount of time and resources to integrate these acquisitions. The anticipated integration benefits may take longer to achieve than projected and the time and cost needed to consolidate control functions, platforms and systems may significantly exceed our estimates. If we fail to successfully integrate strategic acquisitions, including doing so in a timely and cost-effective

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manner, we may not realize the expected benefits, which could have an adverse impact on our business, financial condition and results of operations. In addition, we may incur expenses, costs, losses, penalties, taxes and other liabilities related to the conduct of the acquired businesses prior to the date of our ownership (including in connection with the defense and/or settlement of legal and regulatory claims, investigations and proceedings) which may not be recoverable through indemnification or otherwise. If the purchase price we pay in an acquisition exceeds the fair value of assets acquired less the liabilities we assume, then we may need to recognize goodwill on our consolidated balance sheet. Goodwill is an intangible asset that is not eligible for inclusion in regulatory capital under applicable requirements. Further, if the value of the acquisition declines, we may be required to record an impairment charge.

Each disposition also poses challenges, including separating the disposed businesses, products and systems in a way that is cost-effective and is not disruptive to us or our customers. The inherent uncertainty involved in the process of evaluating, negotiating or executing a potential sale of one of our companies or businesses may cause the loss of key clients, employees, vendors and other business partners, which could have an adverse impact on our business, financial condition and results of operations. In addition, a portion of the purchase price we expect to receive in a disposition may be contingent or based on an earnout (e.g., dependent on the profitability or results of operation of the business over a period of time after the sale is completed). In such cases, we may not realize all, or any, contingent or earnout payments we anticipate receiving if the future performance of the business does not meet our expectations or if other contingent payment conditions are not satisfied.

Joint ventures, noncontrolling investments, strategic alliances and other collaborations contain potentially increased financial, legal, reputational, operational, regulatory and/or compliance risks. We may be dependent on joint venture partners, firms with which we collaborate, controlling shareholders or management who may have business interests, strategies or goals that are inconsistent with ours. Such dependencies, particularly in the case of establishing de novo joint ventures, may delay the launch of a new venture and result in the loss of a market opportunity. Business decisions or other actions or omissions of the joint venture partner, the

firms with which we collaborate, controlling shareholders or management may adversely affect the value of our investment (or, in the case of strategic alliances or other collaborations, the value of our products or services), impact our results of operations, result in litigation or regulatory action against us and otherwise damage our reputation and brand.

Additional Risks

Our businesses may be negatively affected by adverse events, publicity, government scrutiny or other reputational harm.

We are subject to reputational, legal, compliance and regulatory risk in the ordinary course of our business. Harm to our reputation can result from numerous sources, including adverse publicity or negative information, whether or not true, arising from events occurring at BNY Mellon, other financial institutions or in the financial markets, perceived failure to comply with legal and regulatory requirements or deliver appropriate standards of service and quality, or a failure to appropriately describe our products and services, how we address environmental, social and sustainability concerns in our business activities or in our relationships with clients, the purported inappropriate or unlawful actions of our employees or the use of social media by our employees, the consequences of using emerging technologies, such as generative artificial intelligence or blockchain technology, alleged financial reporting irregularities involving ourselves or other large and well-known companies and perceived conflicts of interest. For example, a cybersecurity event impacting us or our customers’ data could have a negative impact on our reputation and customer confidence in BNY Mellon and our cybersecurity defenses and business continuity and resiliency capabilities. Our reputation could also be harmed by the failure of an affiliate, joint venture or a vendor or other third party with which we do business to comply with laws or regulations. Our reputation may be significantly damaged by adverse publicity or negative information regarding BNY Mellon, whether or not true, that may be published or broadcast by the media or posted on social media, non-mainstream news services or other internet forums. The speed and pervasiveness with which information, misinformation or rumors can be disseminated through these channels, in particular social media, may magnify risks relating to negative publicity or media scrutiny. Damage to our reputation could affect the confidence of clients,

BNY Mellon 105

Risk Factors (continued)

rating agencies, regulators, employees, stockholders and other stakeholders and could in turn have an impact on our business and results of operations.

Additionally, governmental scrutiny from regulators, tax authorities, legislative bodies and law enforcement agencies with respect to financial services companies has remained at elevated levels. Press coverage and other public statements, including information posted on social media or other internet forums, that allege some form of wrongdoing (including, in some cases, press coverage and public statements that do not directly involve BNY Mellon) often result in some type of investigation or in lawsuits. Certain enforcement authorities have recently required admissions of wrongdoing, and in some cases, criminal pleas, as part of the resolution of matters brought by them against financial institutions. Any such resolution of a matter involving BNY Mellon could lead to increased exposure to civil litigation, could adversely affect our reputation and ability to do business in certain products and in certain jurisdictions and could have other negative effects.

ESG concerns, including climate change, could adversely affect our business, affect client activity levels, subject us to additional regulatory requirements and damage our reputation.

Global efforts to mitigate climate damage, support climate adaptation, slow the loss of biodiverse natural ecosystems, and promote other ESG causes and standards have led and are likely to continue to lead to new legislative and regulatory requirements, heightened expectations among regulators and supervisors, and changes in consumers’ and businesses’ behaviors and business preferences. As a result, we may face heightened regulatory, legal and reputational scrutiny in the U.S., the E.U. and other jurisdictions in which we operate, and our business and financial condition may be adversely impacted.

The governmental and supervisory focus on these and other ESG-related issues has resulted and could continue to result in our becoming subject to new or heightened regulatory requirements or supervisory guidance, such as requirements relating to risk management, operational resiliency or stress testing for various climate stress scenarios, or additional, potentially costly, reporting requirements. In particular, financial institutions have come under increased scrutiny regarding the management and disclosure of climate risks, both directly and

indirectly, and new regulations may expand required disclosure of actual and potential climate-related impact on suppliers, clients and other third parties in our value chain. For example, in October 2023, the Federal Reserve, the OCC and the FDIC jointly issued interagency guidance for large financial institutions, including BNY Mellon, on principles for climate-related financial risk management and California enacted three climate-related bills imposing extensive new climate-related disclosure obligations applicable to companies doing business in California. In addition, in March 2022, the SEC proposed expansive climate-related disclosure rules. Any such new or heightened requirements could result in increased regulatory, compliance or other costs or higher capital requirements, and may subject us to diverging and evolving requirements in the various jurisdictions in which we operate. Moreover, we may face conflicting ESG and anti-ESG initiatives from local, state and national governments that may impact our ability to conduct certain business within those jurisdictions.

Our Investment Management line of business offers a range of solutions and advice for professional and personal investors to better manage risk-adjusted returns and, where applicable, achieve their sustainable investment goals and invest responsibly. Certain lawmakers and public officials have suggested that ESG-related investing practices may result in violations of antitrust laws and breaches of fiduciary duty. In addition, we face compliance risks presented by the SEC’s recent adoption of new naming conventions for ESG-related funds and other regulations that are intended to address “greenwashing” that may be promulgated in the future. We have in the past been, and may in the future become, subject to enforcement actions by the SEC and other regulators regarding our ESG investing practices. Governmental enforcement action could also lead to civil litigation claims by clients, fund shareholders and other third parties asserting violations of law or breaches of fiduciary duties and contractual obligations.

Further, as some regulators seek to mandate additional disclosure of climate-related information, our ability to comply with such requirements and to conduct more robust climate-related risk analyses may be hampered by lack of information and reliable data. Climate data, particularly greenhouse gas emissions for clients and direct and indirect counterparties, may be limited in availability, based on estimated or unverified figures, which may have

106 BNY Mellon

Risk Factors (continued)

been derived from information or factors released by third-party sources, collected and reported on a lag, and variable in quality. Moreover, the methodologies and standards used to measure and report such data are still in early stages, rapidly evolving and subject to change. In addition, modeling capabilities to analyze climate-related risks remain incomplete and there can be no assurance that accurate predictive tools or capabilities will be developed. These and other factors could cause results to differ materially from those expressed in the estimates and beliefs made by third parties and by us, which could also impact our management of risk in this area and could result in us amending or restating our sustainability targets or baselines, including those related to greenhouse gas emissions, carbon neutrality, diversion of waste from landfills, paper neutrality and water consumption.

In the transition to a low carbon economy, changes in public policy, regulatory environment, stakeholder preferences, market pressures and advancements in technology may affect our business practices or result in additional costs or other adverse consequences to our business operations. Such changes could affect whether and on what terms and conditions we will engage in certain activities or offer certain products or services. Failure to adequately consider transition risks in developing and executing on our business strategy could lead to a loss of market share, lower revenues, decreased asset values and higher credit costs.

Views about ESG are diverse and changing, and our business, reputation and ability to attract and retain clients and employees may be harmed if our actions are perceived to be ineffective, insufficient or otherwise inappropriate, or if we are unable to achieve our stated objectives and commitments. Moreover, our reputation may be damaged as a result of our association with certain industries, individuals or products perceived to be causing or exacerbating climate change or contributing to other ESG issues, as well as any decisions we make to continue to conduct or change our activities in response to considerations relating to climate change or other ESG issues. At the same time, certain financial institutions have also been subject to criticism and negative publicity as a result of their decisions to reduce their involvement in certain industries or projects perceived to be causing or exacerbating climate change or contributing to other ESG issues. Further, political pressure may be placed upon governmental clients not to use certain providers, such as us, if the legislators or

governmental officials in such jurisdictions believe our positions are not consistent with the views of such legislators or officials. The continuously evolving societal and political perspectives on ESG make the ultimate impact on us difficult to predict, identify and monitor and may be detrimental to us.

Impacts from geopolitical events, acts of terrorism, natural disasters, the physical effects of climate change, pandemics and other similar events may have a negative impact on our business and operations.

In conducting our business and maintaining and supporting our global operations, which includes clients, counterparties, vendors and other third parties, we are subject to risks of loss from the outbreak of war, escalation or continuation of hostilities, global conflicts, acts of terrorism, natural disasters, the physical effects of climate change, pandemics and other similar catastrophic events that could have a negative impact on our business and operations. We may also be impacted by unfavorable political, economic, legal or other developments, including social or political instability, changes in governmental policies or policies of central banks, sanctions, expropriation, nationalization, confiscation of assets, price, capital and exchange controls, the imposition of tariffs or other limitations on international trade and travel, which could disrupt world trade and lead to trade retaliation, and changes in laws and regulations.

For example, as a result of Russia’s invasion of Ukraine in the first quarter of 2022, we ceased originating new banking business in Russia and suspended investment management purchases of Russian securities. An escalation or continuation of hostilities, the imposition of additional sanctions or other laws prohibiting or limiting operations in certain jurisdictions or an elevated volume and complexity of cyberattacks as a result of the conflict in Ukraine, or conflicts or tensions in other regions such as the Middle East, could lead to unexpected disruptions to our businesses and could adversely affect the global economy and financial markets generally, diminish levels of economic activity and increase volatility in commodity prices, credit and capital markets. The extent and duration of any such military action, and the responses to such action by governments, central banks and the markets, are difficult to predict and may magnify the impact of other risks described in this section.

BNY Mellon 107

Risk Factors (continued)

Our operations, business, clients, supply chain and other stakeholders, as well as the finance sector and the global economy, could be adversely affected by the physical manifestations of climate change. Climate-related physical risks include the increased frequency or severity of acute weather events, such as hurricanes, floods, heatwaves and wildfires, and chronic shifts in the climate, such as increases in average global temperatures, rising sea levels, persistent changes in precipitation levels, prolonged drought, food and water insecurity, and any resulting population migration. Such changes could have adverse financial, operational and other impacts on us, both directly on our business, operations and employees, and indirectly as a result of impacts to our clients, vendors and other third parties on which we rely or as a result of market volatility. Climate change risks can also lead to a deterioration in our credit risk exposures, for example, in our wealth management mortgage and commercial real estate portfolios. Our headquarters is located in New York near the Hudson River waterfront. Such location and the location of our other properties may subject us to more frequent or severe weather events, which could lead to declines in the asset values of our properties and the reduced availability or increased cost of insurance.

While we have business continuity and disaster recovery plans in place, catastrophic events, whether or not caused by climate change, could damage our facilities, disrupt or delay for prolonged periods normal business operations (including communications, technology and physical access to our facilities), or result in harm to or cause travel limitations on our employees, with a similar impact on our clients, suppliers and counterparties. Notwithstanding our efforts to maintain business continuity and disaster recovery plans, to the extent a catastrophic event occurs and our remote work arrangements fail or are otherwise impaired, our ability to service and interact with our clients may suffer. If we are unable to implement and maintain remote work arrangements, including, for example, because of an internal or external failure of our information technology infrastructure or increased rates of employee illness or unavailability, our business continuity status would be adversely impacted and there would be a disruption to our businesses.

Catastrophic events, including those caused by climate change, could also negatively impact the purchase of our products and services if those events

result in reduced capital markets activity, lower asset price levels, or disruptions in general economic activity, or in financial market settlement functions, which could negatively impact our business and results of operations. In addition, such catastrophic events may lead, and in some cases have led, to higher market volatility, reduced availability or increased cost of insurance for our clients, as well as an increase in delinquencies, bankruptcies or defaults that could result in our experiencing higher levels of non-performing assets, net charge-offs and provisions for credit losses, negatively impacting our business and operations. Furthermore, we invest in renewable energy projects, which have been and may in the future be adversely affected by extreme weather events, natural disasters and other catastrophic events.

Tax law changes or challenges to our tax positions with respect to historical transactions may adversely affect our net income, effective tax rate and our overall results of operations and financial condition.

In the course of our business, we receive inquiries and challenges from both U.S. and non-U.S. tax authorities on the amount of taxes we owe. If we are not successful in defending these inquiries and challenges, we may be required to adjust the timing or amount of taxable income or deductions or the allocation of income among tax jurisdictions, all of which can require a greater provision for taxes or otherwise negatively affect earnings. Probabilities and outcomes are reviewed as events unfold, and adjustments to the reserves are made, when necessary, but the reserves may prove inadequate because we cannot necessarily accurately predict the outcome of any challenge, settlement or litigation or the extent to which it will negatively affect us or our business. Future tax laws or the expiration of or changes in existing tax laws, or the interpretation of those laws worldwide, could also have a material impact on our business or net income. Our actions taken in response to, or reliance upon, such changes in the tax laws may impact our tax position in a manner that may result in lower earnings. In addition, upon any change in tax law, we must recognize the effect of the change on our deferred tax assets and liabilities. An increase in the U.S. tax rate would likely result in an increase in our net deferred tax liabilities and a reduction in our net income in the period of enactment of the change. In addition, changes in tax rates or tax law could also impact the method and amount of capital that we return to shareholders. See Note 12 of the Notes to

108 BNY Mellon

Risk Factors (continued)

Consolidated Financial Statements for further information.

Changes in accounting standards governing the preparation of our financial statements and future events could have a material impact on our reported financial condition, results of operations, cash flows and other financial data.

From time to time, the Financial Accounting Standards Board (“FASB”), the SEC and bank regulators change the financial accounting and reporting standards governing the preparation of our financial statements or the interpretation of those standards. These changes are difficult to predict and can materially impact how we record and report our financial condition, results of operations, cash flows and other financial data. In some cases, the FASB, the SEC and bank regulators may change financial accounting and reporting standards governing the preparation of our financial statements or the interpretation of those standards that may require us to apply a new or revised standard retrospectively, potentially resulting in the restatement of our prior period financial statements and our related disclosures.

Additionally, our accounting policies and methods are fundamental to how we record and report our financial condition and results of operations. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates based upon assumptions and use judgments and models about future economic and market conditions,

which affect reported amounts and related disclosures in our financial statements. Amounts subject to estimates are items such as the allowance for credit losses, goodwill and other intangibles and litigation and regulatory contingencies. Among other effects, such changes in estimates could result in further impairments of goodwill and intangible assets and establishment of allowances for credit losses as well as litigation and regulatory contingencies. In performing our annual and interim goodwill impairment tests, we may use an income approach to estimate the fair values of each reporting unit. Estimated cash flows used in the income approach are based on management’s projections. Estimated cash flows extend far into the future, and, by their nature, are difficult to estimate over such an extended time frame. Factors that may significantly affect the cash flow estimates include, among others, market values of assets we manage, the level and mix of those assets, customer behaviors and attrition, operating margins, changes in revenue growth trends, certain money market fee waiver practices, cost structures and technology, regulatory and legislative changes, specific industry or market sector conditions, competition and changes in interest rates. In the future, small changes in the assumptions, such as changes in the cash flow estimates, discount rate or long-term growth rate, or a prolonged macroeconomic downturn may produce a material non-cash goodwill impairment. If actual or subsequent events occur that are materially different than the assumptions, judgments and estimates we used, our results of operation may be materially and negatively impacted.

BNY Mellon 109

Recent Accounting Developments

The following accounting guidance issued by FASB has not yet been adopted as of Dec. 31, 2023.

Accounting Standards Update (“ASU”) 2023-02, Investments—Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method

In March 2023, the FASB issued ASU 2023-02, Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method, which permits reporting entities to elect to account for their tax equity investments, regardless of the tax credit program from which the income tax credits are received, using the proportional amortization method if certain conditions are met. Under the proportional amortization method, an entity amortizes the initial cost of the investment in proportion to the income tax credits and other income tax benefits received, and recognizes the net amortization and income tax credits and other income tax benefits in the income statement as a component of the provision for income taxes.

We will adopt the new standard as of Jan. 1, 2024 on a retrospective basis for our investments in renewable energy projects that have met the eligibility criteria. When we report our 2024 results, the comparative results for 2023 and 2022 will be updated to reflect the application of the requirements of the new standard to these periods. We do not expect the impact to our consolidated restated net income or earnings per share for 2022 and 2023 to be material. We estimate that the impact of adopting this standard will result in an after-tax decrease to retained earnings through Dec. 31, 2023 of approximately $100 million, but that impact is expected to be recovered through positive impacts to net income over future periods. Based on our current investment portfolio, we estimate the impact of adopting this new guidance to increase investment and other revenue and the provision for income taxes on the consolidated income statement by $40 million to $50 million per quarter in 2024.

Prior to Jan 1, 2024, these investments generated losses in investment and other revenue that were more than offset by benefits and credits recorded to the provision for income taxes.

ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures

In November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segment Disclosures, which requires a public entity to disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss (collectively referred to as the “significant expense principle”). In addition, disclosure will be required of the title and position of CODM, and how the CODM uses the reported measure of segment profit or loss in assessing segment performance and deciding how to allocate resources.

This ASU is effective for annual periods beginning after Dec. 15, 2023 with early adoption permitted. BNY Mellon is currently evaluating this guidance and the impact on the business segment disclosures.

ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures, which requires a company to disclose, on an annual basis, additional disaggregated information related to the existing disclosures for the effective income tax rate reconciliation and income taxes paid.

This ASU is effective on a prospective basis, with a retrospective option, for annual periods beginning after Dec. 15, 2024, and interim periods within fiscal years beginning after Dec. 15, 2025. BNY Mellon is currently evaluating this guidance and the impact on the income tax disclosures.

110 BNY Mellon

Supplemental Information (unaudited)

Explanation of GAAP and Non-GAAP financial measures

BNY Mellon has included in this Annual Report certain Non-GAAP financial measures on a tangible basis as a supplement to GAAP information, which exclude goodwill and intangible assets, net of deferred tax liabilities. We believe that the return on tangible common equity – Non-GAAP is additional useful information for investors because it presents a measure of those assets that can generate income, and the tangible book value per common share – Non-GAAP is additional useful information because it presents the level of tangible assets in relation to shares of common stock outstanding.

BNY Mellon included revenue measures excluding notable items, including a net loss from repositioning the securities portfolio, the reduction in the fair value of a contingent consideration receivable related to a prior year divestiture, disposal gains and losses and the revenue reduction related to Russia, primarily accelerated amortization of deferred costs for depositary receipts services. Expense measures, excluding notable items, including goodwill impairment, FDIC special assessment, severance expense and litigation reserves, are also presented. Litigation reserves represent accruals for loss contingencies that are both probable and reasonably estimable, but exclude standard business-related legal fees. Income before taxes, net income applicable to common shareholders of The Bank of New York Mellon Corporation, diluted earnings per share, return on common equity, return on tangible common equity, pre-tax operating margin and effective tax rate, excluding the notable items mentioned above, are also provided. These measures are provided to permit investors to view the financial measures on a basis consistent with how management views the businesses.

The presentation of the growth rates of investment management and performance fees and noninterest

expense on a constant currency basis permits investors to assess the significance of changes in foreign currency exchange rates. Growth rates on a constant currency basis were determined by applying the current period foreign currency exchange rates to the prior period revenue. We believe that this presentation, as a supplement to GAAP information, gives investors a clearer picture of the related revenue results without the variability caused by fluctuations in foreign currency exchange rates.

BNY Mellon has also included the adjusted pre-tax operating margin – Non-GAAP, which is the pre-tax operating margin for the Investment and Wealth Management business segment, net of distribution and servicing expense that was passed to third parties who distribute or service our managed funds. We believe that this measure is useful when evaluating the performance of the Investment and Wealth Management business segment relative to industry competitors.

Forward-looking Non-GAAP financial measures

From time to time we may present or discuss forward-looking Non-GAAP financial measures, such as targets for expenses excluding notable items. We are unable to provide a reconciliation of forward-looking Non-GAAP financial measures to the comparable GAAP financial measures because we are unable to provide, without unreasonable effort, a meaningful or accurate estimation of amounts that would be necessary for the reconciliation effort, a meaningful or accurate calculation or estimation of amounts that would be necessary for the reconciliation due to the inherent difficulty quantifying future amounts or when they may occur. Such unavailable information could be significant to future results.

BNY Mellon 111

Supplemental Information (unaudited) (continued)

Reconciliation of Non-GAAP measures, excluding notable items						2023 vs.
(dollars in millions)	2023		2022			2022
Total revenue – GAAP	$	17,502	$	16,377		7	%
Less: Reduction in the fair value of a contingent consideration receivable related to a prior year divestiture (a)	(144)		—
Disposal (loss) gain (a)	(6)		26
Revenue reduction related to Russia, primarily accelerated amortization of deferred costs for depositary receipts services (b)	—		(88)
Net loss from repositioning the securities portfolio (a)	—		(449)
Adjusted total revenue – Non-GAAP	$	17,652	$	16,888		5	%
Total noninterest expense – GAAP	$	13,295	$	13,010		2	%
Less: Severance (c)	267		215
Litigation reserves (c)	94		134
FDIC special assessment (c)	632		—
Goodwill impairment	—		680
Adjusted total noninterest expense – Non-GAAP	$	12,302	$	11,981		2.7	%	(d)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation – GAAP	$	3,051	$	2,362		29	%
Less: Reduction in the fair value of a contingent consideration receivable related to a prior year divestiture (a)	(144)		—
Disposal (loss) gain (a)	(5)		(12)
Revenue reduction related to Russia, primarily accelerated amortization of deferred costs for depositary receipts services (b)	—		(67)
Net loss from repositioning the securities portfolio (a)	—		(343)
Severance (c)	(205)		(166)
Litigation reserves (c)	(91)		(125)
FDIC special assessment (c)	(482)		—
Goodwill impairment	—		(665)
Adjusted net income applicable to common shareholders of The Bank of New York Mellon Corporation – Non-GAAP	$	3,978	$	3,740		6	%
Diluted earnings per share – GAAP	$	3.87	$	2.90		33	%
Less: Reduction in the fair value of a contingent consideration receivable related to a prior year divestiture (a)	(0.18)		—
Disposal (loss) gain (a)	(0.01)		(0.01)
Revenue reduction related to Russia, primarily accelerated amortization of deferred costs for depositary receipts services (b)	—		(0.08)
Net loss from repositioning the securities portfolio (a)	—		(0.42)
Severance (c)	(0.26)		(0.20)
Litigation reserves (c)	(0.12)		(0.15)
FDIC special assessment (c)	(0.61)		—
Goodwill impairment	—		(0.82)
Total diluted earnings per common share impact of notable items	$	(1.18)	$	(1.69)	(e)
Adjusted diluted earnings per share – Non-GAAP	$	5.05	$	4.59		10	%

(a)    Reflected in Investment and other revenue.

(b)    Primarily reflected in Investment services fees.

(c)    Severance is reflected in Staff expense, Litigation reserves in Other expense, and FDIC special assessment in Bank assessment charges, respectively.

(d)    The growth rate was not significantly impacted by changes in foreign currency exchange rates.

(e)    Does not foot due to rounding.

112 BNY Mellon

Supplemental Information (unaudited) (continued)

The following table presents the reconciliation of noninterest expense excluding notable items and changes in foreign currency exchange rates.

Noninterest expense reconciliation, excluding notable items and the impact of changes in foreign currency exchange rates					2022 vs.
(dollars in millions)	2022		2021		2021
Total noninterest expense – GAAP	$	13,010	$	11,514	13	%
Less: Severance (a)	215		31
Litigation reserves (a)	134		98
Goodwill impairment	680		—
Impact of changes in foreign currency exchange rates	—		292
Adjusted total noninterest expense, excluding notable items and impact of changes in foreign exchange rates – Non-GAAP	$	11,981	$	11,093	8	%

(a)    Severance is reflected in Staff expense and Litigation reserves in Other expense, respectively.

The following table presents the reconciliation of the pre-tax operating margin.

Pre-tax operating margin reconciliation
(dollars in millions)	2023			2022
Income before taxes – GAAP	$	4,088		$	3,328
Less: Impact of notable items (a)	(1,143)			(1,540)
Adjusted income before taxes, excluding notable items – Non-GAAP	$	5,231		$	4,868
Total revenue – GAAP	$	17,502		$	16,377
Less: Impact of notable items (a)	(150)			(511)
Adjusted total revenue, excluding notable items – Non-GAAP	$	17,652		$	16,888
Pre-tax operating margin – GAAP (b)	23		%	20		%
Adjusted pre-tax operating margin – Non-GAAP (b)	30		%	29		%

(a)    See page 112 for details of notable items and line items impacted.

(b)    Income before taxes divided by total revenue.

The following table presents the reconciliation of effective tax rate.

Effective tax rate reconciliation
(dollars in millions)	2022
Provision for income taxes - GAAP	$	768
Less: Impact of notable items (a)	(162)
Adjusted provision for income taxes, excluding notable items – Non-GAAP	$	930
Income before taxes – GAAP	$	3,328
Less: Impact of notable items (a)	(1,540)
Adjusted income before taxes, excluding notable items – Non-GAAP	$	4,868
Effective tax rate – GAAP	23.1		%
Adjusted effective tax rate – Non-GAAP	19.1		%

(a)    See page 112 for details of notable items and line items impacted.

BNY Mellon 113

Supplemental Information (unaudited) (continued)

The following table presents the reconciliation of the return on common equity and tangible common equity.

Return on common equity and tangible common equity reconciliation	2023			2022			2021
(dollars in millions)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation – GAAP	$	3,051		$	2,362		$	3,552
Add:  Amortization of intangible assets	57			67			82
Less: Tax impact of amortization of intangible assets	14			16			20
Adjusted net income applicable to common shareholders of The Bank of New York Mellon Corporation, excluding amortization of intangible assets – Non-GAAP	$	3,094		$	2,413		$	3,614
Less: Impact of notable items (a)	(927)			(1,378)			(85)
Adjusted net income applicable to common shareholders of The Bank of New York Mellon Corporation, excluding amortization of intangible assets and notable items – Non-GAAP	$	4,021		$	3,791		$	3,699
Average common shareholders’ equity	$	35,880		$	36,175		$	39,695
Less: Average goodwill	16,204			17,060			17,492
Average intangible assets	2,880			2,939			2,979
Add: Deferred tax liability – tax deductible goodwill	1,205			1,181			1,178
Deferred tax liability – intangible assets	657			660			676
Average tangible common shareholders’ equity – Non-GAAP	$	18,658		$	18,017		$	21,078
Return on common shareholders’ equity – GAAP	8.5		%	6.5		%	8.9		%
Adjusted return on common shareholders’ equity – Non-GAAP	11.1		%	10.3		%	9.2		%
Return on tangible common shareholders’ equity – Non-GAAP	16.6		%	13.4		%	17.1		%
Adjusted return on tangible common shareholders’ equity – Non-GAAP	21.6		%	21.0		%	17.6		%

(a)    See page 112 for details of notable items and line items impacted in 2023 and 2022. Notable items in 2021 include litigation reserves, severance expense and gains on disposals (reflected in investment and other revenue).

The following table presents the reconciliation of book value and tangible book value per common share.

Book value and tangible book value per common share reconciliation	Dec. 31,
(dollars in millions, except per share amounts and unless otherwise noted)	2023		2022		2021
BNY Mellon shareholders’ equity at year end – GAAP	$	40,874	$	40,734	$	43,034
Less: Preferred stock	4,343		4,838		4,838
BNY Mellon common shareholders’ equity at year end – GAAP	36,531		35,896		38,196
Less: Goodwill	16,261		16,150		17,512
Intangible assets	2,854		2,901		2,991
Add: Deferred tax liability – tax deductible goodwill	1,205		1,181		1,178
Deferred tax liability – intangible assets	657		660		676
BNY Mellon tangible common shareholders’ equity at year end – Non-GAAP	$	19,278	$	18,686	$	19,547
Year-end common shares outstanding (in thousands)	759,344		808,445		804,145
Book value per common share – GAAP	$	48.11	$	44.40	$	47.50
Tangible book value per common share – Non-GAAP	$	25.39	$	23.11	$	24.31

The following table presents the impact of changes in foreign currency exchange rates on our consolidated investment management and performance fees.

Constant currency reconciliation – Consolidated					2023 vs.
(dollars in millions)	2023		2022		2022
Investment management and performance fees – GAAP	$	3,058	$	3,299	(7)	%
Impact of changes in foreign currency exchange rates	—		(4)
Adjusted investment management and performance fees – Non-GAAP	$	3,058	$	3,295	(7)	%

114 BNY Mellon

Supplemental Information (unaudited) (continued)

The following table presents the impact of changes in foreign currency exchange rates on investment management and performance fees reported in the Investment and Wealth Management business segment.

Constant currency reconciliation – Investment and Wealth Management business segment					2023 vs.
(dollars in millions)	2023		2022		2022
Investment management and performance fees – GAAP	$	3,052	$	3,290	(7)	%
Impact of changes in foreign currency exchange rates	—		(4)
Adjusted investment management and performance fees – Non-GAAP	$	3,052	$	3,286	(7)	%

The following table presents the reconciliation of the pre-tax operating margin for the Investment and Wealth Management business segment.

Pre-tax operating margin reconciliation – Investment and Wealth Management business segment
										2023 vs.		2022 vs.
(dollars in millions)	2023			2022			2021			2022		2021
Income before income taxes – GAAP	$	381		$	48		$	1,230		694	%	(96)	%
Less: Reduction in the fair value of a contingent consideration receivable related to a prior year divestiture (a)	(144)			—			—
Disposal (loss) (a)	—			(11)			(1)
Revenue reduction related to Russia (b)	—			(6)			—
Severance (c)	(19)			(12)			—
Litigation reserves (c)	(1)			—			(4)
Goodwill impairment	—			(680)			—
Adjusted income before income taxes – Non-GAAP	$	545		$	757		$	1,235		(28)	%	(39)	%
Total revenue – GAAP	$	3,143		$	3,550		$	4,042
Less: Distribution and servicing expense	355			345			300
Adjusted total revenue, net of distribution and servicing expense – Non-GAAP	$	2,788		$	3,205		$	3,742
Less: Reduction in the fair value of a contingent consideration receivable related to a prior year divestiture (a)	(144)			—			—
Disposal (loss) (a)	—			(11)			(1)
Revenue reduction related to Russia (b)	—			(6)			—
Adjusted total revenue, excluding notable items and net of distribution and servicing expense – Non-GAAP	$	2,932		$	3,222		$	3,743
Pre-tax operating margin – GAAP (d)	12		%	1		%	30		%
Adjusted pre-tax operating margin, net of distribution and servicing expense – Non-GAAP (d)	14		%	2		%	33		%
Adjusted pre-tax operating margin, net of distribution and servicing expense and excluding notable items – Non-GAAP (d)	19		%	24		%	33		%

(a)    Reflected in Investment and other revenue.

(b)    Primarily reflected in Investment management and performance fees.

(c)    Severance is reflected in Staff expense and Litigation reserves in Other expense.    

(d)    Income before taxes divided by total revenue.

BNY Mellon 115

Supplemental Information (unaudited) (continued)

Rate/volume analysis

Rate/volume analysis (a)	2023 over (under) 2022						2022 over (under) 2021
	Due to change in						Due to change in
(in millions)	Average balance		Average rate		Net change		Average balance		Average rate		Net change
Interest revenue
Interest-earning assets:
Interest-bearing deposits with the Federal Reserve and other central banks:
Domestic offices	$	289	$	1,986	$	2,275	$	(1)	$	751	$	750
Foreign offices	(31)		1,278		1,247		25		321		346
Total interest-bearing deposits with the Federal Reserve and other central banks	258		3,264		3,522		24		1,072		1,096
Interest-bearing deposits with banks	(50)		352		302		(11)		184		173
Federal funds sold and securities purchased under resale agreements	57		5,884		5,941		(17)		1,097		1,080
Loans:
Domestic offices	(99)		1,884		1,785		137		849		986
Foreign offices	(15)		147		132		(7)		62		55
Total loans	(114)		2,031		1,917		130		911		1,041
Securities:
U.S. government obligations	(123)		537		414		54		292		346
U.S. government agency obligations	(65)		603		538		(125)		297		172
Other securities:
Domestic offices (b)	(65)		239		174		(17)		259		242
Foreign offices	(18)		559		541		(18)		49		31
Total other securities (b)	(83)		798		715		(35)		308		273
Total investment securities (b)	(271)		1,938		1,667		(106)		897		791
Trading securities (primarily domestic) (b)	16		156		172		(14)		104		90
Total securities (b)	(255)		2,094		1,839		(120)		1,001		881
Total interest revenue (b)	$	(104)	$	13,625	$	13,521	$	6	$	4,265	$	4,271
Interest expense
Interest-bearing liabilities:
Interest-bearing deposits:
Domestic offices	$	117	$	3,606	$	3,723	$	2	$	1,005	$	1,007
Foreign offices	(87)		1,901		1,814		12		743		755
Total interest-bearing deposits	30		5,507		5,537		14		1,748		1,762
Federal funds purchased and securities sold under repurchase agreements	824		4,941		5,765		1		937		938
Trading liabilities	(1)		89		88		3		57		60
Other borrowed funds:
Domestic offices	30		7		37		—		2		2
Foreign offices	—		1		1		1		(2)		(1)
Total other borrowed funds	30		8		38		1		—		1
Commercial paper	—		—		—		—		—		—
Payables to customers and broker-dealers	(28)		438		410		—		158		158
Long-term debt	125		726		851		26		442		468
Total interest expense	$	980	$	11,709	$	12,689	$	45	$	3,342	$	3,387
Changes in net interest revenue (b)	$	(1,084)	$	1,916	$	832	$	(39)	$	923	$	884

(a)    Changes which are solely due to balance changes or rate changes are allocated to such categories on the basis of the respective percentage changes in average balances and average rates. Changes in interest revenue or interest expense arising from the combination of rate and volume variances are allocated proportionately to rate and volume based on their relative absolute magnitudes.

(b)    Presented on an FTE basis.    

116 BNY Mellon

Forward-looking Statements

Some statements in this Annual Report are forward-looking. These include statements about the usefulness of Non-GAAP measures, the future results of BNY Mellon, our businesses, financial, liquidity and capital condition, results of operations, liquidity, risk and capital management and processes, goals, strategies, outlook, objectives, expectations (including those regarding our performance results, expenses, nonperforming assets, products, impacts of currency fluctuations, impacts of securities portfolio repositioning, impacts of trends on our businesses, regulatory, technology, market, economic or accounting developments and the impacts of such developments on our businesses, legal proceedings and other contingencies), human capital management (including related ambitions, objectives, aims and goals), effective tax rate, net interest revenue, estimates (including those regarding expenses, losses inherent in our credit portfolios and capital ratios), intentions (including those regarding our capital returns and expenses, including our investments in technology and pension expense), targets, opportunities, potential actions, growth and initiatives.

In this report, any other report, any press release or any written or oral statement that BNY Mellon or its executives may make, words, such as “estimate,” “forecast,” “project,” “anticipate,” “likely,” “target,” “expect,” “intend,” “continue,” “seek,” “believe,” “plan,” “goal,” “could,” “should,” “would,” “may,” “might,” “will,” “strategy,” “synergies,” “opportunities,” “trends,” “ambition,” “aspiration,” “objective,” “aim,” “future,” “potentially,” “outlook” and words of similar meaning, may signify forward-looking statements.

These forward-looking statements, and other forward-looking statements contained in other public disclosures of BNY Mellon, are not guarantees of future results or occurrences, are inherently uncertain and are based upon current beliefs and expectations of future events, many of which are, by their nature, difficult to predict, outside of our control and subject to change. By identifying these statements in this manner, we are alerting investors to the possibility that our actual results may differ, possibly materially, from the anticipated results expressed or implied in these forward-looking statements as a result of a number of important factors, including those factors described in “Risk Factors,” such as:

•errors or delays in our operational and transaction processing, or those of third parties, may

materially adversely affect our business, financial condition, results of operations and reputation;

•our risk management framework, models and processes may not be effective in identifying or mitigating risk and reducing the potential for losses and any inadequacy or lapse in our risk management framework, models and processes could expose us to unexpected losses that could materially adversely affect our results of operations or financial condition;

•a communications or technology disruption or failure within our infrastructure or the infrastructure of third parties that results in a loss of information, delays our ability to access information or impacts our ability to provide services to our clients may materially adversely affect our business, financial condition and results of operations;

•a cybersecurity incident, or a failure in our computer systems, networks and information, or those of third parties, could result in the theft, loss, disclosure, use or alteration of information, unauthorized access to or loss of information, or system or network failures. Any such incident or failure could adversely impact our ability to conduct our businesses, damage our reputation and cause losses;

•we are subject to extensive government rulemaking, policies, regulation and supervision that impact our operations. Changes to and introduction of new rules and regulations have compelled, and in the future may compel, us to change how we manage our businesses, which could have a material adverse effect on our business, financial condition and results of operations;

•regulatory or enforcement actions or litigation could materially adversely affect our results of operations or harm our businesses or reputation;

•our business may be adversely affected if we are unable to attract, retain, develop and motivate employees;

•a failure or circumvention of our controls, policies and procedures could have a material adverse effect on our business, financial condition, results of operations and reputation;

•weakness and volatility in financial markets and the economy generally may materially adversely affect our business, financial condition and results of operations;

BNY Mellon 117

Forward-looking Statements (continued)

•we are dependent on fee-based business for a substantial majority of our revenue and our fee-based revenues could be adversely affected by slowing market activity, weak financial markets, underperformance and/or negative trends in savings rates or in investment preferences;

•levels of and changes in interest rates have impacted, and will in the future continue to impact, our profitability and capital levels, at times adversely;

•we have experienced, and may continue to experience, unrealized or realized losses on securities related to volatile and illiquid market conditions, reducing our capital levels and/or earnings;

•reform of interest rate benchmarks and the use of alternative reference rates by us and our clients could adversely affect our business, financial condition and results of operations;

•the failure or perceived weakness of any of our significant clients or counterparties, many of whom are major financial institutions or sovereign entities, and our assumption of credit, counterparty and concentration risk, could expose us to credit losses and adversely affect our business;

•we could incur losses if our allowance for credit losses, including loan and lending-related commitment reserves, is inadequate or if our expectations of future economic conditions deteriorate;

•our business, financial condition and results of operations could be adversely affected if we do not effectively manage our liquidity;

•failure to satisfy regulatory standards, including “well capitalized” and “well managed” status or capital adequacy and liquidity rules more generally, could result in limitations on our activities and adversely affect our business and financial condition;

•the Parent is a non-operating holding company and, as a result, is dependent on dividends from its subsidiaries and extensions of credit from its IHC to meet its obligations, including with respect to its securities, and to provide funds for share repurchases, payment of income taxes and payment of dividends to its stockholders;

•our ability to return capital to shareholders is subject to the discretion of our Board of Directors and may be limited by U.S. banking laws and regulations, including those governing capital and

capital planning, applicable provisions of Delaware law and our failure to pay full and timely dividends on our preferred stock;

•any material reduction in our credit ratings or the credit ratings of our principal bank subsidiaries, The Bank of New York Mellon, BNY Mellon, N.A. or The Bank of New York Mellon SA/NV, could increase the cost of funding and borrowing to us and our rated subsidiaries and have a material adverse effect on our business, financial condition and results of operations and on the value of the securities we issue;

•the application of our Title I preferred resolution strategy or resolution under the Title II orderly liquidation authority could adversely affect the Parent’s liquidity and financial condition and the Parent’s security holders;

•new lines of business, new products and services or transformational or strategic project initiatives subject us to new or additional risks, and the failure to implement these initiatives could affect our results of operations;

•we are subject to competition in all aspects of our business, which could negatively affect our ability to maintain or increase our profitability;

•our strategic transactions present risks and uncertainties and could have an adverse effect on our business, financial condition and results of operations;

•our businesses may be negatively affected by adverse events, publicity, government scrutiny or other reputational harm;

•ESG concerns, including climate change, could adversely affect our business, affect client activity levels, subject us to additional regulatory requirements and damage our reputation;

•impacts from geopolitical events, acts of terrorism, natural disasters, the physical effects of climate change, pandemics and other similar events may have a negative impact on our business and operations;

•tax law changes or challenges to our tax positions with respect to historical transactions may adversely affect our net income, effective tax rate and our overall results of operations and financial condition; and

•changes in accounting standards governing the preparation of our financial statements and future events could have a material impact on our reported financial condition, results of operations, cash flows and other financial data.

118 BNY Mellon

Forward-looking Statements (continued)

Investors should not place undue reliance on any forward-looking statement and should consider all risk factors discussed in the 2023 Annual Report and any subsequent reports filed with the SEC by BNY Mellon pursuant to the Exchange Act. All forward-looking statements speak only as of the date on which such statements are made, and BNY Mellon undertakes no obligation to update any statement to reflect events or circumstances after the date on which such forward-looking statement is made or to reflect the occurrence of unanticipated events. The contents of BNY Mellon’s website or any other website referenced herein are not part of this report.

BNY Mellon 119

Glossary

Assets under custody and/or administration (“AUC/A”) – Assets that we hold directly or indirectly on behalf of clients under a safekeeping or custody arrangement or for which we provide administrative services for clients. The following types of assets under administration are not and historically have not been included in AUC/A: performance and risk analytics, transfer agency and asset aggregation services. To the extent that we provide more than one AUC/A service for a client’s assets, the value of the asset is only counted once in the total amount of AUC/A.

Assets under management (“AUM”) – Includes assets beneficially owned by our clients or customers which we hold in various capacities that are either actively or passively managed, as well as the value of hedges supporting customer liabilities. These assets and liabilities are not on our balance sheet.

CAMELS – An international bank-rating system where bank supervisory authorities rate institutions according to six factors. The six factors are Capital adequacy, Asset quality, Management quality, Earnings, Liquidity and Sensitivity to market risk.

Collateral management – A comprehensive program designed to simplify collateralization and expedite securities transfers for buyers and sellers.

Credit valuation adjustment (“CVA”) – The market value of counterparty credit risk on OTC derivative transactions.

Debit valuation adjustment (“DVA”) – The market value of our credit risk on OTC derivative transactions.

Depositary receipt – A negotiable security that generally represents a non-U.S. company’s publicly traded equity.

Economic capital – The amount of capital required to absorb potential losses and reflects the probability of remaining solvent with a target debt rating over a one-year time horizon.

Global systemically important bank (“G-SIB”) – A financial institution whose distress or disorderly failure, because of its size, complexity and systemic interconnectedness, would cause significant disruption to the wider financial system and economic activity.

High-quality liquid assets (“HQLA”) – Unencumbered assets of the types identified in the U.S. LCR rule, which the U.S. banking agencies describe as able to be convertible into cash with little or no expected loss of value during a period of liquidity stress.

Investment grade – Represents Moody’s long-term rating of Baa3 or better; and/or a Standard & Poor’s, Fitch or DBRS long-term rating of BBB- or better; or if unrated, an equivalent rating using our internal risk ratings. Instruments that fall below these levels are considered to be non-investment grade.

Real estate investment trust (“REIT”) – An investor-owned corporation, trust or association that sells shares to investors and invests in income-producing property.

Repurchase agreement (“Repo”) – An instrument used to raise short-term funds whereby securities are sold with an agreement for the seller to buy back the securities at a later date.

Reverse repurchase agreement – The purchase of securities with the agreement to sell them at a higher price at a specific future date.

Sub-custodian – A local provider (e.g., a bank) contracted to provide specific custodial-related services in a selected country or geographic area.

120 BNY Mellon

Report of Management on Internal Control Over Financial Reporting

Management of BNY Mellon is responsible for establishing and maintaining adequate internal control over financial reporting for BNY Mellon, as such term is defined in Rule 13a-15(f) under the Exchange Act.

BNY Mellon’s management, including its principal executive officer and principal financial officer, has assessed the effectiveness of BNY Mellon’s internal control over financial reporting as of December 31, 2023. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control – Integrated Framework (2013). Based upon such assessment, management believes that, as of December 31, 2023, BNY Mellon’s internal control over financial reporting is effective based upon those criteria.

KPMG LLP, the independent registered public accounting firm that audited BNY Mellon’s 2023 financial statements included in this Annual Report under “Financial Statements” and “Notes to Consolidated Financial Statements,” has issued a report with respect to the effectiveness of BNY Mellon’s internal control over financial reporting. This report begins on page 122.

BNY Mellon 121

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors

The Bank of New York Mellon Corporation:

Opinion on Internal Control Over Financial Reporting

We have audited The Bank of New York Mellon Corporation and subsidiaries’ (BNY Mellon) internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, BNY Mellon maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of BNY Mellon as of December 31, 2023 and 2022, the related consolidated statements of income, comprehensive income, cash flows, and changes in equity for each of the years in the three-year period ended December 31, 2023, and the related notes (collectively, the consolidated financial statements), and our report dated February 28, 2024, expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

BNY Mellon’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Report of Management on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on BNY Mellon’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to BNY Mellon 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 audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

122 BNY Mellon

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

New York, New York

February 28, 2024

BNY Mellon 123

The Bank of New York Mellon Corporation (and its subsidiaries)

Consolidated Income Statement

	Year ended Dec. 31,
(in millions)	2023		2022		2021
Fee and other revenue
Investment services fees	$	8,843	$	8,529	$	8,284
Investment management and performance fees	3,058		3,299		3,588
Foreign exchange revenue	631		822		799
Financing-related fees	192		175		194
Distribution and servicing fees	148		130		112
Total fee revenue	12,872		12,955		12,977
Investment and other revenue	285		(82)		336
Total fee and other revenue	13,157		12,873		13,313
Net interest revenue
Interest revenue	20,648		7,118		2,845
Interest expense	16,303		3,614		227
Net interest revenue	4,345		3,504		2,618
Total revenue	17,502		16,377		15,931
Provision for credit losses	119		39		(231)
Noninterest expense
Staff	7,095		6,800		6,337
Software and equipment	1,817		1,657		1,478
Professional, legal and other purchased services	1,527		1,527		1,459
Net occupancy	542		514		498
Sub-custodian and clearing	475		485		505
Distribution and servicing	353		343		298
Business development	183		152		107
Bank assessment charges	788		126		133
Goodwill impairment	—		680		—
Amortization of intangible assets	57		67		82
Other	458		659		617
Total noninterest expense	13,295		13,010		11,514
Income
Income before income taxes	4,088		3,328		4,648
Provision for income taxes	800		768		877
Net income	3,288		2,560		3,771
Net (income) loss attributable to noncontrolling interests related to consolidated investment management funds	(2)		13		(12)
Net income applicable to shareholders of The Bank of New York Mellon Corporation	3,286		2,573		3,759
Preferred stock dividends	(235)		(211)		(207)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation	$	3,051	$	2,362	$	3,552

124 BNY Mellon

The Bank of New York Mellon Corporation (and its subsidiaries)

Consolidated Income Statement (continued)

Net income applicable to common shareholders of The Bank of New York Mellon Corporation used for the earnings per share calculation	Year ended Dec. 31,
(in millions)	2023		2022		2021
Net income applicable to common shareholders of The Bank of New York Mellon Corporation	$	3,051	$	2,362	$	3,552
Less: Earnings allocated to participating securities	—		—		2
Net income applicable to common shareholders of The Bank of New York Mellon Corporation after required adjustment for the calculation of basic and diluted earnings per common share	$	3,051	$	2,362	$	3,550

Average common shares and equivalents outstanding of The Bank of New York Mellon Corporation	Year ended Dec. 31,
(in thousands)	2023	2022	2021
Basic	784,069	811,068	851,905
Common stock equivalents	3,821	3,904	4,900
Less: Participating securities	(92)	(177)	(446)
Diluted	787,798	814,795	856,359
Anti-dilutive securities (a)	1,334	3,142	642

(a)    Represents stock options, restricted stock units and participating securities outstanding but not included in the computation of diluted average common shares because their effect would be anti-dilutive.

Earnings per share applicable to common shareholders of The Bank of New York Mellon Corporation	Year ended Dec. 31,
(in dollars)	2023		2022		2021
Basic	$	3.89	$	2.91	$	4.17
Diluted	$	3.87	$	2.90	$	4.14

See accompanying Notes to Consolidated Financial Statements.

BNY Mellon 125

The Bank of New York Mellon Corporation (and its subsidiaries)

Consolidated Comprehensive Income Statement

	Year ended Dec. 31,
(in millions)	2023		2022		2021
Net income	$	3,288	$	2,560	$	3,771
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	272		(603)		(376)
Unrealized gain (loss) on assets available-for-sale:
Unrealized gain (loss) arising during the period	829		(3,245)		(1,147)
Reclassification adjustment	52		338		(4)
Total unrealized gain (loss) on assets available-for-sale	881		(2,907)		(1,151)
Defined benefit plans:
Net (loss) gain arising during the period	(75)		(306)		219
Foreign exchange adjustment	(1)		—		—
Amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost	(10)		56		88
Total defined benefit plans	(86)		(250)		307
Net unrealized gain (loss) on cash flow hedges	6		(6)		(6)
Total other comprehensive income (loss), net of tax (a)	1,073		(3,766)		(1,226)
Total comprehensive income (loss)	4,361		(1,206)		2,545
Net (income) loss attributable to noncontrolling interests	(2)		13		(12)
Other comprehensive loss (income) attributable to noncontrolling interests	—		13		(2)
Comprehensive income (loss) applicable to shareholders of The Bank of New York Mellon Corporation	$	4,359	$	(1,180)	$	2,531

(a)    Other comprehensive income (loss) attributable to The Bank of New York Mellon Corporation shareholders was $1,073 million for the year ended Dec. 31, 2023, $(3,753) million for the year ended Dec. 31, 2022 and $(1,228) million for the year ended Dec. 31, 2021.

See accompanying Notes to Consolidated Financial Statements.

126 BNY Mellon

The Bank of New York Mellon Corporation (and its subsidiaries)

Consolidated Balance Sheet

	Dec. 31,
(dollars in millions, except per share amounts)	2023		2022
Assets
Cash and due from banks, net of allowance for credit losses of $18 and $29	$	4,922	$	5,030
Interest-bearing deposits with the Federal Reserve and other central banks	111,550		91,655
Interest-bearing deposits with banks, net of allowance for credit losses of $2 and $4 (includes restricted of $3,420 and $6,499)	12,139		17,169
Federal funds sold and securities purchased under resale agreements	28,900		24,298
Securities:
Held-to-maturity, at amortized cost, net of allowance for credit losses of $1 and less than $1 (fair value of $44,711 and $49,992)	49,578		56,194
Available-for-sale, at fair value (amortized cost of $80,678 and $92,484, net of allowance for credit losses of less than $1 and $1)	76,817		86,622
Total securities	126,395		142,816
Trading assets	10,058		9,908
Loans	66,879		66,063
Allowance for credit losses	(303)		(176)
Net loans	66,576		65,887
Premises and equipment	3,163		3,256
Accrued interest receivable	1,150		858
Goodwill	16,261		16,150
Intangible assets	2,854		2,901
Other assets, net of allowance for credit losses on accounts receivable of $3 and $4 (includes $1,261 and $971, at fair value)	25,985		25,855
Total assets	$	409,953	$	405,783
Liabilities
Deposits:
Noninterest-bearing (principally U.S. offices)	$	58,274	$	78,017
Interest-bearing deposits in U.S. offices	132,616		108,362
Interest-bearing deposits in non-U.S. offices	92,779		92,591
Total deposits	283,669		278,970
Federal funds purchased and securities sold under repurchase agreements	14,507		12,335
Trading liabilities	6,226		5,385
Payables to customers and broker-dealers	18,395		23,435
Other borrowed funds	479		397
Accrued taxes and other expenses	5,567		5,410
Other liabilities (including allowance for credit losses on lending-related commitments of $87 and $78, also includes $195 and $221, at fair value)	8,844		8,543
Long-term debt	31,257		30,458
Total liabilities	368,944		364,933
Temporary equity
Redeemable noncontrolling interests	85		109
Permanent equity
Preferred stock – par value $0.01 per share; authorized 100,000,000 shares; issued 43,826 and 48,826 shares	4,343		4,838
Common stock – par value $0.01 per share; authorized 3,500,000,000 shares; issued 1,402,429,447 and 1,395,725,198 shares	14		14
Additional paid-in capital	28,908		28,508
Retained earnings	39,653		37,864
Accumulated other comprehensive loss, net of tax	(4,893)		(5,966)
Less: Treasury stock of 643,085,355 and 587,280,598 common shares, at cost	(27,151)		(24,524)
Total The Bank of New York Mellon Corporation shareholders’ equity	40,874		40,734
Nonredeemable noncontrolling interests of consolidated investment management funds	50		7
Total permanent equity	40,924		40,741
Total liabilities, temporary equity and permanent equity	$	409,953	$	405,783

See accompanying Notes to Consolidated Financial Statements.

BNY Mellon 127

The Bank of New York Mellon Corporation (and its subsidiaries)

Consolidated Statement of Cash Flows

	Year ended Dec. 31,
(in millions)	2023		2022		2021
Operating activities
Net income	$	3,288	$	2,560	$	3,771
Net (income) loss attributable to noncontrolling interests	(2)		13		(12)
Net income applicable to shareholders of The Bank of New York Mellon Corporation	3,286		2,573		3,759
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Provision for credit losses	119		39		(231)
Pension plan contributions	(6)		(7)		(6)
Depreciation and amortization	1,748		1,636		1,867
Goodwill impairment	—		680		—
Deferred tax (benefit)	(423)		155		257
Net securities losses (gains)	68		443		(5)
Change in trading assets and liabilities	436		7,015		(1,898)
Change in accruals and other, net	684		2,534		(905)
Net cash provided by operating activities	5,912		15,068		2,838
Investing activities
Change in interest-bearing deposits with banks	1,943		1,540		1,225
Change in interest-bearing deposits with the Federal Reserve and other central banks	(18,730)		7,812		35,073
Purchases of securities held-to-maturity	(341)		(2,497)		(8,921)
Paydowns of securities held-to-maturity	4,675		7,168		11,339
Maturities of securities held-to-maturity	1,766		1,610		1,872
Purchases of securities available-for-sale	(23,422)		(32,336)		(54,239)
Sales of securities available-for-sale	11,229		14,990		13,545
Paydowns of securities available-for-sale	3,898		5,215		12,775
Maturities of securities available-for-sale	19,748		11,573		17,221
Net change in loans	(801)		1,423		(11,350)
Sales of loans and other real estate	49		—		1
Change in federal funds sold and securities purchased under resale agreements	(4,597)		5,294		1,233
Net change in seed capital investments	25		64		171
Purchases of premises and equipment/capitalized software	(1,220)		(1,346)		(1,215)
Proceeds from the sale of premises and equipment	—		45		34
Acquisitions, net of cash	—		—		(170)
Dispositions, net of cash	—		446		8
Other, net	(32)		(1,127)		1,070
Net cash (used for) provided by investing activities	(5,810)		19,874		19,672
Financing activities
Change in deposits	3,456		(37,009)		(17,896)
Change in federal funds purchased and securities sold under repurchase agreements	2,148		790		418
Change in payables to customers and broker-dealers	(5,030)		(1,488)		128
Change in other borrowed funds	73		(344)		397
Net proceeds from the issuance of long-term debt	6,487		9,929		5,186
Repayments of long-term debt	(6,059)		(4,000)		(4,650)
Proceeds from the exercise of stock options	—		9		50
Issuance of common stock	16		14		13
Issuance of preferred stock	—		—		1,287
Treasury stock acquired	(2,604)		(124)		(4,567)
Preferred stock redemption	(500)		—		(1,000)
Common cash dividends paid	(1,262)		(1,165)		(1,126)
Preferred cash dividends paid	(225)		(211)		(197)
Amortization of preferred stock discount	5		—		10
Other, net	(24)		(55)		(15)
Net cash (used for) financing activities	(3,519)		(33,654)		(21,962)
Effect of exchange rate changes on cash	230		358		(84)
Change in cash and due from banks and restricted cash
Change in cash and due from banks and restricted cash	(3,187)		1,646		464
Cash and due from banks and restricted cash at beginning of period	11,529		9,883		9,419
Cash and due from banks and restricted cash at end of period	$	8,342	$	11,529	$	9,883
Cash and due from banks and restricted cash
Cash and due from banks at end of period (unrestricted cash)	$	4,922	$	5,030	$	6,061
Restricted cash at end of period	3,420		6,499		3,822
Cash and due from banks and restricted cash at end of period	$	8,342	$	11,529	$	9,883
Supplemental disclosures
Interest paid	$	16,021	$	3,307	$	233
Income taxes paid	882		449		473
Income taxes refunded	17		11		42

See accompanying Notes to Consolidated Financial Statements.

128 BNY Mellon

The Bank of New York Mellon Corporation (and its subsidiaries)

Consolidated Statement of Changes in Equity

	The Bank of New York Mellon Corporation shareholders												Nonredeemable noncontrolling interests of consolidated investment management funds		Total permanent equity			Redeemable non- controlling interests/ temporary equity
(in millions, except per share amount)	Preferred stock		Common stock		Additional paid-in capital		Retained earnings		Accumulated other comprehensive (loss) income, net of tax		Treasury stock
Balance at Dec. 31, 2022	$	4,838	$	14	$	28,508	$	37,864	$	(5,966)	$	(24,524)	$	7	$	40,741	(a)	$	109
Shares issued to shareholders of noncontrolling interests	—		—		—		—		—		—		—		—			38
Redemption of subsidiary shares from noncontrolling interests	—		—		—		—		—		—		—		—			(54)
Other net changes in noncontrolling interests	—		—		16		—		—		—		41		57			(12)
Net income	—		—		—		3,286		—		—		2		3,288			—
Other comprehensive income	—		—		—		—		1,073		—		—		1,073			—
Dividends:
Common stock at $1.58 per share (b)	—		—		—		(1,262)		—		—		—		(1,262)			—
Preferred stock	—		—		—		(225)		—		—		—		(225)			—
Repurchase of common stock	—		—		—		—		—		(2,604)		—		(2,604)			—
Common stock issued under employee benefit plans	—		—		20		—		—		—		—		20			—
Preferred stock redemption	(500)		—		—		—		—		—		—		(500)			—
Stock-based compensation	—		—		364		—		—		—		—		364			—
Amortization of preferred stock discount	5		—		—		(5)		—		—		—		—			—
Excise tax on share repurchases	—		—		—		—		—		(23)		—		(23)			—
Excise tax on preferred stock redemption	—		—		—		(5)		—		—		—		(5)			—
Other	—		—		—		—		—		—		—		—			4
Balance at Dec. 31, 2023	$	4,343	$	14	$	28,908	$	39,653	$	(4,893)	$	(27,151)	$	50	$	40,924	(a)	$	85

(a)Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $35,896 million at Dec. 31, 2022 and $36,531 million at Dec. 31, 2023.

(b)    Includes dividend-equivalents on share-based awards.

	The Bank of New York Mellon Corporation shareholders												Nonredeemable noncontrolling interests of consolidated investment management funds		Total permanent equity			Redeemable non- controlling interests/ temporary equity
(in millions, except per share amount)	Preferred stock		Common stock		Additional paid-in capital		Retained earnings		Accumulated other comprehensive (loss), net of tax		Treasury stock
Balance at Dec. 31, 2021	$	4,838	$	14	$	28,128	$	36,667	$	(2,213)	$	(24,400)	$	196	$	43,230	(a)	$	161
Shares issued to shareholders of noncontrolling interests	—		—		—		—		—		—		—		—			31
Redemption of subsidiary shares from noncontrolling interests	—		—		—		—		—		—		—		—			(31)
Other net changes in noncontrolling interests	—		—		44		—		—		—		(176)		(132)			(37)
Net income (loss)	—		—		—		2,573		—		—		(13)		2,560			—
Other comprehensive (loss)	—		—		—		—		(3,753)		—		—		(3,753)			(13)
Dividends:
Common stock at $1.42 per share (b)	—		—		—		(1,165)		—		—		—		(1,165)			—
Preferred stock	—		—		—		(211)		—		—		—		(211)			—
Repurchase of common stock	—		—		—		—		—		(124)		—		(124)			—
Common stock issued under employee benefit plans	—		—		20		—		—		—		—		20			—
Stock awards and options exercised	—		—		316		—		—		—		—		316			—
Other	—		—		—		—		—		—		—		—			(2)
Balance at Dec. 31, 2022	$	4,838	$	14	$	28,508	$	37,864	$	(5,966)	$	(24,524)	$	7	$	40,741	(a)	$	109

(a)Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $38,196 million at Dec. 31, 2021 and $35,896 million at Dec. 31, 2022.

(b)    Includes dividend-equivalents on share-based awards.

BNY Mellon 129

The Bank of New York Mellon Corporation (and its subsidiaries)

Consolidated Statement of Changes in Equity (continued) 

	The Bank of New York Mellon Corporation shareholders												Nonredeemable noncontrolling interests of consolidated investment management funds		Total permanent equity			Redeemable non- controlling interests/ temporary equity
(in millions, except per share amount)	Preferred stock		Common stock		Additional paid-in capital		Retained earnings		Accumulated other comprehensive (loss), net of tax		Treasury stock
Balance at Dec. 31, 2020	$	4,541	$	14	$	27,823	$	34,241	$	(985)	$	(19,833)	$	143	$	45,944	(a)	$	176
Shares issued to shareholders of noncontrolling interests	—		—		—		—		—		—		—		—			48
Redemption of subsidiary shares from noncontrolling interests	—		—		—		—		—		—		—		—			(94)
Other net changes in noncontrolling interests	—		—		(36)		—		—		—		41		5			29
Net income	—		—		—		3,759		—		—		12		3,771			—
Other comprehensive (loss) income	—		—		—		—		(1,228)		—		—		(1,228)			2
Dividends:
Common stock at $1.30 per share (b)	—		—		—		(1,126)		—		—		—		(1,126)			—
Preferred stock	—		—		—		(197)		—		—		—		(197)			—
Repurchase of common stock	—		—		—		—		—		(4,567)		—		(4,567)			—
Common stock issued under employee benefit plans	—		—		18		—		—		—		—		18			—
Preferred stock redemption	(1,000)		—		—		—		—		—		—		(1,000)			—
Preferred stock issued	1,287		—		—		—		—		—		—		1,287			—
Stock awards and options exercised	—		—		323		—		—		—		—		323			—
Amortization of preferred stock discount	10		—		—		(10)		—		—		—		—			—
Balance at Dec. 31, 2021	$	4,838	$	14	$	28,128	$	36,667	$	(2,213)	$	(24,400)	$	196	$	43,230	(a)	$	161

(a)Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $41,260 million at Dec. 31, 2020 and $38,196 million at Dec. 31, 2021.

(b)    Includes dividend-equivalents on share-based awards.

See accompanying Notes to Consolidated Financial Statements.

130 BNY Mellon

Notes to Consolidated Financial Statements

Note 1–Summary of significant accounting and reporting policies

In this Annual Report, references to “our,” “we,” “us,” “BNY Mellon,” the “Company” and similar terms refer to The Bank of New York Mellon Corporation and its consolidated subsidiaries. The term “Parent” refers to The Bank of New York Mellon Corporation but not its subsidiaries.

Nature of operations

BNY Mellon is a global leader in providing a broad range of financial products and services in domestic and international markets. Through our three principal business segments, Securities Services, Market and Wealth Services and Investment and Wealth Management, we serve institutions, corporations and high-net-worth individuals. See Note 24 for the primary products and services of our lines of business and other information.

Basis of presentation

The accounting and financial reporting policies of BNY Mellon, a global financial services company, conform to U.S. generally accepted accounting principles (“GAAP”) and prevailing industry practices.

In the opinion of management, all adjustments necessary for a fair presentation of financial position, results of operations and cash flows for the periods presented have been made.

Use of estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates based upon assumptions about future economic and market conditions which affect reported amounts and related disclosures in our financial statements. Our most significant estimates pertain to our allowance for credit losses, goodwill and other intangibles and litigation and regulatory contingencies. Although our current estimates contemplate current conditions and how we expect them to change in the future, it is reasonably possible that actual conditions could be worse than anticipated in those estimates, which could materially affect our results of operations and financial condition.

Foreign currency translation

Assets and liabilities denominated in foreign currencies are translated to U.S. dollars at the rate of exchange on the balance sheet date. Translation gains and losses on investments in foreign entities with functional currencies that are not the U.S. dollar are recorded as foreign currency translation adjustments in other comprehensive income (“OCI”). Revenue and expense transactions are translated at the applicable daily rate or the weighted average monthly exchange rate when applying the daily rate is not practical. For transactions that are denominated in a currency other than the functional currency, the effects of exchange rate changes are included in foreign exchange revenue in the income statement.

Acquisitions and divestitures

The income statement and balance sheet include results of acquired businesses accounted for under the acquisition method of accounting pursuant to Accounting Standards Codification (“ASC”) 805, Business Combinations, and equity investments from the dates of acquisition. Contingent purchase consideration is measured at its fair value and recorded on the purchase date. Any subsequent changes in the fair value of a contingent consideration liability are recorded to other noninterest expense. Gains or losses on divested business are reflected in investment and other revenue. For businesses that are determined to be held-for-sale and the fair value less costs to sell is less than its carrying value, a loss is recognized for that difference. Contingent consideration received is measured at fair value and recorded at the date of sale. Any subsequent changes in the fair value of a contingent consideration receivable are recorded to investment and other revenue.

Consolidation

We evaluate an entity for possible consolidation in accordance with ASC 810, Consolidation. We first determine whether or not we have variable interests in the entity, which are investments or other interests that absorb portions of an entity’s expected losses or receive portions of the entity’s expected returns. Our variable interests may include decision-maker or service provider fees, direct and indirect investments and investments made by related parties, including related parties under common control. If it is determined that we do not have a variable interest in

BNY Mellon 131

Notes to Consolidated Financial Statements (continued)

the entity, no further analysis is required and the entity is not consolidated.

If we hold a variable interest in the entity, further analysis is performed to determine if the entity is a variable interest entity (“VIE”) or a voting model entity (“VME”).

We consider the underlying facts and circumstances of individual entities when assessing whether or not an entity is a VIE. An entity is determined to be a VIE if the equity investors:

•    do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support; or

•    lack one or more of the following characteristics of a controlling financial interest:

•    the power, through voting rights or similar rights, to direct the activities of an entity that most significantly impact the entity’s economic performance;

•    the obligation to absorb the expected losses of the entity; and

•    the right to receive the expected residual returns of the entity.

We reconsider and reassess whether or not we are the primary beneficiary of a VIE when governing documents or contractual arrangements are changed that would reallocate the obligation to absorb expected losses or receive expected residual returns between BNY Mellon and the other investors. This could occur when BNY Mellon disposes of any portion of its variable interests in the VIE, when we acquire additional variable interests in the VIE, when additional variable interests are issued to other investors or when other investors liquidate their variable interest in the VIE.

We consolidate a VIE if it is determined that we have a controlling financial interest in the entity. We have a controlling financial interest in a VIE when we have both (1) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (2) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to that VIE.

For entities that do not meet the definition of a VIE, the entity is considered a VME. We consolidate these entities if we can exert control over the financial and

operating policies of an investee, which typically occurs if we have a 50% or more voting interest in the entity.

See Note 14 for additional disclosures related to our variable interests.

Equity method investments, including renewable energy investments

Equity investments of less than a majority but at least 20% ownership or where we are deemed to have significant influence are accounted for by the equity method and included in other assets. Earnings on these investments are reflected as investment services fees, investment management and performance fees or investment and other revenue, as appropriate, in the period earned.

A loss in value of an equity investment that is determined to be other-than-temporary is recognized by reducing the carrying value of the equity investment to its fair value.

Investments in renewable energy projects through limited liability companies are accounted for using the equity method of accounting. The hypothetical liquidation at book value (“HLBV”) methodology is used to determine the pre-tax loss that is recognized in each period. HLBV estimates the liquidation value at the beginning and end of each period, with the difference recognized as the amount of loss under the equity method.

The pre-tax losses are reported in investment and other revenue on the income statement. The corresponding tax benefits and credits are recorded as a reduction to provision for income taxes on the income statement.

See Note 8 for the amount of our renewable energy investments. Below are our most significant equity method investments, other than the investments in renewable energy.

Equity method investments at Dec. 31, 2023
(dollars in millions)	Percentage ownership		Book value
CIBC Mellon Global Securities Services Company (“CIBC Mellon”)	50	%	$	607
Siguler Guff	20	%	$	234

132 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Restricted cash and securities

Cash and securities may be segregated under federal and other regulatory requirements and primarily consists of excess client funds held by our broker-dealer entities. Restricted cash is included in interest-bearing deposits with banks on the balance sheet and with cash and due from banks when reconciling the beginning and end-of-period balances on the consolidated statement of cash flows.

Securities purchased under resale agreements and securities sold under repurchase agreements

Securities purchased under resale agreements and securities sold under repurchase agreements are accounted for as collateralized financings. Generally, these agreements are recorded at the amounts at which the securities will be subsequently resold or repurchased, plus accrued interest.

Securities purchased under resale agreements are fully collateralized with high-quality liquid securities. Collateral requirements are monitored and additional collateral is received or provided, as required. As such, these transactions carry minimal credit risk and are generally not allocated an allowance for credit losses.

Where an enforceable netting agreement exists, resale and repurchase agreements executed with the same counterparty and the same maturity date are reported on a net basis on the balance sheet.

Securities – Debt

Debt securities are classified as available-for-sale, held-to-maturity or trading securities when they are purchased. Debt securities are classified as available-for-sale when we intend to hold them for an indefinite period of time or when they may be used for tactical asset/liability purposes and may be sold from time to time to effectively manage interest rate exposure, prepayment risk and liquidity needs. Debt securities are classified as held-to-maturity when we intend and have the ability to hold them until maturity. Debt securities are classified as trading when we intend to resell them.

Available-for-sale securities are measured at fair value. The difference between fair value and amortized cost representing unrealized gains or losses is recorded net of tax as an addition to, or deduction

from, OCI, unless an expected credit loss is recognized. Realized gains and losses on sales of available-for-sale securities are reported in investment and other revenue on the income statement. The cost of debt securities sold is determined on a specific identification method. Held-to-maturity securities are measured at amortized cost, net of expected credit loss, if any.

From time to time our intention to hold available-for-sale securities has changed such that we intend, and have the ability to, hold the securities to maturity. Transfers of securities from available-for-sale to held-to-maturity are accounted for at fair value and creates a new cost basis. The unrealized gains or losses at date of transfer continue to be recorded in accumulated other comprehensive income and are subsequently amortized into net interest revenue over the contractual lives of the securities.

The Company’s policy for recognition of expected credit losses for securities available-for-sale and securities held-to-maturity is contained within “Allowance for credit losses – Securities – Debt” and “Allowance for credit losses – Other” below.

Trading securities are measured at fair value and included in trading assets on the balance sheet. Trading revenue, which is reflected in investment and other revenue, includes both realized and unrealized gains and losses. The liability incurred on short-sale transactions, representing the obligation to deliver securities, is included in trading liabilities at fair value.

Income on securities purchased is adjusted for amortization of premium and accretion of discount on a level yield basis, generally over their contractual life.

Debt securities that are beneficial interests in securitized financial assets and are not high credit quality are discounted at the current yield used to accrete the beneficial interest. A credit loss is recognized when there is an adverse change in expected cash flows.

If we intend to sell a debt security or it is more likely than not that we will be required to sell a debt security prior to recovery of its cost basis, the security is written down to fair value and the credit and non-credit components of the unrealized loss are recognized in earnings and subsequently accreted to

BNY Mellon 133

Notes to Consolidated Financial Statements (continued)

interest revenue on an effective yield basis over the life of the security. Subsequent increases in the fair value of the security after the write-down are included in OCI.

Securities – Equity

Investments in equity securities that do not result in consolidation and are not accounted for under the equity method are measured at fair value with changes in the fair value recognized through earnings, unless one of two available exceptions applies. The first exception, a scope exception, allows Federal Reserve Bank stock, Federal Home Loan Bank stock and exchange memberships to remain accounted for at cost, less impairment. The second practicability exception is an election available for equity investments that do not have readily determinable fair values. For certain investments where the Company has chosen the practicability exception, such investments are accounted for in other assets on the balance sheet at cost adjusted for impairment, if any, plus or minus observable price changes in orderly transactions for an identical or similar investment of the same issuer with any such changes reflected in investment and other revenue. Equity securities with readily determinable fair values are classified in trading assets with changes in fair value reflected in other trading revenue, which is included in investment and other revenue in the consolidated income statement.

Loans

Loans are reported at amortized cost, net of any unearned income and deferred fees and costs. Certain loan origination and upfront commitment fees, as well as certain direct loan origination and commitment costs, are deferred and amortized as a yield adjustment over the lives of the related loans. Loans held for sale are carried at the lower of cost or fair value.

Loan modifications

A loan may be modified if the debtor is experiencing financial difficulties and the modification results in more than an insignificant delay in payment. A determination of whether a debtor is experiencing financial difficulty is based on payment status, and for commercial borrowers, the determination also considers debtor risk ratings. The determination of whether the modification results in more than an

insignificant delay in payment is based on analysis of the payment amount subject to delay, the time span of the modified terms, and well as a review of modification activity in the previous 12-month period.

Credit losses related to modified loans are generally accounted for under an individual evaluation methodology (see “Allowance for credit losses” below).

Nonperforming assets

Commercial loans are placed on nonaccrual status when principal or interest is past due 90 days or more, or when there is reasonable doubt that interest or principal will be collected.

When a first or second lien residential mortgage loan reaches 90 days delinquent, it is subject to an individual evaluation of credit loss and placed on nonaccrual status.

When a loan is placed on nonaccrual status, previously accrued and uncollected interest is reversed against current period interest revenue. Interest receipts on nonaccrual loans are recognized as interest revenue or are applied to principal when we believe the ultimate collectability of principal is in doubt. Nonaccrual loans generally are restored to an accrual basis when principal and interest become current and remain current for a specified period.

“Allowance for credit losses” below provides additional information regarding the individual evaluation of credit losses for nonperforming loans.

Allowance for credit losses

The accounting policy for determining the allowances has been identified as a “critical accounting estimate” as it requires us to make numerous complex and subjective estimates and assumptions relating to amounts which are judgmental and inherently uncertain.

The allowance for credit losses represents management’s estimate of expected credit losses over the expected contractual life of the financial instruments as of the balance sheet date. The allowance methodology is designed to provide procedural discipline in assessing the appropriateness of the allowance.

134 BNY Mellon

Notes to Consolidated Financial Statements (continued)

A quantitative methodology and qualitative framework is used to estimate the allowance for credit losses. The qualitative framework is described in further detail within “Allowance for credit losses – Other” below. The quantitative component of our estimate uses models and methodologies that categorize financial assets based on product type, collateral type, and other credit trends and risk characteristics, including relevant information about past events, current conditions and reasonable and supportable forecasts of future economic conditions that affect the collectability of the recorded amounts. The allowance may be determined using various methods, including discounted cash flow methods, loss-rate methods, probability of default methods or other methods that we determine to be appropriate. We estimate our expected credit losses using the probability of default method for the majority of our financial assets. We measure expected credit losses of financial assets on a collective (pool) basis when similar risk characteristics exist. For a financial asset that does not share risk characteristics with other assets, expected credit losses are measured based on an individual evaluation method.

In our estimate, with the exception of our small home equity line of credit portfolio, available-for-sale debt securities, and individually evaluated financial assets, we utilize a multi-scenario macroeconomic forecast which includes a weighting of three scenarios: a baseline and upside and downside scenarios and allows us to develop our estimate using a wide span of economic variables. Our baseline scenario reflects a view on likely performance of each global region and the other two scenarios are designed relative to the baseline scenario. This approach incorporates a reasonable and supportable forecast period spanning the life of the asset, and this period includes both an initial estimated economic outlook component as well as a reversion component for each economic input variable. The length of each of the two components depends on the underlying financial instrument, scenario and underlying economic input variable. In general, the initial economic outlook period for each economic input variable under each scenario ranges between several months and two years. The speed at which the scenario-specific forecasts revert to long-term historical mean is based on observed historical patterns of mean reversion at the economic variable input level that are reflected in our model parameter estimates. Certain macroeconomic variables such as unemployment or home prices take longer to revert after a contraction, though specific recovery times are

scenario-specific. Reversion will usually take longer the further away the scenario-specific forecast is from the historical mean. On a quarterly basis, within a developed governance structure, we update these scenarios for current economic conditions and may adjust the scenario weighting based on our economic outlook.

Allowance for credit losses – Loans and lending-related commitments

The allowance for credit losses on loans is presented as a valuation allowance to loans, and the allowance for credit losses on lending-related commitments is recorded in other liabilities. The components of the allowance for credit losses on loans and lending-related commitments consist of the following three elements:

•a pooled allowance component for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate;

•a pooled allowance component for residential mortgage loans; and

•an asset-specific allowance component involving individually evaluated credits of $1 million or greater which no longer share risk characteristics with other loans.

The first element, a pooled allowance component for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate, is based on our expected credit loss model using the probability of default method, which has been adjusted for the forecast of economic conditions. Individual credit analyses are performed on such loans before being assigned a credit rating. Segmentation is established based on risk characteristics of the loans and how risk is monitored. In estimating the terms of the exposures and resulting effect on the measurement of expected credit loss, we consider the impact of potential prepayments as well as the effect of borrower extension options. Borrower ratings are reviewed at least annually and are mapped to third-party databases, including rating agency and default and recovery databases, to support ongoing consistency and validity. Higher risk-rated loans and lending-related commitments are reviewed quarterly.

For the higher-risk rated and pass-rated commercial and institutional credits, the loss expected in each loan incorporates the borrower’s credit rating, facility

BNY Mellon 135

Notes to Consolidated Financial Statements (continued)

rating and maturity. The loss given default, derived from the facility rating, incorporates a recovery expectation, and for unfunded lending exposures, an estimate of the use of the facility at default (usage given default). The borrower’s probability of default is derived from the associated credit rating. The probability of default and the loss given default are applied to the estimated facility amount at default to determine the quantitative component of the allowance. For each of the different parameters, specific credit models are developed for each segment of our portfolio, including commercial loans and lease financing, financial institutions and other. We use both internal and external data in the development of these parameters.

For loans secured by commercial real estate, a separate modeled approach is used that considers collateral specific data and loan maturity, as well as commercial real estate market factors by geographical region and property type under different macroeconomic scenarios. A statistical method is used to simulate the property value and income of each property, and to estimate the probability of default, loss given default and expected credit loss for each loan. The model outputs are established by using a baseline, upside and downside macroeconomic scenario to generate projected property values and incomes.

The second element, a pooled allowance component for residential mortgage loans, is determined by first segregating our mortgage pools into two categories: (i) our wealth management mortgages and other residential mortgages purchased primarily in 2023 and (ii) our legacy mortgage portfolio disclosed as other residential mortgages. We then apply models to each portfolio to predict prepayments, default rates and loss severity. We consider historical loss experience and use a loan-level, multi-period default model which further segments each portfolio by product type, including first lien fixed rate mortgages, first lien adjustable rate mortgages, second lien mortgages and interest-only mortgages. We calculate the mortgage loss up to loan contractual maturity and embed a reasonable and supportable forecast and macroeconomic variable inputs which are described above. For home equity lines of credit, probability of default and loss given default are based on external data from third-party databases due to the small size of the portfolio and limited internal data. Our legacy mortgage portfolio and home equity line of credit

portfolios represent small sub-segments of our mortgage loans.

The third element, individually evaluated credits, is based on individual analysis of loans of $1 million and greater which no longer share risk characteristics with other loans. Factors we consider in measuring the extent of expected credit loss include the payment status, collateral value, the borrower’s financial condition, guarantor support, the probability of collecting scheduled principal and interest payments when due, anticipated modifications of payment structure or term for troubled borrowers, and recoveries if they can be reasonably estimated. We measure the expected credit loss as the difference between the amortized cost basis of the loan and the present value of the expected future cash flows from the borrower which is generally discounted at the loan’s effective interest rate, or the fair value of the collateral, if the loan is collateral dependent. We generally individually evaluate nonperforming loans as well as loans that have been or are anticipated to be modified given the risk characteristics of such loans.

Allowance for credit losses – Securities – Debt

When estimating expected credit losses, we segment our available-for-sale and held-to-maturity debt securities portfolios by major asset class. This is influenced by whether the security is structured or non-structured (i.e., direct obligation), as well as the issuer type.

For available-for-sale debt securities with an unrealized loss at the balance sheet date, if we determine that a credit loss exists, the amount is recognized as an allowance for credit losses in securities – available-for-sale, with a corresponding adjustment to the provision for credit losses. We evaluate credit losses at the individual security level and do not recognize credit losses if the fair value exceeds amortized cost, and if we determine that a credit loss exists, we limit the recognition of the loss to the difference between fair value and amortized cost. In our determination of whether an expected credit loss exists for a non-structured security, we routinely conduct periodic reviews and examine various quantitative and qualitative factors that are unique to each portfolio, including the severity of the unrealized loss position, agency rating, credit enhancement, cash flow deterioration and other factors. For a structured security, a credit loss model is utilized and the components of the credit loss

136 BNY Mellon

Notes to Consolidated Financial Statements (continued)

calculation for each major portfolio or asset class include a probability of default and loss given default (severity). These values depend on forecasted behavior of variables in the macroeconomic environment that are incorporated into our baseline forecast scenario described in “Allowance for credit losses” above. Generally, cash flows are discounted at the effective interest rate implicit in the debt security. Changes to the present value of cash flows due to the passage of time are recognized within the allowance for credit losses.

We estimate expected credit losses for held-to-maturity debt securities using a similar multi-scenario macroeconomic forecast methodology as described in “Allowance for credit losses” above. The allowance for credit losses on held-to-maturity debt securities is recorded in securities – held-to-maturity. The components of the modeled credit loss calculation for each major portfolio or asset class include a probability of default and loss given default and their values depend on the forecast behavior of variables in the macroeconomic environment. For structured debt securities, we estimated expected credit losses at the individual security level and use a cash flow model to project principal losses. Generally, cash flows are discounted at the effective interest rate implicit in the debt security. The difference is reflected in the allowance for credit losses, and changes to the present value of cash flows due to the passage of time are recognized within the allowance for credit losses.

We currently do not require an estimate of expected credit losses to be measured and recorded for U.S. Treasury securities, agency debt securities, and other debt securities that meet certain conditions that are based on a combination of factors such as guarantees, credit ratings and other credit quality factors. These assets are monitored within our established governance structure on a recurring basis to determine if any changes are warranted.

Allowance for credit losses – Other financial instruments

We also estimate expected credit losses associated with margin loans, reverse repurchase agreements, security lending indemnifications, and deposits with third-party financial institutions using a similar risk rating-based modeling approach as described in the first allowance element within “Allowance for credit losses – Loans and lending-related commitments” above. The allowance for credit losses on reverse

repurchase agreements is recorded in federal funds sold and securities purchased under resale agreements; the allowance for credit losses on securities lending indemnifications is recorded in other liabilities and the allowance for credit losses on deposits with third-party financial institutions is recorded in cash and due from banks or interest-bearing deposits with banks. Our reverse repurchase agreements are short-term and subject to continuous over-collateralization by our counterparties and timely collateral replenishment, when necessary. As a result, we estimate the expected credit loss related to the uncollateralized portion of the asset at the balance sheet date, if any, and when there is a reasonable expectation that the counterparty will not replenish the collateral in compliance with the terms of the repurchase agreement. This method is also applied to margin lending arrangements and securities lending indemnifications.

Allowance for credit losses – Other

We do not apply our credit loss measurement methodologies to accrued interest receivable balances related to our loan, debt securities and deposits with third-party financial institution assets given our nonaccrual policy that requires charge-off of interest receivable when deemed uncollectible. Accrued interest receivable related to these instruments, along with other interest-bearing instruments, is included on the consolidated balance sheet. Accrued interest receivable related to each major loan class is disclosed in our credit quality disclosure in Note 5.

Our policy for credit losses related to purchased financial assets requires an evaluation to be performed prior to the effective purchase date to determine if more than an insignificant decline in credit quality has occurred during the period between the origination and purchase date, or, in the case of debt securities, the period between the issuance and purchase date. If we purchase a financial asset with more than insignificant deterioration in credit quality, the measurement of expected credit loss is performed using the methodologies described above, and the credit loss is recorded as an allowance for credit losses on the purchase date. Subsequent to purchase, changes (favorable and unfavorable) in expected cash flows are recognized immediately in net income by adjusting the allowance. We evaluate various factors in the determination of whether a more than an insignificant decline in credit quality has occurred and these factors vary depending upon the type of

BNY Mellon 137

Notes to Consolidated Financial Statements (continued)

asset purchased. Such factors include changes in risk rating and/or agency rating, collateral deterioration, payment status, purchase price, credit spreads and other factors. We did not purchase any such assets in 2023 or 2022 and did not own such assets as of Dec. 31, 2023 or Dec. 31, 2022.

We apply a separate credit loss methodology to accounts receivables to estimate the expected credit losses associated with these short-term receivables which historically have not resulted in significant credit losses. The allowance for credit losses on accounts receivables is reflected in other assets.

The qualitative component of our estimate for the allowance for credit losses is intended to capture expected losses that may not have been fully captured in the quantitative component. Through an established governance structure, management determines the qualitative allowance each period based on an evaluation of various internal and environmental factors which include: scenario weighting and sensitivity risk, credit concentration risk, economic conditions and other considerations. We may also make adjustments for idiosyncratic risks. Once determined in the aggregate, our qualitative allowance is then allocated to each of our financial instrument portfolios except for debt securities and those instruments carried in other assets based on the respective instruments’ quantitative allowance balances. The allocation of this additional allowance for credit losses is inherently judgmental, and the entire allowance for credit losses is available to absorb credit losses regardless of the nature of the loss.

Premises and equipment

Premises and equipment are carried at cost less accumulated depreciation and amortization. Depreciation and amortization is computed using the straight-line method over the estimated useful life of the owned asset and, for leasehold improvements, over the lesser of the remaining term of the leased facility or the estimated economic life of the improvement. For owned and capitalized assets, estimated useful lives range from two to 40 years. Maintenance and repairs are charged to expense as incurred, while major improvements are capitalized and amortized to operating expense over their identified useful lives.

Leasing

We determine if an arrangement is a lease at inception. Right-of-use (“ROU”) assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments. The ROU assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date or at lease modification date for certain lease modifications. For all leases, we use a discount rate that represents a collateralized borrowing rate based on similar terms and information available at lease commencement date or at the modification date for certain lease modifications in determining the present value of lease payments. In addition to the lease payments, the determination of an ROU asset may also include certain adjustments related to lease incentives and initial direct costs incurred. Options to extend or terminate a lease are included in the determination of the ROU asset and lease liability only when it is reasonably certain that we will exercise that option.

Lease expense for operating leases is recognized on a straight-line basis over the lease term, while the lease expense for finance leases is recognized using the effective interest method. ROU assets are reviewed for impairment when events or circumstances indicate that the carrying amount may not be recoverable. For operating leases, if deemed impaired, the ROU asset is written down and the remaining balance is subsequently amortized on a straight-line basis which results in lease expense recognition that is similar to finance leases.

For all leases, we have elected to account for the contractual lease and non-lease components as a single lease component and include them in the calculation of the lease liability. The non-lease variable components, such as maintenance expense and other variable costs, including non-index or rate escalations, have been excluded from the calculation and disclosed separately. Additionally, for certain equipment leases, we apply a portfolio approach to account for the operating lease ROU assets and liabilities.

For subleasing activities, the rental income is reported as part of net occupancy expense, as this activity is not a significant business activity and is part of the Company’s customary business practice.

138 BNY Mellon

Notes to Consolidated Financial Statements (continued)

For direct finance leases, unearned revenue is accreted over the lives of the leases in decreasing amounts to provide a constant rate of return on the net investment in the leases. We have leveraged lease transactions that were entered into prior to Dec. 31, 2018. These leases are grandfathered under ASC 842, Leases, which became effective Jan. 1, 2019, and will continue to be accounted for under the prior guidance unless the leases are subsequently modified. Revenue on leveraged leases is recognized on a basis to achieve a constant yield on the outstanding investment in the lease, net of the related deferred tax liability, in the years in which the net investment is positive. Gains and losses on residual values of leased equipment sold are included in investment and other revenue. Impairment of leveraged lease residual values that is deemed other-than-temporary is reflected in net interest revenue. Considering the nature of these leases and the number of significant assumptions, there is risk associated with the income recognition on these leases should any of the assumptions change materially in future periods.

Software

We capitalize costs relating to acquired software and internal-use software development projects that provide new or significantly improved functionality. We capitalize projects that are expected to result in longer-term operational benefits, such as replacement systems or new applications that result in significantly increased operational efficiencies or functionality. All other costs incurred in connection with an internal-use software project are expensed as incurred. Capitalized software is recorded in other assets on the balance sheet. We record amortization of capitalized software in software and equipment expense on the income statement.

Identified intangible assets and goodwill

Identified intangible assets with estimable lives are amortized in a pattern consistent with the assets’ identifiable cash flows or using a straight-line method over their remaining estimated benefit periods if the pattern of cash flows is not estimable. Intangible assets with estimable lives are reviewed for possible impairment when events or changed circumstances may affect the underlying basis of the asset. Goodwill and intangibles with indefinite lives are not amortized, but are assessed annually for impairment, or more often if events and circumstances indicate it is more likely than not they may be impaired and to

determine if the lives are no longer indefinite and should be amortized. The amount of goodwill impairment, if any, is determined by the excess of the carrying value of the reporting unit over its fair value. The accounting policy for valuing and impairment testing of identified intangible assets and goodwill has been identified as a “critical accounting estimate” as it requires us to make numerous complex and subjective estimates.

Investments in qualified affordable housing projects

Investments in qualified affordable housing projects through a limited liability entity are accounted for utilizing the proportional amortization method.  Under the proportional amortization method, the initial cost of the investment is amortized to the provision for income taxes in proportion to the tax credits and other tax benefits received. The net investment performance, including tax credits and other benefits received, is recognized in the income statement as a component of the provision for income taxes. Additionally, the value of the commitments to fund qualified affordable housing projects is included in other assets on the balance sheet and a liability is recorded for the unfunded portion.

Seed capital

Seed capital investments are generally classified as other assets and carried at fair value unless we are required to consolidate the investee due to having a controlling financial interest. Unrealized gains and losses on seed capital investments are recorded in investment and other revenue.

Noncontrolling interests

Noncontrolling interests represent the portion of consolidated entities that are owned by parties other than BNY Mellon. Noncontrolling interests included in permanent equity are adjusted for the income or loss attributable to the noncontrolling interest holders and any distributions to those shareholders. Redeemable noncontrolling interests are reported as temporary equity and represent the redemption value resulting from equity-classified share-based payment arrangements that are currently redeemable or are expected to become redeemable. We recognize changes in the redemption value of the redeemable noncontrolling interests as they occur and adjust the carrying value to be equal to the redemption value.

BNY Mellon 139

Notes to Consolidated Financial Statements (continued)

Fee revenue

Investment services fee revenue and investment management and performance fee revenue are based on terms specified in a contract with a customer and are shown net of fee waivers and exclude any amounts collected on behalf of third parties. Revenue is recognized when, or as, a performance obligation is satisfied by transferring control of a good or service to a customer. A performance obligation may be satisfied over time or at a point in time. Revenue from a performance obligation satisfied over time is recognized by measuring our progress in satisfying the performance obligation in a manner that reflects the transfer of goods and services to the customer. Revenue from a performance obligation satisfied at a point in time is recognized at the point in time the customer obtains control of the promised good or service. The amount of revenue recognized reflects the consideration we expect to be entitled to in exchange for the promised goods and services. Taxes assessed by a governmental authority, that are both imposed on, and concurrent with, a specific revenue-producing transaction, are collected from a customer and are excluded from revenue.

Performance fees are recognized in the period in which the performance fees are earned and become determinable. Performance fees are constrained until all uncertainties are resolved and reversal of previously recorded amounts is not probable. Performance fees are generally calculated as a percentage of the applicable portfolio’s performance in excess of a benchmark index or a peer group’s performance. When a portfolio underperforms its benchmark or fails to generate positive performance, subsequent years’ performance must generally exceed this shortfall prior to fees being earned. Amounts billable, which are subject to a clawback if future performance thresholds in current or future years are not met, are not recognized since the fees are potentially uncollectible. These fees are recognized when it is determined that they will be collected. When a multi-year performance contract provides that fees earned are billed ratably over the performance period, only the portion of the fees earned that are non-refundable are recognized.

Additionally, we recognize revenue from non-refundable, implementation fees under outsourcing contracts using a straight-line method, commencing in the period the ongoing services are performed through the expected term of the contractual

relationship. Incremental direct set-up costs of implementation, up to the related customer margin or minimum fee revenue amount, are deferred and amortized over the same period that the related implementation fees are recognized. If a client terminates an outsourcing contract prematurely, the unamortized deferred incremental direct set-up costs and the unamortized deferred implementation fees related to that contract are recognized in the period the contract is terminated.

We record foreign exchange revenue, financing-related fees and other revenue when the services are provided and earned based on contractual terms, when amounts are determined and collectability is reasonably assured.

Net interest revenue

Revenue on interest-earning assets and expense on interest-bearing liabilities are recognized based on the effective yield of the related financial instrument. The amortization of premiums and accretion of discounts are included in interest revenue and are adjusted for prepayments when they occur, such that the effective yield remains constant throughout the contractual life of the security. Negative interest incurred on assets or charged on liabilities is presented as contra interest revenue and contra interest expense, respectively.

Pension

The measurement date for BNY Mellon’s pension plans is December 31. Plan assets are determined based on fair value generally representing observable market prices. The projected benefit obligation is determined based on the present value of projected benefit distributions at an assumed discount rate. The discount rate utilized is based on the yield curves of high-quality corporate bonds available in the marketplace. The net periodic pension expense or credit includes service costs (if applicable), interest costs based on an assumed discount rate, an expected return on plan assets based on an actuarially derived market-related value, amortization of prior service cost and amortization of prior years’ actuarial gains and losses.

Actuarial gains and losses include gains or losses related to changes in the amount of the projected benefit obligation or plan assets resulting from demographic or investment experience different than

140 BNY Mellon

Notes to Consolidated Financial Statements (continued)

assumed, changes in the discount rate or other assumptions. To the extent an actuarial gain or loss exceeds 10% of the greater of the projected benefit obligation or the market-related value of plan assets, the excess is generally recognized over the future service periods of active employees. Benefit accruals under the U.S. pension plans and the largest foreign pension plan in the UK are frozen. Future unrecognized actuarial gains and losses for these frozen plans that exceed a threshold amount are amortized over the average future life expectancy of plan participants with a maximum of 15 years.

Our expected long-term rate of return on plan assets is based on anticipated returns for each applicable asset class. Anticipated returns are weighted for the expected allocation for each asset class and are based on forecasts for prospective returns in the equity and fixed-income markets, which should track the long-term historical returns for these markets. We also consider the growth outlook for U.S. and global economies, as well as current and prospective interest rates.

The market-related value utilized to determine the expected return on plan assets is based on the fair value of plan assets adjusted for the difference between expected returns and actual performance of plan assets. The difference between actual experience and expected returns on plan assets is included as an adjustment in the market-related value over a five-year period.

Stock-based compensation

Compensation expense relating to share-based payments is generally recognized in staff expense on the income statement, on a straight-line basis, over the applicable vesting period.

Certain stock compensation grants vest when the employee retires. New grants with this feature are expensed by the first date the employee is eligible to retire. We estimate forfeitures when recording compensation cost related to share-based payment awards.

A portion of performance share unit awards are granted with performance conditions and for which the ultimate payout is subject to the discretion of the Human Resources and Compensation Committee. These awards are classified as equity and marked-to-market to earnings over the vesting period due to this

discretion. A portion of performance share unit awards contain market conditions. The grant date fair value of this portion of the awards is recognized on a straight-line-basis to staff expense unless the requisite service period is not rendered.

Severance

BNY Mellon provides separation benefits for U.S.-based employees through The Bank of New York Mellon Corporation Supplemental Unemployment Benefit Plan. These benefits are provided to eligible employees separated from their jobs for business reasons not related to individual performance. Basic separation benefits are generally based on the employee’s years of continuous benefited service. Severance for employees based outside of the U.S. is determined in accordance with local agreements and legal requirements. Severance expense is recorded when management commits to an action that will result in separation and the amount of the liability can be reasonably estimated.

Income taxes

We record current tax liabilities or assets through charges or credits to the current tax provision for the estimated taxes payable or refundable for the current year. Deferred tax assets and liabilities are recorded for future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. A deferred tax valuation allowance is established if it is more likely than not that all or a portion of the deferred tax assets will not be realized. A tax position that fails to meet a more-likely-than-not recognition threshold will result in either reduction of current or deferred tax assets, and/or recording of current or deferred tax liabilities. Interest and penalties related to income taxes are recorded as income tax expense.

Derivative financial instruments

Derivatives are recorded on the balance sheet at fair value and include futures, forwards, interest rate swaps, foreign currency swaps and options and similar products. Derivatives in an unrealized gain position are recognized as assets while derivatives in unrealized loss position are recognized as liabilities.

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Notes to Consolidated Financial Statements (continued)

Derivatives are reported net by counterparty and after consideration of cash collateral, to the extent subject to legally enforceable netting agreements. Derivatives designated and effective in qualifying hedging relationships are classified in other assets or other liabilities on the balance sheet. All other derivatives are classified within trading assets or trading liabilities on the balance sheet. Gains and losses on trading derivatives are generally included in foreign exchange revenue or investment and other revenue, as applicable.

We enter into various derivative financial instruments for non-trading purposes primarily as part of our asset/liability management process. These non-trading derivatives are designated as one of three types of hedge activities: fair value, cash flow or net investment hedges.

To qualify for hedge accounting, each hedge relationship is required to be highly effective at reducing the risk associated with the exposure being hedged, both prospectively and retrospectively. We formally document all relationships, including hedging instruments and hedged items, as well as our risk management objectives and strategy for undertaking each hedging transaction. At inception, the potential cause of ineffectiveness related to each of our hedges is assessed to determine if we can expect the hedge to be highly effective over the life of the transaction. At hedge inception, we document the methodology to be utilized for evaluating effectiveness on an ongoing basis, and we monitor ongoing hedge effectiveness at least quarterly.

For qualifying fair value hedges, changes in the fair value of the derivative, and changes in the value of the hedged item associated with the designated risks being hedged, are recognized in earnings. Certain amounts excluded from the assessment of effectiveness are recorded in OCI and recognized in earnings through an amortization approach over the life of the derivative. We discontinue hedge accounting prospectively when we determine that the hedge is no longer effective or the derivative expires, is sold, or management discontinues the derivative’s hedge designation. Subsequent gains and losses on these derivatives are included in foreign exchange revenue or other trading revenue, as applicable. For discontinued fair value hedges, the accumulated gain or loss on the hedged item is amortized on a yield basis over the remaining life of the hedged item.

For qualifying cash flow hedges, changes in the fair value of the derivative are recorded in OCI, until reclassified into earnings in the same period the hedged item impacts earnings. If the hedge relationship is terminated, then the change in value will be reclassified from OCI to earnings when the cash flows that were previously hedged affect earnings. If cash flow hedge accounting is discontinued as a result of a forecasted transaction no longer being probable to occur, then the amount reported in OCI is immediately reclassified to current earnings.

Derivative amounts affecting earnings are recognized in the same income statement line as the hedged item affects earnings, principally interest revenue, interest expense, foreign exchange revenue and staff expense.

Foreign currency transaction gains and losses related to qualifying hedges of net investments in a foreign operation are recorded with cumulative foreign currency translation adjustments within OCI net of their tax effect. We evaluate the effectiveness of foreign currency derivatives designated as hedges of net investments utilizing the forward rate method.

Earnings per common share

Earnings per common share is calculated using the two-class method under which earnings are allocated to common shareholders and holders of participating securities. Unvested stock-based compensation awards that contain non-forfeitable rights to dividends or dividend equivalents are considered participating securities under the two-class method.

Basic earnings per share is calculated by dividing net income allocated to common shareholders of BNY Mellon by the average number of common shares outstanding and vested stock-based compensation awards where recipients have satisfied either the explicit vesting terms or retirement-eligibility requirements.

Diluted earnings per common share is computed under the more dilutive of either the treasury stock method or the two-class method. We increase the average number of shares of common stock outstanding by the assumed number of shares of common stock that would be issued assuming the exercise of stock options and the issuance of shares related to stock-based compensation awards using the treasury stock method, if dilutive. Diluted earnings

142 BNY Mellon

Notes to Consolidated Financial Statements (continued)

per share is calculated by dividing net income allocated to common shareholders of BNY Mellon by the adjusted average number of common shares outstanding.

Statement of cash flows

We have defined cash as cash and due from banks. Distributions received from equity method investees are classified as cash inflows from operating activities on the statement of cash flows. Excess returns on investments of equity method investments are classified as cash flows from investing activities on the statement of cash flows.

Note 2–Accounting changes and new accounting guidance

The following accounting guidance was adopted in 2023.

Accounting Standards Update (“ASU”) 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging – Portfolio Layer Method

In March 2022, the FASB issued ASU 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging – Portfolio Layer Method, which provides guidance that expands the ability to hedge interest rate risk by permitting the use of multiple hedged layers of a single closed portfolio of assets and will (1) Allow multiple layer hedging within the same closed portfolio, (2) Expand the scope of the portfolio layer method to include non-prepayable assets, (3) Expand the eligible hedging instruments to be utilized in a single-layer hedge, and (4) Permit held-to-maturity debt securities to be transferred to available-for-sale at the date of adoption, provided such transferred securities are designated in a portfolio layer method hedge within 30 days of the adoption date.

The standard also provides further guidance and disclosure requirements with respect to hedge basis adjustments related to portfolio layer method hedges.

We adopted this guidance as of Jan. 1, 2023. The Company did not choose to make the one-time election to reclassify securities classified as held-to-maturity to available-for-sale as of Jan. 1, 2023 and can choose to prospectively apply portfolio layer method hedging.

ASU 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures

In March 2022, the FASB issued ASU 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures, which provides post-implementation guidance related to the adoption of ASU 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments, which was effective Jan. 1, 2020. This ASU amends the guidance related to two issues: Troubled Debt Restructurings (“TDRs”) and disclosure requirements for the credit profile of the loan portfolio. This ASU eliminates the accounting guidance for TDRs by creditors, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. An entity must apply the loan refinancing and restructuring guidance to determine whether a modification results in a new loan or a continuation of an existing loan.

This ASU also requires that an entity disclose current-period gross write-offs by year of origination for financing receivables and net investments in leases within the scope of Subtopic 326-20, Financial Instruments – Credit Losses – Measured at Amortized Cost.

We adopted the revised guidance related to loan modifications on Jan. 1, 2023. The impact was immaterial.

BNY Mellon 143

Notes to Consolidated Financial Statements (continued)

Note 3–Acquisitions and dispositions

We sometimes structure our acquisitions and divestitures with both an initial payment or receipt and later contingent payments or receipts tied to post-closing revenue or income growth.

At Dec. 31, 2023, we are potentially obligated to pay additional consideration which is recorded at a fair value totaling approximately $20 million and, using reasonable assumptions and estimates, could range from $20 million to $25 million over the next year. During 2023, we made contingent payments that totaled $15 million and recorded $7 million of increases to contingent earnout payables reflected in other expense.

At Dec. 31, 2023, we could potentially receive additional consideration which is recorded at fair value totaling approximately $30 million and, using reasonable assumptions and estimates, could range from $20 million to $45 million over the next four years. During 2023, there were no contingent receipts and we recorded approximately $140 million of net decreases to contingent earnout receivables as a reduction of investment and other revenue based on reduced expectations of collecting future earnouts.

Transactions in 2022

On Nov. 1, 2022, BNY Mellon completed the sale of BNY Alcentra Group Holdings, Inc. (together with its subsidiaries, “Alcentra”) for $350 million cash consideration at close and contingent consideration dependent on the achievement of certain performance thresholds. We recorded an $11 million pre-tax loss and a $40 million after-tax loss on this transaction. At Oct. 31, 2022, Alcentra had $32 billion in assets

under management (“AUM”) concentrated in senior secured loans, high yield bonds, private credit, structured credit, special situations and multi-strategy credit strategies. In addition, goodwill related to Alcentra of $434 million was removed from the consolidated balance sheet as a result of this sale.

On Aug. 1, 2022, BNY Mellon completed the sale of HedgeMark Advisors, LLC (“HedgeMark”), and recorded a $37 million pre-tax gain. As part of the sale, BNY Mellon received an equity interest in the acquiring firm. In addition, goodwill related to HedgeMark of $13 million was removed from the consolidated balance sheet as result of this sale.

Transactions in 2021

On Oct. 1, 2021, BNY Mellon completed the acquisition of Milestone Group Pty Ltd., a business solutions provider for the funds industry, which is included in the Securities Services business segment.

On Oct. 29, 2021, BNY Mellon completed the acquisition of the depositary and custody activities of Nykredit, which is included in the Securities Services business segment.

On Dec. 23, 2021, BNY Mellon completed the acquisition of Optimal Asset Management, an investment advisor that developed patented software to deliver customized investment solutions for investors, particularly direct indexing solutions, which is included in the Market and Wealth Services business segment.

Goodwill and intangible assets related to the 2021 acquisitions totaled $99 million and $70 million, respectively.

144 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Note 4–Securities

The following tables present the amortized cost, the gross unrealized gains and losses and the fair value of securities at Dec. 31, 2023 and Dec. 31, 2022.

Securities at Dec. 31, 2023			Gross unrealized				Fair value
	Amortized cost
(in millions)			Gains		Losses
Available-for-sale:
Non-U.S. government (a)	$	18,998	$	68	$	684	$	18,382
U.S. Treasury	18,193		63		1,652		16,604
Agency residential mortgage-backed securities (“RMBS”)	13,457		119		465		13,111
Agency commercial mortgage-backed securities (“MBS”)	8,191		69		531		7,729
Foreign covered bonds	6,489		25		180		6,334
Collateralized loan obligations (“CLOs”)	6,142		5		10		6,137
Non-agency commercial MBS	3,245		1		311		2,935
U.S. government agencies	3,053		42		194		2,901
Non-agency RMBS	1,883		32		175		1,740
Other asset-backed securities (“ABS”)	1,026		1		84		943
Other debt securities	1		—		—		1
Total securities available-for-sale (b)(c)	$	80,678	$	425	$	4,286	$	76,817
Held-to-maturity:
Agency RMBS	$	29,740	$	1	$	3,493	$	26,248
U.S. Treasury	9,123		—		612		8,511
U.S. government agencies	4,146		—		401		3,745
Agency commercial MBS	3,411		1		296		3,116
Non-U.S. government (a)	2,137		3		67		2,073
CLOs	983		—		1		982
Non-agency RMBS	26		1		1		26
Other debt securities	12		—		2		10
Total securities held-to-maturity	$	49,578	$	6	$	4,873	$	44,711
Total securities	$	130,256	$	431	$	9,159	$	121,528

(a)    Includes supranational securities.

(b)    The amortized cost of available-for-sale securities is net of the allowance for credit loss of less than $1 million. The allowance for credit loss primarily relates to non-agency RMBSs.

(c)    Includes gross unrealized gains of $250 million and gross unrealized losses of $146 million recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized gains primarily relate to agency RMBS, agency commercial MBS and U.S. Treasury securities. The unrealized losses primarily relate to agency RMBS and U.S. Treasury securities. The unrealized gains and losses will be amortized into net interest revenue over the contractual lives of the securities.

Securities at Dec. 31, 2022			Gross unrealized
	Amortized cost						Fair value
(in millions)			Gains		Losses
Available-for-sale:
U.S. Treasury	$	32,103	$	93	$	2,663	$	29,533
Non-U.S. government (a)	21,398		10		1,069		20,339
Agency RMBS	9,388		113		544		8,957
Agency commercial MBS	8,656		89		685		8,060
Foreign covered bonds	6,041		3		286		5,758
CLOs	5,446		1		104		5,343
Non-agency commercial MBS	3,334		—		357		2,977
U.S. government agencies	2,465		52		223		2,294
Non-agency RMBS	2,197		43		211		2,029
Other ABS	1,443		—		124		1,319
Other debt securities	13		—		—		13
Total securities available-for-sale (b)(c)	$	92,484	$	404	$	6,266	$	86,622
Held-to-maturity:
Agency RMBS	$	34,188	$	1	$	4,229	$	29,960
U.S. Treasury	10,863		—		895		9,968
U.S. government agencies	4,206		—		534		3,672
Agency commercial MBS	4,014		—		411		3,603
Non-U.S. government (a)	1,897		—		107		1,790
CLOs	983		—		26		957
Non-agency RMBS	30		2		1		31
Other debt securities	13		—		2		11
Total securities held-to-maturity	$	56,194	$	3	$	6,205	$	49,992
Total securities	$	148,678	$	407	$	12,471	$	136,614

(a)    Includes supranational securities.

(b)    The amortized cost of available-for-sale securities is net of the allowance for credit loss of $1 million. The allowance for credit loss primarily relates to non-agency RMBS.

(c)    Includes gross unrealized gains of $347 million and gross unrealized losses of $179 million recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized gains primarily relate to agency RMBS, U.S. Treasury securities, and agency commercial MBS. The unrealized losses primarily relate to agency RMBS and U.S. Treasury securities. The unrealized gains and losses will be amortized into net interest revenue over the contractual lives of the securities.

The following table presents the realized gains and losses, on a gross basis.

Net securities gains (losses)
(in millions)	2023		2022		2021
Realized gross gains	$	20	$	92	$	28
Realized gross losses	(88)		(535)		(23)
Total net securities (losses) gains	$	(68)	$	(443)	$	5

BNY Mellon 145

Notes to Consolidated Financial Statements (continued)

The following table presents pre-tax net securities gains (losses) by type.

Net securities gains (losses)
(in millions)	2023		2022			2021
U.S. Treasury	$	(76)	$	12		$	(3)
Non-agency RMBS	2		49			2
Non-U.S. government	2		3			3
Other	4		(507)		(a)	3
Total net securities (losses) gains	$	(68)	$	(443)		$	5

(a)    Includes net securities losses from repositioning the securities portfolio which was comprised of $337 million related to state and political subdivisions and $177 million related to corporate bonds.

In 2022, agency RMBS, U.S. government agencies and agency commercial MBS with an aggregate amortized cost of $6.2 billion and fair value of $6.1 billion were transferred from available-for-sale securities to held-to-maturity securities. This transfer reduced the impact of changes in interest rates on accumulated other comprehensive income.

Allowance for credit losses – Securities

The allowance for credit losses related to securities was $1 million at Dec. 31, 2023 and $1 million at Dec. 31, 2022, and relates to other debt securities and non-agency RMBS securities.

Credit quality indicators – Securities

At Dec. 31, 2023, the gross unrealized losses on the securities portfolio were primarily attributable to an increase in interest rates from the date of purchase, and for certain securities that were transferred from available-for-sale to held-to-maturity, an increase in interest rates through the date they were transferred. Specifically, $146 million of the unrealized losses at Dec. 31, 2023 and $179 million at Dec. 31, 2022 reflected in the tables below relate to certain securities that were previously transferred from available-for-sale to held-to-maturity. As the transfers created a new cost basis for the securities, if these securities have experienced unrealized losses since the date of transfer, the corresponding unrealized losses would be reflected in the held-to-maturity securities portfolio in the following tables.

The following tables show the aggregate fair value of available-for-sale securities with a continuous unrealized loss position for less than 12 months and those that have been in a continuous unrealized loss position for 12 months or more without an allowance for credit losses.

Available-for-sale securities in an unrealized loss position without an allowance for credit losses at Dec. 31, 2023	Less than 12 months				12 months or more				Total
	Fair value		Unrealized losses		Fair value		Unrealized losses		Fair value		Unrealized losses
(in millions)
U.S. Treasury	$	694	$	48	$	14,862	$	1,604	$	15,556	$	1,652
Non-U.S. government (a)	2,756		24		11,767		660		14,523		684
Agency RMBS	2,753		27		6,793		438		9,546		465
Agency commercial MBS	328		5		7,060		526		7,388		531
CLOs	784		—		3,158		10		3,942		10
Foreign covered bonds	268		1		3,603		179		3,871		180
Non-agency commercial MBS	187		2		2,607		309		2,794		311
U.S. government agencies	573		4		1,779		190		2,352		194
Non-agency RMBS	30		1		1,300		174		1,330		175
Other ABS	—		—		832		84		832		84
Total securities available-for-sale (b)	$	8,373	$	112	$	53,761	$	4,174	$	62,134	$	4,286

(a)    Includes supranational securities.

(b)    Includes $146 million of gross unrealized losses for 12 months or more recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. There were no gross unrealized losses for less than 12 months. The unrealized losses are primarily related to agency RMBS and U.S. Treasury securities and will be amortized into net interest revenue over the contractual lives of the securities.

146 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Available-for-sale securities in an unrealized loss position without an allowance for credit losses at Dec. 31, 2022	Less than 12 months				12 months or more				Total
	Fair value		Unrealized losses		Fair value		Unrealized losses		Fair value		Unrealized losses
(in millions)
U.S. Treasury	$	14,058	$	824	$	15,236	$	1,839	$	29,294	$	2,663
Non-U.S. government (a)	8,775		336		7,372		733		16,147		1,069
Agency RMBS	7,929		376		789		168		8,718		544
Agency commercial MBS	6,088		389		1,878		296		7,966		685
CLOs	4,806		94		403		10		5,209		104
Foreign covered bonds	2,830		83		1,977		203		4,807		286
Non-agency commercial MBS	1,914		201		932		156		2,846		357
U.S. government agencies	1,710		186		208		37		1,918		223
Non-agency RMBS	588		16		1,148		193		1,736		209
Other ABS	333		18		876		106		1,209		124
Other debt securities	—		—		12		—		12		—
Total securities available-for-sale (b)	$	49,031	$	2,523	$	30,831	$	3,741	$	79,862	$	6,264

(a)    Includes supranational securities.

(b)    Includes $120 million of gross unrealized losses for less than 12 months and $59 million of gross unrealized losses for 12 months or more recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized losses are primarily related to agency RMBS and U.S. Treasury securities and will be amortized into net interest revenue over the contractual lives of the securities.

The following tables show the credit quality of the held-to-maturity securities. We have included certain credit ratings information because the information can indicate the degree of credit risk to which we are exposed. Significant changes in ratings classifications could indicate increased credit risk for us and could be accompanied by an increase in the allowance for credit losses and/or a reduction in the fair value of our securities portfolio.

Held-to-maturity securities portfolio at Dec. 31, 2023					Ratings (a)
			Net unrealized gain (loss)								BB+ and lower
(dollars in millions)	Amortized cost				AAA/ AA-		A+/ A-		BBB+/ BBB-				Not rated
Agency RMBS	$	29,740	$	(3,492)	100	%	—	%	—	%	—	%	—	%
U.S. Treasury	9,123		(612)		100		—		—		—		—
U.S. government agencies	4,146		(401)		100		—		—		—		—
Agency commercial MBS	3,411		(295)		100		—		—		—		—
Non-U.S. government (b)(c)	2,137		(64)		100		—		—		—		—
CLOs	983		(1)		100		—		—		—		—
Non-agency RMBS	26		—		25		54		2		17		2
Other debt securities	12		(2)		—		—		—		—		100
Total held-to-maturity securities	$	49,578	$	(4,867)	100	%	—	%	—	%	—	%	—	%

(a)    Represents ratings by Standard & Poor’s (“S&P”) or the equivalent.

(b)    Includes supranational securities.

(c)    Primarily consists of exposure to Germany, France, UK and the Netherlands.

BNY Mellon 147

Notes to Consolidated Financial Statements (continued)

Held-to-maturity securities portfolio at Dec. 31, 2022					Ratings (a)
			Net unrealized gain (loss)								BB+ and lower
(dollars in millions)	Amortized cost				AAA/ AA-		A+/ A-		BBB+/ BBB-				Not rated
Agency RMBS	$	34,188	$	(4,228)	100	%	—	%	—	%	—	%	—	%
U.S. Treasury	10,863		(895)		100		—		—		—		—
U.S. government agencies	4,206		(534)		100		—		—		—		—
Agency commercial MBS	4,014		(411)		100		—		—		—		—
Non-U.S. government (b)(c)	1,897		(107)		100		—		—		—		—
CLOs	983		(26)		100		—		—		—		—
Non-agency RMBS	30		1		22		58		2		17		1
Other debt securities	13		(2)		2		2		3		—		93
Total held-to-maturity securities	$	56,194	$	(6,202)	100	%	—	%	—	%	—	%	—	%

(a)    Represents ratings by S&P or the equivalent.

(b)    Includes supranational securities.

(c)    Primarily consists of exposure to Germany, UK and France.

Maturity distribution

The following table shows the maturity distribution by carrying amount and yield (on a tax equivalent basis) of our securities portfolio.

Maturity distribution and yields on securities at Dec. 31, 2023
	Within 1 year				1-5 years				5-10 years				After 10 years				Total
(dollars in millions)	Amount		Yield (a)		Amount		Yield (a)		Amount		Yield (a)		Amount		Yield (a)		Amount		Yield (a)
Available-for-sale:
U.S. Treasury	$	2,142	1.32	%	$	10,617	1.23	%	$	1,818	2.37	%	$	2,027	2.92	%	$	16,604	1.59	%
Non-U.S. government (b)	4,198		2.04		11,470		2.54		2,679		2.57		35		3.42		18,382		2.43
Foreign covered bonds	807		2.83		5,187		3.39		340		1.41		—		—		6,334		3.20
U.S. government agencies	25		1.74		1,671		3.49		1,091		2.90		114		2.73		2,901		3.21
Other debt securities	—		—		—		—		—		—		1		4.85		1		4.85
Mortgage-backed securities:
Agency RMBS																	13,111		5.15
Non-agency RMBS																	1,740		4.53
Agency commercial MBS																	7,729		3.08
Non-agency commercial MBS																	2,935		3.53
CLOs																	6,137		6.89
Other ABS																	943		2.43
Total securities available-for-sale	$	7,172	1.91	%	$	28,945	2.24	%	$	5,928	2.50	%	$	2,177	2.91	%	$	76,817	3.29	%
Held-to-maturity:
U.S. Treasury	$	3,176	1.56	%	$	5,032	1.18	%	$	915	1.24	%	$	—	—	%	$	9,123	1.32	%
U.S. government agencies	470		1.31		2,877		1.45		586		1.73		213		1.99		4,146		1.50
Non-U.S. government (b)	704		1.15		1,357		1.16		76		0.59		—		—		2,137		1.14
Other debt securities	—		—		—		—		12		4.75		—		—		12		4.75
Mortgage-backed securities:
Agency RMBS																	29,740		2.32
Non-agency RMBS																	26		2.71
Agency commercial MBS																	3,411		2.43
CLOs																	983		6.81
Total securities held-to-maturity	$	4,350	1.47	%	$	9,266	1.26	%	$	1,589	1.42	%	$	213	1.99	%	$	49,578	2.12	%
Total securities	$	11,522	1.74	%	$	38,211	2.01	%	$	7,517	2.29	%	$	2,390	2.84	%	$	126,395	2.84	%

(a)    Yields are based upon the amortized cost of securities and consider the contractual coupon, amortization of premiums and accretion of discounts, excluding the effect of related hedging derivatives.

(b)    Includes supranational securities.

148 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Pledged assets

At Dec. 31, 2023, BNY Mellon had pledged assets of $134 billion, including $93 billion pledged as collateral for potential borrowings at the Federal Reserve Discount Window and $9 billion pledged as collateral for borrowing at the Federal Home Loan Bank. The components of the assets pledged at Dec. 31, 2023 included $116 billion of securities, $13 billion of loans, $4 billion of trading assets and $1 billion of interest-bearing deposits with banks.

If there has been no borrowing at the Federal Reserve Discount Window, the Federal Reserve generally allows banks to freely move assets in and out of their pledged assets account to sell or repledge the assets for other purposes. BNY Mellon regularly moves assets in and out of its pledged assets account at the Federal Reserve.

At Dec. 31, 2022, BNY Mellon had pledged assets of $138 billion, including $106 billion pledged as collateral for potential borrowing at the Federal Reserve Discount Window and $8 billion pledged as collateral for borrowing at the Federal Home Loan Bank. The components of the assets pledged at Dec. 31, 2022 included $121 billion of securities, $12 billion of loans, $4 billion of trading assets and $1 billion of interest-bearing deposits with banks.

At Dec. 31, 2023 and Dec. 31, 2022, pledged assets included $24 billion and $24 billion, respectively, for which the recipients were permitted to sell or repledge the assets delivered.

We also obtain securities as collateral, including receipts under resale agreements, securities borrowed, derivative contracts and custody agreements, on terms which permit us to sell or repledge the securities to others. At Dec. 31, 2023 and Dec. 31, 2022, the market value of the securities received that can be sold or repledged was $212 billion and $115 billion, respectively. We routinely sell or repledge these securities through delivery to third parties. As of Dec. 31, 2023 and Dec. 31, 2022, the market value of securities collateral sold or repledged was $180 billion and $78 billion, respectively.

Restricted cash and securities

Cash and securities may be segregated under federal and other regulations or requirements. At Dec. 31, 2023 and Dec. 31, 2022, cash segregated under

federal and other regulations or requirements was $3 billion and $7 billion, respectively. Restricted cash is primarily included in interest-bearing deposits with banks on the consolidated balance sheet. Securities segregated under federal and other regulations or requirements were $3 billion at Dec. 31, 2023 and $3 billion at Dec. 31, 2022. Restricted securities were sourced from securities purchased under resale agreements and are included in federal funds sold and securities purchased under resale agreements on the consolidated balance sheet.

Note 5–Loans and asset quality

Loans

The table below provides the details of our loan portfolio.

Loans	Dec. 31,
(in millions)	2023		2022
Commercial	$	2,112	$	1,732
Commercial real estate	6,760		6,226
Financial institutions	10,521		9,684
Lease financings	599		657
Wealth management loans	9,109		10,302
Wealth management mortgages	9,131		8,966
Other residential mortgages	1,166		345
Capital call financing	3,700		3,438
Other	2,717		2,941
Overdrafts	3,053		4,839
Margin loans	18,011		16,933
Total loans (a)	$	66,879	$	66,063

(a)    Net of unearned income of $268 million at Dec. 31, 2023 and $225 million at Dec. 31, 2022, primarily related to lease financings.

We disclose information related to our loans and asset quality by the class of financing receivable in the following tables.

Allowance for credit losses

Activity in the allowance for credit losses on loans and lending-related commitments is presented below. This does not include activity in the allowance for credit losses related to other financial instruments, including cash and due from banks, interest-bearing deposits with banks, federal funds sold and securities purchased under resale agreements, held-to-maturity securities, available-for-sale securities and accounts receivable.

BNY Mellon 149

Notes to Consolidated Financial Statements (continued)

Allowance for credit losses activity for the year ended Dec. 31, 2023									Wealth management loans		Wealth management mortgages		Other residential mortgages		Capital call financing		Other		Total
(in millions)	Commercial		Commercial real estate		Financial institutions		Lease financings
Beginning balance	$	18	$	184	$	24	$	1	$	1	$	12	$	8	$	6	$	—	$	254
Charge-offs	—		—		—		—		—		—		(3)		—		—		(3)
Recoveries	1		—		—		—		—		—		2		—		5		8
Net recoveries (charge-offs)	1		—		—		—		—		—		(1)		—		5		5
Provision (a)	8		141		(5)		—		—		(3)		(3)		(2)		(5)		131
Ending balance	$	27	$	325	$	19	$	1	$	1	$	9	$	4	$	4	$	—	$	390
Allowance for:
Loan losses	$	12	$	266	$	9	$	1	$	1	$	8	$	4	$	2	$	—	$	303
Lending-related commitments	15		59		10		—		—		1		—		2		—		87
Individually evaluated for impairment:
Loan balance (b)	$	—	$	290	$	—	$	—	$	—	$	12	$	1	$	—	$	—	$	303
Allowance for loan losses	—		76		—		—		—		—		—		—		—		76

(a)    Does not include provision for credit losses benefit related to other financial instruments of $12 million for the year ended Dec. 31, 2023.

(b)    Includes collateral dependent loans of $303 million with $348 million of collateral at fair value.

Allowance for credit losses activity for the year ended Dec. 31, 2022 (a)									Wealth management loans		Wealth management mortgages		Other residential mortgages		Capital call financing		Total
(in millions)	Commercial		Commercial real estate		Financial institutions		Lease financings
Beginning balance	$	12	$	199	$	13	$	1	$	1	$	6	$	7	$	2	$	241
Charge-offs	—		—		—		—		—		—		—		—		—
Recoveries	—		—		—		—		—		—		4		—		4
Net recoveries	—		—		—		—		—		—		4		—		4
Provision (b)	6		(15)		11		—		—		6		(3)		4		9
Ending balance	$	18	$	184	$	24	$	1	$	1	$	12	$	8	$	6	$	254
Allowance for:
Loan losses	$	4	$	137	$	10	$	1	$	1	$	11	$	8	$	4	$	176
Lending-related commitments	14		47		14		—		—		1		—		2		78
Individually evaluated for impairment:
Loan balance (c)	$	—	$	62	$	—	$	—	$	—	$	16	$	1	$	—	$	79
Allowance for loan losses	—		—		—		—		—		—		—		—		—

(a)    There was no activity in the other loan portfolio.    

(b)    Does not include provision for credit losses related to other financial instruments of $30 million for the year ended Dec. 31, 2022.

(c)    Includes collateral dependent loans of $79 million with $126 million of collateral at fair value.

Allowance for credit losses activity for the year ended Dec. 31, 2021									Wealth management loans		Wealth management mortgages		Other residential mortgages		Capital call financing		Other		Total
(in millions)	Commercial		Commercial real estate		Financial institutions		Lease financing
Beginning balance	$	16	$	430	$	10	$	2	$	1	$	7	$	13	$	—	$	—	$	479
Charge-offs	—		—		—		—		—		(1)		(1)		—		(16)		(18)
Recoveries	—		—		2		—		—		—		6		—		—		8
Net recoveries (charge-offs)	—		—		2		—		—		(1)		5		—		(16)		(10)
Provision (a)	(4)		(231)		1		(1)		—		—		(11)		2		16		(228)
Ending balance	$	12	$	199	$	13	$	1	$	1	$	6	$	7	$	2	$	—	$	241
Allowance for:
Loan losses	$	3	$	171	$	6	$	1	$	1	$	5	$	7	$	2	$	—	$	196
Lending-related commitments	9		28		7		—		—		1		—		—		—		45
Individually evaluated for impairment:
Loan balance (b)	$	—	$	111	$	—	$	—	$	—	$	18	$	1	$	—	$	—	$	130
Allowance for loan losses	—		5		—		—		—		—		—		—		—		5

(a)    Does not include provision for credit losses benefit related to other financial instruments of $3 million for the year ended Dec. 31, 2021.

(b)    Includes collateral dependent loans of $130 million with $149 million of collateral at fair value.

150 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Nonperforming assets

The table below presents our nonperforming assets.

Nonperforming assets	Dec. 31, 2023						Dec. 31, 2022
	Recorded investment						Recorded investment
	With an allowance		Without an allowance				With an allowance		Without an allowance
(in millions)					Total						Total
Nonperforming loans:
Commercial real estate	$	189	$	—	$	189	$	—	$	54	$	54
Other residential mortgages	23		1		24		30		1		31
Wealth management mortgages	7		12		19		8		14		22
Total nonperforming loans	219		13		232		38		69		107
Other assets owned	—		5		5		—		2		2
Total nonperforming assets	$	219	$	18	$	237	$	38	$	71	$	109

Past due loans

The table below presents our past due loans.

Past due loans and still accruing interest	Dec. 31, 2023									Dec. 31, 2022
	Days past due							Total past due		Days past due						Total past due
(in millions)	30-59			60-89		≥90				30-59		60-89		≥90
Financial institutions	$	339	(a)	$	—	$	—	$	339	$	—	$	—	$	—	$	—
Wealth management loans	52			—		—		52		43		1		—		44
Wealth management mortgages	26			3		—		29		54		1		—		55
Commercial real estate	9			3		—		12		11		—		—		11
Other residential mortgages	7			1		—		8		5		—		—		5
Total past due loans	$	433		$	7	$	—	$	440	$	113	$	2	$	—	$	115

(a)    The past due financial institutions loans have been collected since Dec. 31, 2023.

Loan modifications

Modified loans are evaluated to determine whether a modification or restructuring with a borrower experiencing financial difficulty results in principal forgiveness, an interest rate reduction, an other-than-insignificant payment delay, or a term extension. The modification could result in a new loan or a continuation of the existing loan.

In 2023, we modified two commercial real estate loans, with an aggregate recorded investment of $71 million and an unfunded lending commitment of $15 million, by extending the maturity dates. One of these loans matured in 2023 after the modification.

Also in 2023, we modified six other residential mortgage loans, with an aggregate recorded investment of $2 million, by providing payment

modifications, extending maturity dates, reducing the interest rate, or a combination of these modifications.

Loans modified prior to 2023 are considered to be TDRs if the debtor is experiencing financial difficulties and the creditor grants a concession to the debtor that would not otherwise be considered. A TDR may include a transfer of real estate or other assets from the debtor to the creditor, or a modification of the term of the loan. Not all modified loans are considered TDRs.

We modified 10 loans in 2022 with an aggregate recorded investment of $14 million. The modifications of the other residential and commercial real estate loans in 2022 consisted of reducing the stated interest rates and, in certain cases, forbearance of default and extending the maturity dates.

BNY Mellon 151

Notes to Consolidated Financial Statements (continued)

Credit quality indicators

Our credit strategy is to focus on investment-grade clients that are active users of our non-credit services. Each customer is assigned an internal credit rating, which is mapped to an external rating agency grade equivalent, if possible, based upon a number of dimensions, which are continually evaluated and may change over time.

The tables below provide information about the credit profile of the loan portfolio by the period of origination.

Credit profile of the loan portfolio													Dec. 31, 2023
													Revolving loans
	Originated, at amortized cost												Amortized cost		Converted to term loans – Amortized cost				Accrued interest receivable
(in millions)	2023		2022		2021		2020		2019		Prior to 2019						Total (a)
Commercial:
Investment grade	$	193	$	114	$	70	$	—	$	—	$	45	$	1,483	$	—	$	1,905
Non-investment grade	52		18		—		—		—		—		137		—		207
Total commercial	245		132		70		—		—		45		1,620		—		2,112		$	3
Commercial real estate:
Investment grade	1,518		864		585		152		271		875		136		22		4,423
Non-investment grade	1,172		685		154		43		47		152		84		—		2,337
Total commercial real estate	2,690		1,549		739		195		318		1,027		220		22		6,760		30
Financial institutions:
Investment grade	616		74		57		—		—		10		6,948		—		7,705
Non-investment grade	134		10		—		—		—		—		2,672		—		2,816
Total financial institutions	750		84		57		—		—		10		9,620		—		10,521		120
Wealth management loans:
Investment grade	39		30		110		26		7		167		8,542		101		9,022
Non-investment grade	—		2		—		—		—		—		85		—		87
Total wealth management loans	39		32		110		26		7		167		8,627		101		9,109		57
Wealth management mortgages	850		1,689		1,909		863		736		3,066		18		—		9,131		22
Lease financings	230		—		—		40		7		322		—		—		599		—
Other residential mortgages (b)	184		561		200		5		—		216		—		—		1,166		5
Capital call financing	10		—		—		—		—		—		3,690		—		3,700		15
Other loans	—		—		—		—		—		—		2,717		—		2,717		7
Margin loans	7,283		—		—		—		—		—		10,728		—		18,011		41
Total loans	$	12,281	$	4,047	$	3,085	$	1,129	$	1,068	$	4,853	$	37,240	$	123	$	63,826	$	300

(a)    Excludes overdrafts of $3,053 million. Overdrafts occur on a daily basis primarily in the custody and securities clearance business and are generally repaid within two business days.

(b)    The gross write-offs primarily related to other residential mortgage loans were $3 million in 2023.

152 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Credit profile of the loan portfolio													Dec. 31, 2022
													Revolving loans
	Originated, at amortized cost												Amortized cost		Converted to term loans – Amortized cost				Accrued interest receivable
(in millions)	2022		2021		2020		2019		2018		Prior to 2018						Total (a)
Commercial:
Investment grade	$	379	$	148	$	—	$	—	$	43	$	45	$	963	$	—	$	1,578
Non-investment grade	78		6		—		—		—		—		70		—		154
Total commercial	457		154		—		—		43		45		1,033		—		1,732		$	2
Commercial real estate:
Investment grade	1,265		973		407		739		204		904		183		—		4,675
Non-investment grade	431		511		145		323		93		6		20		22		1,551
Total commercial real estate	1,696		1,484		552		1,062		297		910		203		22		6,226		25
Financial institutions:
Investment grade	126		389		—		—		—		25		7,216		—		7,756
Non-investment grade	20		—		—		—		—		—		1,896		12		1,928
Total financial institutions	146		389		—		—		—		25		9,112		12		9,684		78
Wealth management loans:
Investment grade	45		57		22		45		—		217		9,887		—		10,273
Non-investment grade	—		—		—		—		—		—		29		—		29
Total wealth management loans	45		57		22		45		—		217		9,916		—		10,302		49
Wealth management mortgages	1,775		1,976		918		775		485		3,012		25		—		8,966		20
Lease financings	17		—		49		11		7		573		—		—		657		—
Other residential mortgages	27		70		—		—		—		248		—		—		345		1
Capital call financing	—		—		—		—		—		—		3,438		—		3,438		17
Other loans	—		—		—		—		—		—		2,941		—		2,941		6
Margin loans	5,984		—		—		—		—		—		10,949		—		16,933		33
Total loans	$	10,147	$	4,130	$	1,541	$	1,893	$	832	$	5,030	$	37,617	$	34	$	61,224	$	231

(a)    Excludes overdrafts of $4,839 million. Overdrafts occur on a daily basis primarily in the custody and securities clearance business and are generally repaid within two business days.

Commercial loans

The commercial loan portfolio is divided into investment grade and non-investment grade categories based on the assigned internal credit ratings, which are generally consistent with those of the public rating agencies. Customers with ratings consistent with BBB- (S&P)/Baa3 (Moody’s) or better are considered to be investment grade. Those clients with ratings lower than this threshold are considered to be non-investment grade.

Commercial real estate

Our income-producing commercial real estate facilities are focused on experienced owners and are structured with moderate leverage based on existing cash flows. Our commercial real estate lending activities also include construction and renovation facilities.

Financial institutions

Financial institution exposures are high-quality, with 92% of the exposures meeting the investment grade equivalent criteria of our internal credit rating classification at Dec. 31, 2023. In addition, 62% of the financial institutions exposure is secured. For example, securities industry clients and asset managers often borrow against marketable securities held in custody. The exposure to financial institutions is generally short-term, with 83% expiring within one year.

Wealth management loans

Wealth management loans are not typically rated by external rating agencies. A majority of the wealth management loans are secured by the customers’ investment management accounts or custody accounts. Eligible assets pledged for these loans are typically investment grade fixed-income securities, equities and/or mutual funds. Internal ratings for this portion of the wealth management loan portfolio, therefore, would equate to investment grade external

BNY Mellon 153

Notes to Consolidated Financial Statements (continued)

ratings. Wealth management loans are provided to select customers based on the pledge of other types of assets. For the loans collateralized by other assets, the credit quality of the obligor is carefully analyzed, but we do not consider this portion of wealth management loan portfolio to be investment grade.

Wealth management mortgages

Credit quality indicators for wealth management mortgages are not correlated to external ratings. Wealth management mortgages are typically loans to high-net-worth individuals, which are secured primarily by residential property. These loans are primarily interest-only, adjustable rate mortgages with a weighted-average loan-to-value ratio of 61% at origination. Delinquency rate is a key indicator of credit quality in the wealth management portfolio. At Dec. 31, 2023, less than 1% of the mortgages were past due.

At Dec. 31, 2023, the wealth management mortgage portfolio consisted of the following geographic concentrations: California – 21%; New York – 14%; Florida – 11%; Massachusetts – 8%; and other – 46%.

Lease financings

At Dec. 31, 2023, the lease financings portfolio consisted of exposures backed by well-diversified assets. At Dec. 31, 2023, nearly all of leasing exposure was investment grade, or investment grade equivalent and primarily consisted of exposures backed by well-diversified assets, primarily real estate and large-ticket transportation equipment. Assets are both domestic and foreign-based, with primary concentrations in Germany and the U.S.

Other residential mortgages

The other residential mortgage portfolio primarily consists of 1-4 family residential mortgage loans and

totaled $1.2 billion at Dec. 31, 2023 and $345 million at Dec. 31, 2022. These loans are not typically correlated to external ratings.

Capital call financing

Capital call financing includes loans to private equity funds that are secured by the fund investors’ capital commitments and the funds’ right to call capital.

Other loans

Other loans primarily include loans to consumers that are fully collateralized with equities, mutual funds and fixed-income securities.

Margin loans

We had $18.0 billion of secured margin loans at Dec. 31, 2023, compared with $16.9 billion at Dec. 31, 2022. Margin loans are collateralized with marketable securities, and borrowers are required to maintain a daily collateral margin in excess of 100% of the value of the loan. We have rarely suffered a loss on these types of loans.

Overdrafts

Overdrafts primarily relate to custody and securities clearance clients and totaled $3.1 billion at Dec. 31, 2023 and $4.8 billion at Dec. 31, 2022. Overdrafts occur on a daily basis and are generally repaid within two business days.

Reverse repurchase agreements

Reverse repurchase agreements at Dec. 31, 2023 and Dec. 31, 2022 were fully secured with high-quality collateral. As a result, there was no allowance for credit losses related to these assets at Dec. 31, 2023 and Dec. 31, 2022.

154 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Note 6–Leasing

We have operating and finance leases for corporate offices, data centers and certain equipment. Our leases have remaining lease terms up to 15 years, some of which include options to extend or terminate the lease. In some of our corporate office locations, we may enter into sublease arrangements for portions or all of the space and/or lease term.

The table below presents the consolidated balance sheet information related to operating and finance leases.

Balance sheet information	Dec. 31, 2023							Dec. 31, 2022
(dollars in millions)	Operating leases			Finance leases		Total		Operating leases			Finance leases			Total
ROU assets (a)	$	1,125		$	—	$	1,125	$	1,152		$	11		$	1,163
Lease liability (b)	$	1,356		$	—	$	1,356	$	1,336		$	—		$	1,336
Weighted average:
Remaining lease term	9.4 years			N/A				10.0 years			0.8 years
Discount rate (annualized)	3.11		%	N/A				2.68		%	1.27		%

(a)    Included in premises and equipment on the consolidated balance sheet.

(b)    Operating lease liabilities are included in other liabilities and finance lease liabilities are included in other borrowed funds, both on the consolidated balance sheet.

N/A - Not applicable.

The table below presents the components of lease expense.

Lease expense	Year ended Dec. 31,
(in millions)	2023		2022		2021
Operating lease expense	$	215	$	224	$	236
Variable lease expense	43		36		39
Sublease income	(34)		(33)		(33)
Finance lease expense:
Amortization of ROU assets	—		6		3
Total lease expense	$	224	$	233	$	245

The table below presents cash flow information related to leases.

Cash flow information	Year ended Dec. 31,
(in millions)	2023		2022		2021
Cash paid for amounts included in measurement of liabilities:
Operating cash flows from operating leases	$	224	$	224	$	260
Financing cash flows from finance leases	$	—	$	23	$	13

See Note 26 for information on non-cash operating and/or finance lease transactions.

The table below presents the maturities of lease liabilities.

Maturities of lease liabilities	Operating leases
(in millions)
For the year ended Dec. 31,
2024	$	196
2025	192
2026	185
2027	158
2028	133
2029 and thereafter	692
Total lease payments	1,556
Less: Imputed interest	200
Total	$	1,356

BNY Mellon 155

Notes to Consolidated Financial Statements (continued)

Note 7–Goodwill and intangible assets

Goodwill

The table below provides a breakdown of goodwill by business segment.

Goodwill by business segment (in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Consolidated
Balance at Dec. 31, 2022
Goodwill	$	6,973	$	1,424	$	8,433	$	16,830
Accumulated impairment losses	—		—		(680)		(680)
Net goodwill	$	6,973	$	1,424	$	7,753	$	16,150
Foreign currency translation	31		5		75		111
Balance at Dec. 31, 2023
Goodwill	7,004		1,429		8,508		16,941
Accumulated impairment losses	—		—		(680)		(680)
Net goodwill	$	7,004	$	1,429	$	7,828	$	16,261

Goodwill by business segment (in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Consolidated
Balance at Dec. 31, 2021	$	7,062	1,435		$	9,015	$	17,512
Impairment loss	—		—		(680)		(680)
Dispositions	(13)		—		(434)		(447)
Foreign currency translation	(76)		(11)		(148)		(235)
Balance at Dec. 31, 2022
Goodwill	$	6,973	$	1,424	$	8,433	$	16,830
Accumulated impairment losses	—		—		(680)		(680)
Net goodwill	$	6,973	$	1,424	$	7,753	$	16,150

Goodwill impairment testing

The goodwill impairment test is performed at least annually at the reporting unit level. BNY Mellon’s business segments include six reporting units for which goodwill impairment testing is performed. An interim goodwill impairment test is performed when events or circumstances occur that may indicate that it is more likely than not that the fair value of any reporting unit may be less than its carrying value.

In each quarter of 2023, we completed an interim goodwill impairment test of the Investment Management reporting unit, which had $6.1 billion of allocated goodwill as of Dec. 31, 2023. In all cases, we determined the fair value of the Investment Management reporting unit exceeded its carrying value and no goodwill impairment was recorded.

For the Dec. 31, 2023 test, the fair value of the Investment Management reporting unit exceeded its carrying value by approximately 5%. We determined the fair value of the Investment Management reporting unit using an income approach based on

management’s projections as of Dec. 31, 2023. The discount rate applied to these cash flows was 10.5%.

The cash flow estimates for the Investment Management reporting unit are impacted by projections of the level and mix of assets under management, market values, operating margins and long-term growth rates.

In the second quarter of 2023, we performed our annual goodwill impairment test on the remaining five reporting units using an income approach to estimate the fair values of each reporting unit. Estimated cash flows used in the income approach were based on management’s projections as of April 1, 2023. The discount rate applied to these cash flows was 10%.

As a result of the annual goodwill impairment test, no goodwill impairment was recognized. The fair values of the Company’s remaining five reporting units were substantially in excess of the respective reporting units’ carrying value.

156 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Determining the fair value of a reporting unit is subject to uncertainty as it is reliant on estimates of cash flows that extend far into the future, and, by their nature, are difficult to estimate over such an extended time frame. In the future, changes in the assumptions or the discount rate could produce a material non-cash goodwill impairment.

In the third quarter 2022, based on results of an interim goodwill impairment test we recorded an impairment charge of $680 million. This goodwill impairment represents a non-cash charge and did not affect BNY Mellon’s liquidity position, tangible common equity or regulatory capital ratios.

Intangible assets

The table below provides a breakdown of intangible assets by business segment.

Intangible assets – net carrying amount by business segment (in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Other		Consolidated
Balance at Dec. 31, 2021	$	230	$	392	$	1,520	$	849	$	2,991
Disposition	—		—		(1)		—		(1)
Amortization	(33)		(8)		(26)		—		(67)
Foreign currency translation	(4)		—		(18)		—		(22)
Balance at Dec. 31, 2022	$	193	$	384	$	1,475	$	849	$	2,901
Amortization	(31)		(6)		(20)		—		(57)
Foreign currency translation	2		—		8		—		10
Balance at Dec. 31, 2023	$	164	$	378	$	1,463	$	849	$	2,854

Intangible assets decreased in 2023 compared with 2022, primarily reflecting amortization, partially offset by foreign currency translation.

The table below provides a breakdown of intangible assets by type.

Intangible assets	Dec. 31, 2023							Dec. 31, 2022
(dollars in millions)	Gross carrying amount		Accumulated amortization		Net carrying amount		Remaining weighted- average amortization period	Gross carrying amount		Accumulated amortization		Net carrying amount
Subject to amortization: (a)
Customer contracts—Securities Services	$	731	$	(567)	$	164	10 years	$	731	$	(539)	$	192
Customer contracts—Market and Wealth Services	280		(273)		7		3 years	280		(267)		13
Customer relationships—Investment and Wealth Management	553		(479)		74		8 years	553		(461)		92
Other	41		(12)		29		13 years	41		(9)		32
Total subject to amortization	1,605		(1,331)		274		10 years	1,605		(1,276)		329
Not subject to amortization: (b)
Tradenames	1,292		N/A		1,292		N/A	1,290		N/A		1,290
Customer relationships	1,288		N/A		1,288		N/A	1,282		N/A		1,282
Total not subject to amortization	2,580		N/A		2,580		N/A	2,572		N/A		2,572
Total intangible assets	$	4,185	$	(1,331)	$	2,854	N/A	$	4,177	$	(1,276)	$	2,901

(a)    Excludes fully amortized intangible assets.

(b)    Intangible assets not subject to amortization have an indefinite life.

N/A – Not applicable.

BNY Mellon 157

Notes to Consolidated Financial Statements (continued)

Estimated annual amortization expense for current intangibles for the next five years is as follows:

For the year ended Dec. 31,	Estimated amortization expense (in millions)
2024		$	49
2025		43
2026		34
2027		28
2028		24

Intangible asset impairment testing

Intangible assets not subject to amortization are tested for impairment annually or more often if events or circumstances indicate they may be impaired.

Note 8–Other assets

The following table provides the components of other assets presented on the consolidated balance sheet.

Other assets	Dec. 31,
(in millions)	2023		2022
Accounts receivable (a)	$	6,567	$	4,924
Corporate/bank-owned life insurance	5,480		5,417
Software	2,430		2,260
Prepaid pension assets	1,818		1,651
Fails to deliver	1,514		2,569
Qualified affordable housing project investments	1,213		1,298
Renewable energy investments	1,049		871
Equity method investments	873		803
Other equity investments (b)	741		695
Prepaid expense	737		764
Cash collateral receivable on derivative transactions	621		1,014
Assets of consolidated investment management funds	526		209
Federal Reserve Bank stock	480		478
Income taxes receivable	270		481
Fair value of hedging derivatives	236		319
Seed capital (c)	232		218
Other (d)	1,198		1,884
Total other assets	$	25,985	$	25,855

(a)    Includes receivables for securities sold or matured that have not yet settled.

(b)    Includes strategic equity, private equity and other investments.

(c)    Includes investments in BNY Mellon funds which hedge deferred incentive awards.

(d)    At Dec. 31, 2023 and Dec. 31, 2022, other assets include $7 million and $6 million, respectively, of Federal Home Loan Bank stock, at cost.

Non-readily marketable equity securities

Non-readily marketable equity securities do not have readily determinable fair values. These investments are valued using a measurement alternative where the investments are carried at cost, less any impairment, and plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. The observable price changes are recorded in investment and other revenue on the consolidated income statement. Our non-readily marketable equity securities totaled $479 million at Dec. 31, 2023 and $445 million at Dec. 31, 2022 and are included in other equity investments in the table above.

The following table presents the adjustments on the non-readily marketable equity securities.

Adjustments on non-readily marketable equity securities							Life-to-date
(in millions)	2023		2022		2021
Upward adjustments	$	52	$	125	$	105	$	335
Downward adjustments	(41)		(8)		—		(53)
Net adjustments	$	11	$	117	$	105	$	282

Qualified affordable housing project investments

We invest in affordable housing projects primarily to satisfy the Company’s requirements under the Community Reinvestment Act. Our total investment in qualified affordable housing projects totaled $1.2 billion at Dec. 31, 2023 and $1.3 billion at Dec. 31, 2022. Commitments to fund future investments in qualified affordable housing projects totaled $596 million at Dec. 31, 2023 and $614 million at Dec. 31, 2022 and are recorded in other liabilities on the consolidated balance sheet. A summary of the commitments to fund future investments is as follows: 2024 – $297 million; 2025 – $184 million; 2026 – $44 million; 2027 – $28 million; 2028 – $1 million; and 2029 and thereafter – $42 million.

Tax credits and other tax benefits recognized were $185 million in 2023, $145 million in 2022 and $148 million in 2021.

Amortization expense included in the provision for income taxes was $154 million in 2023, $123 million in 2022 and $124 million in 2021.

158 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Investments valued using net asset value (“NAV”) per share

In our Investment and Wealth Management business segment, we make seed capital investments in certain funds we manage. We also hold private equity investments, primarily small business investment companies (“SBICs”), which are compliant with the

Volcker Rule, and certain other corporate investments. Seed capital, private equity and other corporate investments are included in other assets on the consolidated balance sheet. The fair value of certain of these investments was estimated using the NAV per share for our ownership interest in the funds.

The table below presents information on our investments valued using NAV.

Investments valued using NAV	Dec. 31, 2023					Dec. 31, 2022
(in millions)	Fair value		Unfunded  commitments			Fair value		Unfunded commitments
Seed capital (a) (b)	$	3		$	—	$	3		$	—
Private equity investments (c)	143			42		130			53
Other	7			—		5			—
Total	$	153		$	42	$	138		$	53

(a)    Seed capital investments at Dec. 31, 2023 are generally redeemable on request. Distributions are received as the underlying investments in the funds, which have redemption notice periods of seven days, are liquidated.

(b)    Includes investments in funds that relate to deferred compensation arrangements with employees.

(c)    Private equity investments primarily include Volcker Rule-compliant investments in SBICs that invest in various sectors of the economy. Private equity investments do not have redemption rights. Distributions from such investments will be received as the underlying investments in the private equity investments, which have a life of 10 years, are liquidated.

Note 9–Deposits

Time deposits in denominations of $250,000 or more totaled $1.5 billion at Dec. 31, 2023 and $1.4 billion at Dec. 31, 2022.

At Dec. 31, 2023, the scheduled maturities of total time deposits are $1.9 billion in 2024, $277 million in 2025, $143 million in 2026, $94 million in 2027 and $78 million in 2028. No time deposits are scheduled to mature after 2028.

Note 10–Contract revenue

Fee and other revenue in the Securities Services, Market and Wealth Services and Investment and Wealth Management business segments is primarily variable, based on levels of assets under custody and/or administration (“AUC/A”), AUM and the level of client-driven transactions, as specified in fee schedules.

Investment services fees are based primarily on the market value of AUC/A; client accounts, balances and the volume of transactions; securities lending volume and spreads; and fees for other services. Certain fees based on the market value of assets are calculated in arrears on a monthly or quarterly basis. Investment services fees also include transaction-based fees, which are driven by customer actions and

are delivered at a point-in-time. These transaction-based fees are generally recognized on trade date. Other contractual investment services fees are driven by the amount of AUC/A or the number of accounts or securities positions and are billed on a monthly or quarterly basis.

Substantially all services within the Securities Services and Market and Wealth Services business segments are provided over time. Revenue on these services is recognized using the time elapsed method, equal to the expected invoice amount, which typically represents the value provided to the customer for our performance completed to date.

Investment management fees are dependent on the overall level and mix of AUM. The management fees, expressed in basis points, are charged for managing those assets. Management fees are typically subject to fee schedules based on the overall level of assets managed and products in which those assets are invested.

Investment management fee revenue also includes transactional- and account-based fees. These fees, along with distribution and servicing fees, are recognized when the services have been completed. Clients are generally billed for services performed on a monthly or quarterly basis.

BNY Mellon 159

Notes to Consolidated Financial Statements (continued)

Performance fees are generally calculated as a percentage of the applicable portfolio’s performance in excess of a benchmark index or a peer group’s performance. Performance fees are recognized at the end of the measurement period when they are determinable.

See Note 24 for additional information on our principal business segments, Securities Services, Market and Wealth Services and Investment and Wealth Management, and the primary services provided.

Disaggregation of contract revenue

Contract revenue is included in fee and other revenue on the consolidated income statement. The following tables present fee and other revenue related to contracts with customers, disaggregated by type of fee revenue, for each business segment. Business segment data has been determined on an internal management basis of accounting, rather than GAAP which is used for consolidated financial reporting.

Disaggregation of contract revenue by business segment
	Year ended Dec. 31,
	2023										2022
(in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Other		Total		Securities Services		Market and Wealth Services		Investment and Wealth Management		Other		Total
Fee and other revenue – contract revenue:
Investment services fees	$	4,959	$	3,805	$	99	$	(63)	$	8,800	$	4,890	$	3,564	$	99	$	(65)	$	8,488
Investment management and performance fees	—		18		3,057		(12)		3,063		—		23		3,290		(14)		3,299
Financing-related fees	37		14		1		—		52		30		23		1		1		55
Distribution and servicing fees	6		(98)		241		—		149		4		(66)		192		—		130
Investment and other revenue	236		207		(323)		1		121		215		143		(245)		1		114
Total fee and other revenue – contract revenue	5,238		3,946		3,075		(74)		12,185		5,139		3,687		3,337		(77)		12,086
Fee and other revenue – not in scope of ASC 606 (a)(b)	817		198		(98)		53		970		865		185		(15)		(235)		800
Total fee and other revenue	$	6,055	$	4,144	$	2,977	$	(21)	$	13,155	$	6,004	$	3,872	$	3,322	$	(312)	$	12,886

(a)    Primarily includes investment services fees, foreign exchange revenue, financing-related fees and investment and other revenue, all of which are accounted for using other accounting guidance.

(b)    The Investment and Wealth Management business segment is net of income (loss) attributable to noncontrolling interests related to consolidated investment management funds of $2 million in 2023 and $(13) million in 2022.

Disaggregation of contract revenue by business segment	Year ended Dec. 31, 2021
(in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Other		Total
Fee and other revenue – contract revenue:
Investment services fees	$	4,919	$	3,284	$	100	$	(70)	$	8,233
Investment management and performance fees	—		18		3,553		(19)		3,552
Financing-related fees	19		48		—		1		68
Distribution and servicing fees	5		(5)		113		(1)		112
Investment and other revenue	132		4		(35)		—		101
Total fee other revenue – contract revenue	5,075		3,349		3,731		(89)		12,066
Fee and other revenue – not in scope of ASC 606 (a)(b)	743		234		118		140		1,235
Total fee and other revenue	$	5,818	$	3,583	$	3,849	$	51	$	13,301

(a)    Primarily includes investment services fees, foreign exchange revenue, financing-related fees and investment and other revenue, all of which are accounted for using other accounting guidance.

(b)    The Investment and Wealth Management business segment is net of income attributable to noncontrolling interests related to consolidated investment management funds of $12 million in 2021.

160 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Contract balances

Our clients are billed based on fee schedules that are agreed upon in each customer contract. Receivables from customers were $2.6 billion at Dec. 31, 2023 and Dec. 31, 2022.

Contract assets represent accrued revenues that have not yet been billed to the customers due to certain contractual terms other than the passage of time and were $27 million at Dec. 31, 2023 and $48 million at Dec. 31, 2022. Accrued revenues recorded as contract assets are usually billed on an annual basis.

Both receivables from customers and contract assets are included in other assets on the consolidated balance sheet.

Contract liabilities represent payments received in advance of providing services under certain contracts and were $172 million at Dec. 31, 2023 and $164 million at Dec. 31, 2022. Contract liabilities are included in other liabilities on the consolidated balance sheet. Revenue recognized in 2023 relating to contract liabilities as of Dec. 31, 2022 was $114 million.

Changes in contract assets and liabilities primarily relate to either party’s performance under the contracts.

Contract costs

Incremental costs for obtaining contracts that are deemed recoverable are capitalized as contract costs. Such costs result from the payment of sales incentives, primarily in the Wealth Management business, and totaled $46 million at Dec. 31, 2023 and $58 million at Dec. 31, 2022. Capitalized sales incentives are amortized based on the transfer of goods or services to which the assets relate. The amortization of capitalized sales incentives, which is primarily included in staff expense on the consolidated income statement, totaled $16 million in 2023, $19 million in 2022 and $20 million in 2021.

Costs to fulfill a contract are capitalized when they relate directly to an existing contract or a specific anticipated contract, generate or enhance resources that will be used to fulfill performance obligations, and are recoverable. Such costs generally represent set-up costs, which include any direct cost incurred at the inception of a contract which enables the

fulfillment of the performance obligation, and totaled $90 million at Dec. 31, 2023 and $77 million at Dec. 31, 2022. These capitalized costs are amortized on a straight-line basis over the expected contract period.

Unsatisfied performance obligations

We do not have any unsatisfied performance obligations other than those that are subject to a practical expedient election under ASC 606, Revenue From Contracts With Customers. The practical expedient election applies to (i) contracts with an original expected length of one year or less, and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.

Note 11–Net interest revenue

The following table provides the components of net interest revenue presented on the consolidated income statement.

Net interest revenue	Year ended Dec. 31,
(in millions)	2023		2022		2021
Interest revenue
Deposits with the Federal Reserve and other central banks	$	4,541	$	1,019	$	(77)
Deposits with banks	523		221		48
Federal funds sold and securities purchased under resale agreements	7,141		1,200		120
Loans	3,916		1,999		958
Securities:
Taxable	4,213		2,502		1,702
Exempt from federal income taxes	1		35		42
Total securities	4,214		2,537		1,744
Trading securities	313		142		52
Total interest revenue	20,648		7,118		2,845
Interest expense
Deposits in domestic offices	4,703		980		(27)
Deposits in foreign offices	2,421		607		(148)
Federal funds purchased and securities sold under repurchase agreements	6,699		934		(4)
Trading liabilities	156		68		8
Other borrowed funds	47		9		8
Customer payables	566		156		(2)
Long-term debt	1,711		860		392
Total interest expense	16,303		3,614		227
Net interest revenue	4,345		3,504		2,618
Provision for credit losses	119		39		(231)
Net interest revenue after provision for credit losses	$	4,226	$	3,465	$	2,849

BNY Mellon 161

Notes to Consolidated Financial Statements (continued)

Note 12–Income taxes

The components of the income tax provision are as follows:

Provision for income taxes	Year ended Dec. 31,
(in millions)	2023		2022		2021
Current tax expense:
Federal	$	588	$	190	$	160
Foreign	443		404		353
State and local	192		19		107
Total current tax expense	1,223		613		620
Deferred tax expense (benefit):
Federal	(379)		104		208
Foreign	31		(5)		22
State and local	(75)		56		27
Total deferred tax expense (benefit)	(423)		155		257
Provision for income taxes	$	800	$	768	$	877

The deferred tax benefit for 2023 is primarily driven by depreciation and amortization, the accrual for the FDIC special assessment and unrealized gains on securities.

The components of income before taxes are as follows:

Income before taxes	Year ended Dec. 31,
(in millions)	2023		2022		2021
Domestic	$	2,001	$	1,697	$	2,965
Foreign	2,087		1,631		1,683
Income before taxes	$	4,088	$	3,328	$	4,648

The components of our net deferred tax liability are as follows:

Net deferred tax liability	Dec. 31,
(in millions)	2023		2022
Depreciation and amortization	$	1,811	$	2,063
Pension obligation	388		374
Other liabilities	149		145
Renewable energy investment	156		205
Equity investments	56		57
Securities valuation	(29)		(31)
Leasing	(41)		(25)
Other assets	(55)		(31)
Credit losses on loans	(106)		(70)
Reserves not deducted for tax	(314)		(154)
Tax credit carryforward	—		(224)
Employee benefits	(252)		(253)
U.S. foreign tax credits	(96)		(100)
Valuation allowance	130		100
Net deferred tax liability	$	1,797	$	2,056

As of Dec. 31, 2023, BNY Mellon had $96 million of U.S. foreign tax credit carryforwards which will begin to expire in 2029. In addition, we have an unrealized capital loss of $34 million. We believe it is more likely than not that the benefit from these items will not be realized. Accordingly, we have recorded a valuation allowance of $130 million. We believe it is more likely than not that we will fully realize our remaining deferred tax assets. This conclusion is based on historical financial results and profit forecasts.

As of Dec. 31, 2023, we had approximately $1.2 billion of earnings attributable to foreign subsidiaries that have been permanently reinvested abroad and for which no local distribution tax provision has been recorded. If these earnings were to be repatriated, the estimated tax liability as of Dec. 31, 2023 would be up to $150 million.

The statutory federal income tax rate is reconciled to our effective income tax rate below:

Effective tax rate	Year ended Dec. 31,
	2023		2022		2021
Federal rate	21.0	%	21.0	%	21.0	%
State and local income taxes, net of federal income tax benefit	2.3		1.8		2.3
Foreign operations	1.1		2.1		0.8
Tax credits	(5.6)		(6.1)		(4.6)
Tax-exempt income	(0.7)		(1.0)		(1.0)
Federal Deposit Insurance Corporation (“FDIC”) assessment	0.5		0.4		0.3
Stock compensation	(0.2)		(0.6)		(0.1)
Goodwill impairment	—		3.9		—
Divestiture of stock in subsidiary	0.7		1.0		—
Other – net	0.5		0.6		0.2
Effective tax rate	19.6	%	23.1	%	18.9	%

Unrecognized tax positions
(in millions)	2023		2022		2021
Beginning balance at Jan. 1, – gross	$	106	$	138	$	119
Prior period tax positions:
Increases	—		—		18
Decreases	(5)		(11)		(3)
Current period tax positions	8		8		9
Settlements	—		(16)		(5)
Statute expiration	—		(13)		—
Ending balance at Dec. 31, – gross	$	109	$	106	$	138

Our total tax reserves as of Dec. 31, 2023 were $109 million compared with $106 million at Dec. 31, 2022. If these tax reserves were unnecessary, $109 million would affect the effective tax rate in future periods. We recognize accrued interest and penalties, if

162 BNY Mellon

Notes to Consolidated Financial Statements (continued)

applicable, related to income taxes in income tax expense. Included in the balance sheet at Dec. 31, 2023 is accrued interest, where applicable, of $39 million. The additional tax expense related to interest for the year ended Dec. 31, 2023 was $6 million, compared with $5 million for the year ended Dec. 31, 2022.

It is reasonably possible the total reserve for uncertain tax positions could decrease within the next 12

months by approximately $9 million as a result of adjustments related to tax years that are still subject to examination.

Our federal income tax returns are closed to examination through 2016. Our New York State and New York City income tax returns are closed to examination through 2014. Our UK income tax returns are closed to examination through 2020.

Note 13–Long-term debt

The table below presents information on our long-term debt.

Long-term debt	Dec. 31, 2023				Dec. 31, 2022
(dollars in millions)	Rate	Maturity	Amount		Rate	Amount
Senior debt:
Fixed rate	0.50 - 6.47%	2024 - 2034	$	28,886	0.35 - 5.83%	$	28,108
Floating rate	5.39 - 6.00%	2024 - 2038	1,226		4.50 - 4.92%	1,229
Subordinated debt (a)	3.00 - 3.30%	2028 - 2029	1,145		3.00 - 3.30%	1,121
Total			$	31,257		$	30,458

(a)Fixed rate.

Total long-term debt maturing during the next five years is as follows: 2024 – $4.9 billion; 2025 – $4.4 billion; 2026 – $4.5 billion; 2027 – $3.1 billion; and 2028 – $5.2 billion.

Note 14–Variable interest entities

We have variable interests in variable interest entities (“VIEs”), which include investments in retail, institutional and alternative investment funds.

We earn management fees from these funds, as well as performance fees in certain funds, and may also provide start-up capital for new funds. The funds are primarily financed by our customers’ investments in the funds’ equity or debt.

Additionally, we invest in qualified affordable housing and renewable energy projects, which are designed to generate a return primarily through the realization of tax credits. The projects, which are structured as limited partnerships and limited liability companies, are also VIEs, but are not consolidated.

The following table presents the incremental assets and liabilities included in the consolidated balance sheet as of Dec. 31, 2023 and Dec. 31, 2022. The net

assets of any consolidated VIE are solely available to settle the liabilities of the VIE and to settle any investors’ ownership liquidation requests, including any seed capital we invested in the VIE.

Consolidated investment management funds
	Dec. 31,
(in millions)	2023		2022
Trading assets	$	510	$	203
Other assets	16		6
Total assets (a)	$	526	$	209
Other liabilities	$	1	$	1
Total liabilities (b)	$	1	$	1
Nonredeemable noncontrolling interests (c)	$	50	$	7

(a)    Includes VMEs with assets of $91 million at Dec. 31, 2023 and $86 million at Dec. 31, 2022.

(b)    Includes VMEs with liabilities of $1 million at Dec. 31, 2023 and $1 million at Dec. 31, 2022.

(c)    Includes VMEs with nonredeemable noncontrolling interests of $12 million at Dec. 31, 2023 and $7 million at Dec. 31, 2022.

We have not provided financial or other support that was not otherwise contractually required to be provided to our VIEs. Additionally, creditors of any consolidated VIEs do not have any recourse to the general credit of BNY Mellon.

BNY Mellon 163

Notes to Consolidated Financial Statements (continued)

Non-consolidated VIEs

As of Dec. 31, 2023 and Dec. 31, 2022, the following assets and liabilities related to the VIEs where we are not the primary beneficiary were included in our consolidated balance sheets and primarily related to accounting for our investments in qualified affordable housing and renewable energy projects.

The maximum loss exposure indicated in the following table relates solely to our investments in, and unfunded commitments to, the VIEs.

Non-consolidated VIEs	Dec. 31, 2023		Dec. 31, 2022
(in millions)
Other assets	$	2,337	$	2,235
Other liabilities	596		614
Maximum loss exposure	2,934		2,850

Note 15–Shareholders’ equity

Common stock

BNY Mellon has 3.5 billion authorized shares of common stock with a par value of $0.01 per share. At Dec. 31, 2023, 759,344,092 shares of common stock were outstanding.

In July 2023, our Board of Directors approved a 14% increase in the quarterly cash dividend on common stock, from $0.37 to $0.42 per share.

Common stock repurchase program

In January 2023, we announced a share repurchase program approved by our Board of Directors providing for the repurchase of up to $5.0 billion of common shares beginning Jan. 1, 2023. This new share repurchase plan replaced all previously authorized share repurchase plans.

In 2023, we repurchased 55.8 million common shares at an average price of $46.66 per common share for a total of $2.6 billion.

Share repurchases may be executed through open market repurchases, in privately negotiated transactions or by other means, including through repurchase plans designed to comply with Rule 10b5-1 and other derivative, accelerated share repurchase and other structured transactions.

164 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Preferred stock

The Parent has 100 million authorized shares of preferred stock with a par value of $0.01 per share. The following table summarizes the Parent’s preferred stock issued and outstanding at Dec. 31, 2023 and Dec. 31, 2022.

Preferred stock summary (a)		Total shares issued and outstanding		Carrying value (b)
				(in millions)
		Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023		Dec. 31, 2022
	Per annum dividend rate (c)
Series A	Greater of (i) SOFR plus 0.565% and (ii) 4.000%	5,001	5,001	$	500	$	500
Series D	SOFR plus 2.46%	—	5,000	—		494
Series F	4.625% to but excluding Sept. 20, 2026, then SOFR plus 3.131%	10,000	10,000	990		990
Series G	4.700% to but excluding Sept. 20, 2025, then a floating rate equal to the five-year treasury rate plus 4.358%	10,000	10,000	990		990
Series H	3.700% to but excluding March 20, 2026, then a floating rate equal to the five-year treasury rate plus 3.352%	5,825	5,825	576		577
Series I	3.750% to but excluding Dec. 20, 2026, then a floating rate equal to the five-year treasury rate plus 2.630%	13,000	13,000	1,287		1,287
Total		43,826	48,826	$	4,343	$	4,838

(a)    All outstanding preferred stock is noncumulative perpetual preferred stock with a liquidation preference of $100,000 per share.

(b)    The carrying value of the Series D, Series F, Series G, Series H and Series I preferred stock is recorded net of issuance costs.

(c)    References to SOFR are to a floating rate equal to the three-month CME Term SOFR (plus a spread adjustment of 0.26161% per annum).

Holders of the Series A preferred stock are entitled to receive dividends, if declared by the Parent’s Board of Directors, on each March 20, June 20, September 20 and December 20. Holders of the Series F preferred stock are entitled to receive dividends, if declared by the Parent’s Board of Directors, on each March 20 and September 20, to and including Sept. 20, 2026; and on each March 20, June 20, September 20 and December 20, from and including Dec. 20, 2026. Holders of the Series G preferred stock are entitled to receive dividends, if declared by the Parent’s Board of Directors, on each March 20 and September 20. Holders of the Series H preferred stock are entitled to receive dividends, if declared by the Parent’s Board of Directors, on each March 20, June 20, September 20 and December 20, commencing on March 20, 2021. Holders of the Series I preferred stock are entitled to receive dividends, if declared by the Parent’s Board of Directors, on each March 20, June 20, September 20 and December 20, commencing on March 20, 2022.

BNY Mellon’s ability to declare or pay dividends on, or purchase, redeem or otherwise acquire, shares of our common stock or any of our shares that rank junior to the preferred stock as to the payment of dividends and/or the distribution of any assets on any liquidation, dissolution or winding-up of the Parent will be prohibited, subject to certain restrictions, in

the event that we do not declare and pay in full preferred dividends for the then current dividend period (in the case of dividends) or most recently completed dividend period (in the case of repurchases) of the Series A preferred stock or the last preceding dividend period (in the case of dividends) or most recently completed dividend period (in the case of repurchases) of the Series F, Series G, Series H and Series I preferred stock.

All of the outstanding shares of the Series A preferred stock are owned by Mellon Capital IV, a 100% owned financing subsidiary of the Parent, which will pass through any dividend on the Series A preferred stock to the holders of its Normal Preferred Capital Securities. The Parent’s obligations under the trust and other agreements relating to Mellon Capital IV have the effect of providing a full and unconditional guarantee, on a subordinated basis, of payments due on the Normal Preferred Capital Securities. No other subsidiary of the Parent guarantees the securities of Mellon Capital IV. All of the outstanding shares of the Series F, Series G, Series H and Series I preferred stock are held by the depositary of the depositary shares, which will pass through the applicable portion of any dividend on the Series F, Series G, Series H and Series I preferred stock to the holders of record of their respective depositary shares.

BNY Mellon 165

Notes to Consolidated Financial Statements (continued)

In December 2023, the Parent redeemed all outstanding shares of its Series D preferred stock, $100,000 liquidation preference per share. Deferred fees of approximately $10 million were realized as preferred stock dividends upon redemption.

In December 2021, the Parent redeemed all outstanding shares of its Series E preferred stock, $100,000 liquidation preference per share. Deferred fees of approximately $10 million were realized as preferred stock dividends upon redemption.

The table below presents the Parent’s preferred dividends.

Preferred dividends
(dollars in millions, except per share amounts)	Depositary shares per share		2023					2022				2021
			Per share		Total dividend			Per share		Total dividend		Per share		Total dividend
Series A	100	(a)	$	5,866.23	$	29		$	4,088.49	$	20	$	4,044.44	$	20
Series D	100		6,339.20		42		(b)	4,500.00		23		4,500.00		23
Series E	100		N/A		N/A			N/A		N/A		3,630.34		47		(c)
Series F	100		4,625.00		46			4,625.00		46		4,625.00		46
Series G	100		4,700.00		47			4,700.00		47		4,700.00		47
Series H	100		3,700.00		22			3,700.00		22		4,186.06		24
Series I	100		3,750.00		49			4,083.33		53		N/A		N/A
Total					$	235				$	211			$	207

(a)    Represents Normal Preferred Capital Securities.

(b)    Includes deferred fees of approximately $10 million related to the redemption of the Series D preferred stock.

(c)    Includes deferred fees of approximately $10 million related to the redemption of the Series E preferred stock.

N/A – Not applicable.

The preferred stock is not subject to the operation of a sinking fund and is not convertible into, or exchangeable for, shares of our common stock or any other class or series of our other securities. We may redeem the Series A preferred stock, in whole or in part, at our option. We may also, at our option, redeem the shares of the Series F preferred stock on any dividend payment date, in whole or in part, on or after the dividend payment date in September 2026, the Series G preferred stock on any dividend payment date, in whole or in part, on or after the dividend payment date in September 2025, the Series H preferred stock on any dividend payment date, in whole or in part, on or after the dividend payment date in March 2026 and the Series I preferred stock on any dividend payment date, in whole or in part, on or after the dividend payment date in December 2026. The Series F, Series G, Series H or Series I preferred stock can be redeemed, in whole but not in part, at any time within 90 days following a regulatory capital treatment event. Redemption of the preferred stock is subject to the prior approval of the Federal Reserve.

Temporary equity

Temporary equity was $85 million at Dec. 31, 2023 and $109 million at Dec. 31, 2022. Temporary equity represents the redemption value recorded for redeemable noncontrolling interests resulting from equity-classified share-based payment arrangements that are currently redeemable or are expected to become redeemable.

Capital adequacy

Regulators establish certain levels of capital for bank holding companies (“BHCs”) and banks, including BNY Mellon and our bank subsidiaries, in accordance with established quantitative measurements. For the Parent to maintain its status as a financial holding company, our U.S. bank subsidiaries and BNY Mellon must, among other things, qualify as “well capitalized.” As of Dec. 31, 2023 and Dec. 31, 2022, BNY Mellon and our U.S. bank subsidiaries were “well capitalized.”

166 BNY Mellon

Notes to Consolidated Financial Statements (continued)

The regulatory capital ratios of our consolidated and largest bank subsidiary, The Bank of New York Mellon, are shown below.

Consolidated and largest bank subsidiary regulatory capital ratios (a)	Dec. 31,
	2023		2022
Consolidated regulatory capital ratios:
Common Equity Tier 1 (“CET1”) ratio	11.5	%	11.2	%
Tier 1 capital ratio	14.2		14.1
Total capital ratio	15.0		14.9
Tier 1 leverage ratio	6.0		5.8
Supplementary leverage ratio (“SLR”) (b)	7.3		6.8
The Bank of New York Mellon regulatory capital ratios:
CET1 ratio	16.2	%	15.6	%
Tier 1 capital ratio	16.2		15.6
Total capital ratio	16.3		15.7
Tier 1 leverage ratio	6.6		6.2
SLR (b)	8.6		7.7

(a)    For our CET1, Tier 1 capital and Total capital ratios, our effective capital ratios under U.S. capital rules are the lower of the ratios as calculated under the Standardized and Advanced Approaches. The Tier 1 leverage ratio is based on Tier 1 capital and quarterly average total assets. For BNY Mellon to qualify as “well capitalized,” its Tier 1 capital and Total capital ratios must be at least 6% and 10%, respectively. For The Bank of New York Mellon, our largest bank subsidiary, to qualify as “well capitalized,” its CET1, Tier 1 capital, Total capital and Tier 1 leverage ratios must be at least 6.5%, 8%, 10% and 5%, respectively.

(b)    The SLR is based on Tier 1 capital and total leverage exposure, which includes certain off-balance sheet exposures. For The Bank of New York Mellon to qualify as “well capitalized,” its SLR must be at least 6%.

Failure to satisfy regulatory standards, including “well capitalized” status or capital adequacy rules more generally, could result in limitations on our activities and adversely affect our financial condition. If a BHC such as BNY Mellon, or a bank such as The Bank of New York Mellon or BNY Mellon, N.A., fails to satisfy minimum capital requirements or qualify as “adequately capitalized,” regulatory sanctions and limitations will be imposed.

The following table presents our capital components and risk-weighted assets determined under the Standardized and Advanced Approaches, the average assets used for leverage capital purposes and leverage exposure used for SLR purposes.

Capital components and risk-weighted assets	Dec. 31,
(in millions)	2023		2022
CET1:
Common shareholders’ equity	$	36,531	$	35,896
Adjustments for:
Goodwill and intangible assets (a)	(17,253)		(17,210)
Net pension fund assets	(297)		(317)
Embedded goodwill	(275)		(279)
Deferred tax assets	(62)		(56)
Other	(6)		(2)
Total CET1	18,638		18,032
Other Tier 1 capital:
Preferred stock	4,343		4,838
Other	(14)		(14)
Total Tier 1 capital	$	22,967	$	22,856
Tier 2 capital:
Subordinated debt	$	1,148	$	1,248
Allowance for credit losses	414		291
Other	(11)		(11)
Total Tier 2 capital – Standardized Approach	1,551		1,528
Excess of expected credit losses	85		50
Less: Allowance for credit losses	414		291
Total Tier 2 capital – Advanced Approaches	$	1,222	$	1,287
Total capital:
Standardized Approach	$	24,518	$	24,384
Advanced Approaches	$	24,189	$	24,143
Risk-weighted assets:
Standardized Approach	$	156,254	$	159,096
Advanced Approaches:
Credit Risk	$	87,299	$	90,243
Market Risk	3,380		2,979
Operational Risk	70,925		68,450
Total Advanced Approaches	$	161,604	$	161,672
Average assets for Tier 1 leverage ratio	$	383,899	$	396,643
Total leverage exposure for SLR	$	313,749	$	336,049

(a)    Reduced by deferred tax liabilities associated with intangible assets and tax deductible goodwill.

The following table presents the amount of capital by which BNY Mellon and our largest bank subsidiary, The Bank of New York Mellon, exceeded the capital thresholds determined under U.S. capital rules.

Capital above thresholds at Dec. 31, 2023
(in millions)	Consolidated		(a)	The Bank of New York Mellon
CET1	$	4,902		$	11,962	(a)
Tier 1 capital	6,807			10,017		(a)
Total capital	4,797			7,572		(a)
Tier 1 leverage ratio	7,611			5,158		(b)
SLR	7,280			6,286		(b)

(a)    Based on minimum required standards, with applicable buffers.

(b)    Based on well capitalized standards.

BNY Mellon 167

Notes to Consolidated Financial Statements (continued)

Note 16–Other comprehensive income (loss)

Components of other comprehensive income (loss)	Year ended Dec. 31,
	2023						2022						2021
(in millions)	Pre-tax amount		Tax (expense) benefit		After-tax amount		Pre-tax amount		Tax (expense) benefit		After-tax amount		Pre-tax amount		Tax (expense) benefit		After-tax amount
Foreign currency translation:
Foreign currency translation adjustments arising during the period (a)	$	204	$	68	$	272	$	(455)	$	(148)	$	(603)	$	(313)	$	(63)	$	(376)
Total foreign currency translation	204		68		272		(455)		(148)		(603)		(313)		(63)		(376)
Unrealized gain (loss) on assets available-for-sale:
Unrealized gain (loss) arising during the period	1,100		(271)		829		(4,292)		1,047		(3,245)		(1,515)		368		(1,147)
Reclassification adjustment (b)	68		(16)		52		443		(105)		338		(5)		1		(4)
Net unrealized gain (loss) on assets available-for-sale	1,168		(287)		881		(3,849)		942		(2,907)		(1,520)		369		(1,151)
Defined benefit plans:
Net (loss) gain arising during the period	(107)		32		(75)		(400)		94		(306)		296		(77)		219
Foreign exchange adjustment	(1)		—		(1)		—		—		—		—		—		—
Amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost (b)	(18)		8		(10)		68		(12)		56		113		(25)		88
Total defined benefit plans	(126)		40		(86)		(332)		82		(250)		409		(102)		307
Unrealized gain (loss) on cash flow hedges:
Unrealized hedge gain (loss) arising during the period	7		(2)		5		(16)		4		(12)		3		—		3
Reclassification of net loss (gain) to net income:
Foreign exchange (“FX”) contracts – investment and other revenue	2		(1)		1		(1)		—		(1)		—		—		—
FX contracts – staff expense	—		—		—		9		(2)		7		(12)		3		(9)
Total reclassifications to net income	2		(1)		1		8		(2)		6		(12)		3		(9)
Net unrealized gain (loss) on cash flow hedges	9		(3)		6		(8)		2		(6)		(9)		3		(6)
Total other comprehensive income (loss)	$	1,255	$	(182)	$	1,073	$	(4,644)	$	878	$	(3,766)	$	(1,433)	$	207	$	(1,226)

(a)    Includes the impact of hedges of net investments in foreign subsidiaries. See Note 23 for additional information.

(b)    The reclassification adjustment related to the unrealized gain (loss) on assets available-for-sale is recorded as net securities gains (losses) in investment and other revenue on the consolidated income statement. The amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost is recorded as other expense on the consolidated income statement.

Changes in accumulated other comprehensive income (loss) attributable to The Bank of New York Mellon Corporation shareholders
										Unrealized gain (loss) on assets available-for-sale			Unrealized gain (loss) on cash flow hedges			Total accumulated other comprehensive (loss) income, net of tax
(in millions)	Foreign currency translation			Pensions			Other post-retirement benefits
2020 ending balance		$	(1,146)		$	(1,299)		$	(55)		$	1,508		$	7		$	(985)
Change in 2021		(378)			283			24			(1,151)			(6)			(1,228)
2021 ending balance		(1,524)			(1,016)			(31)			357			1			(2,213)
Change in 2022		(590)			(240)			(10)			(2,907)			(6)			(3,753)
2022 ending balance		(2,114)			(1,256)			(41)			(2,550)			(5)			(5,966)
Change in 2023		272			(87)			1			881			6			1,073
2023 ending balance		$	(1,842)		$	(1,343)		$	(40)		$	(1,669)		$	1		$	(4,893)

168 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Note 17–Stock-based compensation

Our Long-Term Incentive Plans provide for the issuance of restricted stock, restricted stock units (“RSUs”) and other stock-based awards, including options, to employees and directors of BNY Mellon. At Dec. 31, 2023, under the Long-Term Incentive Plan approved in April 2023, we may issue 44,948,591 new stock-based awards, all of which may be issued as restricted stock or RSUs. Stock-based compensation expense related to retirement eligibility vesting totaled $81 million in 2023, $72 million in 2022 and $64 million in 2021.

RSUs and Performance share units

RSUs are granted under our long-term incentive plans at no cost to the recipient. These awards are subject to forfeiture until certain restrictions have lapsed, including continued employment, for a specified period. An RSU entitles the recipient to receive a share of common stock after the applicable restrictions lapse. The recipient generally is entitled to receive cash payments equivalent to any dividends paid on the underlying common stock during the period the RSU is outstanding but does not receive voting rights. The cash dividends are paid at the time of vesting.

The fair value of RSUs is equal to the fair market value of our common stock on the date of grant. The expense is recognized over the vesting period, which is generally zero to four years. The total compensation expense recognized for RSUs was $332 million in 2023, $293 million in 2022 and $260 million in 2021. The total income tax benefit recognized in the consolidated income statement related to compensation costs was $79 million in 2023, $69 million in 2022 and $62 million in 2021.

BNY Mellon’s Executive Committee members were granted a target award of 577,549 performance share units (“PSUs”) in 2023, 513,101 in 2022 and 648,973 in 2021. The Executive Committee PSUs will vest based on two separate and distinct measurements, a performance condition and a market condition split 70% based on return on tangible common shareholders’ equity (“ROTCE”) and 30% on Total Shareholder Return (“TSR”). The TSR portion was valued using a Monte Carlo simulation method, while the ROTCE portion was measured based on the fair market value on the date of grant. Each condition only impacts its applicable portion (70%/30%) of the

total PSU award. The performance and market conditions are measured after three years to determine the final percentage of the total PSUs to vest. The final total amount of vested PSUs will be the sum of the two separate and distinct performance and market-based portions of the PSU awards, but will be capped at 150% of the total PSUs awarded. The ultimate payout is subject to the discretion of the Human Resources and Compensation Committee. These awards are classified as equity and the ROTCE portion is marked-to-market to earnings as a result of this discretion. The TSR portion of the award contains a market condition, and as a result the grant date fair value is recognized over the service period unless the requisite service is not rendered.

The following table summarizes our non-vested PSU and RSU activity for 2023. 

Non-vested PSU and RSU activity	Number of shares (a)	Weighted-average fair value at grant date
Non-vested PSUs and RSUs at   Dec. 31, 2022	15,086,135	$	50.38
Granted	8,295,173	50.71
Vested	(6,238,671)	48.74
Forfeited	(685,921)	49.70
Non-vested PSUs and RSUs at Dec. 31, 2023	16,456,716	$	51.20

(a)    Includes dividend shares earned on the Executive Committee PSUs and Board of Director’s stock awards.

As of Dec. 31, 2023, $350 million of total unrecognized compensation costs related to non-vested PSUs and RSUs is expected to be recognized over a weighted-average period of 2.3 years.

The total fair value of RSUs and PSUs that vested was $305 million in 2023, $264 million in 2022 and $240 million in 2021. The actual excess tax benefit (expense) realized for the tax deductions from shares vested totaled $3 million in 2023, $16 million in 2022 and $(8) million in 2021. The tax impacts were recognized in the provision for income taxes.

Subsidiary Long-Term Incentive Plans

BNY Mellon also has several subsidiary Long-Term Incentive Plans which have issued restricted subsidiary shares to certain employees. These share awards are subject to forfeiture until certain restrictions have lapsed, including continued employment for a specified period of time. The shares are generally non-voting and non-dividend

BNY Mellon 169

Notes to Consolidated Financial Statements (continued)

paying. Once the restrictions lapse, which generally occurs in three to five years, the shares can only be sold, at the option of the employee, to BNY Mellon at a price based generally on the fair value of the subsidiary at the time of repurchase. In certain

instances, BNY Mellon has an election to call the shares.

Stock options

Our Long-Term Incentive Plans provide for the issuance of stock options at fair market value at the date of grant to officers and employees of BNY Mellon. No stock options were granted in 2023 or 2022, and no stock options were outstanding at Dec. 31, 2023 or Dec. 31, 2022. At Dec. 31, 2021, 407,905 options were exercisable at a weighted-average price per common share of $22.03 and aggregate intrinsic value of $15 million.

The total intrinsic value of options exercised was $15 million in 2022 and $48 million in 2021. Cash received from option exercises totaled $9 million in 2022 and $50 million in 2021. The actual excess tax benefit realized for the tax deductions from options exercised totaled $3 million in 2022 and $8 million in 2021 and was recognized in the provision for income taxes.

Note 18–Employee benefit plans

BNY Mellon has defined benefit and/or defined contribution retirement plans and other post-retirement plans providing healthcare benefits.

The defined benefit pension plans cover approximately 7,400 U.S. employees and approximately 18,000 non-U.S. employees.

BNY Mellon has one qualified and several non-qualified defined benefit pension plans in the U.S. and several pension plans overseas.

Effective June 30, 2015, the benefit accruals under the U.S. qualified and non-qualified defined benefit plans were frozen. This change resulted in no additional benefits being earned by participants in those plans based on service or pay after June 30, 2015. These plans were previously closed to new participants effective Dec. 31, 2010.

Effective Dec. 31, 2018, the benefit accruals were frozen under our largest foreign plan, which covers certain UK employees. This change resulted in no additional benefits being earned by participants in that plan based on service or pay after Dec. 31, 2018. Most UK employees currently earn benefits only on a defined contribution basis. UK employees impacted by the pension plan freeze began earning benefits on a defined contribution basis on Jan. 1, 2019.

170 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Pension and post-retirement healthcare plans

The following tables report the combined data for our domestic and foreign defined benefit pension and post-retirement healthcare plans.

	Pension Benefits												Healthcare Benefits
	Domestic						Foreign						Domestic						Foreign
(dollars in millions)	2023			2022			2023			2022			2023			2022			2023			2022
Weighted-average assumptions used to determine benefit obligations
Discount rate	5.25		%	5.61		%	4.44		%	4.62		%	5.25		%	5.61		%	4.65		%	4.75		%
Rate of compensation increase	N/A			N/A			3.71			3.72			3.00			3.00			N/A			N/A
Cash balance interest crediting rate	4.00			4.00			N/A			N/A			N/A			N/A			N/A			N/A
Change in benefit obligation (a)
Benefit obligation at beginning of period	$	(3,527)		$	(4,747)		$	(768)		$	(1,456)		$	(95)		$	(134)		$	(2)		$	(3)
Service cost	—			—			(10)			(11)			(1)			(1)			—			—
Interest cost	(190)			(140)			(36)			(28)			(5)			(4)			—			—
Actuarial (loss) gain	(122)			1,105			(67)			554			(2)			35			(1)			1
Curtailments	—			—			1			—			—			—			—			—
Benefits paid	237			255			26			30			11			9			—			—
Foreign exchange adjustment	N/A			N/A			(35)			143			N/A			N/A			1			—
Benefit obligation at end of period	(3,602)			(3,527)			(889)			(768)			(92)			(95)			(2)			(2)
Change in fair value of plan assets
Fair value at beginning of period	4,806			6,129			975			1,807			116			144			—			—
Actual return on plan assets	501			(1,082)			43			(631)			19			(28)			—			—
Employer contributions	19			14			11			10			11			9			—			—
Benefit payments	(237)			(255)			(26)			(30)			(11)			(9)			—			—
Foreign exchange adjustment	N/A			N/A			49			(181)			N/A			N/A			—			—
Fair value at end of period	5,089			4,806			1,052			975			135			116			—			—
Funded status at end of period	$	1,487		$	1,279		$	163		$	207		$	43		$	21		$	(2)		$	(2)
Amounts recognized in accumulated other comprehensive loss (income) consist of:
Net (gain) loss	$	1,637		$	1,645		$	243		$	109		$	38		$	41		$	(1)		$	(2)
Prior service (credit) cost	—			—			(1)			4			(6)			(13)			—			—
Total loss (gain) (before tax effects)	$	1,637		$	1,645		$	242		$	113		$	32		$	28		$	(1)		$	(2)

(a)    The benefit obligation for pension benefits is the projected benefit obligation, and for healthcare benefits, it is the accumulated benefit obligation.

N/A – Not applicable.

A number of key assumptions and measurement date values determine pension expense. The key elements include the long-term rate of return on plan assets, the discount rate, the market-related value of plan assets and the price used to value stock in the Employee Stock Ownership Plan (“ESOP”).

The discount rate for U.S. pension plans was determined after reviewing equivalent rates obtained by discounting the pension plans’ expected cash flows using various high-quality, long-term corporate bond yield curves. We also reviewed the results of several models that matched bonds to our pension cash flows. After reviewing the various indices and models, we selected a discount rate of 5.25% as of Dec. 31, 2023.

The discount rates for foreign pension plans are based on high-quality corporate bond rates in countries that have an active corporate bond market. In those countries with no active corporate bond market, discount rates are based on local government bond rates plus a credit spread.

Actuarial losses on the benefit obligation for the domestic pension plans in 2023 are primarily attributable to decreases in discount rates. Actuarial losses on the benefit obligation for the foreign pension plans in 2023 are primarily attributable to decreases in discount rates and increases in assumed inflation rates. Actuarial gains on the benefit obligation for the domestic and foreign pension plans in 2022 are primarily attributable to increases in discount rates.

BNY Mellon 171

Notes to Consolidated Financial Statements (continued)

Net periodic benefit (credit) cost	Pension Benefits																		Healthcare Benefits
	Domestic									Foreign									Domestic									Foreign
(dollars in millions)	2023			2022			2021			2023			2022			2021			2023			2022			2021			2023			2022			2021
Weighted-average assumptions as of Jan. 1:
Market-related value of plan assets	$	5,757		$	5,924		$	5,710		$	1,358		$	1,627		$	1,586		$	135		$	133		$	123		N/A			N/A			N/A
Discount rate	5.61		%	3.03		%	2.80		%	4.62		%	2.11		%	1.59		%	5.61		%	3.03		%	2.80		%	4.75		%	2.15		%	1.65		%
Expected rate of return on plan assets	6.75			5.375			5.375			6.38			2.40			2.17			6.75			5.375			5.375			N/A			N/A			N/A
Rate of compensation increase	N/A			N/A			N/A			3.72			3.43			3.12			3.00			3.00			3.00			N/A			N/A			N/A
Cash balance interest crediting rate	4.00			4.00			4.00			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A
Components of net periodic benefit (credit) cost:
Service cost	$	—		$	—		$	—		$	10		$	11		$	14		$	1		$	1		$	1		$	—		$	—		$	—
Interest cost	190			140			137			36			28			25			5			4			4			—			—			—
Expected return on assets	(380)			(312)			(300)			(89)			(35)			(34)			(9)			(7)			(7)			—			—			—
Amortization of:
Prior service cost (credit)	—			—			—			—			—			1			(7)			(7)			(6)			—			—			—
Net actuarial loss (gain)	8			69			98			(14)			3			13			(5)			3			6			—			—			—
Settlement (gain) loss	1			—			—			(1)			—			1			—			—			—			—			—			—
Curtailment (gain)	—			—			—			(1)			—			—			—			—			—			—			—			—
Net periodic benefit (credit) cost	$	(181)		$	(103)		$	(65)		$	(59)		$	7		$	20		$	(15)		$	(6)		$	(2)		$	—		$	—		$	—

N/A – Not applicable.

Changes in other comprehensive (income) loss in 2023	Pension Benefits				Healthcare Benefits
(in millions)	Domestic		Foreign		Domestic		Foreign
Net loss (gain) arising during period	$	1	$	113	$	(8)	$	1
Recognition of prior years’ net (loss) gain	(9)		15		5		—
Recognition of prior years’ service credit	—		—		7		—
Foreign exchange adjustment	N/A		1		N/A		—
Total recognized in other comprehensive (income) loss (before tax effects)	$	(8)	$	129	$	4	$	1

	Domestic				Foreign
(in millions)	2023		2022		2023		2022
Pension benefits:
Prepaid benefit cost	$	1,599	$	1,399	$	219	$	252
Accrued benefit cost	(112)		(120)		(56)		(45)
Total pension benefits	$	1,487	$	1,279	$	163	$	207
Healthcare benefits:
Accrued benefit cost	$	43	$	21	$	(2)	$	(2)
Total healthcare benefits	$	43	$	21	$	(2)	$	(2)

The accumulated benefit obligation for all defined benefit plans was $4.5 billion at Dec. 31, 2023 and $4.3 billion at Dec. 31, 2022.

Plans with obligations in excess of plan assets	Pension Benefits								Healthcare Benefits
	Domestic				Foreign				Domestic				Foreign
(in millions)	2023		2022		2023		2022		2023		2022		2023		2022
Projected benefit obligation	$	112	$	120	$	172	$	64	N/A		N/A		N/A		N/A
Fair value of plan assets	—		—		116		19		N/A		N/A		N/A		N/A
Accumulated benefit obligation	112		120		55		50		$	62	$	62	$	2	$	2
Fair value of plan assets	—		—		17		18		—		—		—		—

N/A – Not applicable.

172 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Assumed healthcare cost trend

The assumed healthcare cost trend rate used in determining domestic benefit expense for 2024 is 7.00%, decreasing to 4.04% in 2075 for pre-Medicare costs and 6.60% decreasing to 4.04% in 2075 for Medicare costs. The initial trend rate assumption represents an estimate of short term cost increases based on recent health care marketplace experience, and taking into consideration the cost characteristics of plans available to retirees. The long-term assumptions and trends were developed using the Getzen Model of Long-Run Medical Cost Trends and consider expectations of long-term health care costs and various other economic assumptions.

The following benefit payments for the pension and healthcare plans, which reflect expected future service as appropriate, are expected to be paid over the next 10 years:

Expected benefit payments
(in millions)		Domestic		Foreign
Pension benefits:
Year	2024	$	274	$	32
	2025	271		32
	2026	270		34
	2027	268		36
	2028	266		40
	2029-2033	1,279		226
Total pension benefits		$	2,628	$	400
Healthcare benefits:
Year	2024	$	8	$	—
	2025	8		—
	2026	8		—
	2027	8		—
	2028	8		—
	2029-2033	33		1
Total healthcare benefits		$	73	$	1

Plan contributions

We expect to make cash contributions to fund our defined benefit pension plans in 2024 of $12 million for the domestic plans and $9 million for the foreign plans.

We expect to make cash contributions to fund our post-retirement healthcare plans in 2024 of $8 million for the domestic plans and less than $1 million for the foreign plans.

Investment strategy and asset allocation

We are responsible for the administration of various employee pension and healthcare post-retirement benefits plans, both domestically and internationally. The domestic plans are administered by BNY Mellon’s Benefits Administration Committee, a named fiduciary. Subject to the following, at all relevant times, BNY Mellon’s Benefits Investment Committee, another named fiduciary to the domestic plans, is responsible for the investment of plan assets. The Benefits Investment Committee’s responsibilities include the investment of all domestic defined benefit plan assets, as well as the determination of investment options offered to participants in all domestic defined contribution plans. The Benefits Investment Committee conducts periodic reviews of investment performance, asset allocation and investment manager suitability. In addition, the Benefits Investment Committee has oversight of the Regional Governance Committees for the foreign defined benefit plans.

Our investment objective for U.S. and foreign plans is to maximize total return while maintaining a broadly diversified portfolio for the primary purpose of satisfying obligations for future benefit payments. Our plans are primarily invested in fixed income and equity securities. In general, for the domestic plan’s portfolio, fixed income securities can range from 35% to 100% of plan assets, equity securities and alternative investments can range from 0% to 65% of plan assets and cash equivalents can be held in amounts ranging from 0% to 10% of plan assets. Actual asset allocation within the approved ranges varies from time to time based on economic conditions (both current and forecast), the timing of transitional reallocations and the advice of professional advisors.

Our pension assets were invested as follows:

Asset allocations	Domestic				Foreign
	2023		2022		2023		2022
Fixed income	62	%	60	%	74	%	74	%
Equities	34		36		13		12
Alternative investments	3		3		11		12
Cash	1		1		2		2
Total pension assets	100	%	100	%	100	%	100	%

BNY Mellon 173

Notes to Consolidated Financial Statements (continued)

We held no The Bank of New York Mellon Corporation stock in our pension plans at Dec. 31, 2023 and Dec. 31, 2022. Assets of the U.S. postretirement healthcare plan are invested in an insurance contract.

Fair value measurement of plan assets

We have established a three-level hierarchy for fair value measurements of our pension plan assets based upon the transparency of inputs to the valuation of an asset as of the measurement date.

The following is a description of the valuation methodologies used for assets measured at fair value, as well as the general classification of such assets pursuant to the valuation hierarchy.

Cash and currency

This category consists primarily of foreign currency balances and is included in Level 1 of the valuation hierarchy. Foreign currency is translated monthly based on current foreign exchange rates.

Common and preferred stock and exchange-traded funds

These investments include equities and are valued at the closing price reported in the active market in which the individual securities are traded, if available. Common and preferred stock and exchange-traded funds are included in Level 1 of the valuation hierarchy.

Collective trust funds

Collective trust funds include commingled and U.S. equity funds that have no readily available market quotations. The fair value of the funds is based on the securities in the portfolio, which typically are the amount that the fund might reasonably expect to receive for the securities upon a sale. These funds are valued using observable inputs on either a daily or monthly basis. Collective trust funds are included in Level 2 of the valuation hierarchy.

Fixed-income investments

Fixed-income investments include U.S. Treasury securities, U.S. government agencies, non-U.S. government securities, sovereign government obligations, state and political subdivisions, U.S. corporate bonds and foreign corporate debt funds. U.S. Treasury and certain non-U.S. government securities that are actively traded in highly liquid over-the-counter (“OTC”) markets are valued at the closing price reported in the active market in which the individual security is traded and included as Level 1 of the valuation hierarchy. U.S. government agencies, non-U.S. government securities, sovereign government obligations, state and political subdivisions, U.S. corporate bonds and foreign corporate debt funds are valued based on quoted prices for comparable securities with similar yields and credit ratings. When quoted prices are not available for identical or similar bonds, the bonds are valued using discounted cash flows that maximize observable inputs, such as current yields of similar instruments, but includes adjustments for certain risks that may not be observable, such as credit and liquidity risks. U.S. government agencies, non-U.S. government securities, sovereign government obligations, state and political subdivisions, U.S. corporate bonds and foreign corporate debt funds are primarily included in Level 2 of the valuation hierarchy.

Other assets measured at NAV per share, as a practical expedient

Other assets measured at NAV, as a practical expedient, include funds of funds, venture capital and partnership interests and other funds. There are no readily available market quotations for these funds. The fair value of the funds of funds is based on NAVs of the funds in the portfolio, which reflects the value of the underlying investments held by the fund, less its liabilities. The fair value of the underlying investments is typically the amount that the fund might reasonably expect to receive upon selling those hard to value or illiquid investments within the portfolios. These funds are either valued on a daily or monthly basis. The fair value of the venture capital and partnership interests is based on the pension plan’s ownership percentage of the fair value of the underlying funds as provided by the fund managers. These funds are typically valued on a quarterly basis.

174 BNY Mellon

Notes to Consolidated Financial Statements (continued)

The following tables present the fair value of each major category of plan assets as of Dec. 31, 2023 and Dec. 31, 2022, by captions and by ASC 820, Fair Value Measurement, valuation hierarchy.

Plan assets measured at fair value on a recurring basis— domestic plans at Dec. 31, 2023
(in millions)	Level 1		Level 2		Level 3		Total fair value
Common and preferred stock:
U.S. equity	$	920	$	—	$	—	$	920
Non-U.S. equity	373		—		—		373
Collective trust funds:
U.S. equity	—		116		—		116
Commingled	—		530		—		530
Fixed income:
U.S. corporate bonds	—		2,539		—		2,539
U.S. Treasury securities	233		—		—		233
State and political subdivisions	—		110		—		110
Non-U.S. government	3		27		—		30
U.S. government agencies	—		26		—		26
Other	—		35		—		35
Exchange-traded funds	8		—		—		8
Total domestic plan assets in the fair value hierarchy	$	1,537	$	3,383	$	—	$	4,920
Other assets measured at NAV:
Funds of funds							164
Venture capital and partnership interests							5
Total domestic plan assets, at fair value							$	5,089

Plan assets measured at fair value on a recurring basis— foreign plans at Dec. 31, 2023
(in millions)	Level 1		Level 2		Level 3		Total fair value
Corporate debt funds	$	—	$	659	$	—	$	659
Equity funds	—		137		—		137
Sovereign/government obligation funds	—		123		—		123
Cash and currency	19		—		—		19
Total foreign plan assets in the fair value hierarchy	$	19	$	919	$	—	$	938
Other assets measured at NAV							114
Total foreign plan assets, at fair value							$	1,052

Plan assets measured at fair value on a recurring basis— domestic plans at Dec. 31, 2022
(in millions)	Level 1		Level 2		Level 3		Total fair value
Common and preferred stock:
U.S. equity	$	897	$	—	$	—	$	897
Non-U.S. equity	351		—		—		351
Collective trust funds:
U.S. equity	—		169		—		169
Commingled	—		493		—		493
Fixed income:
U.S. corporate bonds	—		2,333		—		2,333
U.S. Treasury securities	214		—		—		214
State and political subdivisions	—		88		—		88
Non-U.S. government	6		38		—		44
U.S. government agencies	—		21		—		21
Other	—		28		—		28
Exchange-traded funds	8		—		—		8
Total domestic plan assets in the fair value hierarchy	$	1,476	$	3,170	$	—	$	4,646
Other assets measured at NAV:
Funds of funds							154
Venture capital and partnership interests							6
Total domestic plan assets, at fair value							$	4,806

Plan assets measured at fair value on a recurring basis— foreign plans at Dec. 31, 2022
(in millions)	Level 1		Level 2		Level 3		Total fair value
Corporate debt funds	$	—	$	611	$	—	$	611
Equity funds	—		117		—		117
Sovereign/government obligation funds	—		111		—		111
Cash and currency	16		—		—		16
Total foreign plan assets in the fair value hierarchy	$	16	$	839	$	—	$	855
Other assets measured at NAV							120
Total foreign plan assets, at fair value							$	975

Other assets measured at NAV per share, as a practical expedient

Certain pension and post-retirement plan assets are invested in funds of funds, venture capital and partnership interests and other contracts valued using NAV, as a practical expedient. The funds of funds investments are redeemable at NAV under agreements with the funds of funds managers.

BNY Mellon 175

Notes to Consolidated Financial Statements (continued)

Assets valued using NAV at Dec. 31, 2023
(dollars in millions)	Fair value		Unfunded commitments		Redemption frequency	Redemption notice period
Funds of funds (a)	$	164	$	—	Monthly	30-45 days
Venture capital and partnership interests (b)	83		—		N/A	N/A
Other contracts (c)	36		—		N/A	N/A
Total	$	283	$	—

Assets valued using NAV at Dec. 31, 2022
(dollars in millions)	Fair value		Unfunded commitments		Redemption frequency	Redemption notice period
Funds of funds (a)	$	154	$	—	Monthly	30-45 days
Venture capital and partnership interests (b)	91		—		N/A	N/A
Other contracts (c)	35		—		N/A	N/A
Total	$	280	$	—

(a)Funds of funds includes multi-strategy hedge funds that utilize investment strategies that invest over both long-term investment and short-term investment horizons.

(b)Venture capital and partnership interests do not have redemption rights. Distributions from such funds will be received as the underlying investments are liquidated.

(c)Other contracts include assets invested in pooled accounts at insurance companies that are privately valued by the asset manager.

N/A – Not applicable.

Defined contribution plans

We sponsor defined contribution plans in the U.S. and in certain non-U.S. locations, all of which are administered in accordance with local laws. The most significant defined contribution plan is The Bank of New York Mellon Corporation 401(k) Savings Plan sponsored by the Company in the U.S. and covers substantially all U.S. employees.

Under The Bank of New York Mellon Corporation 401(k) Savings Plan for 2023, 2022 and 2021, the Company matched 100% of participant contributions up to 7% of an employee’s eligible base pay with a monetary limit of $16,000 per participant. In addition, an annual non-elective contribution of $750 was made in 2023, 2022 and 2021 to each participant with eligible base pay of less than $100,000 a year and who are credited with at least one year of service.

At Dec. 31, 2023 and Dec. 31, 2022, The Bank of New York Mellon Corporation 401(k) Savings Plan owned 8.7 million and 9.2 million shares of our common stock, respectively. The fair value of total assets was $8.8 billion at Dec. 31, 2023 and $7.8 billion at Dec. 31, 2022. We recorded expenses of $282 million in 2023, $276 million in 2022 and $258

million in 2021, primarily for contributions to our defined contribution plans.

We also have an ESOP covering certain domestic full-time employees hired on or before July 1, 2008. The ESOP works in conjunction with the defined benefit pension plan. Employees are entitled to the higher of their benefit under the ESOP or such defined benefit pension plan at retirement. Benefits payable under the defined benefit pension plan are offset by the equivalent value of benefits earned under the ESOP.

At Dec. 31, 2023 and Dec. 31, 2022, the ESOP owned 3.5 million and 3.7 million shares of our common stock, respectively. The fair value of total ESOP assets was $185 million at Dec. 31, 2023 and $171 million at Dec. 31, 2022. The Company is not permitted to make contributions to the ESOP.

The Benefits Investment Committee appointed Fiduciary Counselors Inc. to serve as the independent fiduciary to (i) make all fiduciary decisions related to the continued prudence of offering the common stock of BNY Mellon or its affiliates as an investment option under the plans, other than plan sponsor decisions, and (ii) select and monitor any actively or passively managed investments that are managed by BNY Mellon or its affiliates to be offered to participants as investment options under the plans, excluding self-directed accounts.

Note 19–Company financial information (Parent Corporation)

In connection with our single point of entry resolution strategy, we have established an intermediate holding company (“IHC”) to facilitate the provision of capital and liquidity resources to certain key subsidiaries in the event of material financial distress or failure. In 2017, we entered into a binding support agreement with those key subsidiaries and other related entities that requires the IHC to provide that support. The support agreement requires the Parent to transfer cash and other liquid financial assets to the IHC on an ongoing basis, subject to certain amounts retained by the Parent to meet its near-term cash needs. The Parent’s and the IHC’s obligations under the support agreement are secured. The IHC has provided unsecured subordinated funding notes to the Parent as well as a committed line of credit that allows the Parent to draw funds necessary to service near-term obligations. As a result, during business-as-usual

176 BNY Mellon

Notes to Consolidated Financial Statements (continued)

circumstances, the Parent is expected to continue to have access to the funds necessary to pay dividends, repurchase common stock, service its debt and satisfy its other obligations. If our projected financial resources deteriorate so severely that resolution of the Parent becomes imminent, the committed line of credit the IHC provided to the Parent will automatically terminate, with all amounts outstanding becoming due and payable, and the support agreement will require the Parent to transfer most of its remaining assets (other than stock in subsidiaries and a cash reserve to fund bankruptcy expenses) to the IHC. As a result, during a period of severe financial stress, the Parent could become unable to meet its debt and payment obligations (including with respect to its securities), causing the Parent to seek protection under bankruptcy laws earlier than it otherwise would have.

Our bank subsidiaries are subject to dividend limitations under the federal and state banking laws. Under these statutes, prior regulatory consent is required for dividends in any year that would exceed the bank’s net profits for such year combined with retained net profits for the prior two years. Additionally, such bank subsidiaries may not declare dividends in excess of net profits on hand, as defined, after deducting the amount by which the principal amount of all loans, on which interest is past due for a period of six months or more, exceeds the allowance for credit losses.

The payment of dividends also is limited by minimum capital requirements and buffers imposed on banks. As of Dec. 31, 2023, our bank subsidiaries exceeded these requirements.

Subsequent to Dec. 31, 2023, our U.S. bank subsidiaries could declare dividends to the Parent of approximately $1.7 billion, without the need for a regulatory waiver. In addition, at Dec. 31, 2023, non-bank subsidiaries of the Parent had liquid assets of approximately $3.2 billion.

The bank subsidiaries declared dividends of $3.5 billion in 2023, $1.0 billion in 2022 and $2.5 billion in 2021. The Federal Reserve and the Office of the Comptroller of the Currency have issued additional guidelines that require BHCs and national banks to continually evaluate the level of cash dividends in relation to their respective operating income, capital needs, asset quality and overall financial condition.

The Federal Reserve policy with respect to the payment of cash dividends by BHCs provides that, as a matter of prudent banking, a BHC should not maintain a rate of cash dividends unless its net income available to common shareholders has been sufficient to fully fund the dividends, and the prospective rate of earnings retention appears to be consistent with the holding company’s capital needs, asset quality and overall financial condition. The Federal Reserve can also prohibit a dividend if payment would constitute an unsafe or unsound banking practice.

In January 2023, we announced a share repurchase program approved by our Board of Directors providing for the repurchase of up to $5.0 billion of common shares beginning Jan. 1, 2023. This new share repurchase plan replaced all previously authorized share repurchase plans.

The Federal Reserve Act limits, and requires collateral for, extensions of credit by our insured subsidiary banks to the Parent and certain of its non-bank affiliates. Also, there are restrictions on the amounts of investments by such banks in stock and other securities of BNY Mellon and such affiliates, and restrictions on the acceptance of their securities as collateral for loans by such banks. Extensions of credit by the banks to each of our affiliates are limited to 10% of such bank’s regulatory capital, and in the aggregate for BNY Mellon and all such affiliates to 20%, and collateral must be between 100% and 130% of the amount of the credit, depending on the type of collateral.

In the event of impairment of the capital stock of one of the Parent’s national banks or The Bank of New York Mellon, the Parent, as the banks’ stockholder, could be required to pay such deficiency.

The Parent guarantees the uncommitted lines of credit of Pershing LLC and Pershing Limited subsidiaries. The Parent guarantees described above are full and unconditional and contain the standard provisions relating to parent guarantees of subsidiary debt. Additionally, the Parent guarantees or indemnifies obligations of its consolidated subsidiaries as needed. Generally, there are no stated notional amounts included in these indemnifications and the contingencies triggering the obligation for indemnification are not expected to occur. As a result, we are unable to develop an estimate of the maximum payout under these indemnifications.

BNY Mellon 177

Notes to Consolidated Financial Statements (continued)

However, we believe the possibility is remote that we will have to make any material payment under these guarantees and indemnifications.

The Parent’s condensed financial statements are as follows:

Condensed Income Statement—The Bank of New York Mellon Corporation (Parent Corporation)

	Year ended Dec. 31,
(in millions)	2023		2022		2021
Dividends from bank subsidiaries	$	3,472	$	1,006	$	2,490
Dividends from nonbank subsidiaries	1,070		880		1,106
Interest revenue from bank subsidiaries	71		25		—
Interest revenue from nonbank subsidiaries	64		37		30
(Loss) on securities held for sale	(1)		—		—
Other revenue	83		57		56
Total revenue	4,759		2,005		3,682
Interest expense (including $23, $10 and $6, to subsidiaries, respectively)	1,716		853		339
Other expense	291		433		153
Total expense	2,007		1,286		492
Income before income taxes and equity in undistributed net income of subsidiaries	2,752		719		3,190
(Benefit) for income taxes	(258)		(190)		(92)
Equity in undistributed net income:
Bank subsidiaries	(313)		1,696		282
Nonbank subsidiaries	589		(32)		195
Net income	3,286		2,573		3,759
Preferred stock dividends and redemption charge	(235)		(211)		(207)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation	$	3,051	$	2,362	$	3,552

Condensed Balance Sheet—The Bank of New York Mellon Corporation (Parent Corporation)

	Dec. 31,
(in millions)	2023		2022
Assets:
Cash and due from banks	$	229	$	376
Securities	—		1
Investment in and advances to subsidiaries and associated companies:
Banks	34,184		33,795
Other	38,838		38,119
Subtotal	73,022		71,914
Corporate-owned life insurance	796		793
Other assets	363		610
Total assets	$	74,410	$	73,694
Liabilities:
Deferred compensation	$	367	$	372
Affiliate borrowings	1,294		914
Other liabilities	1,889		1,995
Long-term debt	29,986		29,679
Total liabilities	33,536		32,960
Shareholders’ equity	40,874		40,734
Total liabilities and shareholders’ equity	$	74,410	$	73,694

Condensed Statement of Cash Flows—The Bank of New York Mellon Corporation (Parent Corporation)

	Year ended Dec. 31,
(in millions)	2023		2022		2021
Operating activities:
Net income	$	3,286	$	2,573	$	3,759
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Equity in undistributed net (income) of subsidiaries	(276)		(1,664)		(477)
Change in accrued interest receivable	24		(8)		75
Change in accrued interest payable	24		78		(15)
Change in taxes payable (a)	395		(3)		(142)
Other, net	86		221		(260)
Net cash provided by operating activities	3,539		1,197		2,940
Investing activities:
Acquisitions of, investments in, and advances to subsidiaries (b)	592		(1,962)		870
Net cash provided by (used for) investing activities	592		(1,962)		870
Financing activities:
Proceeds from issuance of long-term debt	5,988		9,179		5,186
Repayments of long-term debt	(6,055)		(4,000)		(4,250)
Change in advances from subsidiaries	364		(2,917)		820
Issuance of common stock	16		23		63
Issuance of preferred stock	—		—		1,287
Treasury stock acquired	(2,604)		(124)		(4,567)
Redemption of preferred stock	(500)		—		(1,000)
Cash dividends paid	(1,487)		(1,376)		(1,323)
Net cash (used for) provided by financing activities	(4,278)		785		(3,784)
Change in cash and due from banks	(147)		20		26
Cash and due from banks at beginning of year	376		356		330
Cash and due from banks at end of year	$	229	$	376	$	356
Supplemental disclosures
Interest paid	$	1,693	$	774	$	354
Income taxes refunded	2		—		1

(a)    Includes payments received from subsidiaries for taxes of $986 million in 2023, $70 million in 2022 and $21 million in 2021.

(b)    Includes $1,963 million of cash outflows, net of $2,555 million of cash inflows in 2023, $2,778 million of cash outflows, net of $816 million of cash inflows in 2022 and $10 million of cash outflows, net of $880 million of cash inflows in 2021.

178 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Note 20–Fair value measurement

Fair value is defined as the price 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. A three-level hierarchy for fair value measurements is utilized based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. BNY Mellon’s own creditworthiness is considered when valuing liabilities.

Fair value focuses on exit price in an orderly transaction (that is, not a forced liquidation or distressed sale) between market participants at the measurement date under current market conditions. If there has been a significant decrease in the volume and level of activity for the asset or liability, a change in valuation technique or the use of multiple valuation techniques may be appropriate. In such instances, determining the price at which willing market participants would transact at the measurement date under current market conditions depends on the facts and circumstances and requires the use of significant judgment. The objective is to determine from weighted indicators of fair value a reasonable point within the range that is most representative of fair value under current market conditions.

Determination of fair value

We have established processes for determining fair values. Fair value is based upon quoted market prices in active markets, where available. For financial instruments where quotes from recent exchange transactions are not available, we determine fair value based on discounted cash flow analysis, comparison to similar instruments and the use of financial models. Discounted cash flow analysis is dependent upon estimated future cash flows and the level of interest rates. Model-based pricing uses inputs of observable prices, where available, for interest rates, foreign exchange rates, option volatilities and other factors. Models are benchmarked and validated by an independent internal risk management function. Our valuation process takes into consideration factors such as counterparty credit quality, liquidity, concentration concerns and observability of model parameters. Valuation adjustments may be made to record financial instruments at fair value.

Most derivative contracts are valued using models which are calibrated to observable market data and

employ standard market pricing theory for their valuations. Valuation models incorporate counterparty credit risk by discounting each trade’s expected exposures to the counterparty using the counterparty’s credit spreads, as implied by the credit default swap market. We also adjust expected liabilities to the counterparty using BNY Mellon’s own credit spreads, as implied by the credit default swap market. Accordingly, the valuation of our derivative positions is sensitive to the current changes in our own credit spreads, as well as those of our counterparties.

In certain cases, recent prices may not be observable for instruments that trade in inactive or less active markets. Upon evaluating the uncertainty in valuing financial instruments subject to liquidity issues, we make an adjustment to their value. The determination of the liquidity adjustment includes the availability of external quotes, the time since the latest available quote and the price volatility of the instrument.

Certain parameters in some financial models are not directly observable and, therefore, are based on management’s estimates and judgments. These financial instruments are normally traded less actively. We apply valuation adjustments to mitigate the possibility of error and revision in the model-based estimate value. Examples include products where parameters such as correlation and recovery rates are unobservable.

The methods described above for instruments that trade in inactive or less active markets may produce a current fair value calculation that may not be indicative of net realizable value or reflective of future fair values. We believe our methods of determining fair value are appropriate and consistent with other market participants. However, the use of different methodologies or different assumptions to value certain financial instruments could result in a different estimate of fair value.

Valuation hierarchy

A three-level valuation hierarchy is used for disclosure of fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are described below.

Level 1: Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or

BNY Mellon 179

Notes to Consolidated Financial Statements (continued)

liabilities in active markets. Level 1 assets and liabilities include certain debt and equity securities, derivative financial instruments actively traded on exchanges and highly liquid government bonds.

Level 2: Observable inputs other than Level 1 prices, for example, quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs that are observable or can be corroborated, either directly or indirectly, for substantially the full term of the financial instrument. Level 2 assets and liabilities include debt instruments that are traded less frequently than exchange-traded securities and derivative financial instruments whose model inputs are observable in the market or can be corroborated by market-observable data.

Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

Valuation methodology

Following is a description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy.

Securities

We determine fair value primarily based on pricing sources with reasonable levels of price transparency. Where quoted prices are available in an active market, we classify the securities within Level 1 of the valuation hierarchy. Securities include both long and short positions. Level 1 securities include U.S. Treasury and certain non-U.S. government debt securities that are actively traded in highly liquid OTC markets, money market funds and exchange-traded equities.

If quoted market prices are not available, fair values are primarily determined using pricing models using observable trade data, market data, quoted prices of securities with similar characteristics or discounted cash flows. Examples of such instruments, which would generally be classified within Level 2 of the valuation hierarchy, include RMBS, MBS, certain

non-U.S. government debt, foreign covered bonds and CLOs.

Specifically, the pricing sources obtain recent transactions for similar types of securities (e.g., vintage, position in the securitization structure) and ascertain variables such as discount rate and speed of prepayment for the types of transaction and apply such variables to similar types of bonds. We view these as observable transactions in the current marketplace and classify such securities as Level 2. Pricing sources discontinue pricing any specific security whenever they determine there is insufficient observable data to provide a good-faith opinion on price.

At Dec. 31, 2023, approximately 99% of our securities were valued by pricing sources with reasonable levels of price transparency. The remaining securities were generally valued using observable inputs. Additional disclosures of securities are provided in Note 4.

In certain cases where there is limited activity or less transparency around inputs to the valuation, we classify those securities in Level 3 of the valuation hierarchy. As of Dec. 31, 2023, we have no instruments included in Level 3 of the valuation hierarchy.

Derivative financial instruments

We classify exchange-traded derivative financial instruments valued using quoted prices in Level 1 of the valuation hierarchy. Examples include exchange-traded equity and foreign exchange options. Since few other classes of derivative contracts are listed on an exchange, most of our derivative positions are valued using models that use as their basis readily observable market parameters, and we classify them in Level 2 of the valuation hierarchy. Such derivative financial instruments include swaps and options, foreign exchange spot and forward contracts and credit default swaps.

Derivatives valued using models with significant unobservable market parameters in markets that lack two-way flow are classified in Level 3 of the valuation hierarchy. Examples may include long-dated swaps and options, where parameters may be unobservable for longer maturities; and certain highly structured products, where correlation risk is unobservable. As of Dec. 31, 2023, we have no

180 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Level 3 derivatives. Additional disclosures of derivative instruments are provided in Note 23.

Seed capital

In our Investment and Wealth Management business segment, we make seed capital investments in certain funds we manage. Seed capital is generally included in other assets on the consolidated balance sheet. When applicable, we value seed capital based on the published NAV of the fund.

For other types of investments in funds, we consider all of the rights and obligations inherent in our ownership interest, including the reported NAV as well as other factors that affect the fair value of our interest in the fund.

Other assets measured at NAV

We hold private equity investments, primarily SBICs, which are compliant with the Volcker Rule. There

are no readily available market quotations for these investment partnerships. The fair value of the SBICs is based on our ownership percentage of the fair value of the underlying investments as provided by the partnership managers. These investments are typically valued on a quarterly basis. Our SBIC private equity investments are valued at NAV as a practical expedient for fair value.

The following tables present the financial instruments carried at fair value at Dec. 31, 2023 and Dec. 31, 2022, by caption on the consolidated balance sheet and by the three-level valuation hierarchy. We have included credit ratings information in certain of the tables because the information indicates the degree of credit risk to which we are exposed, and significant changes in ratings classifications could result in increased risk for us.

BNY Mellon 181

Notes to Consolidated Financial Statements (continued)

Assets and liabilities measured at fair value on a recurring basis at Dec. 31, 2023												Total carrying value
(dollars in millions)	Level 1			Level 2			Level 3			Netting (a)
Assets
Available-for-sale securities:
U.S. Treasury	$	16,604		$	—		$	—		$	—	$	16,604
Non-U.S. government (b)	2,439			15,943			—			—		18,382
Agency RMBS	—			13,111			—			—		13,111
Agency commercial MBS	—			7,729			—			—		7,729
Foreign covered bonds	—			6,334			—			—		6,334
CLOs	—			6,137			—			—		6,137
Non-agency commercial MBS	—			2,935			—			—		2,935
U.S. government agencies	—			2,901			—			—		2,901
Non-agency RMBS	—			1,740			—			—		1,740
Other ABS	—			943			—			—		943
Other debt securities	—			1			—			—		1
Total available-for-sale securities	19,043			57,774			—			—		76,817
Trading assets:
Debt instruments	1,246			2,255			—			—		3,501
Equity instruments	4,518			—			—			—		4,518
Derivative assets not designated as hedging:
Interest rate	7			1,053			—			(751)		309
Foreign exchange	—			9,227			—			(7,498)		1,729
Equity and other contracts	—			8			—			(7)		1
Total derivative assets not designated as hedging	7			10,288			—			(8,256)		2,039
Total trading assets	5,771			12,543			—			(8,256)		10,058
Other assets:
Derivative assets designated as hedging:
Interest rate	—			214			—			—		214
Foreign exchange	—			22			—			—		22
Total derivative assets designated as hedging	—			236			—			—		236
Other assets (c)	486			386			—			—		872
Total other assets	486			622			—			—		1,108
Assets measured at NAV (c)												153
Total assets	$	25,300		$	70,939		$	—		$	(8,256)	$	88,136
Percentage of total assets prior to netting	26		%	74		%	—		%

Liabilities
Trading liabilities:
Debt instruments	$	2,508		$	12		$	—		$	—	$	2,520
Equity instruments	23			—			—			—		23
Derivative liabilities not designated as hedging:
Interest rate	8			1,339			—			(635)		712
Foreign exchange	—			9,282			—			(6,341)		2,941
Equity and other contracts	9			135			—			(114)		30
Total derivative liabilities not designated as hedging	17			10,756			—			(7,090)		3,683
Total trading liabilities	2,548			10,768			—			(7,090)		6,226
Other liabilities
Derivative liabilities designated as hedging:
Interest rate	—			—			—			—		—
Foreign exchange	—			173			—			—		173
Total derivative liabilities designated as hedging	—			173			—			—		173
Other liabilities	—			22			—			—		22
Total other liabilities	—			195			—			—		195
Total liabilities	$	2,548		$	10,963		$	—		$	(7,090)	$	6,421
Percentage of total liabilities prior to netting	19		%	81		%	—		%

(a)    ASC 815, Derivatives and Hedging, permits the netting of derivative receivables and derivative payables under legally enforceable master netting agreements and permits the netting of cash collateral. Netting is applicable to derivatives not designated as hedging instruments included in trading assets or trading liabilities and derivatives designated as hedging instruments included in other assets or other liabilities. Netting is allocated to the derivative products based on the net fair value of each product.

(b)    Includes supranational securities.

(c)    Includes seed capital, private equity investments and other assets.

182 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Assets and liabilities measured at fair value on a recurring basis at Dec. 31, 2022												Total carrying value
(dollars in millions)	Level 1			Level 2			Level 3			Netting (a)
Assets
Available-for-sale securities:
U.S. Treasury	$	29,533		$	—		$	—		$	—	$	29,533
Non-U.S. government (b)	4,237			16,102			—			—		20,339
Agency RMBS	—			8,957			—			—		8,957
Agency commercial MBS	—			8,060			—			—		8,060
Foreign covered bonds	—			5,758			—			—		5,758
CLOs	—			5,343			—			—		5,343
Non-agency commercial MBS	—			2,977			—			—		2,977
U.S. government agencies	—			2,294			—			—		2,294
Non-agency RMBS	—			2,029			—			—		2,029
Other ABS	—			1,319			—			—		1,319
Other debt securities	—			13			—			—		13
Total available-for-sale securities	33,770			52,852			—			—		86,622
Trading assets:
Debt instruments	1,590			1,901			—			—		3,491
Equity instruments	3,791			—			—			—		3,791
Derivative assets not designated as hedging:
Interest rate	10			1,287			—			(986)		311
Foreign exchange	—			9,433			—			(7,215)		2,218
Equity and other contracts	4			98			—			(5)		97
Total derivative assets not designated as hedging	14			10,818			—			(8,206)		2,626
Total trading assets	5,395			12,719			—			(8,206)		9,908
Other assets:
Derivative assets designated as hedging:
Interest rate	—			205			—			—		205
Foreign exchange	—			114			—			—		114
Total derivative assets designated as hedging	—			319			—			—		319
Other assets (c)	294			220			—			—		514
Total other assets	294			539			—			—		833
Assets measured at NAV (c)												138
Total assets	$	39,459		$	66,110		$	—		$	(8,206)	$	97,501
Percentage of total assets prior to netting	37		%	63		%	—		%

Liabilities
Trading liabilities:
Debt instruments	$	2,373		$	101		$	—		$	—	$	2,474
Equity instruments	97			—			—			—		97
Derivative liabilities not designated as hedging:
Interest rate	6			1,578			—			(798)		786
Foreign exchange	—			9,456			—			(7,444)		2,012
Equity and other contracts	—			17			—			(1)		16
Total derivative liabilities not designated as hedging	6			11,051			—			(8,243)		2,814
Total trading liabilities	2,476			11,152			—			(8,243)		5,385
Other liabilities:
Derivative liabilities designated as hedging:
Foreign exchange	—			220			—			—		220
Total derivative liabilities designated as hedging	—			220			—			—		220
Other liabilities	—			1			—			—		1
Total other liabilities	—			221			—			—		221
Total liabilities	$	2,476		$	11,373		$	—		$	(8,243)	$	5,606
Percentage of total liabilities prior to netting	18		%	82		%	—		%

(a)    ASC 815, Derivatives and Hedging, permits the netting of derivative receivables and derivative payables under legally enforceable master netting agreements and permits the netting of cash collateral. Netting is applicable to derivatives not designated as hedging instruments included in trading assets or trading liabilities and derivatives designated as hedging instruments included in other assets or other liabilities. Netting is allocated to the derivative products based on the net fair value of each product.

(b)    Includes supranational securities.

(c)    Includes seed capital, private equity investments and other assets.

BNY Mellon 183

Notes to Consolidated Financial Statements (continued)

Details of certain available-for-sale securities measured at fair value on a recurring basis	Dec. 31, 2023												Dec. 31, 2022
	Total carrying value (b)		Ratings (a)										Total carrying value (b)		Ratings (a)
			AAA/ AA-		A+/ A-		BBB+/ BBB-		BB+ and lower		Not rated				AAA/ AA-		A+/ A-		BBB+/ BBB-		BB+ and lower		Not rated
(dollars in millions)
Non-agency RMBS, originated in:
2008-2023	$	1,487	100	%	—	%	—	%	—	%	—	%	$	1,728	100	%	—	%	—	%	—	%	—	%
2007 and earlier	253		5		13		1		40		41		301		5		13		1		45		36
Total non-agency RMBS	$	1,740	86	%	2	%	—	%	6	%	6	%	$	2,029	86	%	2	%	—	%	7	%	5	%
Non-agency commercial MBS originated in:
2009-2023	$	2,935	100	%	—	%	—	%	—	%	—	%	$	2,977	100	%	—	%	—	%	—	%	—	%
Foreign covered bonds:
Canada	$	2,473	100	%	—	%	—	%	—	%	—	%	$	2,384	100	%	—	%	—	%	—	%	—	%
UK	1,035		100		—		—		—		—		1,215		100		—		—		—		—
Australia	689		100		—		—		—		—		696		100		—		—		—		—
Germany	664		100		—		—		—		—		542		100		—		—		—		—
Other	1,473		100		—		—		—		—		921		100		—		—		—		—
Total foreign covered bonds	$	6,334	100	%	—	%	—	%	—	%	—	%	$	5,758	100	%	—	%	—	%	—	%	—	%
Non-U.S. government:
Germany	$	2,658	100	%	—	%	—	%	—	%	—	%	$	3,103	100	%	—	%	—	%	—	%	—	%
France	1,562		100		—		—		—		—		1,905		100		—		—		—		—
Canada	1,336		95		5		—		—		—		1,354		92		8		—		—		—
UK	1,316		100		—		—		—		—		2,225		100		—		—		—		—
Belgium	511		100		—		—		—		—		9		100		—		—		—		—
Japan	410		—		100		—		—		—		475		—		100		—		—		—
Norway	374		100		—		—		—		—		427		100		—		—		—		—
Netherlands	334		100		—		—		—		—		416		100		—		—		—		—
Singapore	302		100		—		—		—		—		797		100		—		—		—		—
Spain	293		—		17		83		—		—		214		—		40		60		—		—
Finland	282		100		—		—		—		—		194		100		—		—		—		—
Other (c)	1,348		70		3		17		10		—		1,486		64		2		26		8		—
Supranational	7,656		100		—		—		—		—		7,734		100		—		—		—		—
Total non-U.S. government	$	18,382	94	%	3	%	2	%	1	%	—	%	$	20,339	93	%	3	%	3	%	1	%	—	%

(a)    Represents ratings by S&P or the equivalent.

(b)    At Dec. 31, 2023 and Dec. 31, 2022, non-U.S. government securities were included in Level 1 and Level 2 in the valuation hierarchy. All other assets in the table are Level 2 assets in the valuation hierarchy.

(c)    Includes non-investment grade non-U.S. government securities related to Brazil of $140 million at Dec. 31, 2023 and $123 million at Dec. 31, 2022.

Assets and liabilities measured at fair value on a nonrecurring basis

Under certain circumstances, we make adjustments to the fair value of our assets, liabilities and unfunded lending-related commitments, although they are not measured at fair value on an ongoing basis. The following table presents the carrying value as of Dec. 31, 2023 and Dec. 31, 2022 of financial instruments for which nonrecurring adjustments to fair value have been recorded during 2023 and/or 2022 and all non-readily marketable equity securities carried at cost with upward or downward adjustments by balance sheet caption and level in the fair value hierarchy.

Assets measured at fair value on a nonrecurring basis	Dec. 31, 2023								Dec. 31, 2022
							Total carrying value								Total carrying value
(in millions)	Level 1		Level 2		Level 3				Level 1		Level 2		Level 3
Loans (a)	$	—	$	28	$	—	$	28	$	—	$	33	$	—	$	33
Other assets (b)	—		481		—		481		—		448		—		448
Total assets at fair value on a nonrecurring basis	$	—	$	509	$	—	$	509	$	—	$	481	$	—	$	481

(a)    The fair value of these loans decreased $3 million in 2023 and was unchanged in 2022, based on the fair value of the underlying collateral, as required by guidance in ASC 326, Financial Instruments – Credit Losses, with an offset to the allowance for credit losses.

(b)    Includes non-readily marketable equity securities carried at cost with upward or downward adjustments and other assets received in satisfaction of debt.

184 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Estimated fair value of financial instruments

The following tables present the estimated fair value and the carrying amount of financial instruments not carried at fair value on the consolidated balance sheet at Dec. 31, 2023 and Dec. 31, 2022, by caption on the consolidated balance sheet and by the valuation hierarchy.

Summary of financial instruments	Dec. 31, 2023
(in millions)	Level 1		Level 2		Level 3		Total estimated fair value		Carrying amount
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks	$	—	$	111,550	$	—	$	111,550	$	111,550
Interest-bearing deposits with banks	—		12,134		—		12,134		12,139
Federal funds sold and securities purchased under resale agreements	—		28,900		—		28,900		28,900
Securities held-to-maturity	9,545		35,166		—		44,711		49,578
Loans (a)	—		65,026		—		65,026		65,977
Other financial assets	4,922		2,149		—		7,071		7,071
Total	$	14,467	$	254,925	$	—	$	269,392	$	275,215
Liabilities:
Noninterest-bearing deposits	$	—	$	58,274	$	—	$	58,274	$	58,274
Interest-bearing deposits	—		221,463		—		221,463		225,395
Federal funds purchased and securities sold under repurchase agreements	—		14,507		—		14,507		14,507
Payables to customers and broker-dealers	—		18,395		—		18,395		18,395
Borrowings	—		1,274		—		1,274		1,274
Long-term debt	—		30,596		—		30,596		31,257
Total	$	—	$	344,509	$	—	$	344,509	$	349,102

(a)    Does not include the leasing portfolio.

Summary of financial instruments	Dec. 31, 2022
(in millions)	Level 1		Level 2		Level 3		Total estimated fair value		Carrying amount
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks	$	—	$	91,655	$	—	$	91,655	$	91,655
Interest-bearing deposits with banks	—		17,167		—		17,167		17,169
Federal funds sold and securities purchased under resale agreements	—		24,298		—		24,298		24,298
Securities held-to-maturity	10,948		39,044		—		49,992		56,194
Loans (a)	—		64,668		—		64,668		65,230
Other financial assets	5,030		1,817		—		6,847		6,847
Total	$	15,978	$	238,649	$	—	$	254,627	$	261,393
Liabilities:
Noninterest-bearing deposits	$	—	$	78,017	$	—	$	78,017	$	78,017
Interest-bearing deposits	—		196,258		—		196,258		200,953
Federal funds purchased and securities sold under repurchase agreements	—		12,335		—		12,335		12,335
Payables to customers and broker-dealers	—		23,435		—		23,435		23,435
Borrowings	—		911		—		911		911
Long-term debt	—		28,977		—		28,977		30,458
Total	$	—	$	339,933	$	—	$	339,933	$	346,109

(a)    Does not include the leasing portfolio.

Note 21–Fair value option

We elected fair value as an alternative measurement for selected financial assets and liabilities that are not otherwise required to be measured at fair value, including the assets and liabilities of consolidated

investment management funds and subordinated notes associated with certain equity investments.

The following table presents the assets and liabilities of consolidated investment management funds, at fair value.

BNY Mellon 185

Notes to Consolidated Financial Statements (continued)

Assets and liabilities of consolidated investment management funds, at fair value
	Dec. 31,
(in millions)	2023		2022
Assets of consolidated investment management funds:
Trading assets	$	510	$	203
Other assets	16		6
Total assets of consolidated investment management funds	$	526	$	209
Liabilities of consolidated investment management funds:
Other liabilities	$	1	$	1
Total liabilities of consolidated investment management funds	$	1	$	1

The assets and liabilities of the consolidated investment management funds are included in other assets and other liabilities on the consolidated balance sheet. We value the assets and liabilities of consolidated investment management funds using quoted prices for identical assets or liabilities in active markets or observable inputs such as quoted prices for similar assets or liabilities. Quoted prices for either identical or similar assets or liabilities in inactive markets may also be used. Accordingly, fair value best reflects the interests BNY Mellon holds in the economic performance of the consolidated investment management funds. Changes in the fair value of the assets and liabilities are recorded as income (loss) from consolidated investment management funds, which is included in investment and other revenue in the consolidated income statement.

We elected the fair value option on subordinated notes associated with certain equity investments. The fair value of these subordinated notes was $4 million at Dec. 31, 2023 and $10 million at Dec. 31, 2022, and are included in other assets on the consolidated balance sheet. The subordinated notes were valued using observable market inputs and included in Level 2 of the valuation hierarchy.

Note 22–Commitments and contingent liabilities

Off-balance sheet arrangements

In the normal course of business, various commitments and contingent liabilities are outstanding that are not reflected in the accompanying consolidated balance sheets.

Our significant trading and off-balance sheet risks are securities, foreign currency and interest rate risk management products, commercial lending commitments, letters of credit and securities lending indemnifications. We assume these risks to reduce interest rate and foreign currency risks, to provide customers with the ability to meet credit and liquidity needs and to hedge foreign currency and interest rate risks. These items involve, to varying degrees, credit, foreign currency and interest rate risks not recognized on the balance sheet. Our off-balance sheet risks are managed and monitored in manners similar to those used for on-balance sheet risks.

The following table presents a summary of our off-balance sheet credit risks.

Off-balance sheet credit risks	Dec. 31, 2023		Dec. 31, 2022
(in millions)
Lending commitments	$	46,518	$	49,750
Standby letters of credit (“SBLC”) (a)	1,816		1,918
Commercial letters of credit	41		19
Securities lending indemnifications (b)(c)	492,739		491,043

(a)Net of participations totaling $163 million at Dec. 31, 2023 and $175 million at Dec. 31, 2022.

(b)Excludes the indemnification for securities for which BNY Mellon acts as an agent on behalf of CIBC Mellon clients, which totaled $59 billion at Dec. 31, 2023 and $64 billion at Dec. 31, 2022.

(c)Includes cash collateral, invested in indemnified repurchase agreements, held by us as securities lending agent of $45 billion at Dec. 31, 2023 and $43 billion at Dec. 31, 2022.

The total potential loss on undrawn lending commitments, standby and commercial letters of credit, and securities lending indemnifications is equal to the total notional amount if drawn upon, which does not consider the value of any collateral.

Since many of the lending commitments are expected to expire without being drawn upon, the total amount does not necessarily represent future cash requirements. A summary of lending commitment maturities is as follows: $27.2 billion in less than one year, $18.9 billion in one to five years and $421 million over five years.

SBLCs principally support obligations of corporate clients and were collateralized with cash and securities of $158 million at Dec. 31, 2023 and $144 million at Dec. 31, 2022. At Dec. 31, 2023, $1.3 billion of the SBLCs will expire within one year, $512 million in one to five years and $8 million over five years.

186 BNY Mellon

Notes to Consolidated Financial Statements (continued)

We must recognize, at the inception of an SBLC and foreign and other guarantees, a liability for the fair value of the obligation undertaken in issuing the guarantee. The fair value of the liability, which was recorded with a corresponding asset in other assets, was estimated as the present value of contractual customer fees. The estimated liability for losses related to SBLCs and foreign and other guarantees, if any, is included in the allowance for lending-related commitments.

Payment/performance risk of SBLCs is monitored using both historical performance and internal ratings criteria. BNY Mellon’s historical experience is that SBLCs typically expire without being funded. SBLCs below investment grade are monitored closely for payment/performance risk. The table below shows SBLCs by investment grade:

Standby letters of credit	Dec. 31, 2023		Dec. 31, 2022
Investment grade	74	%	75	%
Non-investment grade	26	%	25	%

A commercial letter of credit is normally a short-term instrument used to finance a commercial contract for the shipment of goods from a seller to a buyer. Although the commercial letter of credit is contingent upon the satisfaction of specified conditions, it represents a credit exposure if the buyer defaults on the underlying transaction. As a result, the total contractual amounts do not necessarily represent future cash requirements. Commercial letters of credit totaled $41 million at Dec. 31, 2023 and $19 million at Dec. 31, 2022.

We expect many of the lending commitments and letters of credit to expire without the need to advance any cash. The revenue associated with guarantees frequently depends on the credit rating of the obligor and the structure of the transaction, including collateral, if any. The allowance for lending-related commitments was $87 million at Dec. 31, 2023 and $78 million at Dec. 31, 2022.

A securities lending transaction is a fully collateralized transaction in which the owner of a security agrees to lend the security (typically through an agent, in our case, The Bank of New York Mellon) to a borrower, usually a broker-dealer or bank, on an open, overnight or term basis, under the terms of a prearranged contract.

We typically lend securities with indemnification against borrower default. We generally require the borrower to provide collateral with a minimum value of 102% of the fair value of the securities borrowed, which is monitored on a daily basis, thus reducing credit risk. Market risk can also arise in securities lending transactions. These risks are controlled through policies limiting the level of risk that can be undertaken. Securities lending transactions are generally entered into only with highly rated counterparties. Securities lending indemnifications were secured by collateral of $518 billion at Dec. 31, 2023 and $515 billion at Dec. 31, 2022.

CIBC Mellon, a joint venture between BNY Mellon and the Canadian Imperial Bank of Commerce (“CIBC”), engages in securities lending activities.  CIBC Mellon, BNY Mellon and CIBC jointly and severally indemnify securities lenders against specific types of borrower default. At Dec. 31, 2023 and Dec. 31, 2022, $59 billion and $64 billion, respectively, of borrowings at CIBC Mellon, for which BNY Mellon acts as agent on behalf of CIBC Mellon clients, were secured by collateral of $62 billion and $68 billion, respectively. If, upon a default, a borrower’s collateral was not sufficient to cover its related obligations, certain losses related to the indemnification could be covered by the indemnitors.

Unsettled repurchase and reverse repurchase agreements

In the normal course of business, we enter into repurchase agreements and reverse repurchase agreements that settle at a future date. In repurchase agreements, BNY Mellon receives cash from and provides securities as collateral to a counterparty at settlement. In reverse repurchase agreements, BNY Mellon advances cash to and receives securities as collateral from the counterparty at settlement. These transactions are recorded on the consolidated balance sheet on the settlement date. At Dec. 31, 2023, we had no unsettled repurchase agreements and $77.9 billion of unsettled reverse repurchase agreements. At Dec. 31, 2022, we had $4.0 billion of unsettled repurchase agreements and $11.3 billion of unsettled reverse repurchase agreements.

Industry concentrations

We have significant industry concentrations related to credit exposure at Dec. 31, 2023. The tables below

BNY Mellon 187

Notes to Consolidated Financial Statements (continued)

present our credit exposure in the financial institutions and commercial portfolios.

Financial institutions portfolio exposure (in billions)	Dec. 31, 2023
	Loans		Unfunded commitments		Total exposure
Securities industry	$	2.3	$	14.8	$	17.1
Asset managers	1.4		8.0		9.4
Banks	6.4		1.4		7.8
Insurance	0.1		3.9		4.0
Government	—		0.2		0.2
Other	0.3		0.9		1.2
Total	$	10.5	$	29.2	$	39.7

Commercial portfolio exposure (in billions)	Dec. 31, 2023
	Loans		Unfunded commitments		Total exposure
Services and other	$	1.2	$	3.4	$	4.6
Manufacturing	0.5		3.6		4.1
Energy and utilities	0.4		3.7		4.1
Media and telecom	—		0.7		0.7
Total	$	2.1	$	11.4	$	13.5

Major concentrations in securities lending are primarily to broker-dealers and are generally collateralized with cash and/or securities.

Sponsored member repo program

BNY Mellon is a sponsoring member in the Fixed Income Clearing Corporation (“FICC”) sponsored member program, where we submit eligible repurchase and reverse repurchase transactions in U.S. Treasury and agency securities (“Sponsored Member Transactions”) between BNY Mellon and our sponsored member clients for novation and clearing through FICC pursuant to the FICC Government Securities Division rulebook (the “FICC Rules”). We also guarantee to FICC the prompt and full payment and performance of our sponsored member clients’ respective obligations under the FICC Rules in connection with such clients’ Sponsored Member Transactions. We minimize our credit exposure under this guaranty by obtaining a security interest in our sponsored member clients’ collateral and rights under Sponsored Member Transactions. See “Offsetting assets and liabilities” in Note 23 for additional information on our repurchase and reverse repurchase agreements.

Indemnification arrangements

We have provided standard representations for underwriting agreements, acquisition and divestiture agreements, sales of loans and commitments, and other similar types of arrangements and customary indemnification for claims and legal proceedings related to providing financial services that are not otherwise included above. Insurance has been purchased to mitigate certain of these risks. Generally, there are no stated or notional amounts included in these indemnifications and the contingencies triggering the obligation for indemnification are not expected to occur. Furthermore, often counterparties to these transactions provide us with comparable indemnifications. We are unable to develop an estimate of the maximum payout under these indemnifications for several reasons. In addition to the lack of a stated or notional amount in a majority of such indemnifications, we are unable to predict the nature of events that would trigger indemnification or the level of indemnification for a certain event. We believe, however, that the possibility that we will have to make any material payments for these indemnifications is remote. At Dec. 31, 2023 and Dec. 31, 2022, we have not recorded any material liabilities under these arrangements.

Clearing and settlement exchanges

We are a noncontrolling equity investor in, and/or member of, several industry clearing or settlement exchanges through which foreign exchange, securities, derivatives or other transactions settle. Certain of these industry clearing and settlement exchanges require their members to guarantee their obligations and liabilities and/or to provide liquidity support in the event other members do not honor their obligations. We believe the likelihood that a clearing or settlement exchange (of which we are a member) would become insolvent is remote. Additionally, certain settlement exchanges have implemented loss allocation policies that enable the exchange to allocate settlement losses to the members of the exchange. It is not possible to quantify such mark-to-market loss until the loss occurs. Any ancillary costs that occur as a result of any mark-to-market loss cannot be quantified. In addition, we also sponsor clients as members on clearing and settlement exchanges and guarantee their obligations. At Dec. 31, 2023 and Dec. 31, 2022, we did not record any material liabilities under these arrangements.

188 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Legal proceedings

In the ordinary course of business, The Bank of New York Mellon Corporation and its subsidiaries are routinely named as defendants in or made parties to pending and potential legal actions. We also are subject to governmental and regulatory examinations, information-gathering requests, investigations and proceedings (both formal and informal). Claims for significant monetary damages are often asserted in many of these legal actions, while claims for disgorgement, restitution, penalties and/or other remedial actions or sanctions may be sought in governmental and regulatory matters. It is inherently difficult to predict the eventual outcomes of such matters given their complexity and the particular facts and circumstances at issue in each of these matters. However, on the basis of our current knowledge and understanding, we do not believe that judgments, settlements or orders, if any, arising from these matters (either individually or in the aggregate, after giving effect to applicable reserves and insurance coverage) will have a material adverse effect on the consolidated financial position or liquidity of BNY Mellon, although they could have a material effect on our results of operations in a given period.

In view of the inherent unpredictability of outcomes in litigation and regulatory matters, particularly where (i) the damages sought are substantial or indeterminate, (ii) the proceedings are in the early stages, or (iii) the matters involve novel legal theories or a large number of parties, as a matter of course there is considerable uncertainty surrounding the timing or ultimate resolution of litigation and regulatory matters, including a possible eventual loss, fine, penalty or business impact, if any, associated with each such matter. In accordance with applicable accounting guidance, we establish accruals for litigation and regulatory matters when those matters proceed to a stage where they present loss contingencies that are both probable and reasonably estimable. In such cases, there may be a possible exposure to loss in excess of any amounts accrued. We regularly monitor such matters for developments that could affect the amount of the accrual, and will adjust the accrual amount as appropriate. If the loss contingency in question is not both probable and reasonably estimable, we do not establish an accrual and the matter continues to be monitored for any developments that would make the loss contingency both probable and reasonably estimable. We believe that our accruals for legal proceedings are appropriate

and, in the aggregate, are not material to the consolidated financial position of BNY Mellon, although future accruals could have a material effect on the results of operations in a given period. In addition, if we have the potential to recover a portion of an estimated loss from a third party, we record a receivable up to the amount of the accrual that is probable of recovery.

For certain of those matters described here for which a loss contingency may, in the future, be reasonably possible (whether in excess of a related accrued liability or where there is no accrued liability), BNY Mellon is currently unable to estimate a range of reasonably possible loss. For those matters described here where BNY Mellon is able to estimate a reasonably possible loss, the aggregate range of such reasonably possible loss is up to $700 million in excess of the accrued liability (if any) related to those matters. For matters where a reasonably possible loss is denominated in a foreign currency, our estimate is adjusted quarterly based on prevailing exchange rates. We do not consider potential recoveries when estimating reasonably possible losses.

The following describes certain judicial, regulatory and arbitration proceedings involving BNY Mellon:

Mortgage-Securitization Trusts Proceedings

BNY Mellon has been named as a defendant in a number of legal actions brought by MBS investors alleging that the trustee has expansive duties under the governing agreements, including the duty to investigate and pursue breach of representation and warranty claims against other parties to the MBS transactions. Two actions commenced in December 2015 and February 2017 are pending in New York federal court. An action commenced in December 2014 in New York federal court was dismissed and the dismissal was affirmed on appeal in April 2023. In New York state court, six actions are pending: one case commenced in May 2016; two related cases commenced in September 2021 and October 2022; and three related cases commenced in October 2021, December 2021 and February 2022.

Matters Related to R. Allen Stanford

In late December 2005, Pershing LLC (“Pershing”) became a clearing firm for Stanford Group Co. (“SGC”), a registered broker-dealer that was part of a group of entities ultimately controlled by R. Allen Stanford (“Stanford”). Stanford International Bank, also controlled by Stanford, issued certificates of

BNY Mellon 189

Notes to Consolidated Financial Statements (continued)

deposit (“CDs”). Some investors allegedly wired funds from their SGC accounts to purchase CDs. In 2009, the Securities and Exchange Commission charged Stanford with operating a Ponzi scheme in connection with the sale of CDs, and SGC was placed into receivership. Alleged purchasers of CDs have filed two putative class action proceedings against Pershing: one in November 2009 in Texas federal court, and one in May 2016 in New Jersey federal court. On Nov. 5, 2021, the court dismissed the class action filed in New Jersey and that matter has concluded. Three lawsuits remain against Pershing in Louisiana and New Jersey federal courts, which were filed in January 2010, October 2015 and May 2016. The purchasers allege that Pershing, as SGC’s clearing firm, assisted Stanford in a fraudulent scheme and assert contractual, statutory and common law claims. In March 2019, a group of investors filed a putative class action against The Bank of New York Mellon in New Jersey federal court, making the same allegations as in the prior actions brought against Pershing. On Nov. 12, 2021, the court dismissed the class action against The Bank of New York Mellon; on Dec. 15, 2022, an appeals court reversed the dismissal and returned the case to the trial court for further proceedings. All the cases that have been brought in federal court against Pershing have been consolidated in Texas federal court for discovery purposes. Various alleged Stanford CD purchasers asserted similar claims in Financial Industry Regulatory Authority, Inc. (“FINRA”) arbitration proceedings.

Brazilian Postalis Litigation

BNY Mellon Servicos Financeiros DTVM S.A. (“DTVM”), a subsidiary that provides asset services in Brazil, acts as administrator for certain investment funds in which a public pension fund for postal workers called Postalis-Instituto de Seguridade Social dos Correios e Telégrafos (“Postalis”) invested. On Aug. 22, 2014, Postalis sued DTVM in Rio de Janeiro, Brazil for losses related to a Postalis fund for which DTVM is administrator. Postalis alleges that DTVM failed to properly perform duties, including to conduct due diligence of and exert control over the manager. On March 12, 2015, Postalis filed a lawsuit in Rio de Janeiro against DTVM and BNY Mellon Administração de Ativos Ltda. (“Ativos”) alleging failure to properly perform duties relating to another fund of which DTVM is administrator and Ativos is manager. On Dec. 14, 2015, Associacão dos Profissionais dos Correios (“ADCAP”), a Brazilian postal workers association, filed a lawsuit in São

Paulo against DTVM and other defendants alleging that DTVM improperly contributed to Postalis investment losses. On March 20, 2017, the lawsuit was dismissed without prejudice, and ADCAP appealed. On Aug. 4, 2021, the appellate court overturned the dismissal and sent the lawsuit to a state lower court. On March 2, 2023, DTVM appealed the August 4 decision to Brazil’s Superior Court of Justice. On Dec. 17, 2015, Postalis filed three lawsuits in Rio de Janeiro against DTVM and Ativos alleging failure to properly perform duties with respect to investments in several other funds. On May 20, 2021, the court in one of those lawsuits entered a judgment of approximately $3 million against DTVM and Ativos. On Aug. 23, 2021, DTVM and Ativos filed an appeal of the May 20 decision. On June 7, 2022, the appellate court partially granted and partially denied the appeal, reducing the judgment to approximately $2 million. On July 13, 2023, DTVM and Ativos filed a further appeal to Brazil’s Superior Court of Justice. On Aug. 24, 2022, the court dismissed one of the other lawsuits. On Nov. 24, 2022, Postalis appealed that decision. On Oct. 24, 2023, Postalis’s appeal was denied. On Feb. 4, 2016, Postalis filed a lawsuit in Brasilia against DTVM, Ativos and BNY Mellon Alocação de Patrimônio Ltda. (“Alocação de Patrimônio”), an investment management subsidiary, alleging failure to properly perform duties and liability for losses with respect to investments in various funds of which the defendants were administrator and/or manager. On Jan. 16, 2018, the Brazilian Federal Prosecution Service (“MPF”) filed a civil lawsuit in São Paulo against DTVM alleging liability for Postalis losses based on alleged failures to properly perform certain duties as administrator to certain funds in which Postalis invested or as controller of Postalis’s own investment portfolio. On April 18, 2018, the court dismissed the lawsuit without prejudice. On Aug. 4, 2021, the appellate court overturned the dismissal and returned the lawsuit to the lower court. On April 11, 2022, DTVM appealed the Aug. 4 decision to Brazil’s Superior Court of Justice. On Aug. 21, 2023, DTVM’s appeal was denied. In addition, the Tribunal de Contas da União (“TCU”), an administrative tribunal, has initiated proceedings with the purpose of determining liability for losses to three investment funds administered by DTVM in which Postalis was an investor. On Sept. 9, 2020, TCU rendered a decision in one of the proceedings, finding DTVM and two former Postalis directors jointly and severally liable for approximately $50 million. TCU

190 BNY Mellon

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also imposed on DTVM a fine of approximately $2 million. DTVM’s administrative appeal of the decision was denied. On Feb. 25, 2022, DTVM filed a lawsuit in Brazil federal court in Brasilia seeking annulment of TCU’s decision and an injunction preventing TCU from enforcing the judgment. On Aug. 24, 2022, the Brazilian Federal Attorneys filed an action in Rio de Janeiro court seeking to enforce the fine portion of the judgment. On Nov. 8, 2022, the Brasilia federal court in the annulment action granted DTVM’s request for an injunction, suspending the Sept. 9, 2020 TCU decision until the annulment action is decided. On Oct. 4, 2019, Postalis and another pension fund filed a request for arbitration in São Paulo against DTVM and Ativos alleging liability for losses to an investment fund for which DTVM was administrator and Ativos was manager. On March 26, 2021, DTVM and Ativos filed a lawsuit in São Paulo challenging the decision rendered by the Arbitration Court with respect to its jurisdiction over the case. On Feb. 24, 2023, the São Paulo court annulled the Arbitration Court’s decision that it had jurisdiction, and Postalis and the other pension fund have appealed. On Sept. 21, 2023, the São Paulo court issued an order suspending the arbitration; the Arbitration Court implemented the suspension on Oct. 6, 2023. On Oct. 25, 2019, Postalis filed a lawsuit in Rio de Janeiro against DTVM and Alocação de Patrimônio, alleging liability for losses in another fund for which DTVM was administrator and Alocação de Patrimônio and Ativos were managers. On May 9, 2022, the court found DTVM and Alocação de Patrimônio jointly and severally liable for approximately $20 million. On Aug. 12, 2022, DTVM and Alocação de Patrimônio appealed the decision. On June 19, 2020, a lawsuit was filed in federal court in Rio de Janeiro against DTVM, Postalis, and various other defendants alleging liability against DTVM for certain Postalis losses in an investment fund of which DTVM was administrator. On Feb. 10, 2021, Postalis and another pension fund served DTVM in a lawsuit filed in Rio de Janeiro, alleging liability for losses in another investment fund for which DTVM was administrator and the other defendant was manager.

Brazilian Silverado Litigation

DTVM acts as administrator for the Fundo de Investimento em Direitos Creditórios Multisetorial Silverado Maximum (“Silverado Maximum Fund”), which invests in commercial credit receivables. On June 2, 2016, the Silverado Maximum Fund sued DTVM in its capacity as administrator, along with

Deutsche Bank S.A. - Banco Alemão in its capacity as custodian and Silverado Gestão e Investimentos Ltda. in its capacity as investment manager. The Fund alleges that each of the defendants failed to fulfill its respective duty, and caused losses to the Fund for which the defendants are jointly and severally liable.

German Tax Matters

German authorities are investigating past “cum/ex” trading, which involved the purchase of equity securities on or shortly before the dividend date, but settled after that date, potentially resulting in an unwarranted refund of withholding tax. German authorities have taken the view that past cum/ex trading may have resulted in tax avoidance or evasion. European subsidiaries of BNY Mellon have been informed by German authorities about investigations into potential cum/ex trading by certain third-party investment funds, where one of the subsidiaries had acquired entities that served as depositary and/or fund manager for those third-party investment funds. We have received information requests from the authorities relating to pre-acquisition activity and are cooperating fully with those requests. In August 2019, the District Court of Bonn ordered that one of these subsidiaries be joined as a secondary party in connection with the prosecution of unrelated individual defendants. Trial commenced in September 2019. In March 2020, the court stated that it would refrain from taking action against the subsidiary in order to expedite the conclusion of the trial. The court convicted the unrelated individual defendants, and determined that the cum/ex trading activities of the relevant third-party investment funds were unlawful. In November and December 2020 and February 2023, we received secondary liability notices from the German tax authorities totaling approximately $150 million (at then-prevailing exchange rates) related to pre-acquisition activity in various funds for which the entities we acquired were depositary and/or fund manager. We have appealed the notices. In connection with the acquisition of the subject entities, we obtained an indemnity for liabilities from the sellers that we intend to pursue as necessary.

Off-Channel Business-Related Communications

The Company has been responding to a request for information from the SEC concerning compliance with recordkeeping obligations relating to business communications transmitted on unapproved electronic communication platforms. SEC Staff has

BNY Mellon 191

Notes to Consolidated Financial Statements (continued)

stated that it is conducting similar inquiries into recordkeeping practices at other financial institutions. The Company is cooperating with the inquiry. In April 2023, the Company received a similar request from the Commodity Futures Trading Commission and is cooperating with that inquiry as well.

Pershing Rule 15c3-3 Matter

The Company has been responding to investigative requests for information and records from the SEC concerning Pershing LLC’s compliance with its obligations under SEC Rule 15c3-3, among other regulatory rules and statutes. The Company continues to cooperate with the inquiry.

Note 23–Derivative instruments

We use derivatives to manage exposure to market risk, including interest rate risk, equity price risk and foreign currency risk, as well as credit risk. Our trading activities are focused on acting as a market-maker for our customers and facilitating customer trades in compliance with the Volcker Rule.

The notional amounts for derivative financial instruments express the dollar volume of the transactions; however, credit risk is much smaller. We perform credit reviews and enter into netting agreements and collateral arrangements to minimize the credit risk of derivative financial instruments. We enter into offsetting positions to reduce exposure to foreign currency, interest rate and equity price risk.

Use of derivative financial instruments involves reliance on counterparties. Failure of a counterparty to honor its obligation under a derivative contract is a risk we assume whenever we engage in a derivative contract. There were no counterparty default losses recorded in 2023.

Hedging derivatives

We utilize interest rate swap agreements to manage our exposure to interest rate fluctuations. We enter into fair value hedges as an interest rate risk management strategy to reduce fair value variability by converting certain fixed rate interest payments associated with available-for-sale securities and long-term debt to floating interest rates. We also utilize interest rate swaps and forward foreign exchange contracts as cash flow hedges to manage our exposure to interest rate and foreign exchange rate changes.

The available-for-sale securities hedged consist of U.S. Treasury, agency and non-agency commercial MBS, non-U.S. government and foreign covered bonds. At Dec. 31, 2023, $30.1 billion par value of available-for-sale securities were hedged with interest rate swaps designated as fair value hedges that had notional values of $30.1 billion.

The fixed rate long-term debt instruments hedged generally have original maturities of five to 30 years. In fair value hedging relationships, fixed rate debt is hedged with “receive fixed rate, pay variable rate” swaps. At Dec. 31, 2023, $22.7 billion par value of debt was hedged with interest rate swaps designated as fair value hedges that had notional values of $22.7 billion.

In addition, we utilize forward foreign exchange contracts as hedges to mitigate foreign exchange exposures. We use forward foreign exchange contracts as cash flow hedges to convert certain forecasted non-U.S. dollar revenue and expenses into U.S. dollars. We use forward foreign exchange contracts with maturities of 18 months or less as cash flow hedges to hedge our foreign exchange exposure to currencies such as the Indian rupee, Polish zloty, Hong Kong dollar, Singapore dollar, British pound and euro used in revenue and expense transactions for entities that have the U.S. dollar as their functional currency. As of Dec. 31, 2023, the hedged forecasted foreign currency transactions and designated forward foreign exchange contract hedges were $674 million (notional), with a pre-tax gain of $3 million recorded in accumulated OCI. Over the next 12 months, a gain of $4 million will be reclassified into earnings.

From time-to-time, we have utilized forward foreign exchange contracts as fair value hedges of the foreign exchange risk associated with available-for-sale securities. Forward points are designated as an excluded component and amortized into earnings over the hedge period. At Dec. 31, 2023, there were no remaining foreign exchange contracts hedging securities.

Forward foreign exchange contracts are also used to hedge the value of our net investments in foreign subsidiaries. These forward foreign exchange contracts have maturities of less than one year. The derivatives employed are designated as hedges of changes in value of our foreign investments due to exchange rates. The change in fair market value of these forward foreign exchange contracts is reported

192 BNY Mellon

Notes to Consolidated Financial Statements (continued)

within foreign currency translation adjustments in shareholders’ equity, net of tax. At Dec. 31, 2023, forward foreign exchange contracts with notional amounts totaling $10.4 billion were designated as net investment hedges.

From time-to-time, we also designate non-derivative financial instruments as hedges of our net investments in foreign subsidiaries. At Dec. 31, 2023, there were no non-derivative financial instruments hedging our net investments in foreign subsidiaries.

The following table presents the pre-tax gains (losses) related to our fair value and cash flow hedging activities recognized in the consolidated income statement.

Income statement impact of fair value and cash flow hedges
(in millions)	Location of gains (losses)	2023		2022		2021
Interest rate fair value hedges of available-for-sale securities
Derivative	Interest revenue	$	(631)	$	3,530	$	786
Hedged item	Interest revenue	629		(3,517)		(785)
Interest rate fair value hedges of long-term debt
Derivative	Interest expense	366		(1,441)		(646)
Hedged item	Interest expense	(365)		1,438		645
Foreign exchange fair value hedges of available-for-sale securities
Derivative (a)	Foreign exchange revenue	—		(2)		11
Hedged item	Foreign exchange revenue	—		4		(10)
Cash flow hedges of forecasted FX exposures
(Loss) gain reclassified from OCI into income	Staff expense	—		(9)		12
(Loss) gain reclassified from OCI into income	Investment and other revenue	(2)		1		—
(Loss) gain recognized in the consolidated income statement due to fair value and cash flow hedging relationships		$	(3)	$	4	$	13

(a)    There was no amortization associated with the excluded component in 2023. Includes gains of $1 million in 2022 and 2021 associated with the amortization of the excluded component.

The following table presents the impact of hedging derivatives used in net investment hedging relationships.

Impact of derivative instruments used in net investment hedging relationships
(in millions)
Derivatives in net investment hedging relationships	Gain or (loss) recognized in accumulated OCI on derivatives Year ended Dec. 31,						Location of gain or (loss) reclassified from accumulated OCI into income	Gain or (loss) reclassified from accumulated OCI into income Year ended Dec. 31,
	2023		2022		2021			2023		2022		2021
FX contracts	$	(285)	$	631	$	261	Net interest revenue	$	—	$	—	$	—

The following table presents information on the hedged items in fair value hedging relationships.

Hedged items in fair value hedging relationships	Carrying amount of hedged asset or liability				Hedge accounting basis adjustment increase (decrease) (a)
	Dec. 31,				Dec. 31,
(in millions)	2023		2022		2023		2022
Available-for-sale securities (b)(c)	$	29,941	$	31,370	$	(1,767)	$	(2,678)
Long-term debt	$	21,854	$	23,510	$	(846)	$	(1,232)

(a)    Includes a $434 million decrease and less than $1 million increase of basis adjustment on discontinued hedges associated with available-for-sale securities at Dec. 31, 2023 and Dec. 31, 2022, respectively, and $26 million and $48 million of basis adjustment decreases on discontinued hedges associated with long-term debt at Dec. 31, 2023 and Dec. 31, 2022, respectively.

(b)    Carrying amount represents the amortized cost.

(c)    At Dec. 31, 2023, the amortized cost of the available-for-sale securities included in closed portfolios subject to portfolio layer method hedging was $2.0 billion, of which $1.0 billion was designated as hedged. The cumulative basis adjustments for active hedging relationships associated with such hedges as of Dec. 31, 2023 was an increase of $24 million.

BNY Mellon 193

Notes to Consolidated Financial Statements (continued)

The following table summarizes the notional amount and carrying values of our total derivatives portfolio.

Impact of derivative instruments on the balance sheet	Notional value				Asset derivatives fair value				Liability derivatives fair value
	Dec. 31, 2023		Dec. 31, 2022		Dec. 31, 2023		Dec. 31, 2022		Dec. 31, 2023		Dec. 31, 2022
(in millions)
Derivatives designated as hedging instruments: (a)(b)
Interest rate contracts	$	52,808	$	56,142	$	214	$	205	$	—	$	—
Foreign exchange contracts	11,099		10,096		22		114		173		220
Total derivatives designated as hedging instruments					$	236	$	319	$	173	$	220
Derivatives not designated as hedging instruments: (b)(c)
Interest rate contracts	$	155,535	$	190,917	$	1,060	$	1,297	$	1,347	$	1,584
Foreign exchange contracts	944,241		880,948		9,227		9,433		9,282		9,456
Equity contracts	3,886		2,993		8		102		138		13
Credit contracts	220		200		—		—		6		4
Total derivatives not designated as hedging instruments					$	10,295	$	10,832	$	10,773	$	11,057
Total derivatives fair value (d)					$	10,531	$	11,151	$	10,946	$	11,277
Effect of master netting agreements (e)					(8,256)		(8,206)		(7,090)		(8,243)
Fair value after effect of master netting agreements					$	2,275	$	2,945	$	3,856	$	3,034

(a)    The fair value of asset derivatives and liability derivatives designated as hedging instruments is recorded as other assets and other liabilities, respectively, on the consolidated balance sheet.

(b)    For derivative transactions settled at clearing organizations, cash collateral exchanged is deemed a settlement of the derivative each day. The settlement reduces the gross fair value of derivative assets and liabilities and results in a corresponding decrease in the effect of master netting agreements, with no impact to the consolidated balance sheet.

(c)    The fair value of asset derivatives and liability derivatives not designated as hedging instruments is recorded as trading assets and trading liabilities, respectively, on the consolidated balance sheet.

(d)    Fair values are on a gross basis, before consideration of master netting agreements, as required by ASC 815, Derivatives and Hedging.

(e)    Effect of master netting agreements includes cash collateral received and paid of $2,353 million and $1,187 million, respectively, at Dec. 31, 2023, and $1,786 million and $1,823 million, respectively, at Dec. 31, 2022.

Trading activities (including trading derivatives)

Our trading activities are focused on acting as a market-maker for our customers, facilitating customer trades and risk-mitigating economic hedging in compliance with the Volcker Rule. The change in the fair value of the derivatives utilized in our trading activities is recorded in foreign exchange revenue and investment and other revenue on the consolidated income statement.

The following table presents our foreign exchange revenue and other trading revenue.

Foreign exchange revenue and other trading revenue	Year ended Dec. 31,
(in millions)	2023		2022		2021
Foreign exchange revenue	$	631	$	822	$	799
Other trading revenue	231		149		6

Foreign exchange revenue includes income from purchasing and selling foreign currencies, currency forwards, futures and options, as well as foreign currency remeasurement. Other trading revenue reflects results from trading in cash instruments, including fixed income and equity securities, and

trading and economic hedging activity with non-foreign exchange derivatives.

We also use derivative financial instruments as risk-mitigating economic hedges, which are not formally designated as accounting hedges. This includes hedging the foreign currency, interest rate or market risks inherent in some of our balance sheet exposures, such as seed capital investments and deposits, as well as certain investment management fee revenue streams. We also use total return swaps to economically hedge obligations arising from the Company’s deferred compensation plan whereby the participants defer compensation and earn a return linked to the performance of investments they select. The gains or losses on these total return swaps are recorded in staff expense on the consolidated income statement and were a gain of $22 million in 2023, a loss of $43 million in 2022 and a gain of $35 million in 2021.

We manage trading risk through a system of position limits, a value-at-risk (“VaR”) methodology based on historical simulation and other market sensitivity measures. Risk is monitored and reported to senior management by a separate unit, independent from

194 BNY Mellon

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trading, on a daily basis. Based on certain assumptions, the VaR methodology is designed to capture the potential overnight pre-tax dollar loss from adverse changes in fair values of all trading positions. The calculation assumes a one-day holding period, utilizes a 99% confidence level and incorporates non-linear product characteristics. The VaR model is one of several statistical models used to develop economic capital results, which are allocated to lines of business for computing risk-adjusted performance.

VaR methodology does not evaluate risk attributable to extraordinary financial, economic or other occurrences. As a result, the risk assessment process includes a number of stress scenarios based upon the risk factors in the portfolio and management’s assessment of market conditions. Additional stress scenarios based upon historical market events are also performed. Stress tests may incorporate the impact of reduced market liquidity and the breakdown of historically observed correlations and extreme scenarios. VaR and other statistical measures, stress testing and sensitivity analysis are incorporated into other risk management materials.

Counterparty credit risk and collateral

We assess the credit risk of our counterparties through regular examination of their financial statements, confidential communication with the management of those counterparties and regular monitoring of publicly available credit rating information. This and other information is used to develop proprietary credit rating metrics used to assess credit quality.

Collateral requirements are determined after a comprehensive review of the credit quality of each counterparty. Collateral is generally held or pledged in the form of cash and/or highly liquid government securities. Collateral requirements are monitored and adjusted daily.

Additional disclosures concerning derivative financial instruments are provided in Note 20.

Disclosure of contingent features in OTC derivative instruments

Certain OTC derivative contracts and/or collateral agreements contain credit risk-contingent features triggered upon a rating downgrade in which the

counterparty has the right to request additional collateral or the right to terminate the contracts in a net liability position.

The following table shows the aggregate fair value of OTC derivative contracts in net liability positions that contained credit risk-contingent features and the value of collateral that has been posted.

	Dec. 31, 2023		Dec. 31, 2022
(in millions)
Aggregate fair value of OTC derivatives in net liability positions (a)	$	1,003	$	3,069
Collateral posted	$	1,001	$	3,484

(a)    Before consideration of cash collateral.

The aggregate fair value of OTC derivative contracts containing credit risk-contingent features can fluctuate from quarter to quarter due to changes in market conditions, composition of counterparty trades, new business or changes to the contingent features.

The Bank of New York Mellon, our largest banking subsidiary, enters into the substantial majority of our OTC derivative contracts and/or collateral agreements. As such, the contingent features may be triggered if The Bank of New York Mellon’s long-term issuer rating were downgraded.

The following table shows the fair value of contracts falling under early termination provisions that were in net liability positions for three key ratings triggers.

Potential close-out exposures (fair value) (a)
	Dec. 31, 2023		Dec. 31, 2022
(in millions)
If The Bank of New York Mellon’s rating changed to: (b)
A3/A-	$	115	$	20
Baa2/BBB	$	792	$	545
Ba1/BB+	$	1,920	$	1,803

(a)    The amounts represent potential total close-out values if The Bank of New York Mellon’s long-term issuer rating were to immediately drop to the indicated levels, and do not reflect collateral posted.

(b)    Represents ratings by Moody’s/S&P.

If The Bank of New York Mellon’s debt rating had fallen below investment grade on Dec. 31, 2023 and Dec. 31, 2022, existing collateral arrangements would have required us to post additional collateral of $235 million and $214 million, respectively.

BNY Mellon 195

Notes to Consolidated Financial Statements (continued)

The following tables present derivative and financial instruments and their related offsets. There were no derivative instruments or financial instruments subject to a legally enforceable netting agreement for which we are not currently netting.

Offsetting of derivative assets and financial assets at Dec. 31, 2023
	Gross assets recognized		Gross amounts offset in the balance sheet			Net assets recognized in the balance sheet		Gross amounts not offset in the balance sheet
(in millions)					(a)			Financial instruments		Cash collateral received		Net amount
Derivatives subject to netting arrangements:
Interest rate contracts	$	979	$	751		$	228	$	60	$	—	$	168
Foreign exchange contracts	8,552		7,498			1,054		320		—		734
Equity and other contracts	7		7			—		—		—		—
Total derivatives subject to netting arrangements	9,538		8,256			1,282		380		—		902
Total derivatives not subject to netting arrangements	993		—			993		—		—		993
Total derivatives	10,531		8,256			2,275		380		—		1,895
Reverse repurchase agreements	169,092		150,667		(b)	18,425		18,422		—		3
Securities borrowing	10,475		—			10,475		10,011		—		464
Total	$	190,098	$	158,923		$	31,175	$	28,813	$	—	$	2,362

(a)    Includes the effect of netting agreements and net cash collateral received. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.

(b)    Offsetting of reverse repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

Offsetting of derivative assets and financial assets at Dec. 31, 2022
	Gross assets recognized		Gross amounts offset in the balance sheet			Net assets recognized in the balance sheet		Gross amounts not offset in the balance sheet
(in millions)					(a)			Financial instruments		Cash collateral received		Net amount
Derivatives subject to netting arrangements:
Interest rate contracts	$	1,208	$	986		$	222	$	33	$	—	$	189
Foreign exchange contracts	8,920		7,215			1,705		314		—		1,391
Equity and other contracts	95		5			90		—		—		90
Total derivatives subject to netting arrangements	10,223		8,206			2,017		347		—		1,670
Total derivatives not subject to netting arrangements	928		—			928		—		—		928
Total derivatives	11,151		8,206			2,945		347		—		2,598
Reverse repurchase agreements	75,614		60,322		(b)	15,292		15,182		—		110
Securities borrowing	9,006		—			9,006		8,531		—		475
Total	$	95,771	$	68,528		$	27,243	$	24,060	$	—	$	3,183

(a)    Includes the effect of netting agreements and net cash collateral received. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.

(b)    Offsetting of reverse repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

196 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Offsetting of derivative liabilities and financial liabilities at Dec. 31, 2023						Net liabilities recognized in the balance sheet
	Gross liabilities recognized		Gross amounts offset in the balance sheet					Gross amounts not offset in the balance sheet
(in millions)					(a)			Financial instruments		Cash collateral pledged		Net amount
Derivatives subject to netting arrangements:
Interest rate contracts	$	1,118	$	635		$	483	$	78	$	—	$	405
Foreign exchange contracts	8,454		6,341			2,113		93		—		2,020
Equity and other contracts	128		114			14		—		—		14
Total derivatives subject to netting arrangements	9,700		7,090			2,610		171		—		2,439
Total derivatives not subject to netting arrangements	1,246		—			1,246		—		—		1,246
Total derivatives	10,946		7,090			3,856		171		—		3,685
Repurchase agreements	162,661		150,667		(b)	11,994		11,966		28		—
Securities lending	2,513		—			2,513		2,404		—		109
Total	$	176,120	$	157,757		$	18,363	$	14,541	$	28	$	3,794

(a)    Includes the effect of netting agreements and net cash collateral paid. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.

(b)    Offsetting of repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

Offsetting of derivative liabilities and financial liabilities at Dec. 31, 2022						Net liabilities recognized in the balance sheet
	Gross liabilities recognized		Gross amounts offset in the balance sheet					Gross amounts not offset in the balance sheet
(in millions)					(a)			Financial instruments		Cash collateral pledged		Net amount
Derivatives subject to netting arrangements:
Interest rate contracts	$	1,306	$	798		$	508	$	67	$	—	$	441
Foreign exchange contracts	9,261		7,444			1,817		51		—		1,766
Equity and other contracts	15		1			14		—		—		14
Total derivatives subject to netting arrangements	10,582		8,243			2,339		118		—		2,221
Total derivatives not subject to netting arrangements	695		—			695		—		—		695
Total derivatives	11,277		8,243			3,034		118		—		2,916
Repurchase agreements	70,830		60,322		(b)	10,508		10,476		31		1
Securities lending	1,827		—			1,827		1,754		—		73
Total	$	83,934	$	68,565		$	15,369	$	12,348	$	31	$	2,990

(a)    Includes the effect of netting agreements and net cash collateral paid. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.

(b)    Offsetting of repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

BNY Mellon 197

Notes to Consolidated Financial Statements (continued)

Secured borrowings

The following table presents the contract value of repurchase agreements and securities lending transactions accounted for as secured borrowings by the type of collateral provided to counterparties.

Repurchase agreements and securities lending transactions accounted for as secured borrowings
	Dec. 31, 2023										Dec. 31, 2022
	Remaining contractual maturity								Total		Remaining contractual maturity								Total
(in millions)	Overnight and continuous		Up to 30 days		30-90 days		Over 90 days				Overnight and continuous		Up to 30 days		30-90 days		Over 90 days
Repurchase agreements:
U.S. Treasury	$	128,304	$	15	$	1,409	$	510	$	130,238	$	62,401	$	7	$	827	$	553	$	63,788
Agency RMBS	25,815		—		896		120		26,831		1,460		493		—		—		1,953
Corporate bonds	103		72		1,315		590		2,080		99		88		782		306		1,275
Sovereign debt/sovereign guaranteed	1,049		—		—		—		1,049		1,008		—		—		—		1,008
State and political subdivisions	37		38		449		257		781		38		49		443		159		689
Other debt securities	4		180		73		24		281		13		102		92		7		214
U.S. government agencies	44		—		61		32		137		161		—		—		—		161
Equity securities	—		10		1,172		82		1,264		—		61		1,681		—		1,742
Total	$	155,356	$	315	$	5,375	$	1,615	$	162,661	$	65,180	$	800	$	3,825	$	1,025	$	70,830
Securities lending:
Agency RMBS	$	111	$	—	$	—	$	—	$	111	$	110	$	—	$	—	$	—	$	110
Other debt securities	25		—		—		—		25		66		—		—		—		66
Equity securities	2,377		—		—		—		2,377		1,651		—		—		—		1,651
Total	$	2,513	$	—	$	—	$	—	$	2,513	$	1,827	$	—	$	—	$	—	$	1,827
Total secured borrowings	$	157,869	$	315	$	5,375	$	1,615	$	165,174	$	67,007	$	800	$	3,825	$	1,025	$	72,657

BNY Mellon’s repurchase agreements and securities lending transactions primarily encounter risk associated with liquidity. We are required to pledge collateral based on predetermined terms within the agreements. If we were to experience a decline in the fair value of the collateral pledged for these transactions, we could be required to provide additional collateral to the counterparty, therefore decreasing the amount of assets available for other liquidity needs that may arise. BNY Mellon also offers tri-party collateral agency services in the tri-party repo market where we are exposed to credit risk. In order to mitigate this risk, we require dealers to fully secure intraday credit.

Note 24–Business segments

We have an internal information system that produces performance data along product and service lines for our three principal business segments and the Other segment.

The primary products and services and types of revenue in each line of business and a description of the Other segment are presented below.

198 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Securities Services business segment
Line of business	Primary products and services	Primary types of revenue
Asset Servicing	Custody, Trust & Depositary, accounting, ETF services, middle-office solutions, transfer agency, services for private equity and real estate funds, foreign exchange, securities lending, liquidity/lending services and data analytics	– Investment services fees (includes securities lending revenue) – Net interest revenue – Foreign exchange revenue – Financing-related fees
Issuer Services	Corporate Trust (trustee, paying agency, fiduciary, escrow and other financial services) and Depositary Receipts (issuer services and support for brokers and investors)	– Investment services fees – Net interest revenue – Foreign exchange revenue
Market and Wealth Services business segment
Line of business	Primary products and services	Primary types of revenue
Pershing	Clearing and custody, investment, wealth and retirement solutions, technology and enterprise data management, trading services and prime brokerage	– Investment services fees – Net interest revenue
Treasury Services	Integrated cash management solutions including payments, foreign exchange, liquidity management, receivables processing and payables management and trade finance and processing	– Investment services fees – Net interest revenue – Foreign exchange revenue
Clearance and Collateral Management	Clearance (including U.S. government and global clearing services) and Global Collateral Management (including tri-party services)	– Investment services fees – Net interest revenue
Investment and Wealth Management business segment
Line of business	Primary products and services	Primary types of revenue
Investment Management	Diversified investment management strategies and distribution of investment products	– Investment management fees – Performance fees – Distribution and servicing fees
Wealth Management	Investment management, custody, wealth and estate planning, private banking services, investment services and information management	– Investment management fees – Net interest revenue
Other segment	Description	Primary types of revenue
	Includes leasing portfolio, corporate treasury activities including our securities portfolio, derivatives and other trading activity, corporate and bank-owned life insurance, renewable energy and other corporate investments and certain business exits	– Foreign exchange revenue – Investment and other revenue – Other trading revenue – Net gain (loss) on securities – Net interest revenue (expense)

BNY Mellon 199

Notes to Consolidated Financial Statements (continued)

Business accounting principles

Our business data has been determined on an internal management basis of accounting, rather than GAAP, which is used for consolidated financial reporting. These measurement principles are designed so that reported results of the businesses will track their economic performance.

Business segment results are subject to reclassification when organizational changes are made, or for refinements in revenue and expense allocation methodologies. Refinements are typically reflected on a prospective basis. There were no reclassification or organizational changes in 2023.

The accounting policies of the businesses are the same as those described in Note 1.

The results of our business segments are presented and analyzed on an internal management reporting basis.

•Revenue amounts reflect fee and other revenue generated by each business and include revenue for services provided between the segments that are also provided to third parties. Fee and other revenue transferred between businesses under revenue transfer agreements is included within other fees in each segment.

•Revenues and expenses associated with specific client bases are included in those businesses. For example, foreign exchange activity associated with clients using custody products is included in the Securities Services segment.

•Net interest revenue is allocated to businesses based on the yields on the assets and liabilities generated by each business. We employ a funds transfer pricing system that matches funds with the specific assets and liabilities of each business based on their interest sensitivity and maturity characteristics.

•The provision for credit losses associated with the respective credit portfolios is reflected in each segment.

•Incentives expense related to restricted stock and RSUs is allocated to the segments.

•Support and other indirect expenses, including services provided between segments that are not provided to third parties or not subject to a revenue transfer agreement, are allocated to businesses based on internally developed methodologies and reflected in noninterest expense.

•Recurring FDIC expense is allocated to the businesses based on average deposits generated within each business.

•Severance expense is recorded in the segments based on the business or function the impacted employees reside, with severance related to corporate staff, technology and operations reflected in the Other segment.

•Litigation expense is generally recorded in the business in which the charge occurs.

•Management of the securities portfolio is a shared service contained in the Other segment. As a result, gains and losses associated with the valuation of the securities portfolio are generally included in the Other segment.

•Client deposits serve as the primary funding source for our securities portfolio. We typically allocate all interest revenue to the businesses generating the deposits.

•Balance sheet assets and liabilities and their related income or expense are specifically assigned to each business. Segments with a net liability position have been allocated assets.

•Goodwill and intangible assets are reflected within individual businesses.

200 BNY Mellon

Notes to Consolidated Financial Statements (continued)

The following consolidating schedules present the contribution of our segments to our overall profitability.

For the year ended Dec. 31, 2023	Securities Services			Market and Wealth Services			Investment and Wealth Management				Other		Consolidated
(dollars in millions)
Total fee and other revenue	$	6,055		$	4,144		$	2,977		(a)	$	(21)	$	13,155		(a)
Net interest revenue (expense)	2,569			1,712			166				(102)		4,345
Total revenue (loss)	8,624			5,856			3,143			(a)	(123)		17,500			(a)
Provision for credit losses	99			41			(4)				(17)		119
Noninterest expense	6,376			3,197			2,766				956		13,295
Income (loss) before income taxes	$	2,149		$	2,618		$	381		(a)	$	(1,062)	$	4,086		(a)
Pre-tax operating margin (b)	25		%	45		%	12		%		N/M		23		%
Average assets	$	197,434		$	131,518		$	26,594			$	51,404	$	406,950

(a)    Total fee and other revenue, total revenue and income before taxes are net of income attributable to noncontrolling interests related to consolidated investment management funds of $2 million.

(b)    Income before income taxes divided by total revenue.

N/M – Not meaningful.

For the year ended Dec. 31, 2022	Securities Services			Market and Wealth Services			Investment and Wealth Management				Other		Consolidated
(dollars in millions)
Total fee and other revenue	$	6,004		$	3,872		$	3,322		(a)	$	(312)	$	12,886		(a)
Net interest revenue (expense)	2,028			1,410			228				(162)		3,504
Total revenue (loss)	8,032			5,282			3,550			(a)	(474)		16,390			(a)
Provision for credit losses	8			7			1				23		39
Noninterest expense	6,299			2,932			3,501				278		13,010
Income (loss) before income taxes	$	1,725		$	2,343		$	48		(a)	$	(775)	$	3,341		(a)
Pre-tax operating margin (b)	21		%	44		%	1		%		N/M		20		%
Average assets	$	212,575		$	138,386		$	31,920			$	44,020	$	426,901

(a)    Total fee and other revenue, total revenue and income before taxes are net of (loss) attributable to noncontrolling interests related to consolidated investment management funds of $(13) million.

(b)    Income before income taxes divided by total revenue.

N/M – Not meaningful.

For the year ended Dec. 31, 2021	Securities Services			Market and Wealth Services			Investment and Wealth Management				Other		Consolidated
(dollars in millions)
Total fee and other revenue	$	5,818		$	3,583		$	3,849		(a)	$	51	$	13,301		(a)
Net interest revenue (expense)	1,426			1,158			193				(159)		2,618
Total revenue (loss)	7,244			4,741			4,042			(a)	(108)		15,919			(a)
Provision for credit losses	(134)			(67)			(13)				(17)		(231)
Noninterest expense	5,852			2,676			2,825				161		11,514
Income (loss) before income taxes	$	1,526		$	2,132		$	1,230		(a)	$	(252)	$	4,636		(a)
Pre-tax operating margin (b)	21		%	45		%	30		%		N/M		29		%
Average assets	$	228,915		$	145,123		$	30,980			$	47,214	$	452,232

(a)    Total fee and other revenue, total revenue and income before taxes are net of income attributable to noncontrolling interests related to consolidated investment management funds of $12 million.

(b)    Income before taxes divided by total revenue.

N/M – Not meaningful.

Note 25–International operations

International activity includes investment services fee revenue and investment management and performance fee revenue generating businesses, foreign exchange trading activity, loans and other

revenue producing assets and transactions in which the customer is domiciled outside of the U.S. and/or the international activity is resident at an international entity. Due to the nature of our international and domestic activities, it is not possible to precisely distinguish our international operations between

BNY Mellon 201

Notes to Consolidated Financial Statements (continued)

internationally and domestically domiciled customers. As a result, it is necessary to make certain subjective assumptions such as:

•Income from international operations is determined after internal allocations for interest revenue, taxes, expenses and provision for credit losses.

•Expense charges to international operations include those directly incurred in connection with such activities, as well as an allocable share of general support and overhead charges.

Total assets, total revenue, income before income taxes and net income of our international operations are shown in the table below.

International operations		International							Total International		Total Domestic
(in millions)		Europe, the Middle East and Africa			Asia-Pacific region		Other						Total
2023
	Total assets at period end (a)	$	76,297	(b)	$	9,617	$	1,687	$	87,601	$	322,352	$	409,953
	Total revenue	4,112		(b)	1,281		893		6,286		11,216		17,502
	Income before income taxes	1,367			707		569		2,643		1,445		4,088
	Net income	1,057			547		440		2,044		1,244		3,288
2022
	Total assets at period end (a)	$	78,074	(b)	$	11,623	$	1,622	$	91,319	$	314,464	$	405,783
	Total revenue	3,954		(b)	1,127		805		5,886		10,491		16,377
	Income before income taxes	1,164			572		481		2,217		1,111		3,328
	Net income	880			432		364		1,676		884		2,560
2021
	Total assets at period end (a)	$	94,507	(b)	$	20,280	$	2,519	$	117,306	$	327,132	$	444,438
	Total revenue	4,119		(b)	1,144		744		6,007		9,924		15,931
	Income before income taxes	1,293			572		447		2,312		2,336		4,648
	Net income	1,005			445		348		1,798		1,973		3,771

(a)Total assets include long-lived assets, which are not considered by management to be significant in relation to total assets. Long-lived assets are primarily located in the U.S.

(b)Includes assets of approximately $29.1 billion, $31.7 billion and $37.9 billion and revenue of approximately $2.4 billion, $2.2 billion and $2.4 billion in 2023, 2022 and 2021, respectively, of international operations domiciled in the UK, which is 7%, 8% and 9% of total assets and 14%, 14% and 15% of total revenue, respectively.

Note 26–Supplemental information to the Consolidated Statement of Cash Flows

Non-cash investing and financing transactions that, appropriately, are not reflected in the consolidated statement of cash flows are listed below.

Non-cash investing and financing transactions	Year ended Dec. 31,
(in millions)	2023		2022		2021
Transfers from loans to other assets for other real estate owned	$	2	$	1	$	1
Change in assets of consolidated investment management funds	317		253		25
Change in liabilities of consolidated investment management funds	—		2		—
Change in nonredeemable noncontrolling interests of consolidated investment management funds	43		189		53
Securities purchased not settled	174		22		—
Securities matured not settled	1,840		385		—
Available-for-sale securities transferred to held-to-maturity	—		6,067		13,800
Premises and equipment/capitalized software funded by finance lease obligations	—		—		27
Premises and equipment/operating lease obligations	251		307		97
Contingent consideration and residual interests from divestiture	—		222		—
Excise tax on share repurchases	28		—		—

202 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Note 27–Subsequent event

As a result of new information published by the FDIC subsequent to Dec. 31, 2023 (in February 2024) relating to an increase in their estimate of losses associated with the closures of Silicon Valley Bank and Signature Bank which are expected to impact the FDIC special assessment, we adjusted our 2023 financial results, which were previously reported on Jan. 12, 2024, to reflect an additional $127 million pre-tax ($97 million after-tax) increase in noninterest expense to revise the estimate of the FDIC special assessment. The FDIC special assessment was originally estimated at $505 million and reflected in the results for the fourth quarter of 2023. BNY Mellon’s results of operations and financial condition for the full year 2023, as reported in this Annual Report on Form 10‑K for the year ended Dec. 31, 2023, reflect the impact of this adjustment.

BNY Mellon 203

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors

The Bank of New York Mellon Corporation:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of The Bank of New York Mellon Corporation and subsidiaries (BNY Mellon) as of December 31, 2023 and 2022, the related consolidated statements of income, comprehensive income, cash flows, and changes in equity for each of the years in the three-year period ended December 31, 2023, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of BNY Mellon as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), BNY Mellon’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 28, 2024, expressed an unqualified opinion on the effectiveness of BNY Mellon’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of BNY Mellon’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to BNY Mellon 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 consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated 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 consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

204 BNY Mellon

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Quantitative component of BNY Mellon’s pooled allowance for credit losses for loans and lending-related commitments related to higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate

As discussed in Notes 1 and 5 to the consolidated financial statements, BNY Mellon’s allowance for credit losses for loans and lending-related commitments (ACL), is presented as a valuation allowance to loans and is recorded in other liabilities for lending-related commitments. At December 31, 2023, BNY Mellon had an allowance for loan losses of $303 million and an allowance for lending-related commitments of $87 million. BNY Mellon utilizes a quantitative methodology and qualitative framework for determining the ACL for loans and lending-related commitments that share similar risk characteristics (pooled allowance). In estimating the quantitative component, BNY Mellon uses models and methodologies that categorize financial assets based on product type, collateral type, and other credit trends and risk characteristics, including relevant information about past events, current conditions and reasonable and supportable forecasts of future economic conditions that affect the collectability of the recorded amounts. The quantitative component of the ACL for loans and lending-related commitments consists of the following three elements: (1) a pooled allowance for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate; (2) a pooled allowance for residential mortgage loans; and (3) an asset-specific allowance involving individually evaluated credits of $1 million or greater. In estimating the quantitative component of the pooled allowance for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate, BNY Mellon uses a methodology that applies the probability of default (PD) and loss given default (LGD) to the estimated facility amount at default. In order to capture the unique risks of the portfolios within the PD and LGD models, and the model used to estimate the facility amount at default, BNY Mellon segments the portfolio into major components based on risk characteristics of the loans and how risk is monitored. For each commercial and institutional credit, the expected loss considers the credit’s risk rating. For each loan secured by commercial real estate, the expected loss considers collateral specific data and loan maturity, as well as commercial real estate market factors by geographical region and property type. The methodology incorporates a multi-scenario macroeconomic forecast of economic input variables over a reasonable and supportable forecast period spanning the life of the asset. The reasonable and supportable forecast period includes both an initial estimated economic outlook component as well as a reversion component for each economic input variable. A portion of the ACL is comprised of qualitative adjustments, based on various internal and external factors, intended to capture expected losses not reflected in the quantitative models but are likely to impact the measurement of estimated credit losses.

We identified the assessment of the quantitative component of the pooled allowance for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate as a critical audit matter. A high degree of audit effort, including specialized skills and knowledge, and subjective and complex auditor judgment was involved in the assessment of the pooled allowance for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate due to significant measurement uncertainty. Specifically, the assessment encompassed the evaluation of the methodology, including the methods and models used to estimate the PD and LGD, the macroeconomic forecast scenarios and weighting of each scenario, used in the reasonable and supportable forecast, and credit risk ratings for commercial and institutional credits. The assessment also included an evaluation of

BNY Mellon 205

the conceptual soundness and performance of the PD and LGD models as well as the macroeconomic assumptions. In addition, auditor judgment was required to evaluate the sufficiency of audit evidence obtained.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to BNY Mellon’s measurement of the quantitative component of the pooled allowance for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate, including controls related to the:

•development and approval of the ACL methodology

•development of certain PD and LGD models

•continued use and appropriateness of certain PD and LGD models and macroeconomic forecasts

•performance monitoring of the PD and LGD models and macroeconomic forecast methodology

•determination and measurement of the significant factors and assumptions used in the PD and LGD models and macroeconomic forecasts

•determination of the multi-scenario macroeconomic forecasts and their respective weights

•assessment of credit risk ratings

•computation, analysis, and approval of the ACL results, trends, and ratios.

We evaluated BNY Mellon’s process to develop the quantitative component of the pooled allowance for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate by testing certain sources of data, factors, and assumptions that BNY Mellon used, and considered the relevance and reliability of such data, factors, and assumptions. In addition, we involved credit risk professionals with specialized skills and knowledge, who assisted in:

•evaluating the quantitative component of BNY Mellon’s pooled allowance for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate for compliance with U.S. generally accepted accounting principles

•evaluating judgments made by BNY Mellon relative to the development and performance monitoring of the PD and LGD models and macroeconomic forecasts by comparing them to relevant company-specific metrics and trends and the applicable industry and regulatory practices

•assessing the conceptual soundness and performance testing of the PD and LGD models and macroeconomic forecast methodology by inspecting the model documentation to determine whether they are suitable for their intended use

•testing the reasonable and supportable forecast period to evaluate the length of the period by comparing to specific portfolio risk characteristics and trends

•testing individual loan risk ratings for a selection of higher risk-rated and pass-rated commercial and institutional credits by evaluating the financial performance of the borrower, sources of repayment, and any relevant guarantees or underlying collateral.

206 BNY Mellon

We also assessed the sufficiency of the audit evidence obtained related to the quantitative component of the pooled allowance for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate by evaluating the:

•Cumulative results of the audit procedures

•Qualitative aspects of BNY Mellon’s accounting practices

•Potential bias in the accounting estimate.

Identification and measurement of accruals for litigation and regulatory contingencies

As discussed in Note 22 to the consolidated financial statements, BNY Mellon establishes accruals for litigation and regulatory matters when those matters present loss contingencies that are both probable and reasonably estimable. BNY Mellon has disclosed that for those matters described where BNY Mellon is able to estimate reasonably possible losses, the aggregate range of such reasonably possible losses at December 31, 2023, is up to $700 million in excess of the accrued liability (if any) related to those matters.

We identified the assessment of the identification and measurement of BNY Mellon’s accruals for litigation and regulatory contingencies as a critical audit matter. Due to the measurement uncertainty, subjective and complex auditor judgment was required to evaluate the sufficiency of audit evidence obtained. Specifically, this assessment included the evaluation of the subjective estimates used to determine the range of possible exposure and the probability of the predicted outcome based on the particular facts and circumstances at issue in each of the matters.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to BNY Mellon’s process to identify, evaluate and measure accruals for litigation and regulatory contingencies and the reasonably possible losses. We performed inquiries of BNY Mellon to gain an understanding of any asserted or unasserted litigation, claims and assessments, and significant changes in individual accruals for litigation and regulatory contingencies. We performed inquiries of BNY Mellon’s regulators and examined regulatory reports to gain an understanding of developments of regulatory activity and related matters that may result in the assessment of regulatory fines or penalties. We obtained and read letters received directly from BNY Mellon’s internal legal counsel and a selection of external legal counsel that identified and described BNY Mellon’s potential exposure to certain legal or regulatory proceedings. For cases that have settled, we performed back-testing analyses of BNY Mellon’s litigation and regulatory contingency accruals recorded compared to amounts paid. We assessed the accrual for litigation and regulatory contingencies and evaluated the cumulative results of the procedures performed to assess the sufficiency of audit evidence obtained. We also evaluated the information included within the disclosures.

Valuation of goodwill for the Investment Management reporting unit

As discussed in Notes 1 and 7 to the consolidated financial statements, the goodwill balance as of December 31, 2023, was $16.3 billion, of which $6.1 billion is allocated to the Investment Management reporting unit. BNY Mellon performs goodwill impairment testing on an annual basis and an interim test is performed when events or circumstances occur that may indicate that it is more likely than not that the fair value of any reporting unit may be less than its carrying value. This involves estimating the fair value of the reporting units using an income approach which discounts estimated future cash flows that incorporate various assumptions including a long-term growth rate.

We identified the assessment of the valuation of goodwill for the Investment Management reporting unit as a critical audit matter. A high degree of audit effort, including specialized skills and knowledge, and subjective and complex auditor judgment was involved in the evaluation of goodwill and determination of fair value for the Investment Management reporting unit due to significant measurement uncertainty relating

BNY Mellon 207

to specific assumptions used in the valuation. Specifically, these assumptions included the discount rate and the long-term growth rate.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to BNY Mellon’s determination of the discount rate and long-term growth rate assumptions for the Investment Management reporting unit.

We evaluated the reasonableness of BNY Mellon’s long-term growth rate for the Investment Management reporting unit, by comparing BNY Mellon’s growth rates within historical revenue forecasts to actual results to assess BNY Mellon’s ability to accurately forecast. In addition, we involved valuation professionals with specialized skills and knowledge, who assisted in:

•Assessing the reasonableness of the valuation approach including the discount rate and long-term growth rate assumptions used by BNY Mellon to calculate the fair value of the Investment Management reporting unit for compliance with U.S. generally accepted accounting principles

•Evaluating the discount rate by developing an independent assumption for the discount rate used in the valuation and comparing the inputs to the discount rate to publicly available data and assessing the resulting discount rate

•Testing the long-term growth rate by developing an independent range of appropriate long-term growth rates and comparing the long-term growth rate to publicly available data.

/s/ KPMG LLP

We have served as BNY Mellon’s auditor since 2007.

New York, New York

February 28, 2024

208 BNY Mellon

Directors, Executive Committee and Other Executive Officers

Effective February 28, 2024

Directors
Linda Z. Cook	Jeffrey A. Goldstein	Sandra E. (Sandie) O’Connor
Chief Executive Officer and Board member of	Senior Advisor and member of the Investment	Retired Chief Regulatory Affairs Officer of
Harbour Energy plc,	Committee, Canapi Ventures, a venture capital	JPMorgan Chase, a financial holding company
a global independent oil and gas company	fund; and Advisor Emeritus, Hellman &
	Friedman LLC,	Elizabeth E. Robinson
Joseph J. Echevarria	a private equity firm	Retired Global Treasurer of
Chair		The Goldman Sachs Group, Inc.,
The Bank of New York Mellon Corporation	K. Guru Gowrappan	a global financial services company
Retired Chief Executive Officer of	President, Viasat, Inc., a global satellite
Deloitte LLP,	communications company	Robin Vince
a global provider of professional services		President and Chief Executive Officer,
	Ralph Izzo	The Bank of New York Mellon Corporation
M. Amy Gilliland	Retired Chairman, President and Chief Executive
President, General Dynamics Information	Officer, Public Service Enterprise Group	Alfred W. (Al) Zollar
Technology, a business unit of General Dynamics	Incorporated, a diversified energy holding	Executive Advisor at
Corporation, a provider of technology networks	company	Siris Capital Group, LLC,
and systems and professional services for U.S.		a private equity firm
defense, intelligence, federal agency, and state
and local government customers
Executive Committee and Other Executive Officers
Jennifer Barker	Kurtis R. Kurimsky *	Brian Ruane
Global Head of Treasury Services	Corporate Controller	Global Head of Clearance and Collateral
		Management
James (Jim) T. Crowley	J. Kevin McCarthy *
Global Head of Pershing	General Counsel	Akash Shah
		Chief Growth Officer and Global Head of
Bridget E. Engle	Dermot McDonogh *	Growth Ventures
Chief Information Officer and Global Head of	Chief Financial Officer
Engineering		Hanneke Smits *
	Alejandro Perez	Global Head of Investment Management
Hani A. Kablawi	Chief Administrative Officer and Interim Chief
Head of International	People Officer	Robin Vince *
		President and Chief Executive Officer
Catherine M. Keating *	Joseph Pizzuto
Global Head of Wealth Management	Chief Auditor	Adam Vos
		Global Head of Markets
Jayee Koffey *	Emily Portney
Global Head of Enterprise Execution and Chief	Global Head of Asset Servicing	Cathinka Wahlstrom
Corporate Affairs Officer		Chief Commercial Officer
	Roman Regelman *
Senthil Kumar *	Global Head of Securities Services and Digital
Chief Risk Officer

*    Designated as an Executive Officer.

BNY Mellon 209

Performance Graph

Cumulative shareholder returns	Dec. 31,
(in dollars)	2018		2019		2020		2021		2022		2023
The Bank of New York Mellon Corporation	$	100.0	$	109.5	$	95.4	$	134.0	$	108.4	$	128.4
S&P 500 Financials Index (a)	100.0		132.1		129.9		175.4		156.9		176.0
S&P 500 Index (a)	100.0		131.5		155.7		200.4		164.1		207.2

(a)    Returns are weighted by market capitalization at the beginning of the measurement period.

This graph shows The Bank of New York Mellon Corporation’s cumulative total shareholder returns over the five-year period from Dec. 31, 2018 to Dec. 31, 2023. We utilize the S&P 500 Financials Index as a benchmark against our performance. The graph shows the cumulative total returns for the same five-year period of the S&P 500 Financials Index and the S&P 500 Index. The comparison assumes a $100 investment on Dec. 31, 2018 in The Bank of New York Mellon Corporation common stock, in the S&P 500 Financials Index and in the S&P 500 Index and assumes that all dividends were reinvested.

210 BNY Mellon

EX-21.1

Exhibit 21.1

THE BANK OF NEW YORK MELLON CORPORATION

PRIMARY SUBSIDIARIES

DEC. 31, 2023

The following are primary subsidiaries of The Bank of New York Mellon Corporation as of Dec. 31, 2023 and the states or jurisdictions in which they are organized. The names of particular subsidiaries have been omitted because, considered in the aggregate as a single subsidiary, they would not constitute, as of Dec. 31, 2023, a “significant subsidiary” as that term is defined in Rule 1-02(w) of Regulation S-X under the Securities Exchange Act of 1934, as amended.

•BNY Capital Markets Holdings, Inc. – State of Incorporation: New York

•BNY International Financing Corporation – Incorporation: United States

•BNY Mellon Capital Markets, LLC – State of Organization: Delaware

•BNY Mellon Fund Management (Luxembourg) S.A. – Incorporation: Luxembourg

•BNY Mellon Fund Managers Limited – Incorporation: England

•BNY Mellon IHC, LLC – State of Organization: Delaware

•BNY Mellon International Asset Management Group Limited – Incorporation: England

•BNY Mellon International Asset Management (Holdings) Limited – Incorporation: England and Wales

•BNY Mellon Investment Adviser, Inc. (formerly The Dreyfus Corporation) – State of Incorporation: New York

•BNY Mellon Investment Management EMEA Limited – Incorporation: England

•BNY Mellon Investment Management Europe Holdings Limited – Incorporation: England

•BNY Mellon Investment Management (Jersey) Limited – Incorporation: Jersey

•BNY Mellon, National Association – Incorporation: United States

•Insight Investment Management (Global) Limited – Incorporation: England

•Insight Investment Management (Europe) Limited (formerly Insight Investment

Management (Ireland) Limited) – Incorporation: Ireland

•Insight Investment Management Limited – Incorporation: England

•MBC Investments Corporation – State of Incorporation: Delaware

•PAS Holdings LLC – State of Organization: Delaware

•Pershing Advisor Solutions LLC – State of Organization: Delaware

•Pershing Group LLC – State of Organization: Delaware

•Pershing LLC – State of Organization: Delaware

•The Bank of New York Mellon – State of Organization: New York

•The Bank of New York Mellon (International) Limited – Incorporation: England

•The Bank of New York Mellon SA/NV – Incorporation: Belgium

•Walter Scott & Partners Limited – Incorporation: Scotland

EX-23.1

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the registration statements, as amended:

Form	Registration Statement	Filer
S-8	333-271267	The Bank of New York Mellon Corporation
S-8	333-267167	The Bank of New York Mellon Corporation
S-8	333-233308	The Bank of New York Mellon Corporation
S-8	333-198152	The Bank of New York Mellon Corporation
S-8	333-174342	The Bank of New York Mellon Corporation
S-8	333-171258	The Bank of New York Mellon Corporation
S-8	333-150324	The Bank of New York Mellon Corporation
S-8	333-150323	The Bank of New York Mellon Corporation
S-8	333-149473	The Bank of New York Mellon Corporation
S-8	333-144216	The Bank of New York Mellon Corporation
S-3	333-261575	The Bank of New York Mellon Corporation

of our reports dated February 28, 2024, with respect to the consolidated financial statements of The Bank of New York Mellon Corporation and the effectiveness of internal control over financial reporting.

/s/ KPMG LLP

New York, New York

February 28, 2024

EX-24.1

Exhibit 24.1

POWER OF ATTORNEY

THE BANK OF NEW YORK MELLON CORPORATION

Know all men by these presents, that each person whose signature appears below constitutes and appoints J. Kevin McCarthy and Jean Weng, and each of them, such person’s true and lawful attorney-in-fact and agent, with full power of substitution and revocation, for such person and in such person’s name, place and stead, in any and all capacities, to sign one or more Annual Reports on Form 10-K pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, for The Bank of New York Mellon Corporation (the “Corporation”) for the year ended December 31, 2023, and any and all amendments thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission and with the New York Stock Exchange, Inc., granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as such person might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents and each of them, or their or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

This power of attorney shall be effective as of February 12, 2024 and shall continue in full force and effect until revoked by the undersigned in a writing filed with the secretary of the Corporation.

/s/ Linda Z. Cook	/s/ Ralph Izzo
Linda Z. Cook, Director	Ralph Izzo, Director
/s/ Joseph J. Echevarria	/s/ Sandra E. O’Connor
Joseph J. Echevarria, Director	Sandra E. O’Connor, Director
/s/ M. Amy Gilliland	/s/ Elizabeth E. Robinson
M. Amy Gilliland, Director	Elizabeth E. Robinson, Director
/s/ Jeffrey A. Goldstein	/s/ Alfred W. Zollar
Jeffrey A. Goldstein, Director	Alfred W. Zollar, Director
/s/ K. Guru Gowrappan
K. Guru Gowrappan, Director

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Robin Vince, certify that:

1.I have reviewed this annual report on Form 10-K of The Bank of New York Mellon Corporation (the “registrant”);

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 28, 2024

/s/ Robin Vince

Name: Robin Vince

Title: Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Dermot McDonogh, certify that:

1.I have reviewed this annual report on Form 10-K of The Bank of New York Mellon Corporation (the “registrant”);

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 28, 2024

/s/ Dermot McDonogh

Name: Dermot McDonogh

Title: Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION

Pursuant to 18 U.S.C. Section 1350, the undersigned officer of The Bank of New York Mellon Corporation (“BNY Mellon”), hereby certifies, to his knowledge, that BNY Mellon’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of BNY Mellon.

Dated: February 28, 2024	/s/ Robin Vince
	Name:	Robin Vince
	Title:	Chief Executive Officer

The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.

EX-32.2

Exhibit 32.2

CERTIFICATION

Pursuant to 18 U.S.C. Section 1350, the undersigned officer of The Bank of New York Mellon Corporation (“BNY Mellon”), hereby certifies, to his knowledge, that BNY Mellon’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of BNY Mellon.

Dated: February 28, 2024	/s/ Dermot McDonogh
	Name:	Dermot McDonogh
	Title:	Chief Financial Officer

The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure document.

EX-97.1

Exhibit 97.1

Recovery of Erroneously Awarded Incentive-Based Compensation Policy

Effective Date December 1, 2023

Recovery of Erroneously Awarded Incentive-Based Compensation

1.Summary

The Bank of New York Mellon Corporation (the "Firm") has adopted this Policy for the Recovery of Erroneously Awarded Incentive-Based Compensation to provide for the recovery or “clawback” of certain incentive compensation in the event of a Restatement.  Certain terms used in this Policy are defined in Section 8 below.

2.Purpose

This Policy is intended to comply with, and will be interpreted to be consistent with, the requirements of Section 303A.14 of the NYSE Listing Standard. 

3.Applicability/Scope

3.1.    Covered Persons and Recovery Period

This Policy applies to all Incentive-Based Compensation received by a person:

•after beginning service as an Executive Officer,

•who served as an Executive Officer at any time during the performance period for that Incentive-Based Compensation,

•while the Firm has a class of securities listed on a national securities exchange, and

•during the Recovery Period.

Notwithstanding this look-back requirement, the Firm is only required to apply this Policy to Incentive-Based Compensation received on or after October 2, 2023.

For purposes of this Policy, Incentive-Based Compensation shall be deemed “received” in the Firm’s fiscal period during which the Financial Reporting Measure specified in the Incentive-Based Compensation award is attained, even if the payment or grant of the Incentive-Based Compensation occurs after the end of that period.

3.2.    Transition Period

In addition to the Recovery Period, this Policy applies to any Transition Period, provided that a Transition Period between the last day of the Firm’s previous fiscal year end and the first day of the Firm’s new fiscal year that comprises a period of nine to 12 months will be deemed a completed fiscal year.

3.3.    Determining the Recovery Period

For purposes of determining the relevant Recovery Period, the date that the Firm is required to prepare the Restatement is the earlier to occur of:

•the date the Board, a committee of the Board, or the officer or officers of the Firm authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the Firm is required to prepare a Restatement, and

•the date a court, regulator, or other legally authorized body directs the Firm to prepare a Restatement.

For clarity, the Firm’s obligation to recover erroneously awarded Incentive-Based Compensation under this Policy is not dependent on if or when a Restatement is filed.

2

Recovery of Erroneously Awarded Incentive-Based Compensation

4.Provisions of the Policy

The Firm shall recover reasonably promptly the amount of erroneously awarded Incentive-Based Compensation in the event that the Firm is required to prepare a Restatement.

The Firm shall recover erroneously awarded Incentive-Based Compensation in compliance with this Policy except to the extent provided under 4.2 below.

4.1.    Amount Subject to Recovery

4.1.1.    Recoverable Amount.

The amount of Incentive-Based Compensation subject to recovery under this Policy is the amount of Incentive-Based Compensation received that exceeds the amount of Incentive-Based Compensation that otherwise would have been received had it been determined based on the restated amounts, computed without regard to any taxes paid.

4.1.2.    Covered Compensation Based on Stock Price or TSR.

For Incentive-Based Compensation based on stock price or TSR, where the amount of erroneously awarded Incentive-Based Compensation is not subject to mathematical recalculation directly from the information in a Restatement, the recoverable amount shall be determined by the Committee based on the Firm’s reasonable estimate of the effect of the Restatement on the stock price or TSR upon which the Incentive-Based Compensation was received.  In such event, the Firm shall maintain documentation of the determination of that reasonable estimate and provide such documentation to NYSE.

4.2.    Exceptions

The Firm shall recover erroneously awarded Incentive-Based Compensation in compliance with this Policy except to the extent that the conditions of Sections 4.2.1 or 4.2.2 set out below are met and the Committee has made a determination that recovery would be impracticable:

4.2.1.    Direct Expense Exceeds Recoverable Amount

The direct expense paid to a third party to assist in enforcing this Policy would exceed the amount to be recovered; provided, however, that before concluding it would be impracticable to recover any amount of erroneously awarded Incentive-Based Compensation based on expense of enforcement, the Firm shall make a reasonable attempt to recover such erroneously awarded Incentive-Based Compensation, document such reasonable attempt(s) to recover, and provide that documentation to NYSE.

4.2.2.    Recovery from Certain Tax-Qualified Retirement Plans

Recovery would likely cause an otherwise tax-qualified retirement plan, under which benefits are broadly available to employees of the Firm and/or its subsidiaries and affiliates, to fail to meet the requirements of 26 U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and regulations thereunder.

4.3.    Method of Recovery

The Committee will have discretion in determining how to accomplish recovery of erroneously awarded Incentive-Based Compensation under this Policy, recognizing that different means of recovery may be appropriate in difference circumstances.

3

Recovery of Erroneously Awarded Incentive-Based Compensation

4.4.    Prohibition Against Indemnification

Notwithstanding the terms of any indemnification arrangement or insurance policy with any individual covered by this Policy, the Firm shall not indemnify any Executive Officer or former Executive Officer against the loss of erroneously awarded Incentive-Based Compensation, including any payment or reimbursement for the cost of insurance obtained by any such covered individual to fund amounts recoverable under this Policy.

4.5    Disclosure

The Firm shall file all disclosures with respect to this Policy and recoveries under this Policy in accordance with the requirements of the U.S. Federal securities laws, including the disclosure required by the applicable SEC filings.

4.6    Other Recoupment Rights

Any right of recoupment under this Policy is in addition to, and not in lieu of, any other remedies or rights of recoupment that may be available to the Firm and its subsidiaries and affiliates under applicable law, regulation or rule or pursuant to the terms of any similar policy, plan or program or similar provision in any employment agreement, equity award agreement or similar agreement and any other legal remedies available to the Firm and its subsidiaries and affiliates. In the event of any conflict or overlap between the provisions of this Policy, on the one hand, and the provisions of any other policy for clawback or recoupment of incentive compensation maintained by the Firm, on the other hand, the provisions of this Policy shall control.

5.Governance and Responsibilities

5.1.    HR Compensation Committee

•Administers the Policy

•Any determinations made by the Committee (or its delegate(s)) shall be final, binding and conclusive on all affected individuals and need not be uniform with respect to each individual covered by this Policy.

5.2.    Legal

•Legal provides Advice and Counsel as it relates to a clawback pursuant to this Policy. 

6.Adherence and Control

This Policy shall be administered by the Committee.  Any determinations made by the Committee (or its delegate(s)) shall be final, binding and conclusive on all affected individuals and need not be uniform with respect to each individual covered by this Policy.

7.Addendum(s)

N/A

8.Appendices

8.1    Definitions

Unless the context otherwise requires, the following definitions apply for purposes of this Policy:

4

Recovery of Erroneously Awarded Incentive-Based Compensation

Term	Definition/Meaning of Term
Board	The Firm’s Board of Directors
Committee	The Human Resources and Compensation Committee of the Board.
Executive Officer	Each individual who is or was designated as an “officer” of the Firm in accordance with Section 303A.14(e) of the NYSE Listing Standard.  Identification of an executive officer for purposes of this Policy will include at a minimum executive officers identified pursuant to 17. C.F.R. 229.401(b).
Financial Reporting Measure	Any of the following: (i) measures that are determined and presented in accordance with the accounting principles used in preparing the Firm’s financial statements, and any measures that are derived wholly or in part from such measures, (ii) stock price and (iii) TSR.  A Financial Reporting Measure need not be presented within the Firm’s financial statements or included in a filing with the SEC.
Firm	The Bank of New York Mellon Corporation.
Incentive-Based Compensation	Any compensation that is granted, earned, or vested based wholly or in part upon the attainment of a Financial Reporting Measure.
NYSE	The New York Stock Exchange.
NYSE Listing Standard	NYSE Listed Firm Manual.
Recovery Period	The three completed fiscal years of the Firm immediately preceding the date that the Firm is required to prepare a Restatement
Restatement	An accounting restatement due to the material noncompliance of the Firm with any financial reporting requirement under the securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period.
SEC	The Securities and Exchange Commission.
Transition Period	A transition period (that results from a change in the Firm’s fiscal year) within or immediately following the Recovery Period.
TSR	Total shareholder return.

8.2.    Document Governance

8.2.1.    Periodic Review

This Policy will have a mandatory periodic review of 24 months.

The Committee must approve and they may amend this Policy from time to time and may terminate this Policy at any time, in each case in its sole discretion. 

5

XML

Cover Page - USD ($)

12 Months Ended

Dec. 31, 2023

Jan. 31, 2024

Jun. 30, 2023

Document Information [Line Items]

Document Type

10-K

Document Annual Report

true

Document Period End Date

Dec. 31, 2023

Current Fiscal Year End Date

--12-31

Document Transition Report

false

Entity File Number

001-35651

Entity Registrant Name

THE BANK OF NEW YORK MELLON CORPORATION

Entity Incorporation, State or Country Code

DE

Entity Tax Identification Number

13-2614959

Entity Address, Address Line One

240 Greenwich Street

Entity Address, City or Town

New York

Entity Address, State or Province

NY

Entity Address, Postal Zip Code

10286

City Area Code

212

Local Phone Number

495-1784

Entity Well-known Seasoned Issuer

No

Entity Voluntary Filers

No

Entity Current Reporting Status

Yes

Entity Interactive Data Current

Yes

Entity Filer Category

Large Accelerated Filer

Entity Small Business

false

Entity Emerging Growth Company

false

ICFR Auditor Attestation Flag

true

Document Financial Statement Error Correction [Flag]

false

Entity Shell Company

false

Entity Public Float

$ 34,643,425,518

Entity Common Stock, Shares Outstanding

754,437,391

Documents Incorporated by Reference [Text Block]

Portions of the following documents are incorporated by reference in the following parts of this Form 10-K:

    The Bank of New York Mellon Corporation 2024 Proxy Statement – Part III

    The Bank of New York Mellon Corporation 2023 Annual Report to Shareholders – Parts I, II and IV

Amendment Flag

false

Document Fiscal Year Focus

2023

Document Fiscal Period Focus

FY

Entity Central Index Key

0001390777

Common Stock, $0.01 par value | New York Stock Exchange

Document Information [Line Items]

Title of 12(b) Security

Common Stock, $0.01 par value

Trading Symbol

BK

Security Exchange Name

NYSE

6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities of Mellon Capital IV | New York Stock Exchange

Document Information [Line Items]

Title of 12(b) Security

6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities of Mellon Capital IV

Trading Symbol

BK/P

Security Exchange Name

NYSE

XML

Audit Information	12 Months Ended
	Dec. 31, 2023
Audit Information [Abstract]
Auditor Name	KPMG LLP
Auditor Location	New York, New York
Auditor Firm ID	185

XML

Consolidated Income Statement - USD ($) shares in Thousands		12 Months Ended
		Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Fee and other revenue
Investment services fees		$ 8,843,000,000	$ 8,529,000,000	$ 8,284,000,000
Investment management and performance fees		3,058,000,000	3,299,000,000	3,588,000,000
Foreign exchange revenue		631,000,000	822,000,000	799,000,000
Financing-related fees		192,000,000	175,000,000	194,000,000
Distribution and servicing fees		148,000,000	130,000,000	112,000,000
Total fee revenue		12,872,000,000	12,955,000,000	12,977,000,000
Investment and other income		285,000,000	(82,000,000)	336,000,000
Total fee and other revenue		13,157,000,000	12,873,000,000	13,313,000,000
Net interest revenue
Interest revenue		20,648,000,000	7,118,000,000	2,845,000,000
Interest expense		16,303,000,000	3,614,000,000	227,000,000
Net interest revenue		4,345,000,000	3,504,000,000	2,618,000,000
Total revenue		17,502,000,000	16,377,000,000	15,931,000,000
Provision for credit losses		119,000,000	39,000,000	(231,000,000)
Noninterest expense
Staff		7,095,000,000	6,800,000,000	6,337,000,000
Software and equipment		1,817,000,000	1,657,000,000	1,478,000,000
Professional, legal and other purchased services		1,527,000,000	1,527,000,000	1,459,000,000
Net occupancy		542,000,000	514,000,000	498,000,000
Sub-custodian and clearing		475,000,000	485,000,000	505,000,000
Distribution and servicing		353,000,000	343,000,000	298,000,000
Business development		183,000,000	152,000,000	107,000,000
Bank assessment charges		788,000,000	126,000,000	133,000,000
Goodwill impairment		0	680,000,000	0
Amortization of intangible assets		57,000,000	67,000,000	82,000,000
Other		458,000,000	659,000,000	617,000,000
Total noninterest expense		13,295,000,000	13,010,000,000	11,514,000,000
Income
Income before income taxes		4,088,000,000	3,328,000,000	4,648,000,000
Provision for income taxes		800,000,000	768,000,000	877,000,000
Net income		3,288,000,000	2,560,000,000	3,771,000,000
Net (income) loss attributable to noncontrolling interests related to consolidated investment management funds		(2,000,000)	13,000,000	(12,000,000)
Net income applicable to shareholders of The Bank of New York Mellon Corporation		3,286,000,000	2,573,000,000	3,759,000,000
Preferred stock dividends		(235,000,000)	(211,000,000)	(207,000,000)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation		3,051,000,000	2,362,000,000	3,552,000,000
Net income applicable to common shareholders of The Bank of New York Mellon Corporation used for the earnings per share calculation
Net income applicable to common shareholders of The Bank of New York Mellon Corporation		3,051,000,000	2,362,000,000	3,552,000,000
Less: Earning allocated to participating securities, basic		0	0	2,000,000
Less: Earning allocated to participating securities, diluted		0	0	2,000,000
Net income applicable to common shareholders of The Bank of New York Mellon corporation after required adjustment for the calculation of basic earnings per common share		3,051,000,000	2,362,000,000	3,550,000,000
Net income applicable to common shareholders of The Bank of New York Mellon corporation after required adjustment for the calculation of diluted earnings per common share		$ 3,051,000,000	$ 2,362,000,000	$ 3,550,000,000
Average common shares and equivalents outstanding of The Bank of New York Mellon Corporation
Basic (shares)		784,069	811,068	851,905
Common stock equivalents (shares)		3,821	3,904	4,900
Less: Participating securities (shares)		(92)	(177)	(446)
Diluted (shares)		787,798	814,795	856,359
Anti-dilutive securities (shares)	[1]	1,334	3,142	642
Earnings per share applicable to the common shareholders of The Bank of New York Mellon Corporation
Basic (usd per share)		$ 3.89	$ 2.91	$ 4.17
Diluted (usd per share)		$ 3.87	$ 2.90	$ 4.14

[1] Represents stock options, restricted stock units and participating securities outstanding but not included in the computation of diluted average common shares because their effect would be anti-dilutive.

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Consolidated Comprehensive Income Statement - USD ($) $ in Millions		12 Months Ended
		Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Statement of Comprehensive Income [Abstract]
Net income		$ 3,288	$ 2,560	$ 3,771
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments		272	(603)	(376)
Unrealized gain (loss) on assets available-for-sale:
Unrealized gain (loss) arising during the period		829	(3,245)	(1,147)
Reclassification adjustment		52	338	(4)
Total unrealized gain (loss) on assets available-for-sale		881	(2,907)	(1,151)
Defined benefit plans:
Net (loss) gain arising during the period		(75)	(306)	219
Foreign exchange adjustment		(1)	0	0
Amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost		(10)	56	88
Total defined benefit plans		(86)	(250)	307
Net unrealized gain (loss) on cash flow hedges		6	(6)	(6)
Total other comprehensive income (loss), net of tax	[1]	1,073	(3,766)	(1,226)
Total comprehensive income (loss)		4,361	(1,206)	2,545
Net (income) loss attributable to noncontrolling interests		(2)	13	(12)
Other comprehensive loss (income) attributable to noncontrolling interests		0	13	(2)
Comprehensive income (loss) applicable to shareholders of The Bank of New York Mellon Corporation		$ 4,359	$ (1,180)	$ 2,531

[1] Other comprehensive income (loss) attributable to The Bank of New York Mellon Corporation shareholders was $1,073 million for the year ended Dec. 31, 2023, $(3,753) million for the year ended Dec. 31, 2022 and $(1,228) million for the year ended Dec. 31, 2021.

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Consolidated Comprehensive Income Statement (Parenthetical) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Statement of Comprehensive Income [Abstract]
Change in accumulated other comprehensive income (loss)	$ 1,073	$ (3,753)	$ (1,228)

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Consolidated Balance Sheet - USD ($) $ in Millions		Dec. 31, 2023	Dec. 31, 2022
Assets
Cash and due from banks, net of allowance for credit losses of $18 and $29		$ 4,922	$ 5,030
Interest-bearing deposits with the Federal Reserve and other central banks		111,550	91,655
Interest-bearing deposits with banks, net of allowance for credit losses of $2 and $4 (includes restricted of $3,420 and $6,499)		12,139	17,169
Federal funds sold and securities purchased under resale agreements		28,900	24,298
Securities:
Held-to-maturity, at amortized cost, net of allowance for credit losses of $1 and less than $1 (fair value of $44,711 and $49,992)		49,578	56,194
Available-for-sale, at fair value (amortized cost of $80,678 and $92,484, net of allowance for credit losses of less than $1 and $1)		76,817	86,622
Total securities		126,395	142,816
Trading assets		10,058	9,908
Loans		66,879	66,063
Allowance for credit losses		(303)	(176)
Net loans		66,576	65,887
Premises and equipment		3,163	3,256
Accrued interest receivable		1,150	858
Goodwill		16,261	16,150
Intangible assets		2,854	2,901
Other assets, net of allowance for credit losses on accounts receivable of $4 and $4 (includes $1,187 and $1,009, at fair value)		25,985	25,855
Total assets		409,953	405,783
Deposits:
Noninterest-bearing (principally U.S. offices)		58,274	78,017
Interest-bearing deposits in U.S. offices		132,616	108,362
Interest-bearing deposits in non-U.S. offices		92,779	92,591
Total deposits		283,669	278,970
Federal funds purchased and securities sold under repurchase agreements		14,507	12,335
Trading liabilities		6,226	5,385
Payables to customers and broker-dealers		18,395	23,435
Other borrowed funds		479	397
Accrued taxes and other expenses		5,567	5,410
Other liabilities (including allowance for credit losses on lending-related commitments of $87 and $78, also includes $195 and $221, at fair value)		8,844	8,543
Long-term debt		31,257	30,458
Total liabilities		368,944	364,933
Temporary equity
Redeemable noncontrolling interests		85	109
Permanent equity
Preferred stock – par value $0.01 per share; authorized 100,000,000 shares; issued 43,826 and 48,826 shares		4,343	4,838
Common stock – par value $0.01 per share; authorized 3,500,000,000 shares; issued 1,402,429,447 and 1,395,725,198 shares		14	14
Additional paid-in capital		28,908	28,508
Retained earnings		39,653	37,864
Accumulated other comprehensive loss, net of tax		(4,893)	(5,966)
Less: Treasury stock of 643,085,355 and 587,280,598 common shares, at cost		(27,151)	(24,524)
Total The Bank of New York Mellon Corporation shareholders’ equity		40,874	40,734
Nonredeemable noncontrolling interests of consolidated investment management funds		50	7
Total permanent equity	[1]	40,924	40,741	[2]
Total liabilities, temporary equity and permanent equity		$ 409,953	$ 405,783

[1] Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $35,896 million at Dec. 31, 2022 and $36,531 million at Dec. 31, 2023.

[2] Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $38,196 million at Dec. 31, 2021 and $35,896 million at Dec. 31, 2022.

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Consolidated Balance Sheet (Parenthetical) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Cash and due from banks, allowance for credit loss	$ 18	$ 29
Interest-bearing deposits with banks, allowance for credit losses	2	4
Restricted cash, interest-bearing deposits in banks and other financial institutions	3,420	6,499
Debt securities, held-to-maturity, allowance for credit loss (less than)	1	1
Debt securities, held-to-maturity, fair value	44,711	49,992
Debt securities, available-for-sale, amortized cost, net	80,678	92,484
Debt securities, available-for-sale, allowance for credit loss	1	1
Other assets, allowance for credit loss on accounts receivable	3	4
Other assets, fair value	1,261	971
Allowance for credit losses on lending related commitments	87	78
Other liabilities, fair value	$ 195	$ 221
Preferred stock, par value (usd per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (shares)	100,000,000	100,000,000
Preferred stock, issued (shares)	43,826	48,826
Common stock, par value (usd per share)	$ 0.01	$ 0.01
Common stock, authorized (shares)	3,500,000,000	3,500,000,000
Common stock, issued (shares)	1,402,429,447	1,395,725,198
Treasury stock, common, shares (in shares)	643,085,355	587,280,598

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Consolidated Statement of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Operating activities
Net income	$ 3,288,000,000	$ 2,560,000,000	$ 3,771,000,000
Net (income) loss attributable to noncontrolling interests	(2,000,000)	13,000,000	(12,000,000)
Net income applicable to shareholders of The Bank of New York Mellon Corporation	3,286,000,000	2,573,000,000	3,759,000,000
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Provision for credit losses	119,000,000	39,000,000	(231,000,000)
Pension plan contributions	(6,000,000)	(7,000,000)	(6,000,000)
Depreciation and amortization	1,748,000,000	1,636,000,000	1,867,000,000
Goodwill impairment	0	680,000,000	0
Deferred tax (benefit)	(423,000,000)	155,000,000	257,000,000
Net securities losses (gains)	68,000,000	443,000,000	(5,000,000)
Change in trading assets and liabilities	436,000,000	7,015,000,000	(1,898,000,000)
Change in accruals and other, net	684,000,000	2,534,000,000	(905,000,000)
Net cash provided by operating activities	5,912,000,000	15,068,000,000	2,838,000,000
Investing activities
Change in interest-bearing deposits with banks	1,943,000,000	1,540,000,000	1,225,000,000
Change in interest-bearing deposits with the Federal Reserve and other central banks	(18,730,000,000)	7,812,000,000	35,073,000,000
Purchases of securities held-to-maturity	(341,000,000)	(2,497,000,000)	(8,921,000,000)
Paydowns of securities held-to-maturity	4,675,000,000	7,168,000,000	11,339,000,000
Maturities of securities held-to-maturity	1,766,000,000	1,610,000,000	1,872,000,000
Purchases of securities available-for-sale	(23,422,000,000)	(32,336,000,000)	(54,239,000,000)
Sales of securities available-for-sale	11,229,000,000	14,990,000,000	13,545,000,000
Paydowns of securities available-for-sale	3,898,000,000	5,215,000,000	12,775,000,000
Maturities of securities available-for-sale	19,748,000,000	11,573,000,000	17,221,000,000
Net change in loans	(801,000,000)	1,423,000,000	(11,350,000,000)
Sales of loans and other real estate	49,000,000	0	1,000,000
Change in federal funds sold and securities purchased under resale agreements	(4,597,000,000)	5,294,000,000	1,233,000,000
Net change in seed capital investments	25,000,000	64,000,000	171,000,000
Purchases of premises and equipment/capitalized software	(1,220,000,000)	(1,346,000,000)	(1,215,000,000)
Proceeds from the sale of premises and equipment	0	45,000,000	34,000,000
Acquisitions, net of cash	0	0	(170,000,000)
Dispositions, net of cash	0	446,000,000	8,000,000
Other, net	(32,000,000)	(1,127,000,000)	1,070,000,000
Net cash (used for) provided by investing activities	(5,810,000,000)	19,874,000,000	19,672,000,000
Financing activities
Change in deposits	3,456,000,000	(37,009,000,000)	(17,896,000,000)
Change in federal funds purchased and securities sold under repurchase agreements	2,148,000,000	790,000,000	418,000,000
Change in payables to customers and broker-dealers	(5,030,000,000)	(1,488,000,000)	128,000,000
Change in other borrowed funds	73,000,000	(344,000,000)	397,000,000
Net proceeds from the issuance of long-term debt	6,487,000,000	9,929,000,000	5,186,000,000
Repayments of long-term debt	(6,059,000,000)	(4,000,000,000)	(4,650,000,000)
Proceeds from the exercise of stock options	0	9,000,000	50,000,000
Issuance of common stock	16,000,000	14,000,000	13,000,000
Issuance of preferred stock	0	0	1,287,000,000
Treasury stock acquired	(2,604,000,000)	(124,000,000)	(4,567,000,000)
Redemption of preferred stock	(500,000,000)	0	(1,000,000,000)
Common cash dividends paid	(1,262,000,000)	(1,165,000,000)	(1,126,000,000)
Preferred cash dividends paid	(225,000,000)	(211,000,000)	(197,000,000)
Amortization of preferred stock discount	5,000,000	0	10,000,000
Other, net	(24,000,000)	(55,000,000)	(15,000,000)
Net cash (used for) financing activities	(3,519,000,000)	(33,654,000,000)	(21,962,000,000)
Effect of exchange rate changes on cash	230,000,000	358,000,000	(84,000,000)
Change in cash and due from banks and restricted cash
Change in cash and due from banks and restricted cash	(3,187,000,000)	1,646,000,000	464,000,000
Cash and due from banks and restricted cash at beginning of period	11,529,000,000	9,883,000,000	9,419,000,000
Cash and due from banks and restricted cash at end of period	8,342,000,000	11,529,000,000	9,883,000,000
Cash and due from banks at end of period (unrestricted cash)	4,922,000,000	5,030,000,000	6,061,000,000
Restricted cash at end of period	3,420,000,000	6,499,000,000	3,822,000,000
Cash and due from banks and restricted cash at end of period	8,342,000,000	11,529,000,000	9,883,000,000
Supplemental disclosures
Interest paid	16,021,000,000	3,307,000,000	233,000,000
Income taxes paid	882,000,000	449,000,000	473,000,000
Income taxes refunded	$ 17,000,000	$ 11,000,000	$ 42,000,000

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Consolidated Statement of Changes in Equity - USD ($) $ in Millions		Total		Preferred stock	Common stock	Additional paid-in capital	Retained earnings		Accumulated other comprehensive (loss), net of tax	Treasury stock	Non-redeemable noncontrolling interests of consolidated investment management funds	Redeemable non- controlling interests/ temporary equity
Beginning balance at Dec. 31, 2020		$ 45,944	[1]	$ 4,541	$ 14	$ 27,823	$ 34,241		$ (985)	$ (19,833)	$ 143	$ 176
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares issued to shareholders of noncontrolling interests												48
Redemption of subsidiary shares from noncontrolling interests												(94)
Other net changes in noncontrolling interests		5				(36)					41	29
Net income (loss)		3,771					3,759				12
Other comprehensive (loss) income		(1,228)							(1,228)
Other comprehensive (loss)		2										2
Dividends:
Common stock	[2]	(1,126)					(1,126)
Preferred stock		(197)					(197)
Preferred stock		(207)
Repurchase of common stock		(4,567)								(4,567)
Common stock issued under employee benefit plans		18				18
Preferred stock redemption		(1,000)		(1,000)
Preferred stock issued		1,287		1,287
Stock awards and options exercised		323				323
Amortization of preferred stock discount		0		10			(10)
Ending balance at Dec. 31, 2021		43,230	[1],[3]	4,838	14	28,128	36,667		(2,213)	(24,400)	196	161
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares issued to shareholders of noncontrolling interests												31
Redemption of subsidiary shares from noncontrolling interests												(31)
Other net changes in noncontrolling interests		(132)				44					(176)	(37)
Net income (loss)		2,560					2,573				(13)
Other comprehensive (loss) income		(3,753)							(3,753)
Other comprehensive (loss)		(13)										(13)
Dividends:
Common stock	[4]	(1,165)					(1,165)
Preferred stock		(211)					(211)
Repurchase of common stock		(124)								(124)
Common stock issued under employee benefit plans		20				20
Stock awards and options exercised		316				316
Other												(2)
Ending balance at Dec. 31, 2022		40,741	[3],[5]	4,838	14	28,508	37,864		(5,966)	(24,524)	7	109
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares issued to shareholders of noncontrolling interests												38
Redemption of subsidiary shares from noncontrolling interests												(54)
Other net changes in noncontrolling interests		57				16					41	(12)
Net income (loss)		3,288					3,286				2
Other comprehensive (loss) income		1,073							1,073
Other comprehensive (loss)		0										0
Dividends:
Common stock		(1,262)					(1,262)	[6]
Preferred stock		(225)					(225)
Preferred stock		(235)
Repurchase of common stock		(2,604)								(2,604)
Common stock issued under employee benefit plans		20				20
Preferred stock redemption		(500)		(500)
Stock awards and options exercised		364				364
Amortization of preferred stock discount		0		5			(5)
Excise tax on share repurchases		(23)								(23)
Excise tax on preferred stock redemption		(5)					(5)
Other												4
Ending balance at Dec. 31, 2023		$ 40,924	[5]	$ 4,343	$ 14	$ 28,908	$ 39,653		$ (4,893)	$ (27,151)	$ 50	$ 85

[1] Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $41,260 million at Dec. 31, 2020 and $38,196 million at Dec. 31, 2021.

[2] Includes dividend-equivalents on share-based awards.

[3] Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $38,196 million at Dec. 31, 2021 and $35,896 million at Dec. 31, 2022.

[4] Includes dividend-equivalents on share-based awards.

[5] Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $35,896 million at Dec. 31, 2022 and $36,531 million at Dec. 31, 2023.

[6] Includes dividend-equivalents on share-based awards

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Consolidated Statement of Changes in Equity (Parenthetical) $ in Millions	Dec. 31, 2020 USD ($)
Common stock
The Bank of New York Mellon Corporation shareholders’ equity	$ 41,260

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Summary of significant accounting and reporting policies

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Summary of significant accounting and reporting polices

Summary of significant accounting and reporting policies

In this Annual Report, references to “our,” “we,” “us,” “BNY Mellon,” the “Company” and similar terms refer to The Bank of New York Mellon Corporation and its consolidated subsidiaries. The term “Parent” refers to The Bank of New York Mellon Corporation but not its subsidiaries.

Nature of operations

BNY Mellon is a global leader in providing a broad range of financial products and services in domestic and international markets. Through our three principal business segments, Securities Services, Market and Wealth Services and Investment and Wealth Management, we serve institutions, corporations and high-net-worth individuals. See Note 24 for the primary products and services of our lines of business and other information.

Basis of presentation

The accounting and financial reporting policies of BNY Mellon, a global financial services company, conform to U.S. generally accepted accounting principles (“GAAP”) and prevailing industry practices.

In the opinion of management, all adjustments necessary for a fair presentation of financial position, results of operations and cash flows for the periods presented have been made.

Use of estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates based upon assumptions about future economic and market conditions which affect reported amounts and related disclosures in our financial statements. Our most significant estimates pertain to our allowance for credit losses, goodwill and other intangibles and litigation and regulatory contingencies. Although our current estimates contemplate current conditions and how we expect them to change in the future, it is reasonably possible that actual conditions could be worse than anticipated in those estimates, which could materially affect our results of operations and financial condition.

Foreign currency translation

Assets and liabilities denominated in foreign currencies are translated to U.S. dollars at the rate of exchange on the balance sheet date. Translation gains and losses on investments in foreign entities with functional currencies that are not the U.S. dollar are recorded as foreign currency translation adjustments in other comprehensive income (“OCI”). Revenue and expense transactions are translated at the applicable daily rate or the weighted average monthly exchange rate when applying the daily rate is not practical. For transactions that are denominated in a currency other than the functional currency, the effects of exchange rate changes are included in foreign exchange revenue in the income statement.

Acquisitions and divestitures

The income statement and balance sheet include results of acquired businesses accounted for under the acquisition method of accounting pursuant to Accounting Standards Codification (“ASC”) 805, Business Combinations, and equity investments from the dates of acquisition. Contingent purchase consideration is measured at its fair value and recorded on the purchase date. Any subsequent changes in the fair value of a contingent consideration liability are recorded to other noninterest expense. Gains or losses on divested business are reflected in investment and other revenue. For businesses that are determined to be held-for-sale and the fair value less costs to sell is less than its carrying value, a loss is recognized for that difference. Contingent consideration received is measured at fair value and recorded at the date of sale. Any subsequent changes in the fair value of a contingent consideration receivable are recorded to investment and other revenue.

Consolidation

We evaluate an entity for possible consolidation in accordance with ASC 810, Consolidation. We first determine whether or not we have variable interests in the entity, which are investments or other interests that absorb portions of an entity’s expected losses or receive portions of the entity’s expected returns. Our variable interests may include decision-maker or service provider fees, direct and indirect investments and investments made by related parties, including related parties under common control. If it is determined that we do not have a variable interest in

the entity, no further analysis is required and the entity is not consolidated.

If we hold a variable interest in the entity, further analysis is performed to determine if the entity is a variable interest entity (“VIE”) or a voting model entity (“VME”).

We consider the underlying facts and circumstances of individual entities when assessing whether or not an entity is a VIE. An entity is determined to be a VIE if the equity investors:

•    do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support; or

•    lack one or more of the following characteristics of a controlling financial interest:

•    the power, through voting rights or similar rights, to direct the activities of an entity that most significantly impact the entity’s economic performance;

•    the obligation to absorb the expected losses of the entity; and

•    the right to receive the expected residual returns of the entity.

We reconsider and reassess whether or not we are the primary beneficiary of a VIE when governing documents or contractual arrangements are changed that would reallocate the obligation to absorb expected losses or receive expected residual returns between BNY Mellon and the other investors. This could occur when BNY Mellon disposes of any portion of its variable interests in the VIE, when we acquire additional variable interests in the VIE, when additional variable interests are issued to other investors or when other investors liquidate their variable interest in the VIE.

We consolidate a VIE if it is determined that we have a controlling financial interest in the entity. We have a controlling financial interest in a VIE when we have both (1) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (2) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to that VIE.

For entities that do not meet the definition of a VIE, the entity is considered a VME. We consolidate these entities if we can exert control over the financial and

operating policies of an investee, which typically occurs if we have a 50% or more voting interest in the entity.

See Note 14 for additional disclosures related to our variable interests.

Equity method investments, including renewable energy investments

Equity investments of less than a majority but at least 20% ownership or where we are deemed to have significant influence are accounted for by the equity method and included in other assets. Earnings on these investments are reflected as investment services fees, investment management and performance fees or investment and other revenue, as appropriate, in the period earned.

A loss in value of an equity investment that is determined to be other-than-temporary is recognized by reducing the carrying value of the equity investment to its fair value.

Investments in renewable energy projects through limited liability companies are accounted for using the equity method of accounting. The hypothetical liquidation at book value (“HLBV”) methodology is used to determine the pre-tax loss that is recognized in each period. HLBV estimates the liquidation value at the beginning and end of each period, with the difference recognized as the amount of loss under the equity method.

The pre-tax losses are reported in investment and other revenue on the income statement. The corresponding tax benefits and credits are recorded as a reduction to provision for income taxes on the income statement.

See Note 8 for the amount of our renewable energy investments. Below are our most significant equity method investments, other than the investments in renewable energy.

Equity method investments at Dec. 31, 2023
(dollars in millions)	Percentage ownership		Book value
CIBC Mellon Global Securities Services Company (“CIBC Mellon”)	50	%	$	607
Siguler Guff	20	%	$	234

Restricted cash and securities

Cash and securities may be segregated under federal and other regulatory requirements and primarily consists of excess client funds held by our broker-dealer entities. Restricted cash is included in interest-bearing deposits with banks on the balance sheet and with cash and due from banks when reconciling the beginning and end-of-period balances on the consolidated statement of cash flows.

Securities purchased under resale agreements and securities sold under repurchase agreements

Securities purchased under resale agreements and securities sold under repurchase agreements are accounted for as collateralized financings. Generally, these agreements are recorded at the amounts at which the securities will be subsequently resold or repurchased, plus accrued interest.

Securities purchased under resale agreements are fully collateralized with high-quality liquid securities. Collateral requirements are monitored and additional collateral is received or provided, as required. As such, these transactions carry minimal credit risk and are generally not allocated an allowance for credit losses.

Where an enforceable netting agreement exists, resale and repurchase agreements executed with the same counterparty and the same maturity date are reported on a net basis on the balance sheet.

Securities – Debt

Debt securities are classified as available-for-sale, held-to-maturity or trading securities when they are purchased. Debt securities are classified as available-for-sale when we intend to hold them for an indefinite period of time or when they may be used for tactical asset/liability purposes and may be sold from time to time to effectively manage interest rate exposure, prepayment risk and liquidity needs. Debt securities are classified as held-to-maturity when we intend and have the ability to hold them until maturity. Debt securities are classified as trading when we intend to resell them.

Available-for-sale securities are measured at fair value. The difference between fair value and amortized cost representing unrealized gains or losses is recorded net of tax as an addition to, or deduction

from, OCI, unless an expected credit loss is recognized. Realized gains and losses on sales of available-for-sale securities are reported in investment and other revenue on the income statement. The cost of debt securities sold is determined on a specific identification method. Held-to-maturity securities are measured at amortized cost, net of expected credit loss, if any.

From time to time our intention to hold available-for-sale securities has changed such that we intend, and have the ability to, hold the securities to maturity. Transfers of securities from available-for-sale to held-to-maturity are accounted for at fair value and creates a new cost basis. The unrealized gains or losses at date of transfer continue to be recorded in accumulated other comprehensive income and are subsequently amortized into net interest revenue over the contractual lives of the securities.

The Company’s policy for recognition of expected credit losses for securities available-for-sale and securities held-to-maturity is contained within “Allowance for credit losses – Securities – Debt” and “Allowance for credit losses – Other” below.

Trading securities are measured at fair value and included in trading assets on the balance sheet. Trading revenue, which is reflected in investment and other revenue, includes both realized and unrealized gains and losses. The liability incurred on short-sale transactions, representing the obligation to deliver securities, is included in trading liabilities at fair value.

Income on securities purchased is adjusted for amortization of premium and accretion of discount on a level yield basis, generally over their contractual life.

Debt securities that are beneficial interests in securitized financial assets and are not high credit quality are discounted at the current yield used to accrete the beneficial interest. A credit loss is recognized when there is an adverse change in expected cash flows.

If we intend to sell a debt security or it is more likely than not that we will be required to sell a debt security prior to recovery of its cost basis, the security is written down to fair value and the credit and non-credit components of the unrealized loss are recognized in earnings and subsequently accreted to

interest revenue on an effective yield basis over the life of the security. Subsequent increases in the fair value of the security after the write-down are included in OCI.

Securities – Equity

Investments in equity securities that do not result in consolidation and are not accounted for under the equity method are measured at fair value with changes in the fair value recognized through earnings, unless one of two available exceptions applies. The first exception, a scope exception, allows Federal Reserve Bank stock, Federal Home Loan Bank stock and exchange memberships to remain accounted for at cost, less impairment. The second practicability exception is an election available for equity investments that do not have readily determinable fair values. For certain investments where the Company has chosen the practicability exception, such investments are accounted for in other assets on the balance sheet at cost adjusted for impairment, if any, plus or minus observable price changes in orderly transactions for an identical or similar investment of the same issuer with any such changes reflected in investment and other revenue. Equity securities with readily determinable fair values are classified in trading assets with changes in fair value reflected in other trading revenue, which is included in investment and other revenue in the consolidated income statement.

Loans

Loans are reported at amortized cost, net of any unearned income and deferred fees and costs. Certain loan origination and upfront commitment fees, as well as certain direct loan origination and commitment costs, are deferred and amortized as a yield adjustment over the lives of the related loans. Loans held for sale are carried at the lower of cost or fair value.

Loan modifications

A loan may be modified if the debtor is experiencing financial difficulties and the modification results in more than an insignificant delay in payment. A determination of whether a debtor is experiencing financial difficulty is based on payment status, and for commercial borrowers, the determination also considers debtor risk ratings. The determination of whether the modification results in more than an

insignificant delay in payment is based on analysis of the payment amount subject to delay, the time span of the modified terms, and well as a review of modification activity in the previous 12-month period.

Credit losses related to modified loans are generally accounted for under an individual evaluation methodology (see “Allowance for credit losses” below).

Nonperforming assets

Commercial loans are placed on nonaccrual status when principal or interest is past due 90 days or more, or when there is reasonable doubt that interest or principal will be collected.

When a first or second lien residential mortgage loan reaches 90 days delinquent, it is subject to an individual evaluation of credit loss and placed on nonaccrual status.

When a loan is placed on nonaccrual status, previously accrued and uncollected interest is reversed against current period interest revenue. Interest receipts on nonaccrual loans are recognized as interest revenue or are applied to principal when we believe the ultimate collectability of principal is in doubt. Nonaccrual loans generally are restored to an accrual basis when principal and interest become current and remain current for a specified period.

“Allowance for credit losses” below provides additional information regarding the individual evaluation of credit losses for nonperforming loans.

Allowance for credit losses

The accounting policy for determining the allowances has been identified as a “critical accounting estimate” as it requires us to make numerous complex and subjective estimates and assumptions relating to amounts which are judgmental and inherently uncertain.

The allowance for credit losses represents management’s estimate of expected credit losses over the expected contractual life of the financial instruments as of the balance sheet date. The allowance methodology is designed to provide procedural discipline in assessing the appropriateness of the allowance.

A quantitative methodology and qualitative framework is used to estimate the allowance for credit losses. The qualitative framework is described in further detail within “Allowance for credit losses – Other” below. The quantitative component of our estimate uses models and methodologies that categorize financial assets based on product type, collateral type, and other credit trends and risk characteristics, including relevant information about past events, current conditions and reasonable and supportable forecasts of future economic conditions that affect the collectability of the recorded amounts. The allowance may be determined using various methods, including discounted cash flow methods, loss-rate methods, probability of default methods or other methods that we determine to be appropriate. We estimate our expected credit losses using the probability of default method for the majority of our financial assets. We measure expected credit losses of financial assets on a collective (pool) basis when similar risk characteristics exist. For a financial asset that does not share risk characteristics with other assets, expected credit losses are measured based on an individual evaluation method.

In our estimate, with the exception of our small home equity line of credit portfolio, available-for-sale debt securities, and individually evaluated financial assets, we utilize a multi-scenario macroeconomic forecast which includes a weighting of three scenarios: a baseline and upside and downside scenarios and allows us to develop our estimate using a wide span of economic variables. Our baseline scenario reflects a view on likely performance of each global region and the other two scenarios are designed relative to the baseline scenario. This approach incorporates a reasonable and supportable forecast period spanning the life of the asset, and this period includes both an initial estimated economic outlook component as well as a reversion component for each economic input variable. The length of each of the two components depends on the underlying financial instrument, scenario and underlying economic input variable. In general, the initial economic outlook period for each economic input variable under each scenario ranges between several months and two years. The speed at which the scenario-specific forecasts revert to long-term historical mean is based on observed historical patterns of mean reversion at the economic variable input level that are reflected in our model parameter estimates. Certain macroeconomic variables such as unemployment or home prices take longer to revert after a contraction, though specific recovery times are

scenario-specific. Reversion will usually take longer the further away the scenario-specific forecast is from the historical mean. On a quarterly basis, within a developed governance structure, we update these scenarios for current economic conditions and may adjust the scenario weighting based on our economic outlook.

Allowance for credit losses – Loans and lending-related commitments

The allowance for credit losses on loans is presented as a valuation allowance to loans, and the allowance for credit losses on lending-related commitments is recorded in other liabilities. The components of the allowance for credit losses on loans and lending-related commitments consist of the following three elements:

•a pooled allowance component for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate;

•a pooled allowance component for residential mortgage loans; and

•an asset-specific allowance component involving individually evaluated credits of $1 million or greater which no longer share risk characteristics with other loans.

The first element, a pooled allowance component for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate, is based on our expected credit loss model using the probability of default method, which has been adjusted for the forecast of economic conditions. Individual credit analyses are performed on such loans before being assigned a credit rating. Segmentation is established based on risk characteristics of the loans and how risk is monitored. In estimating the terms of the exposures and resulting effect on the measurement of expected credit loss, we consider the impact of potential prepayments as well as the effect of borrower extension options. Borrower ratings are reviewed at least annually and are mapped to third-party databases, including rating agency and default and recovery databases, to support ongoing consistency and validity. Higher risk-rated loans and lending-related commitments are reviewed quarterly.

For the higher-risk rated and pass-rated commercial and institutional credits, the loss expected in each loan incorporates the borrower’s credit rating, facility

rating and maturity. The loss given default, derived from the facility rating, incorporates a recovery expectation, and for unfunded lending exposures, an estimate of the use of the facility at default (usage given default). The borrower’s probability of default is derived from the associated credit rating. The probability of default and the loss given default are applied to the estimated facility amount at default to determine the quantitative component of the allowance. For each of the different parameters, specific credit models are developed for each segment of our portfolio, including commercial loans and lease financing, financial institutions and other. We use both internal and external data in the development of these parameters.

For loans secured by commercial real estate, a separate modeled approach is used that considers collateral specific data and loan maturity, as well as commercial real estate market factors by geographical region and property type under different macroeconomic scenarios. A statistical method is used to simulate the property value and income of each property, and to estimate the probability of default, loss given default and expected credit loss for each loan. The model outputs are established by using a baseline, upside and downside macroeconomic scenario to generate projected property values and incomes.

The second element, a pooled allowance component for residential mortgage loans, is determined by first segregating our mortgage pools into two categories: (i) our wealth management mortgages and other residential mortgages purchased primarily in 2023 and (ii) our legacy mortgage portfolio disclosed as other residential mortgages. We then apply models to each portfolio to predict prepayments, default rates and loss severity. We consider historical loss experience and use a loan-level, multi-period default model which further segments each portfolio by product type, including first lien fixed rate mortgages, first lien adjustable rate mortgages, second lien mortgages and interest-only mortgages. We calculate the mortgage loss up to loan contractual maturity and embed a reasonable and supportable forecast and macroeconomic variable inputs which are described above. For home equity lines of credit, probability of default and loss given default are based on external data from third-party databases due to the small size of the portfolio and limited internal data. Our legacy mortgage portfolio and home equity line of credit

portfolios represent small sub-segments of our mortgage loans.

The third element, individually evaluated credits, is based on individual analysis of loans of $1 million and greater which no longer share risk characteristics with other loans. Factors we consider in measuring the extent of expected credit loss include the payment status, collateral value, the borrower’s financial condition, guarantor support, the probability of collecting scheduled principal and interest payments when due, anticipated modifications of payment structure or term for troubled borrowers, and recoveries if they can be reasonably estimated. We measure the expected credit loss as the difference between the amortized cost basis of the loan and the present value of the expected future cash flows from the borrower which is generally discounted at the loan’s effective interest rate, or the fair value of the collateral, if the loan is collateral dependent. We generally individually evaluate nonperforming loans as well as loans that have been or are anticipated to be modified given the risk characteristics of such loans.

Allowance for credit losses – Securities – Debt

When estimating expected credit losses, we segment our available-for-sale and held-to-maturity debt securities portfolios by major asset class. This is influenced by whether the security is structured or non-structured (i.e., direct obligation), as well as the issuer type.

For available-for-sale debt securities with an unrealized loss at the balance sheet date, if we determine that a credit loss exists, the amount is recognized as an allowance for credit losses in securities – available-for-sale, with a corresponding adjustment to the provision for credit losses. We evaluate credit losses at the individual security level and do not recognize credit losses if the fair value exceeds amortized cost, and if we determine that a credit loss exists, we limit the recognition of the loss to the difference between fair value and amortized cost. In our determination of whether an expected credit loss exists for a non-structured security, we routinely conduct periodic reviews and examine various quantitative and qualitative factors that are unique to each portfolio, including the severity of the unrealized loss position, agency rating, credit enhancement, cash flow deterioration and other factors. For a structured security, a credit loss model is utilized and the components of the credit loss

calculation for each major portfolio or asset class include a probability of default and loss given default (severity). These values depend on forecasted behavior of variables in the macroeconomic environment that are incorporated into our baseline forecast scenario described in “Allowance for credit losses” above. Generally, cash flows are discounted at the effective interest rate implicit in the debt security. Changes to the present value of cash flows due to the passage of time are recognized within the allowance for credit losses.

We estimate expected credit losses for held-to-maturity debt securities using a similar multi-scenario macroeconomic forecast methodology as described in “Allowance for credit losses” above. The allowance for credit losses on held-to-maturity debt securities is recorded in securities – held-to-maturity. The components of the modeled credit loss calculation for each major portfolio or asset class include a probability of default and loss given default and their values depend on the forecast behavior of variables in the macroeconomic environment. For structured debt securities, we estimated expected credit losses at the individual security level and use a cash flow model to project principal losses. Generally, cash flows are discounted at the effective interest rate implicit in the debt security. The difference is reflected in the allowance for credit losses, and changes to the present value of cash flows due to the passage of time are recognized within the allowance for credit losses.

We currently do not require an estimate of expected credit losses to be measured and recorded for U.S. Treasury securities, agency debt securities, and other debt securities that meet certain conditions that are based on a combination of factors such as guarantees, credit ratings and other credit quality factors. These assets are monitored within our established governance structure on a recurring basis to determine if any changes are warranted.

Allowance for credit losses – Other financial instruments

We also estimate expected credit losses associated with margin loans, reverse repurchase agreements, security lending indemnifications, and deposits with third-party financial institutions using a similar risk rating-based modeling approach as described in the first allowance element within “Allowance for credit losses – Loans and lending-related commitments” above. The allowance for credit losses on reverse

repurchase agreements is recorded in federal funds sold and securities purchased under resale agreements; the allowance for credit losses on securities lending indemnifications is recorded in other liabilities and the allowance for credit losses on deposits with third-party financial institutions is recorded in cash and due from banks or interest-bearing deposits with banks. Our reverse repurchase agreements are short-term and subject to continuous over-collateralization by our counterparties and timely collateral replenishment, when necessary. As a result, we estimate the expected credit loss related to the uncollateralized portion of the asset at the balance sheet date, if any, and when there is a reasonable expectation that the counterparty will not replenish the collateral in compliance with the terms of the repurchase agreement. This method is also applied to margin lending arrangements and securities lending indemnifications.

Allowance for credit losses – Other

We do not apply our credit loss measurement methodologies to accrued interest receivable balances related to our loan, debt securities and deposits with third-party financial institution assets given our nonaccrual policy that requires charge-off of interest receivable when deemed uncollectible. Accrued interest receivable related to these instruments, along with other interest-bearing instruments, is included on the consolidated balance sheet. Accrued interest receivable related to each major loan class is disclosed in our credit quality disclosure in Note 5.

Our policy for credit losses related to purchased financial assets requires an evaluation to be performed prior to the effective purchase date to determine if more than an insignificant decline in credit quality has occurred during the period between the origination and purchase date, or, in the case of debt securities, the period between the issuance and purchase date. If we purchase a financial asset with more than insignificant deterioration in credit quality, the measurement of expected credit loss is performed using the methodologies described above, and the credit loss is recorded as an allowance for credit losses on the purchase date. Subsequent to purchase, changes (favorable and unfavorable) in expected cash flows are recognized immediately in net income by adjusting the allowance. We evaluate various factors in the determination of whether a more than an insignificant decline in credit quality has occurred and these factors vary depending upon the type of

asset purchased. Such factors include changes in risk rating and/or agency rating, collateral deterioration, payment status, purchase price, credit spreads and other factors. We did not purchase any such assets in 2023 or 2022 and did not own such assets as of Dec. 31, 2023 or Dec. 31, 2022.

We apply a separate credit loss methodology to accounts receivables to estimate the expected credit losses associated with these short-term receivables which historically have not resulted in significant credit losses. The allowance for credit losses on accounts receivables is reflected in other assets.

The qualitative component of our estimate for the allowance for credit losses is intended to capture expected losses that may not have been fully captured in the quantitative component. Through an established governance structure, management determines the qualitative allowance each period based on an evaluation of various internal and environmental factors which include: scenario weighting and sensitivity risk, credit concentration risk, economic conditions and other considerations. We may also make adjustments for idiosyncratic risks. Once determined in the aggregate, our qualitative allowance is then allocated to each of our financial instrument portfolios except for debt securities and those instruments carried in other assets based on the respective instruments’ quantitative allowance balances. The allocation of this additional allowance for credit losses is inherently judgmental, and the entire allowance for credit losses is available to absorb credit losses regardless of the nature of the loss.

Premises and equipment

Premises and equipment are carried at cost less accumulated depreciation and amortization. Depreciation and amortization is computed using the straight-line method over the estimated useful life of the owned asset and, for leasehold improvements, over the lesser of the remaining term of the leased facility or the estimated economic life of the improvement. For owned and capitalized assets, estimated useful lives range from two to 40 years. Maintenance and repairs are charged to expense as incurred, while major improvements are capitalized and amortized to operating expense over their identified useful lives.

Leasing

We determine if an arrangement is a lease at inception. Right-of-use (“ROU”) assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments. The ROU assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date or at lease modification date for certain lease modifications. For all leases, we use a discount rate that represents a collateralized borrowing rate based on similar terms and information available at lease commencement date or at the modification date for certain lease modifications in determining the present value of lease payments. In addition to the lease payments, the determination of an ROU asset may also include certain adjustments related to lease incentives and initial direct costs incurred. Options to extend or terminate a lease are included in the determination of the ROU asset and lease liability only when it is reasonably certain that we will exercise that option.

Lease expense for operating leases is recognized on a straight-line basis over the lease term, while the lease expense for finance leases is recognized using the effective interest method. ROU assets are reviewed for impairment when events or circumstances indicate that the carrying amount may not be recoverable. For operating leases, if deemed impaired, the ROU asset is written down and the remaining balance is subsequently amortized on a straight-line basis which results in lease expense recognition that is similar to finance leases.

For all leases, we have elected to account for the contractual lease and non-lease components as a single lease component and include them in the calculation of the lease liability. The non-lease variable components, such as maintenance expense and other variable costs, including non-index or rate escalations, have been excluded from the calculation and disclosed separately. Additionally, for certain equipment leases, we apply a portfolio approach to account for the operating lease ROU assets and liabilities.

For subleasing activities, the rental income is reported as part of net occupancy expense, as this activity is not a significant business activity and is part of the Company’s customary business practice.

For direct finance leases, unearned revenue is accreted over the lives of the leases in decreasing amounts to provide a constant rate of return on the net investment in the leases. We have leveraged lease transactions that were entered into prior to Dec. 31, 2018. These leases are grandfathered under ASC 842, Leases, which became effective Jan. 1, 2019, and will continue to be accounted for under the prior guidance unless the leases are subsequently modified. Revenue on leveraged leases is recognized on a basis to achieve a constant yield on the outstanding investment in the lease, net of the related deferred tax liability, in the years in which the net investment is positive. Gains and losses on residual values of leased equipment sold are included in investment and other revenue. Impairment of leveraged lease residual values that is deemed other-than-temporary is reflected in net interest revenue. Considering the nature of these leases and the number of significant assumptions, there is risk associated with the income recognition on these leases should any of the assumptions change materially in future periods.

Software

We capitalize costs relating to acquired software and internal-use software development projects that provide new or significantly improved functionality. We capitalize projects that are expected to result in longer-term operational benefits, such as replacement systems or new applications that result in significantly increased operational efficiencies or functionality. All other costs incurred in connection with an internal-use software project are expensed as incurred. Capitalized software is recorded in other assets on the balance sheet. We record amortization of capitalized software in software and equipment expense on the income statement.

Identified intangible assets and goodwill

Identified intangible assets with estimable lives are amortized in a pattern consistent with the assets’ identifiable cash flows or using a straight-line method over their remaining estimated benefit periods if the pattern of cash flows is not estimable. Intangible assets with estimable lives are reviewed for possible impairment when events or changed circumstances may affect the underlying basis of the asset. Goodwill and intangibles with indefinite lives are not amortized, but are assessed annually for impairment, or more often if events and circumstances indicate it is more likely than not they may be impaired and to

determine if the lives are no longer indefinite and should be amortized. The amount of goodwill impairment, if any, is determined by the excess of the carrying value of the reporting unit over its fair value. The accounting policy for valuing and impairment testing of identified intangible assets and goodwill has been identified as a “critical accounting estimate” as it requires us to make numerous complex and subjective estimates.

Investments in qualified affordable housing projects

Investments in qualified affordable housing projects through a limited liability entity are accounted for utilizing the proportional amortization method.  Under the proportional amortization method, the initial cost of the investment is amortized to the provision for income taxes in proportion to the tax credits and other tax benefits received. The net investment performance, including tax credits and other benefits received, is recognized in the income statement as a component of the provision for income taxes. Additionally, the value of the commitments to fund qualified affordable housing projects is included in other assets on the balance sheet and a liability is recorded for the unfunded portion.

Seed capital

Seed capital investments are generally classified as other assets and carried at fair value unless we are required to consolidate the investee due to having a controlling financial interest. Unrealized gains and losses on seed capital investments are recorded in investment and other revenue.

Noncontrolling interests

Noncontrolling interests represent the portion of consolidated entities that are owned by parties other than BNY Mellon. Noncontrolling interests included in permanent equity are adjusted for the income or loss attributable to the noncontrolling interest holders and any distributions to those shareholders. Redeemable noncontrolling interests are reported as temporary equity and represent the redemption value resulting from equity-classified share-based payment arrangements that are currently redeemable or are expected to become redeemable. We recognize changes in the redemption value of the redeemable noncontrolling interests as they occur and adjust the carrying value to be equal to the redemption value.

Fee revenue

Investment services fee revenue and investment management and performance fee revenue are based on terms specified in a contract with a customer and are shown net of fee waivers and exclude any amounts collected on behalf of third parties. Revenue is recognized when, or as, a performance obligation is satisfied by transferring control of a good or service to a customer. A performance obligation may be satisfied over time or at a point in time. Revenue from a performance obligation satisfied over time is recognized by measuring our progress in satisfying the performance obligation in a manner that reflects the transfer of goods and services to the customer. Revenue from a performance obligation satisfied at a point in time is recognized at the point in time the customer obtains control of the promised good or service. The amount of revenue recognized reflects the consideration we expect to be entitled to in exchange for the promised goods and services. Taxes assessed by a governmental authority, that are both imposed on, and concurrent with, a specific revenue-producing transaction, are collected from a customer and are excluded from revenue.

Performance fees are recognized in the period in which the performance fees are earned and become determinable. Performance fees are constrained until all uncertainties are resolved and reversal of previously recorded amounts is not probable. Performance fees are generally calculated as a percentage of the applicable portfolio’s performance in excess of a benchmark index or a peer group’s performance. When a portfolio underperforms its benchmark or fails to generate positive performance, subsequent years’ performance must generally exceed this shortfall prior to fees being earned. Amounts billable, which are subject to a clawback if future performance thresholds in current or future years are not met, are not recognized since the fees are potentially uncollectible. These fees are recognized when it is determined that they will be collected. When a multi-year performance contract provides that fees earned are billed ratably over the performance period, only the portion of the fees earned that are non-refundable are recognized.

Additionally, we recognize revenue from non-refundable, implementation fees under outsourcing contracts using a straight-line method, commencing in the period the ongoing services are performed through the expected term of the contractual

relationship. Incremental direct set-up costs of implementation, up to the related customer margin or minimum fee revenue amount, are deferred and amortized over the same period that the related implementation fees are recognized. If a client terminates an outsourcing contract prematurely, the unamortized deferred incremental direct set-up costs and the unamortized deferred implementation fees related to that contract are recognized in the period the contract is terminated.

We record foreign exchange revenue, financing-related fees and other revenue when the services are provided and earned based on contractual terms, when amounts are determined and collectability is reasonably assured.

Net interest revenue

Revenue on interest-earning assets and expense on interest-bearing liabilities are recognized based on the effective yield of the related financial instrument. The amortization of premiums and accretion of discounts are included in interest revenue and are adjusted for prepayments when they occur, such that the effective yield remains constant throughout the contractual life of the security. Negative interest incurred on assets or charged on liabilities is presented as contra interest revenue and contra interest expense, respectively.

Pension

The measurement date for BNY Mellon’s pension plans is December 31. Plan assets are determined based on fair value generally representing observable market prices. The projected benefit obligation is determined based on the present value of projected benefit distributions at an assumed discount rate. The discount rate utilized is based on the yield curves of high-quality corporate bonds available in the marketplace. The net periodic pension expense or credit includes service costs (if applicable), interest costs based on an assumed discount rate, an expected return on plan assets based on an actuarially derived market-related value, amortization of prior service cost and amortization of prior years’ actuarial gains and losses.

Actuarial gains and losses include gains or losses related to changes in the amount of the projected benefit obligation or plan assets resulting from demographic or investment experience different than

assumed, changes in the discount rate or other assumptions. To the extent an actuarial gain or loss exceeds 10% of the greater of the projected benefit obligation or the market-related value of plan assets, the excess is generally recognized over the future service periods of active employees. Benefit accruals under the U.S. pension plans and the largest foreign pension plan in the UK are frozen. Future unrecognized actuarial gains and losses for these frozen plans that exceed a threshold amount are amortized over the average future life expectancy of plan participants with a maximum of 15 years.

Our expected long-term rate of return on plan assets is based on anticipated returns for each applicable asset class. Anticipated returns are weighted for the expected allocation for each asset class and are based on forecasts for prospective returns in the equity and fixed-income markets, which should track the long-term historical returns for these markets. We also consider the growth outlook for U.S. and global economies, as well as current and prospective interest rates.

The market-related value utilized to determine the expected return on plan assets is based on the fair value of plan assets adjusted for the difference between expected returns and actual performance of plan assets. The difference between actual experience and expected returns on plan assets is included as an adjustment in the market-related value over a five-year period.

Stock-based compensation

Compensation expense relating to share-based payments is generally recognized in staff expense on the income statement, on a straight-line basis, over the applicable vesting period.

Certain stock compensation grants vest when the employee retires. New grants with this feature are expensed by the first date the employee is eligible to retire. We estimate forfeitures when recording compensation cost related to share-based payment awards.

A portion of performance share unit awards are granted with performance conditions and for which the ultimate payout is subject to the discretion of the Human Resources and Compensation Committee. These awards are classified as equity and marked-to-market to earnings over the vesting period due to this

discretion. A portion of performance share unit awards contain market conditions. The grant date fair value of this portion of the awards is recognized on a straight-line-basis to staff expense unless the requisite service period is not rendered.

Severance

BNY Mellon provides separation benefits for U.S.-based employees through The Bank of New York Mellon Corporation Supplemental Unemployment Benefit Plan. These benefits are provided to eligible employees separated from their jobs for business reasons not related to individual performance. Basic separation benefits are generally based on the employee’s years of continuous benefited service. Severance for employees based outside of the U.S. is determined in accordance with local agreements and legal requirements. Severance expense is recorded when management commits to an action that will result in separation and the amount of the liability can be reasonably estimated.

Income taxes

We record current tax liabilities or assets through charges or credits to the current tax provision for the estimated taxes payable or refundable for the current year. Deferred tax assets and liabilities are recorded for future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. A deferred tax valuation allowance is established if it is more likely than not that all or a portion of the deferred tax assets will not be realized. A tax position that fails to meet a more-likely-than-not recognition threshold will result in either reduction of current or deferred tax assets, and/or recording of current or deferred tax liabilities. Interest and penalties related to income taxes are recorded as income tax expense.

Derivative financial instruments

Derivatives are recorded on the balance sheet at fair value and include futures, forwards, interest rate swaps, foreign currency swaps and options and similar products. Derivatives in an unrealized gain position are recognized as assets while derivatives in unrealized loss position are recognized as liabilities.

Derivatives are reported net by counterparty and after consideration of cash collateral, to the extent subject to legally enforceable netting agreements. Derivatives designated and effective in qualifying hedging relationships are classified in other assets or other liabilities on the balance sheet. All other derivatives are classified within trading assets or trading liabilities on the balance sheet. Gains and losses on trading derivatives are generally included in foreign exchange revenue or investment and other revenue, as applicable.

We enter into various derivative financial instruments for non-trading purposes primarily as part of our asset/liability management process. These non-trading derivatives are designated as one of three types of hedge activities: fair value, cash flow or net investment hedges.

To qualify for hedge accounting, each hedge relationship is required to be highly effective at reducing the risk associated with the exposure being hedged, both prospectively and retrospectively. We formally document all relationships, including hedging instruments and hedged items, as well as our risk management objectives and strategy for undertaking each hedging transaction. At inception, the potential cause of ineffectiveness related to each of our hedges is assessed to determine if we can expect the hedge to be highly effective over the life of the transaction. At hedge inception, we document the methodology to be utilized for evaluating effectiveness on an ongoing basis, and we monitor ongoing hedge effectiveness at least quarterly.

For qualifying fair value hedges, changes in the fair value of the derivative, and changes in the value of the hedged item associated with the designated risks being hedged, are recognized in earnings. Certain amounts excluded from the assessment of effectiveness are recorded in OCI and recognized in earnings through an amortization approach over the life of the derivative. We discontinue hedge accounting prospectively when we determine that the hedge is no longer effective or the derivative expires, is sold, or management discontinues the derivative’s hedge designation. Subsequent gains and losses on these derivatives are included in foreign exchange revenue or other trading revenue, as applicable. For discontinued fair value hedges, the accumulated gain or loss on the hedged item is amortized on a yield basis over the remaining life of the hedged item.

For qualifying cash flow hedges, changes in the fair value of the derivative are recorded in OCI, until reclassified into earnings in the same period the hedged item impacts earnings. If the hedge relationship is terminated, then the change in value will be reclassified from OCI to earnings when the cash flows that were previously hedged affect earnings. If cash flow hedge accounting is discontinued as a result of a forecasted transaction no longer being probable to occur, then the amount reported in OCI is immediately reclassified to current earnings.

Derivative amounts affecting earnings are recognized in the same income statement line as the hedged item affects earnings, principally interest revenue, interest expense, foreign exchange revenue and staff expense.

Foreign currency transaction gains and losses related to qualifying hedges of net investments in a foreign operation are recorded with cumulative foreign currency translation adjustments within OCI net of their tax effect. We evaluate the effectiveness of foreign currency derivatives designated as hedges of net investments utilizing the forward rate method.

Earnings per common share

Earnings per common share is calculated using the two-class method under which earnings are allocated to common shareholders and holders of participating securities. Unvested stock-based compensation awards that contain non-forfeitable rights to dividends or dividend equivalents are considered participating securities under the two-class method.

Basic earnings per share is calculated by dividing net income allocated to common shareholders of BNY Mellon by the average number of common shares outstanding and vested stock-based compensation awards where recipients have satisfied either the explicit vesting terms or retirement-eligibility requirements.

Diluted earnings per common share is computed under the more dilutive of either the treasury stock method or the two-class method. We increase the average number of shares of common stock outstanding by the assumed number of shares of common stock that would be issued assuming the exercise of stock options and the issuance of shares related to stock-based compensation awards using the treasury stock method, if dilutive. Diluted earnings

per share is calculated by dividing net income allocated to common shareholders of BNY Mellon by the adjusted average number of common shares outstanding.

Statement of cash flows

We have defined cash as cash and due from banks. Distributions received from equity method investees are classified as cash inflows from operating activities on the statement of cash flows. Excess returns on investments of equity method investments are classified as cash flows from investing activities on the statement of cash flows.

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Accounting changes and new accounting guidance

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Accounting changes and new accounting guidance

Accounting changes and new accounting guidance

The following accounting guidance was adopted in 2023.

Accounting Standards Update (“ASU”) 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging – Portfolio Layer Method

In March 2022, the FASB issued ASU 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging – Portfolio Layer Method, which provides guidance that expands the ability to hedge interest rate risk by permitting the use of multiple hedged layers of a single closed portfolio of assets and will (1) Allow multiple layer hedging within the same closed portfolio, (2) Expand the scope of the portfolio layer method to include non-prepayable assets, (3) Expand the eligible hedging instruments to be utilized in a single-layer hedge, and (4) Permit held-to-maturity debt securities to be transferred to available-for-sale at the date of adoption, provided such transferred securities are designated in a portfolio layer method hedge within 30 days of the adoption date.

The standard also provides further guidance and disclosure requirements with respect to hedge basis adjustments related to portfolio layer method hedges.

We adopted this guidance as of Jan. 1, 2023. The Company did not choose to make the one-time election to reclassify securities classified as held-to-maturity to available-for-sale as of Jan. 1, 2023 and can choose to prospectively apply portfolio layer method hedging.

ASU 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures

In March 2022, the FASB issued ASU 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures, which provides post-implementation guidance related to the adoption of ASU 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments, which was effective Jan. 1, 2020. This ASU amends the guidance related to two issues: Troubled Debt Restructurings (“TDRs”) and disclosure requirements for the credit profile of the loan portfolio. This ASU eliminates the accounting guidance for TDRs by creditors, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. An entity must apply the loan refinancing and restructuring guidance to determine whether a modification results in a new loan or a continuation of an existing loan.

This ASU also requires that an entity disclose current-period gross write-offs by year of origination for financing receivables and net investments in leases within the scope of Subtopic 326-20, Financial Instruments – Credit Losses – Measured at Amortized Cost.

We adopted the revised guidance related to loan modifications on Jan. 1, 2023. The impact was immaterial.

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Acquisitions and dispositions

12 Months Ended

Dec. 31, 2023

Business Combination and Asset Acquisition [Abstract]

Acquisitions and dispositions

Acquisitions and dispositions

We sometimes structure our acquisitions and divestitures with both an initial payment or receipt and later contingent payments or receipts tied to post-closing revenue or income growth.

At Dec. 31, 2023, we are potentially obligated to pay additional consideration which is recorded at a fair value totaling approximately $20 million and, using reasonable assumptions and estimates, could range from $20 million to $25 million over the next year. During 2023, we made contingent payments that totaled $15 million and recorded $7 million of increases to contingent earnout payables reflected in other expense.

At Dec. 31, 2023, we could potentially receive additional consideration which is recorded at fair value totaling approximately $30 million and, using reasonable assumptions and estimates, could range from $20 million to $45 million over the next four years. During 2023, there were no contingent receipts and we recorded approximately $140 million of net decreases to contingent earnout receivables as a reduction of investment and other revenue based on reduced expectations of collecting future earnouts.

Transactions in 2022

On Nov. 1, 2022, BNY Mellon completed the sale of BNY Alcentra Group Holdings, Inc. (together with its subsidiaries, “Alcentra”) for $350 million cash consideration at close and contingent consideration dependent on the achievement of certain performance thresholds. We recorded an $11 million pre-tax loss and a $40 million after-tax loss on this transaction. At Oct. 31, 2022, Alcentra had $32 billion in assets

under management (“AUM”) concentrated in senior secured loans, high yield bonds, private credit, structured credit, special situations and multi-strategy credit strategies. In addition, goodwill related to Alcentra of $434 million was removed from the consolidated balance sheet as a result of this sale.

On Aug. 1, 2022, BNY Mellon completed the sale of HedgeMark Advisors, LLC (“HedgeMark”), and recorded a $37 million pre-tax gain. As part of the sale, BNY Mellon received an equity interest in the acquiring firm. In addition, goodwill related to HedgeMark of $13 million was removed from the consolidated balance sheet as result of this sale.

Transactions in 2021

On Oct. 1, 2021, BNY Mellon completed the acquisition of Milestone Group Pty Ltd., a business solutions provider for the funds industry, which is included in the Securities Services business segment.

On Oct. 29, 2021, BNY Mellon completed the acquisition of the depositary and custody activities of Nykredit, which is included in the Securities Services business segment.

On Dec. 23, 2021, BNY Mellon completed the acquisition of Optimal Asset Management, an investment advisor that developed patented software to deliver customized investment solutions for investors, particularly direct indexing solutions, which is included in the Market and Wealth Services business segment.

Goodwill and intangible assets related to the 2021 acquisitions totaled $99 million and $70 million, respectively.

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Securities

12 Months Ended

Dec. 31, 2023

Securities [Abstract]

Securities

Securities

The following tables present the amortized cost, the gross unrealized gains and losses and the fair value of securities at Dec. 31, 2023 and Dec. 31, 2022.

Securities at Dec. 31, 2023			Gross unrealized				Fair value
	Amortized cost
(in millions)			Gains		Losses
Available-for-sale:
Non-U.S. government (a)	$	18,998	$	68	$	684	$	18,382
U.S. Treasury	18,193		63		1,652		16,604
Agency residential mortgage-backed securities (“RMBS”)	13,457		119		465		13,111
Agency commercial mortgage-backed securities (“MBS”)	8,191		69		531		7,729
Foreign covered bonds	6,489		25		180		6,334
Collateralized loan obligations (“CLOs”)	6,142		5		10		6,137
Non-agency commercial MBS	3,245		1		311		2,935
U.S. government agencies	3,053		42		194		2,901
Non-agency RMBS	1,883		32		175		1,740
Other asset-backed securities (“ABS”)	1,026		1		84		943
Other debt securities	1		—		—		1
Total securities available-for-sale (b)(c)	$	80,678	$	425	$	4,286	$	76,817
Held-to-maturity:
Agency RMBS	$	29,740	$	1	$	3,493	$	26,248
U.S. Treasury	9,123		—		612		8,511
U.S. government agencies	4,146		—		401		3,745
Agency commercial MBS	3,411		1		296		3,116
Non-U.S. government (a)	2,137		3		67		2,073
CLOs	983		—		1		982
Non-agency RMBS	26		1		1		26
Other debt securities	12		—		2		10
Total securities held-to-maturity	$	49,578	$	6	$	4,873	$	44,711
Total securities	$	130,256	$	431	$	9,159	$	121,528

(a)    Includes supranational securities.

(b)    The amortized cost of available-for-sale securities is net of the allowance for credit loss of less than $1 million. The allowance for credit loss primarily relates to non-agency RMBSs.

(c)    Includes gross unrealized gains of $250 million and gross unrealized losses of $146 million recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized gains primarily relate to agency RMBS, agency commercial MBS and U.S. Treasury securities. The unrealized losses primarily relate to agency RMBS and U.S. Treasury securities. The unrealized gains and losses will be amortized into net interest revenue over the contractual lives of the securities.

Securities at Dec. 31, 2022			Gross unrealized
	Amortized cost						Fair value
(in millions)			Gains		Losses
Available-for-sale:
U.S. Treasury	$	32,103	$	93	$	2,663	$	29,533
Non-U.S. government (a)	21,398		10		1,069		20,339
Agency RMBS	9,388		113		544		8,957
Agency commercial MBS	8,656		89		685		8,060
Foreign covered bonds	6,041		3		286		5,758
CLOs	5,446		1		104		5,343
Non-agency commercial MBS	3,334		—		357		2,977
U.S. government agencies	2,465		52		223		2,294
Non-agency RMBS	2,197		43		211		2,029
Other ABS	1,443		—		124		1,319
Other debt securities	13		—		—		13
Total securities available-for-sale (b)(c)	$	92,484	$	404	$	6,266	$	86,622
Held-to-maturity:
Agency RMBS	$	34,188	$	1	$	4,229	$	29,960
U.S. Treasury	10,863		—		895		9,968
U.S. government agencies	4,206		—		534		3,672
Agency commercial MBS	4,014		—		411		3,603
Non-U.S. government (a)	1,897		—		107		1,790
CLOs	983		—		26		957
Non-agency RMBS	30		2		1		31
Other debt securities	13		—		2		11
Total securities held-to-maturity	$	56,194	$	3	$	6,205	$	49,992
Total securities	$	148,678	$	407	$	12,471	$	136,614

(a)    Includes supranational securities.

(b)    The amortized cost of available-for-sale securities is net of the allowance for credit loss of $1 million. The allowance for credit loss primarily relates to non-agency RMBS.

(c)    Includes gross unrealized gains of $347 million and gross unrealized losses of $179 million recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized gains primarily relate to agency RMBS, U.S. Treasury securities, and agency commercial MBS. The unrealized losses primarily relate to agency RMBS and U.S. Treasury securities. The unrealized gains and losses will be amortized into net interest revenue over the contractual lives of the securities.

The following table presents the realized gains and losses, on a gross basis.

Net securities gains (losses)
(in millions)	2023		2022		2021
Realized gross gains	$	20	$	92	$	28
Realized gross losses	(88)		(535)		(23)
Total net securities (losses) gains	$	(68)	$	(443)	$	5

The following table presents pre-tax net securities gains (losses) by type.

Net securities gains (losses)
(in millions)	2023		2022			2021
U.S. Treasury	$	(76)	$	12		$	(3)
Non-agency RMBS	2		49			2
Non-U.S. government	2		3			3
Other	4		(507)		(a)	3
Total net securities (losses) gains	$	(68)	$	(443)		$	5

(a)    Includes net securities losses from repositioning the securities portfolio which was comprised of $337 million related to state and political subdivisions and $177 million related to corporate bonds.

In 2022, agency RMBS, U.S. government agencies and agency commercial MBS with an aggregate amortized cost of $6.2 billion and fair value of $6.1 billion were transferred from available-for-sale securities to held-to-maturity securities. This transfer reduced the impact of changes in interest rates on accumulated other comprehensive income.

Allowance for credit losses – Securities

The allowance for credit losses related to securities was $1 million at Dec. 31, 2023 and $1 million at Dec. 31, 2022, and relates to other debt securities and non-agency RMBS securities.

Credit quality indicators – Securities

At Dec. 31, 2023, the gross unrealized losses on the securities portfolio were primarily attributable to an increase in interest rates from the date of purchase, and for certain securities that were transferred from available-for-sale to held-to-maturity, an increase in interest rates through the date they were transferred. Specifically, $146 million of the unrealized losses at Dec. 31, 2023 and $179 million at Dec. 31, 2022 reflected in the tables below relate to certain securities that were previously transferred from available-for-sale to held-to-maturity. As the transfers created a new cost basis for the securities, if these securities have experienced unrealized losses since the date of transfer, the corresponding unrealized losses would be reflected in the held-to-maturity securities portfolio in the following tables.

The following tables show the aggregate fair value of available-for-sale securities with a continuous unrealized loss position for less than 12 months and those that have been in a continuous unrealized loss position for 12 months or more without an allowance for credit losses.

Available-for-sale securities in an unrealized loss position without an allowance for credit losses at Dec. 31, 2023	Less than 12 months				12 months or more				Total
	Fair value		Unrealized losses		Fair value		Unrealized losses		Fair value		Unrealized losses
(in millions)
U.S. Treasury	$	694	$	48	$	14,862	$	1,604	$	15,556	$	1,652
Non-U.S. government (a)	2,756		24		11,767		660		14,523		684
Agency RMBS	2,753		27		6,793		438		9,546		465
Agency commercial MBS	328		5		7,060		526		7,388		531
CLOs	784		—		3,158		10		3,942		10
Foreign covered bonds	268		1		3,603		179		3,871		180
Non-agency commercial MBS	187		2		2,607		309		2,794		311
U.S. government agencies	573		4		1,779		190		2,352		194
Non-agency RMBS	30		1		1,300		174		1,330		175
Other ABS	—		—		832		84		832		84
Total securities available-for-sale (b)	$	8,373	$	112	$	53,761	$	4,174	$	62,134	$	4,286

(a)    Includes supranational securities.

(b)    Includes $146 million of gross unrealized losses for 12 months or more recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. There were no gross unrealized losses for less than 12 months. The unrealized losses are primarily related to agency RMBS and U.S. Treasury securities and will be amortized into net interest revenue over the contractual lives of the securities.

Available-for-sale securities in an unrealized loss position without an allowance for credit losses at Dec. 31, 2022	Less than 12 months				12 months or more				Total
	Fair value		Unrealized losses		Fair value		Unrealized losses		Fair value		Unrealized losses
(in millions)
U.S. Treasury	$	14,058	$	824	$	15,236	$	1,839	$	29,294	$	2,663
Non-U.S. government (a)	8,775		336		7,372		733		16,147		1,069
Agency RMBS	7,929		376		789		168		8,718		544
Agency commercial MBS	6,088		389		1,878		296		7,966		685
CLOs	4,806		94		403		10		5,209		104
Foreign covered bonds	2,830		83		1,977		203		4,807		286
Non-agency commercial MBS	1,914		201		932		156		2,846		357
U.S. government agencies	1,710		186		208		37		1,918		223
Non-agency RMBS	588		16		1,148		193		1,736		209
Other ABS	333		18		876		106		1,209		124
Other debt securities	—		—		12		—		12		—
Total securities available-for-sale (b)	$	49,031	$	2,523	$	30,831	$	3,741	$	79,862	$	6,264

(a)    Includes supranational securities.

(b)    Includes $120 million of gross unrealized losses for less than 12 months and $59 million of gross unrealized losses for 12 months or more recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized losses are primarily related to agency RMBS and U.S. Treasury securities and will be amortized into net interest revenue over the contractual lives of the securities.

The following tables show the credit quality of the held-to-maturity securities. We have included certain credit ratings information because the information can indicate the degree of credit risk to which we are exposed. Significant changes in ratings classifications could indicate increased credit risk for us and could be accompanied by an increase in the allowance for credit losses and/or a reduction in the fair value of our securities portfolio.

Held-to-maturity securities portfolio at Dec. 31, 2023					Ratings (a)
			Net unrealized gain (loss)								BB+ and lower
(dollars in millions)	Amortized cost				AAA/ AA-		A+/ A-		BBB+/ BBB-				Not rated
Agency RMBS	$	29,740	$	(3,492)	100	%	—	%	—	%	—	%	—	%
U.S. Treasury	9,123		(612)		100		—		—		—		—
U.S. government agencies	4,146		(401)		100		—		—		—		—
Agency commercial MBS	3,411		(295)		100		—		—		—		—
Non-U.S. government (b)(c)	2,137		(64)		100		—		—		—		—
CLOs	983		(1)		100		—		—		—		—
Non-agency RMBS	26		—		25		54		2		17		2
Other debt securities	12		(2)		—		—		—		—		100
Total held-to-maturity securities	$	49,578	$	(4,867)	100	%	—	%	—	%	—	%	—	%

(a)    Represents ratings by Standard & Poor’s (“S&P”) or the equivalent.

(b)    Includes supranational securities.

(c)    Primarily consists of exposure to Germany, France, UK and the Netherlands.

Held-to-maturity securities portfolio at Dec. 31, 2022					Ratings (a)
			Net unrealized gain (loss)								BB+ and lower
(dollars in millions)	Amortized cost				AAA/ AA-		A+/ A-		BBB+/ BBB-				Not rated
Agency RMBS	$	34,188	$	(4,228)	100	%	—	%	—	%	—	%	—	%
U.S. Treasury	10,863		(895)		100		—		—		—		—
U.S. government agencies	4,206		(534)		100		—		—		—		—
Agency commercial MBS	4,014		(411)		100		—		—		—		—
Non-U.S. government (b)(c)	1,897		(107)		100		—		—		—		—
CLOs	983		(26)		100		—		—		—		—
Non-agency RMBS	30		1		22		58		2		17		1
Other debt securities	13		(2)		2		2		3		—		93
Total held-to-maturity securities	$	56,194	$	(6,202)	100	%	—	%	—	%	—	%	—	%

(a)    Represents ratings by S&P or the equivalent.

(b)    Includes supranational securities.

(c)    Primarily consists of exposure to Germany, UK and France.

Maturity distribution

The following table shows the maturity distribution by carrying amount and yield (on a tax equivalent basis) of our securities portfolio.

Maturity distribution and yields on securities at Dec. 31, 2023
	Within 1 year				1-5 years				5-10 years				After 10 years				Total
(dollars in millions)	Amount		Yield (a)		Amount		Yield (a)		Amount		Yield (a)		Amount		Yield (a)		Amount		Yield (a)
Available-for-sale:
U.S. Treasury	$	2,142	1.32	%	$	10,617	1.23	%	$	1,818	2.37	%	$	2,027	2.92	%	$	16,604	1.59	%
Non-U.S. government (b)	4,198		2.04		11,470		2.54		2,679		2.57		35		3.42		18,382		2.43
Foreign covered bonds	807		2.83		5,187		3.39		340		1.41		—		—		6,334		3.20
U.S. government agencies	25		1.74		1,671		3.49		1,091		2.90		114		2.73		2,901		3.21
Other debt securities	—		—		—		—		—		—		1		4.85		1		4.85
Mortgage-backed securities:
Agency RMBS																	13,111		5.15
Non-agency RMBS																	1,740		4.53
Agency commercial MBS																	7,729		3.08
Non-agency commercial MBS																	2,935		3.53
CLOs																	6,137		6.89
Other ABS																	943		2.43
Total securities available-for-sale	$	7,172	1.91	%	$	28,945	2.24	%	$	5,928	2.50	%	$	2,177	2.91	%	$	76,817	3.29	%
Held-to-maturity:
U.S. Treasury	$	3,176	1.56	%	$	5,032	1.18	%	$	915	1.24	%	$	—	—	%	$	9,123	1.32	%
U.S. government agencies	470		1.31		2,877		1.45		586		1.73		213		1.99		4,146		1.50
Non-U.S. government (b)	704		1.15		1,357		1.16		76		0.59		—		—		2,137		1.14
Other debt securities	—		—		—		—		12		4.75		—		—		12		4.75
Mortgage-backed securities:
Agency RMBS																	29,740		2.32
Non-agency RMBS																	26		2.71
Agency commercial MBS																	3,411		2.43
CLOs																	983		6.81
Total securities held-to-maturity	$	4,350	1.47	%	$	9,266	1.26	%	$	1,589	1.42	%	$	213	1.99	%	$	49,578	2.12	%
Total securities	$	11,522	1.74	%	$	38,211	2.01	%	$	7,517	2.29	%	$	2,390	2.84	%	$	126,395	2.84	%

(a)    Yields are based upon the amortized cost of securities and consider the contractual coupon, amortization of premiums and accretion of discounts, excluding the effect of related hedging derivatives.

(b)    Includes supranational securities.

Pledged assets

At Dec. 31, 2023, BNY Mellon had pledged assets of $134 billion, including $93 billion pledged as collateral for potential borrowings at the Federal Reserve Discount Window and $9 billion pledged as collateral for borrowing at the Federal Home Loan Bank. The components of the assets pledged at Dec. 31, 2023 included $116 billion of securities, $13 billion of loans, $4 billion of trading assets and $1 billion of interest-bearing deposits with banks.

If there has been no borrowing at the Federal Reserve Discount Window, the Federal Reserve generally allows banks to freely move assets in and out of their pledged assets account to sell or repledge the assets for other purposes. BNY Mellon regularly moves assets in and out of its pledged assets account at the Federal Reserve.

At Dec. 31, 2022, BNY Mellon had pledged assets of $138 billion, including $106 billion pledged as collateral for potential borrowing at the Federal Reserve Discount Window and $8 billion pledged as collateral for borrowing at the Federal Home Loan Bank. The components of the assets pledged at Dec. 31, 2022 included $121 billion of securities, $12 billion of loans, $4 billion of trading assets and $1 billion of interest-bearing deposits with banks.

At Dec. 31, 2023 and Dec. 31, 2022, pledged assets included $24 billion and $24 billion, respectively, for which the recipients were permitted to sell or repledge the assets delivered.

We also obtain securities as collateral, including receipts under resale agreements, securities borrowed, derivative contracts and custody agreements, on terms which permit us to sell or repledge the securities to others. At Dec. 31, 2023 and Dec. 31, 2022, the market value of the securities received that can be sold or repledged was $212 billion and $115 billion, respectively. We routinely sell or repledge these securities through delivery to third parties. As of Dec. 31, 2023 and Dec. 31, 2022, the market value of securities collateral sold or repledged was $180 billion and $78 billion, respectively.

Restricted cash and securities

Cash and securities may be segregated under federal and other regulations or requirements. At Dec. 31, 2023 and Dec. 31, 2022, cash segregated under

federal and other regulations or requirements was $3 billion and $7 billion, respectively. Restricted cash is primarily included in interest-bearing deposits with banks on the consolidated balance sheet. Securities segregated under federal and other regulations or requirements were $3 billion at Dec. 31, 2023 and $3 billion at Dec. 31, 2022. Restricted securities were sourced from securities purchased under resale agreements and are included in federal funds sold and securities purchased under resale agreements on the consolidated balance sheet.

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Loans and asset quality

12 Months Ended

Dec. 31, 2023

Receivables [Abstract]

Loans and asset quality

Loans and asset quality

Loans

The table below provides the details of our loan portfolio.

Loans	Dec. 31,
(in millions)	2023		2022
Commercial	$	2,112	$	1,732
Commercial real estate	6,760		6,226
Financial institutions	10,521		9,684
Lease financings	599		657
Wealth management loans	9,109		10,302
Wealth management mortgages	9,131		8,966
Other residential mortgages	1,166		345
Capital call financing	3,700		3,438
Other	2,717		2,941
Overdrafts	3,053		4,839
Margin loans	18,011		16,933
Total loans (a)	$	66,879	$	66,063

(a)    Net of unearned income of $268 million at Dec. 31, 2023 and $225 million at Dec. 31, 2022, primarily related to lease financings.

We disclose information related to our loans and asset quality by the class of financing receivable in the following tables.

Allowance for credit losses

Activity in the allowance for credit losses on loans and lending-related commitments is presented below. This does not include activity in the allowance for credit losses related to other financial instruments, including cash and due from banks, interest-bearing deposits with banks, federal funds sold and securities purchased under resale agreements, held-to-maturity securities, available-for-sale securities and accounts receivable.

Allowance for credit losses activity for the year ended Dec. 31, 2023									Wealth management loans		Wealth management mortgages		Other residential mortgages		Capital call financing		Other		Total
(in millions)	Commercial		Commercial real estate		Financial institutions		Lease financings
Beginning balance	$	18	$	184	$	24	$	1	$	1	$	12	$	8	$	6	$	—	$	254
Charge-offs	—		—		—		—		—		—		(3)		—		—		(3)
Recoveries	1		—		—		—		—		—		2		—		5		8
Net recoveries (charge-offs)	1		—		—		—		—		—		(1)		—		5		5
Provision (a)	8		141		(5)		—		—		(3)		(3)		(2)		(5)		131
Ending balance	$	27	$	325	$	19	$	1	$	1	$	9	$	4	$	4	$	—	$	390
Allowance for:
Loan losses	$	12	$	266	$	9	$	1	$	1	$	8	$	4	$	2	$	—	$	303
Lending-related commitments	15		59		10		—		—		1		—		2		—		87
Individually evaluated for impairment:
Loan balance (b)	$	—	$	290	$	—	$	—	$	—	$	12	$	1	$	—	$	—	$	303
Allowance for loan losses	—		76		—		—		—		—		—		—		—		76

(a)    Does not include provision for credit losses benefit related to other financial instruments of $12 million for the year ended Dec. 31, 2023.

(b)    Includes collateral dependent loans of $303 million with $348 million of collateral at fair value.

Allowance for credit losses activity for the year ended Dec. 31, 2022 (a)									Wealth management loans		Wealth management mortgages		Other residential mortgages		Capital call financing		Total
(in millions)	Commercial		Commercial real estate		Financial institutions		Lease financings
Beginning balance	$	12	$	199	$	13	$	1	$	1	$	6	$	7	$	2	$	241
Charge-offs	—		—		—		—		—		—		—		—		—
Recoveries	—		—		—		—		—		—		4		—		4
Net recoveries	—		—		—		—		—		—		4		—		4
Provision (b)	6		(15)		11		—		—		6		(3)		4		9
Ending balance	$	18	$	184	$	24	$	1	$	1	$	12	$	8	$	6	$	254
Allowance for:
Loan losses	$	4	$	137	$	10	$	1	$	1	$	11	$	8	$	4	$	176
Lending-related commitments	14		47		14		—		—		1		—		2		78
Individually evaluated for impairment:
Loan balance (c)	$	—	$	62	$	—	$	—	$	—	$	16	$	1	$	—	$	79
Allowance for loan losses	—		—		—		—		—		—		—		—		—

(a)    There was no activity in the other loan portfolio.    

(b)    Does not include provision for credit losses related to other financial instruments of $30 million for the year ended Dec. 31, 2022.

(c)    Includes collateral dependent loans of $79 million with $126 million of collateral at fair value.

Allowance for credit losses activity for the year ended Dec. 31, 2021									Wealth management loans		Wealth management mortgages		Other residential mortgages		Capital call financing		Other		Total
(in millions)	Commercial		Commercial real estate		Financial institutions		Lease financing
Beginning balance	$	16	$	430	$	10	$	2	$	1	$	7	$	13	$	—	$	—	$	479
Charge-offs	—		—		—		—		—		(1)		(1)		—		(16)		(18)
Recoveries	—		—		2		—		—		—		6		—		—		8
Net recoveries (charge-offs)	—		—		2		—		—		(1)		5		—		(16)		(10)
Provision (a)	(4)		(231)		1		(1)		—		—		(11)		2		16		(228)
Ending balance	$	12	$	199	$	13	$	1	$	1	$	6	$	7	$	2	$	—	$	241
Allowance for:
Loan losses	$	3	$	171	$	6	$	1	$	1	$	5	$	7	$	2	$	—	$	196
Lending-related commitments	9		28		7		—		—		1		—		—		—		45
Individually evaluated for impairment:
Loan balance (b)	$	—	$	111	$	—	$	—	$	—	$	18	$	1	$	—	$	—	$	130
Allowance for loan losses	—		5		—		—		—		—		—		—		—		5

(a)    Does not include provision for credit losses benefit related to other financial instruments of $3 million for the year ended Dec. 31, 2021.

(b)    Includes collateral dependent loans of $130 million with $149 million of collateral at fair value.

Nonperforming assets

The table below presents our nonperforming assets.

Nonperforming assets	Dec. 31, 2023						Dec. 31, 2022
	Recorded investment						Recorded investment
	With an allowance		Without an allowance				With an allowance		Without an allowance
(in millions)					Total						Total
Nonperforming loans:
Commercial real estate	$	189	$	—	$	189	$	—	$	54	$	54
Other residential mortgages	23		1		24		30		1		31
Wealth management mortgages	7		12		19		8		14		22
Total nonperforming loans	219		13		232		38		69		107
Other assets owned	—		5		5		—		2		2
Total nonperforming assets	$	219	$	18	$	237	$	38	$	71	$	109

Past due loans

The table below presents our past due loans.

Past due loans and still accruing interest	Dec. 31, 2023									Dec. 31, 2022
	Days past due							Total past due		Days past due						Total past due
(in millions)	30-59			60-89		≥90				30-59		60-89		≥90
Financial institutions	$	339	(a)	$	—	$	—	$	339	$	—	$	—	$	—	$	—
Wealth management loans	52			—		—		52		43		1		—		44
Wealth management mortgages	26			3		—		29		54		1		—		55
Commercial real estate	9			3		—		12		11		—		—		11
Other residential mortgages	7			1		—		8		5		—		—		5
Total past due loans	$	433		$	7	$	—	$	440	$	113	$	2	$	—	$	115

(a)    The past due financial institutions loans have been collected since Dec. 31, 2023.

Loan modifications

Credit quality indicators

Our credit strategy is to focus on investment-grade clients that are active users of our non-credit services. Each customer is assigned an internal credit rating, which is mapped to an external rating agency grade equivalent, if possible, based upon a number of dimensions, which are continually evaluated and may change over time.

The tables below provide information about the credit profile of the loan portfolio by the period of origination.

Credit profile of the loan portfolio													Dec. 31, 2023
													Revolving loans
	Originated, at amortized cost												Amortized cost		Converted to term loans – Amortized cost				Accrued interest receivable
(in millions)	2023		2022		2021		2020		2019		Prior to 2019						Total (a)
Commercial:
Investment grade	$	193	$	114	$	70	$	—	$	—	$	45	$	1,483	$	—	$	1,905
Non-investment grade	52		18		—		—		—		—		137		—		207
Total commercial	245		132		70		—		—		45		1,620		—		2,112		$	3
Commercial real estate:
Investment grade	1,518		864		585		152		271		875		136		22		4,423
Non-investment grade	1,172		685		154		43		47		152		84		—		2,337
Total commercial real estate	2,690		1,549		739		195		318		1,027		220		22		6,760		30
Financial institutions:
Investment grade	616		74		57		—		—		10		6,948		—		7,705
Non-investment grade	134		10		—		—		—		—		2,672		—		2,816
Total financial institutions	750		84		57		—		—		10		9,620		—		10,521		120
Wealth management loans:
Investment grade	39		30		110		26		7		167		8,542		101		9,022
Non-investment grade	—		2		—		—		—		—		85		—		87
Total wealth management loans	39		32		110		26		7		167		8,627		101		9,109		57
Wealth management mortgages	850		1,689		1,909		863		736		3,066		18		—		9,131		22
Lease financings	230		—		—		40		7		322		—		—		599		—
Other residential mortgages (b)	184		561		200		5		—		216		—		—		1,166		5
Capital call financing	10		—		—		—		—		—		3,690		—		3,700		15
Other loans	—		—		—		—		—		—		2,717		—		2,717		7
Margin loans	7,283		—		—		—		—		—		10,728		—		18,011		41
Total loans	$	12,281	$	4,047	$	3,085	$	1,129	$	1,068	$	4,853	$	37,240	$	123	$	63,826	$	300

(a)    Excludes overdrafts of $3,053 million. Overdrafts occur on a daily basis primarily in the custody and securities clearance business and are generally repaid within two business days.

(b)    The gross write-offs primarily related to other residential mortgage loans were $3 million in 2023.

Credit profile of the loan portfolio													Dec. 31, 2022
													Revolving loans
	Originated, at amortized cost												Amortized cost		Converted to term loans – Amortized cost				Accrued interest receivable
(in millions)	2022		2021		2020		2019		2018		Prior to 2018						Total (a)
Commercial:
Investment grade	$	379	$	148	$	—	$	—	$	43	$	45	$	963	$	—	$	1,578
Non-investment grade	78		6		—		—		—		—		70		—		154
Total commercial	457		154		—		—		43		45		1,033		—		1,732		$	2
Commercial real estate:
Investment grade	1,265		973		407		739		204		904		183		—		4,675
Non-investment grade	431		511		145		323		93		6		20		22		1,551
Total commercial real estate	1,696		1,484		552		1,062		297		910		203		22		6,226		25
Financial institutions:
Investment grade	126		389		—		—		—		25		7,216		—		7,756
Non-investment grade	20		—		—		—		—		—		1,896		12		1,928
Total financial institutions	146		389		—		—		—		25		9,112		12		9,684		78
Wealth management loans:
Investment grade	45		57		22		45		—		217		9,887		—		10,273
Non-investment grade	—		—		—		—		—		—		29		—		29
Total wealth management loans	45		57		22		45		—		217		9,916		—		10,302		49
Wealth management mortgages	1,775		1,976		918		775		485		3,012		25		—		8,966		20
Lease financings	17		—		49		11		7		573		—		—		657		—
Other residential mortgages	27		70		—		—		—		248		—		—		345		1
Capital call financing	—		—		—		—		—		—		3,438		—		3,438		17
Other loans	—		—		—		—		—		—		2,941		—		2,941		6
Margin loans	5,984		—		—		—		—		—		10,949		—		16,933		33
Total loans	$	10,147	$	4,130	$	1,541	$	1,893	$	832	$	5,030	$	37,617	$	34	$	61,224	$	231

(a)    Excludes overdrafts of $4,839 million. Overdrafts occur on a daily basis primarily in the custody and securities clearance business and are generally repaid within two business days.

Commercial loans

The commercial loan portfolio is divided into investment grade and non-investment grade categories based on the assigned internal credit ratings, which are generally consistent with those of the public rating agencies. Customers with ratings consistent with BBB- (S&P)/Baa3 (Moody’s) or better are considered to be investment grade. Those clients with ratings lower than this threshold are considered to be non-investment grade.

Commercial real estate

Our income-producing commercial real estate facilities are focused on experienced owners and are structured with moderate leverage based on existing cash flows. Our commercial real estate lending activities also include construction and renovation facilities.

Financial institutions

Financial institution exposures are high-quality, with 92% of the exposures meeting the investment grade equivalent criteria of our internal credit rating classification at Dec. 31, 2023. In addition, 62% of the financial institutions exposure is secured. For example, securities industry clients and asset managers often borrow against marketable securities held in custody. The exposure to financial institutions is generally short-term, with 83% expiring within one year.

Wealth management loans

Wealth management loans are not typically rated by external rating agencies. A majority of the wealth management loans are secured by the customers’ investment management accounts or custody accounts. Eligible assets pledged for these loans are typically investment grade fixed-income securities, equities and/or mutual funds. Internal ratings for this portion of the wealth management loan portfolio, therefore, would equate to investment grade external

ratings. Wealth management loans are provided to select customers based on the pledge of other types of assets. For the loans collateralized by other assets, the credit quality of the obligor is carefully analyzed, but we do not consider this portion of wealth management loan portfolio to be investment grade.

Wealth management mortgages

Credit quality indicators for wealth management mortgages are not correlated to external ratings. Wealth management mortgages are typically loans to high-net-worth individuals, which are secured primarily by residential property. These loans are primarily interest-only, adjustable rate mortgages with a weighted-average loan-to-value ratio of 61% at origination. Delinquency rate is a key indicator of credit quality in the wealth management portfolio. At Dec. 31, 2023, less than 1% of the mortgages were past due.

At Dec. 31, 2023, the wealth management mortgage portfolio consisted of the following geographic concentrations: California – 21%; New York – 14%; Florida – 11%; Massachusetts – 8%; and other – 46%.

Lease financings

At Dec. 31, 2023, the lease financings portfolio consisted of exposures backed by well-diversified assets. At Dec. 31, 2023, nearly all of leasing exposure was investment grade, or investment grade equivalent and primarily consisted of exposures backed by well-diversified assets, primarily real estate and large-ticket transportation equipment. Assets are both domestic and foreign-based, with primary concentrations in Germany and the U.S.

Other residential mortgages

The other residential mortgage portfolio primarily consists of 1-4 family residential mortgage loans and

totaled $1.2 billion at Dec. 31, 2023 and $345 million at Dec. 31, 2022. These loans are not typically correlated to external ratings.

Capital call financing

Capital call financing includes loans to private equity funds that are secured by the fund investors’ capital commitments and the funds’ right to call capital.

Other loans

Other loans primarily include loans to consumers that are fully collateralized with equities, mutual funds and fixed-income securities.

Margin loans

We had $18.0 billion of secured margin loans at Dec. 31, 2023, compared with $16.9 billion at Dec. 31, 2022. Margin loans are collateralized with marketable securities, and borrowers are required to maintain a daily collateral margin in excess of 100% of the value of the loan. We have rarely suffered a loss on these types of loans.

Overdrafts

Overdrafts primarily relate to custody and securities clearance clients and totaled $3.1 billion at Dec. 31, 2023 and $4.8 billion at Dec. 31, 2022. Overdrafts occur on a daily basis and are generally repaid within two business days.

Reverse repurchase agreements

Reverse repurchase agreements at Dec. 31, 2023 and Dec. 31, 2022 were fully secured with high-quality collateral. As a result, there was no allowance for credit losses related to these assets at Dec. 31, 2023 and Dec. 31, 2022.

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Leasing

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Leasing

Leasing

We have operating and finance leases for corporate offices, data centers and certain equipment. Our leases have remaining lease terms up to 15 years, some of which include options to extend or terminate the lease. In some of our corporate office locations, we may enter into sublease arrangements for portions or all of the space and/or lease term.

The table below presents the consolidated balance sheet information related to operating and finance leases.

Balance sheet information	Dec. 31, 2023							Dec. 31, 2022
(dollars in millions)	Operating leases			Finance leases		Total		Operating leases			Finance leases			Total
ROU assets (a)	$	1,125		$	—	$	1,125	$	1,152		$	11		$	1,163
Lease liability (b)	$	1,356		$	—	$	1,356	$	1,336		$	—		$	1,336
Weighted average:
Remaining lease term	9.4 years			N/A				10.0 years			0.8 years
Discount rate (annualized)	3.11		%	N/A				2.68		%	1.27		%

(a)    Included in premises and equipment on the consolidated balance sheet.

(b)    Operating lease liabilities are included in other liabilities and finance lease liabilities are included in other borrowed funds, both on the consolidated balance sheet.

N/A - Not applicable.

The table below presents the components of lease expense.

Lease expense	Year ended Dec. 31,
(in millions)	2023		2022		2021
Operating lease expense	$	215	$	224	$	236
Variable lease expense	43		36		39
Sublease income	(34)		(33)		(33)
Finance lease expense:
Amortization of ROU assets	—		6		3
Total lease expense	$	224	$	233	$	245

The table below presents cash flow information related to leases.

Cash flow information	Year ended Dec. 31,
(in millions)	2023		2022		2021
Cash paid for amounts included in measurement of liabilities:
Operating cash flows from operating leases	$	224	$	224	$	260
Financing cash flows from finance leases	$	—	$	23	$	13

See Note 26 for information on non-cash operating and/or finance lease transactions.

The table below presents the maturities of lease liabilities.

Maturities of lease liabilities	Operating leases
(in millions)
For the year ended Dec. 31,
2024	$	196
2025	192
2026	185
2027	158
2028	133
2029 and thereafter	692
Total lease payments	1,556
Less: Imputed interest	200
Total	$	1,356

Leasing

Leasing

We have operating and finance leases for corporate offices, data centers and certain equipment. Our leases have remaining lease terms up to 15 years, some of which include options to extend or terminate the lease. In some of our corporate office locations, we may enter into sublease arrangements for portions or all of the space and/or lease term.

The table below presents the consolidated balance sheet information related to operating and finance leases.

Balance sheet information	Dec. 31, 2023							Dec. 31, 2022
(dollars in millions)	Operating leases			Finance leases		Total		Operating leases			Finance leases			Total
ROU assets (a)	$	1,125		$	—	$	1,125	$	1,152		$	11		$	1,163
Lease liability (b)	$	1,356		$	—	$	1,356	$	1,336		$	—		$	1,336
Weighted average:
Remaining lease term	9.4 years			N/A				10.0 years			0.8 years
Discount rate (annualized)	3.11		%	N/A				2.68		%	1.27		%

(a)    Included in premises and equipment on the consolidated balance sheet.

(b)    Operating lease liabilities are included in other liabilities and finance lease liabilities are included in other borrowed funds, both on the consolidated balance sheet.

N/A - Not applicable.

The table below presents the components of lease expense.

Lease expense	Year ended Dec. 31,
(in millions)	2023		2022		2021
Operating lease expense	$	215	$	224	$	236
Variable lease expense	43		36		39
Sublease income	(34)		(33)		(33)
Finance lease expense:
Amortization of ROU assets	—		6		3
Total lease expense	$	224	$	233	$	245

The table below presents cash flow information related to leases.

Cash flow information	Year ended Dec. 31,
(in millions)	2023		2022		2021
Cash paid for amounts included in measurement of liabilities:
Operating cash flows from operating leases	$	224	$	224	$	260
Financing cash flows from finance leases	$	—	$	23	$	13

See Note 26 for information on non-cash operating and/or finance lease transactions.

The table below presents the maturities of lease liabilities.

Maturities of lease liabilities	Operating leases
(in millions)
For the year ended Dec. 31,
2024	$	196
2025	192
2026	185
2027	158
2028	133
2029 and thereafter	692
Total lease payments	1,556
Less: Imputed interest	200
Total	$	1,356

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Goodwill and intangible assets

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and intangible assets

Goodwill and intangible assets

Goodwill

The table below provides a breakdown of goodwill by business segment.

Goodwill by business segment (in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Consolidated
Balance at Dec. 31, 2022
Goodwill	$	6,973	$	1,424	$	8,433	$	16,830
Accumulated impairment losses	—		—		(680)		(680)
Net goodwill	$	6,973	$	1,424	$	7,753	$	16,150
Foreign currency translation	31		5		75		111
Balance at Dec. 31, 2023
Goodwill	7,004		1,429		8,508		16,941
Accumulated impairment losses	—		—		(680)		(680)
Net goodwill	$	7,004	$	1,429	$	7,828	$	16,261

Goodwill by business segment (in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Consolidated
Balance at Dec. 31, 2021	$	7,062	1,435		$	9,015	$	17,512
Impairment loss	—		—		(680)		(680)
Dispositions	(13)		—		(434)		(447)
Foreign currency translation	(76)		(11)		(148)		(235)
Balance at Dec. 31, 2022
Goodwill	$	6,973	$	1,424	$	8,433	$	16,830
Accumulated impairment losses	—		—		(680)		(680)
Net goodwill	$	6,973	$	1,424	$	7,753	$	16,150

Goodwill impairment testing

The goodwill impairment test is performed at least annually at the reporting unit level. BNY Mellon’s business segments include six reporting units for which goodwill impairment testing is performed. An interim goodwill impairment test is performed when events or circumstances occur that may indicate that it is more likely than not that the fair value of any reporting unit may be less than its carrying value.

In each quarter of 2023, we completed an interim goodwill impairment test of the Investment Management reporting unit, which had $6.1 billion of allocated goodwill as of Dec. 31, 2023. In all cases, we determined the fair value of the Investment Management reporting unit exceeded its carrying value and no goodwill impairment was recorded.

For the Dec. 31, 2023 test, the fair value of the Investment Management reporting unit exceeded its carrying value by approximately 5%. We determined the fair value of the Investment Management reporting unit using an income approach based on

management’s projections as of Dec. 31, 2023. The discount rate applied to these cash flows was 10.5%.

The cash flow estimates for the Investment Management reporting unit are impacted by projections of the level and mix of assets under management, market values, operating margins and long-term growth rates.

In the second quarter of 2023, we performed our annual goodwill impairment test on the remaining five reporting units using an income approach to estimate the fair values of each reporting unit. Estimated cash flows used in the income approach were based on management’s projections as of April 1, 2023. The discount rate applied to these cash flows was 10%.

As a result of the annual goodwill impairment test, no goodwill impairment was recognized. The fair values of the Company’s remaining five reporting units were substantially in excess of the respective reporting units’ carrying value.

Determining the fair value of a reporting unit is subject to uncertainty as it is reliant on estimates of cash flows that extend far into the future, and, by their nature, are difficult to estimate over such an extended time frame. In the future, changes in the assumptions or the discount rate could produce a material non-cash goodwill impairment.

In the third quarter 2022, based on results of an interim goodwill impairment test we recorded an impairment charge of $680 million. This goodwill impairment represents a non-cash charge and did not affect BNY Mellon’s liquidity position, tangible common equity or regulatory capital ratios.

Intangible assets

The table below provides a breakdown of intangible assets by business segment.

Intangible assets – net carrying amount by business segment (in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Other		Consolidated
Balance at Dec. 31, 2021	$	230	$	392	$	1,520	$	849	$	2,991
Disposition	—		—		(1)		—		(1)
Amortization	(33)		(8)		(26)		—		(67)
Foreign currency translation	(4)		—		(18)		—		(22)
Balance at Dec. 31, 2022	$	193	$	384	$	1,475	$	849	$	2,901
Amortization	(31)		(6)		(20)		—		(57)
Foreign currency translation	2		—		8		—		10
Balance at Dec. 31, 2023	$	164	$	378	$	1,463	$	849	$	2,854

Intangible assets decreased in 2023 compared with 2022, primarily reflecting amortization, partially offset by foreign currency translation.

The table below provides a breakdown of intangible assets by type.

Intangible assets	Dec. 31, 2023							Dec. 31, 2022
(dollars in millions)	Gross carrying amount		Accumulated amortization		Net carrying amount		Remaining weighted- average amortization period	Gross carrying amount		Accumulated amortization		Net carrying amount
Subject to amortization: (a)
Customer contracts—Securities Services	$	731	$	(567)	$	164	10 years	$	731	$	(539)	$	192
Customer contracts—Market and Wealth Services	280		(273)		7		3 years	280		(267)		13
Customer relationships—Investment and Wealth Management	553		(479)		74		8 years	553		(461)		92
Other	41		(12)		29		13 years	41		(9)		32
Total subject to amortization	1,605		(1,331)		274		10 years	1,605		(1,276)		329
Not subject to amortization: (b)
Tradenames	1,292		N/A		1,292		N/A	1,290		N/A		1,290
Customer relationships	1,288		N/A		1,288		N/A	1,282		N/A		1,282
Total not subject to amortization	2,580		N/A		2,580		N/A	2,572		N/A		2,572
Total intangible assets	$	4,185	$	(1,331)	$	2,854	N/A	$	4,177	$	(1,276)	$	2,901

(a)    Excludes fully amortized intangible assets.

(b)    Intangible assets not subject to amortization have an indefinite life.

N/A – Not applicable.

Estimated annual amortization expense for current intangibles for the next five years is as follows:

For the year ended Dec. 31,	Estimated amortization expense (in millions)
2024		$	49
2025		43
2026		34
2027		28
2028		24

Intangible asset impairment testing

Intangible assets not subject to amortization are tested for impairment annually or more often if events or circumstances indicate they may be impaired.

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Other assets

12 Months Ended

Dec. 31, 2023

Other Assets [Abstract]

Other assets

Other assets

The following table provides the components of other assets presented on the consolidated balance sheet.

Other assets	Dec. 31,
(in millions)	2023		2022
Accounts receivable (a)	$	6,567	$	4,924
Corporate/bank-owned life insurance	5,480		5,417
Software	2,430		2,260
Prepaid pension assets	1,818		1,651
Fails to deliver	1,514		2,569
Qualified affordable housing project investments	1,213		1,298
Renewable energy investments	1,049		871
Equity method investments	873		803
Other equity investments (b)	741		695
Prepaid expense	737		764
Cash collateral receivable on derivative transactions	621		1,014
Assets of consolidated investment management funds	526		209
Federal Reserve Bank stock	480		478
Income taxes receivable	270		481
Fair value of hedging derivatives	236		319
Seed capital (c)	232		218
Other (d)	1,198		1,884
Total other assets	$	25,985	$	25,855

(a)    Includes receivables for securities sold or matured that have not yet settled.

(b)    Includes strategic equity, private equity and other investments.

(c)    Includes investments in BNY Mellon funds which hedge deferred incentive awards.

(d)    At Dec. 31, 2023 and Dec. 31, 2022, other assets include $7 million and $6 million, respectively, of Federal Home Loan Bank stock, at cost.

Non-readily marketable equity securities

Non-readily marketable equity securities do not have readily determinable fair values. These investments are valued using a measurement alternative where the investments are carried at cost, less any impairment, and plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. The observable price changes are recorded in investment and other revenue on the consolidated income statement. Our non-readily marketable equity securities totaled $479 million at Dec. 31, 2023 and $445 million at Dec. 31, 2022 and are included in other equity investments in the table above.

The following table presents the adjustments on the non-readily marketable equity securities.

Adjustments on non-readily marketable equity securities							Life-to-date
(in millions)	2023		2022		2021
Upward adjustments	$	52	$	125	$	105	$	335
Downward adjustments	(41)		(8)		—		(53)
Net adjustments	$	11	$	117	$	105	$	282

Qualified affordable housing project investments

We invest in affordable housing projects primarily to satisfy the Company’s requirements under the Community Reinvestment Act. Our total investment in qualified affordable housing projects totaled $1.2 billion at Dec. 31, 2023 and $1.3 billion at Dec. 31, 2022. Commitments to fund future investments in qualified affordable housing projects totaled $596 million at Dec. 31, 2023 and $614 million at Dec. 31, 2022 and are recorded in other liabilities on the consolidated balance sheet. A summary of the commitments to fund future investments is as follows: 2024 – $297 million; 2025 – $184 million; 2026 – $44 million; 2027 – $28 million; 2028 – $1 million; and 2029 and thereafter – $42 million.

Tax credits and other tax benefits recognized were $185 million in 2023, $145 million in 2022 and $148 million in 2021.

Amortization expense included in the provision for income taxes was $154 million in 2023, $123 million in 2022 and $124 million in 2021.

Investments valued using net asset value (“NAV”) per share

In our Investment and Wealth Management business segment, we make seed capital investments in certain funds we manage. We also hold private equity investments, primarily small business investment companies (“SBICs”), which are compliant with the

Volcker Rule, and certain other corporate investments. Seed capital, private equity and other corporate investments are included in other assets on the consolidated balance sheet. The fair value of certain of these investments was estimated using the NAV per share for our ownership interest in the funds.

The table below presents information on our investments valued using NAV.

Investments valued using NAV	Dec. 31, 2023					Dec. 31, 2022
(in millions)	Fair value		Unfunded  commitments			Fair value		Unfunded commitments
Seed capital (a) (b)	$	3		$	—	$	3		$	—
Private equity investments (c)	143			42		130			53
Other	7			—		5			—
Total	$	153		$	42	$	138		$	53

(a)    Seed capital investments at Dec. 31, 2023 are generally redeemable on request. Distributions are received as the underlying investments in the funds, which have redemption notice periods of seven days, are liquidated.

(b)    Includes investments in funds that relate to deferred compensation arrangements with employees.

(c)    Private equity investments primarily include Volcker Rule-compliant investments in SBICs that invest in various sectors of the economy. Private equity investments do not have redemption rights. Distributions from such investments will be received as the underlying investments in the private equity investments, which have a life of 10 years, are liquidated.

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Deposits

12 Months Ended

Dec. 31, 2023

Deposits [Abstract]

Deposits

Deposits

Time deposits in denominations of $250,000 or more totaled $1.5 billion at Dec. 31, 2023 and $1.4 billion at Dec. 31, 2022.

At Dec. 31, 2023, the scheduled maturities of total time deposits are $1.9 billion in 2024, $277 million in 2025, $143 million in 2026, $94 million in 2027 and $78 million in 2028. No time deposits are scheduled to mature after 2028.

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Contract revenue

12 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

Contract revenue

Contract revenue

Fee and other revenue in the Securities Services, Market and Wealth Services and Investment and Wealth Management business segments is primarily variable, based on levels of assets under custody and/or administration (“AUC/A”), AUM and the level of client-driven transactions, as specified in fee schedules.

Investment services fees are based primarily on the market value of AUC/A; client accounts, balances and the volume of transactions; securities lending volume and spreads; and fees for other services. Certain fees based on the market value of assets are calculated in arrears on a monthly or quarterly basis. Investment services fees also include transaction-based fees, which are driven by customer actions and

are delivered at a point-in-time. These transaction-based fees are generally recognized on trade date. Other contractual investment services fees are driven by the amount of AUC/A or the number of accounts or securities positions and are billed on a monthly or quarterly basis.

Substantially all services within the Securities Services and Market and Wealth Services business segments are provided over time. Revenue on these services is recognized using the time elapsed method, equal to the expected invoice amount, which typically represents the value provided to the customer for our performance completed to date.

Investment management fees are dependent on the overall level and mix of AUM. The management fees, expressed in basis points, are charged for managing those assets. Management fees are typically subject to fee schedules based on the overall level of assets managed and products in which those assets are invested.

Investment management fee revenue also includes transactional- and account-based fees. These fees, along with distribution and servicing fees, are recognized when the services have been completed. Clients are generally billed for services performed on a monthly or quarterly basis.

Performance fees are generally calculated as a percentage of the applicable portfolio’s performance in excess of a benchmark index or a peer group’s performance. Performance fees are recognized at the end of the measurement period when they are determinable.

See Note 24 for additional information on our principal business segments, Securities Services, Market and Wealth Services and Investment and Wealth Management, and the primary services provided.

Disaggregation of contract revenue

Contract revenue is included in fee and other revenue on the consolidated income statement. The following tables present fee and other revenue related to contracts with customers, disaggregated by type of fee revenue, for each business segment. Business segment data has been determined on an internal management basis of accounting, rather than GAAP which is used for consolidated financial reporting.

Disaggregation of contract revenue by business segment
	Year ended Dec. 31,
	2023										2022
(in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Other		Total		Securities Services		Market and Wealth Services		Investment and Wealth Management		Other		Total
Fee and other revenue – contract revenue:
Investment services fees	$	4,959	$	3,805	$	99	$	(63)	$	8,800	$	4,890	$	3,564	$	99	$	(65)	$	8,488
Investment management and performance fees	—		18		3,057		(12)		3,063		—		23		3,290		(14)		3,299
Financing-related fees	37		14		1		—		52		30		23		1		1		55
Distribution and servicing fees	6		(98)		241		—		149		4		(66)		192		—		130
Investment and other revenue	236		207		(323)		1		121		215		143		(245)		1		114
Total fee and other revenue – contract revenue	5,238		3,946		3,075		(74)		12,185		5,139		3,687		3,337		(77)		12,086
Fee and other revenue – not in scope of ASC 606 (a)(b)	817		198		(98)		53		970		865		185		(15)		(235)		800
Total fee and other revenue	$	6,055	$	4,144	$	2,977	$	(21)	$	13,155	$	6,004	$	3,872	$	3,322	$	(312)	$	12,886

(a)    Primarily includes investment services fees, foreign exchange revenue, financing-related fees and investment and other revenue, all of which are accounted for using other accounting guidance.

(b)    The Investment and Wealth Management business segment is net of income (loss) attributable to noncontrolling interests related to consolidated investment management funds of $2 million in 2023 and $(13) million in 2022.

Disaggregation of contract revenue by business segment	Year ended Dec. 31, 2021
(in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Other		Total
Fee and other revenue – contract revenue:
Investment services fees	$	4,919	$	3,284	$	100	$	(70)	$	8,233
Investment management and performance fees	—		18		3,553		(19)		3,552
Financing-related fees	19		48		—		1		68
Distribution and servicing fees	5		(5)		113		(1)		112
Investment and other revenue	132		4		(35)		—		101
Total fee other revenue – contract revenue	5,075		3,349		3,731		(89)		12,066
Fee and other revenue – not in scope of ASC 606 (a)(b)	743		234		118		140		1,235
Total fee and other revenue	$	5,818	$	3,583	$	3,849	$	51	$	13,301

(a)    Primarily includes investment services fees, foreign exchange revenue, financing-related fees and investment and other revenue, all of which are accounted for using other accounting guidance.

(b)    The Investment and Wealth Management business segment is net of income attributable to noncontrolling interests related to consolidated investment management funds of $12 million in 2021.

Contract balances

Our clients are billed based on fee schedules that are agreed upon in each customer contract. Receivables from customers were $2.6 billion at Dec. 31, 2023 and Dec. 31, 2022.

Contract assets represent accrued revenues that have not yet been billed to the customers due to certain contractual terms other than the passage of time and were $27 million at Dec. 31, 2023 and $48 million at Dec. 31, 2022. Accrued revenues recorded as contract assets are usually billed on an annual basis.

Both receivables from customers and contract assets are included in other assets on the consolidated balance sheet.

Contract liabilities represent payments received in advance of providing services under certain contracts and were $172 million at Dec. 31, 2023 and $164 million at Dec. 31, 2022. Contract liabilities are included in other liabilities on the consolidated balance sheet. Revenue recognized in 2023 relating to contract liabilities as of Dec. 31, 2022 was $114 million.

Changes in contract assets and liabilities primarily relate to either party’s performance under the contracts.

Contract costs

Incremental costs for obtaining contracts that are deemed recoverable are capitalized as contract costs. Such costs result from the payment of sales incentives, primarily in the Wealth Management business, and totaled $46 million at Dec. 31, 2023 and $58 million at Dec. 31, 2022. Capitalized sales incentives are amortized based on the transfer of goods or services to which the assets relate. The amortization of capitalized sales incentives, which is primarily included in staff expense on the consolidated income statement, totaled $16 million in 2023, $19 million in 2022 and $20 million in 2021.

Costs to fulfill a contract are capitalized when they relate directly to an existing contract or a specific anticipated contract, generate or enhance resources that will be used to fulfill performance obligations, and are recoverable. Such costs generally represent set-up costs, which include any direct cost incurred at the inception of a contract which enables the

fulfillment of the performance obligation, and totaled $90 million at Dec. 31, 2023 and $77 million at Dec. 31, 2022. These capitalized costs are amortized on a straight-line basis over the expected contract period.

Unsatisfied performance obligations

We do not have any unsatisfied performance obligations other than those that are subject to a practical expedient election under ASC 606, Revenue From Contracts With Customers. The practical expedient election applies to (i) contracts with an original expected length of one year or less, and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.

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Net interest revenue

12 Months Ended

Dec. 31, 2023

Interest Revenue (Expense), Net [Abstract]

Net interest revenue

Net interest revenue

The following table provides the components of net interest revenue presented on the consolidated income statement.

Net interest revenue	Year ended Dec. 31,
(in millions)	2023		2022		2021
Interest revenue
Deposits with the Federal Reserve and other central banks	$	4,541	$	1,019	$	(77)
Deposits with banks	523		221		48
Federal funds sold and securities purchased under resale agreements	7,141		1,200		120
Loans	3,916		1,999		958
Securities:
Taxable	4,213		2,502		1,702
Exempt from federal income taxes	1		35		42
Total securities	4,214		2,537		1,744
Trading securities	313		142		52
Total interest revenue	20,648		7,118		2,845
Interest expense
Deposits in domestic offices	4,703		980		(27)
Deposits in foreign offices	2,421		607		(148)
Federal funds purchased and securities sold under repurchase agreements	6,699		934		(4)
Trading liabilities	156		68		8
Other borrowed funds	47		9		8
Customer payables	566		156		(2)
Long-term debt	1,711		860		392
Total interest expense	16,303		3,614		227
Net interest revenue	4,345		3,504		2,618
Provision for credit losses	119		39		(231)
Net interest revenue after provision for credit losses	$	4,226	$	3,465	$	2,849

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Income taxes

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Income taxes

Income taxes

The components of the income tax provision are as follows:

Provision for income taxes	Year ended Dec. 31,
(in millions)	2023		2022		2021
Current tax expense:
Federal	$	588	$	190	$	160
Foreign	443		404		353
State and local	192		19		107
Total current tax expense	1,223		613		620
Deferred tax expense (benefit):
Federal	(379)		104		208
Foreign	31		(5)		22
State and local	(75)		56		27
Total deferred tax expense (benefit)	(423)		155		257
Provision for income taxes	$	800	$	768	$	877

The deferred tax benefit for 2023 is primarily driven by depreciation and amortization, the accrual for the FDIC special assessment and unrealized gains on securities.

The components of income before taxes are as follows:

Income before taxes	Year ended Dec. 31,
(in millions)	2023		2022		2021
Domestic	$	2,001	$	1,697	$	2,965
Foreign	2,087		1,631		1,683
Income before taxes	$	4,088	$	3,328	$	4,648

The components of our net deferred tax liability are as follows:

Net deferred tax liability	Dec. 31,
(in millions)	2023		2022
Depreciation and amortization	$	1,811	$	2,063
Pension obligation	388		374
Other liabilities	149		145
Renewable energy investment	156		205
Equity investments	56		57
Securities valuation	(29)		(31)
Leasing	(41)		(25)
Other assets	(55)		(31)
Credit losses on loans	(106)		(70)
Reserves not deducted for tax	(314)		(154)
Tax credit carryforward	—		(224)
Employee benefits	(252)		(253)
U.S. foreign tax credits	(96)		(100)
Valuation allowance	130		100
Net deferred tax liability	$	1,797	$	2,056

As of Dec. 31, 2023, BNY Mellon had $96 million of U.S. foreign tax credit carryforwards which will begin to expire in 2029. In addition, we have an unrealized capital loss of $34 million. We believe it is more likely than not that the benefit from these items will not be realized. Accordingly, we have recorded a valuation allowance of $130 million. We believe it is more likely than not that we will fully realize our remaining deferred tax assets. This conclusion is based on historical financial results and profit forecasts.

As of Dec. 31, 2023, we had approximately $1.2 billion of earnings attributable to foreign subsidiaries that have been permanently reinvested abroad and for which no local distribution tax provision has been recorded. If these earnings were to be repatriated, the estimated tax liability as of Dec. 31, 2023 would be up to $150 million.

The statutory federal income tax rate is reconciled to our effective income tax rate below:

Effective tax rate	Year ended Dec. 31,
	2023		2022		2021
Federal rate	21.0	%	21.0	%	21.0	%
State and local income taxes, net of federal income tax benefit	2.3		1.8		2.3
Foreign operations	1.1		2.1		0.8
Tax credits	(5.6)		(6.1)		(4.6)
Tax-exempt income	(0.7)		(1.0)		(1.0)
Federal Deposit Insurance Corporation (“FDIC”) assessment	0.5		0.4		0.3
Stock compensation	(0.2)		(0.6)		(0.1)
Goodwill impairment	—		3.9		—
Divestiture of stock in subsidiary	0.7		1.0		—
Other – net	0.5		0.6		0.2
Effective tax rate	19.6	%	23.1	%	18.9	%

Unrecognized tax positions
(in millions)	2023		2022		2021
Beginning balance at Jan. 1, – gross	$	106	$	138	$	119
Prior period tax positions:
Increases	—		—		18
Decreases	(5)		(11)		(3)
Current period tax positions	8		8		9
Settlements	—		(16)		(5)
Statute expiration	—		(13)		—
Ending balance at Dec. 31, – gross	$	109	$	106	$	138

Our total tax reserves as of Dec. 31, 2023 were $109 million compared with $106 million at Dec. 31, 2022. If these tax reserves were unnecessary, $109 million would affect the effective tax rate in future periods. We recognize accrued interest and penalties, if

applicable, related to income taxes in income tax expense. Included in the balance sheet at Dec. 31, 2023 is accrued interest, where applicable, of $39 million. The additional tax expense related to interest for the year ended Dec. 31, 2023 was $6 million, compared with $5 million for the year ended Dec. 31, 2022.

It is reasonably possible the total reserve for uncertain tax positions could decrease within the next 12

months by approximately $9 million as a result of adjustments related to tax years that are still subject to examination.

Our federal income tax returns are closed to examination through 2016. Our New York State and New York City income tax returns are closed to examination through 2014. Our UK income tax returns are closed to examination through 2020.

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Long-term debt

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Long-term debt

Long-term debt

The table below presents information on our long-term debt.

Long-term debt	Dec. 31, 2023				Dec. 31, 2022
(dollars in millions)	Rate	Maturity	Amount		Rate	Amount
Senior debt:
Fixed rate	0.50 - 6.47%	2024 - 2034	$	28,886	0.35 - 5.83%	$	28,108
Floating rate	5.39 - 6.00%	2024 - 2038	1,226		4.50 - 4.92%	1,229
Subordinated debt (a)	3.00 - 3.30%	2028 - 2029	1,145		3.00 - 3.30%	1,121
Total			$	31,257		$	30,458

(a)Fixed rate.

Total long-term debt maturing during the next five years is as follows: 2024 – $4.9 billion; 2025 – $4.4 billion; 2026 – $4.5 billion; 2027 – $3.1 billion; and 2028 – $5.2 billion.

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Variable interest entities

12 Months Ended

Dec. 31, 2023

Securitizations And Variable Interest Entities Disclosure [Abstract]

Variable interest entities

Variable interest entities

We have variable interests in variable interest entities (“VIEs”), which include investments in retail, institutional and alternative investment funds.

We earn management fees from these funds, as well as performance fees in certain funds, and may also provide start-up capital for new funds. The funds are primarily financed by our customers’ investments in the funds’ equity or debt.

Additionally, we invest in qualified affordable housing and renewable energy projects, which are designed to generate a return primarily through the realization of tax credits. The projects, which are structured as limited partnerships and limited liability companies, are also VIEs, but are not consolidated.

The following table presents the incremental assets and liabilities included in the consolidated balance sheet as of Dec. 31, 2023 and Dec. 31, 2022. The net

assets of any consolidated VIE are solely available to settle the liabilities of the VIE and to settle any investors’ ownership liquidation requests, including any seed capital we invested in the VIE.

Consolidated investment management funds
	Dec. 31,
(in millions)	2023		2022
Trading assets	$	510	$	203
Other assets	16		6
Total assets (a)	$	526	$	209
Other liabilities	$	1	$	1
Total liabilities (b)	$	1	$	1
Nonredeemable noncontrolling interests (c)	$	50	$	7

(a)    Includes VMEs with assets of $91 million at Dec. 31, 2023 and $86 million at Dec. 31, 2022.

(b)    Includes VMEs with liabilities of $1 million at Dec. 31, 2023 and $1 million at Dec. 31, 2022.

(c)    Includes VMEs with nonredeemable noncontrolling interests of $12 million at Dec. 31, 2023 and $7 million at Dec. 31, 2022.

We have not provided financial or other support that was not otherwise contractually required to be provided to our VIEs. Additionally, creditors of any consolidated VIEs do not have any recourse to the general credit of BNY Mellon.

Non-consolidated VIEs

As of Dec. 31, 2023 and Dec. 31, 2022, the following assets and liabilities related to the VIEs where we are not the primary beneficiary were included in our consolidated balance sheets and primarily related to accounting for our investments in qualified affordable housing and renewable energy projects.

The maximum loss exposure indicated in the following table relates solely to our investments in, and unfunded commitments to, the VIEs.

Non-consolidated VIEs	Dec. 31, 2023		Dec. 31, 2022
(in millions)
Other assets	$	2,337	$	2,235
Other liabilities	596		614
Maximum loss exposure	2,934		2,850

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Shareholders' equity

12 Months Ended

Dec. 31, 2023

Stockholders' Equity Note [Abstract]

Shareholders’ equity

Shareholders’ equity

Common stock

BNY Mellon has 3.5 billion authorized shares of common stock with a par value of $0.01 per share. At Dec. 31, 2023, 759,344,092 shares of common stock were outstanding.

In July 2023, our Board of Directors approved a 14% increase in the quarterly cash dividend on common stock, from $0.37 to $0.42 per share.

Common stock repurchase program

In January 2023, we announced a share repurchase program approved by our Board of Directors providing for the repurchase of up to $5.0 billion of common shares beginning Jan. 1, 2023. This new share repurchase plan replaced all previously authorized share repurchase plans.

In 2023, we repurchased 55.8 million common shares at an average price of $46.66 per common share for a total of $2.6 billion.

Share repurchases may be executed through open market repurchases, in privately negotiated transactions or by other means, including through repurchase plans designed to comply with Rule 10b5-1 and other derivative, accelerated share repurchase and other structured transactions.

Preferred stock

The Parent has 100 million authorized shares of preferred stock with a par value of $0.01 per share. The following table summarizes the Parent’s preferred stock issued and outstanding at Dec. 31, 2023 and Dec. 31, 2022.

Preferred stock summary (a)		Total shares issued and outstanding		Carrying value (b)
				(in millions)
		Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023		Dec. 31, 2022
	Per annum dividend rate (c)
Series A	Greater of (i) SOFR plus 0.565% and (ii) 4.000%	5,001	5,001	$	500	$	500
Series D	SOFR plus 2.46%	—	5,000	—		494
Series F	4.625% to but excluding Sept. 20, 2026, then SOFR plus 3.131%	10,000	10,000	990		990
Series G	4.700% to but excluding Sept. 20, 2025, then a floating rate equal to the five-year treasury rate plus 4.358%	10,000	10,000	990		990
Series H	3.700% to but excluding March 20, 2026, then a floating rate equal to the five-year treasury rate plus 3.352%	5,825	5,825	576		577
Series I	3.750% to but excluding Dec. 20, 2026, then a floating rate equal to the five-year treasury rate plus 2.630%	13,000	13,000	1,287		1,287
Total		43,826	48,826	$	4,343	$	4,838

(a)    All outstanding preferred stock is noncumulative perpetual preferred stock with a liquidation preference of $100,000 per share.

(b)    The carrying value of the Series D, Series F, Series G, Series H and Series I preferred stock is recorded net of issuance costs.

(c)    References to SOFR are to a floating rate equal to the three-month CME Term SOFR (plus a spread adjustment of 0.26161% per annum).

Holders of the Series A preferred stock are entitled to receive dividends, if declared by the Parent’s Board of Directors, on each March 20, June 20, September 20 and December 20. Holders of the Series F preferred stock are entitled to receive dividends, if declared by the Parent’s Board of Directors, on each March 20 and September 20, to and including Sept. 20, 2026; and on each March 20, June 20, September 20 and December 20, from and including Dec. 20, 2026. Holders of the Series G preferred stock are entitled to receive dividends, if declared by the Parent’s Board of Directors, on each March 20 and September 20. Holders of the Series H preferred stock are entitled to receive dividends, if declared by the Parent’s Board of Directors, on each March 20, June 20, September 20 and December 20, commencing on March 20, 2021. Holders of the Series I preferred stock are entitled to receive dividends, if declared by the Parent’s Board of Directors, on each March 20, June 20, September 20 and December 20, commencing on March 20, 2022.

BNY Mellon’s ability to declare or pay dividends on, or purchase, redeem or otherwise acquire, shares of our common stock or any of our shares that rank junior to the preferred stock as to the payment of dividends and/or the distribution of any assets on any liquidation, dissolution or winding-up of the Parent will be prohibited, subject to certain restrictions, in

the event that we do not declare and pay in full preferred dividends for the then current dividend period (in the case of dividends) or most recently completed dividend period (in the case of repurchases) of the Series A preferred stock or the last preceding dividend period (in the case of dividends) or most recently completed dividend period (in the case of repurchases) of the Series F, Series G, Series H and Series I preferred stock.

All of the outstanding shares of the Series A preferred stock are owned by Mellon Capital IV, a 100% owned financing subsidiary of the Parent, which will pass through any dividend on the Series A preferred stock to the holders of its Normal Preferred Capital Securities. The Parent’s obligations under the trust and other agreements relating to Mellon Capital IV have the effect of providing a full and unconditional guarantee, on a subordinated basis, of payments due on the Normal Preferred Capital Securities. No other subsidiary of the Parent guarantees the securities of Mellon Capital IV. All of the outstanding shares of the Series F, Series G, Series H and Series I preferred stock are held by the depositary of the depositary shares, which will pass through the applicable portion of any dividend on the Series F, Series G, Series H and Series I preferred stock to the holders of record of their respective depositary shares.

In December 2023, the Parent redeemed all outstanding shares of its Series D preferred stock, $100,000 liquidation preference per share. Deferred fees of approximately $10 million were realized as preferred stock dividends upon redemption.

In December 2021, the Parent redeemed all outstanding shares of its Series E preferred stock, $100,000 liquidation preference per share. Deferred fees of approximately $10 million were realized as preferred stock dividends upon redemption.

The table below presents the Parent’s preferred dividends.

Preferred dividends
(dollars in millions, except per share amounts)	Depositary shares per share		2023					2022				2021
			Per share		Total dividend			Per share		Total dividend		Per share		Total dividend
Series A	100	(a)	$	5,866.23	$	29		$	4,088.49	$	20	$	4,044.44	$	20
Series D	100		6,339.20		42		(b)	4,500.00		23		4,500.00		23
Series E	100		N/A		N/A			N/A		N/A		3,630.34		47		(c)
Series F	100		4,625.00		46			4,625.00		46		4,625.00		46
Series G	100		4,700.00		47			4,700.00		47		4,700.00		47
Series H	100		3,700.00		22			3,700.00		22		4,186.06		24
Series I	100		3,750.00		49			4,083.33		53		N/A		N/A
Total					$	235				$	211			$	207

(a)    Represents Normal Preferred Capital Securities.

(b)    Includes deferred fees of approximately $10 million related to the redemption of the Series D preferred stock.

(c)    Includes deferred fees of approximately $10 million related to the redemption of the Series E preferred stock.

N/A – Not applicable.

The preferred stock is not subject to the operation of a sinking fund and is not convertible into, or exchangeable for, shares of our common stock or any other class or series of our other securities. We may redeem the Series A preferred stock, in whole or in part, at our option. We may also, at our option, redeem the shares of the Series F preferred stock on any dividend payment date, in whole or in part, on or after the dividend payment date in September 2026, the Series G preferred stock on any dividend payment date, in whole or in part, on or after the dividend payment date in September 2025, the Series H preferred stock on any dividend payment date, in whole or in part, on or after the dividend payment date in March 2026 and the Series I preferred stock on any dividend payment date, in whole or in part, on or after the dividend payment date in December 2026. The Series F, Series G, Series H or Series I preferred stock can be redeemed, in whole but not in part, at any time within 90 days following a regulatory capital treatment event. Redemption of the preferred stock is subject to the prior approval of the Federal Reserve.

Temporary equity

Temporary equity was $85 million at Dec. 31, 2023 and $109 million at Dec. 31, 2022. Temporary equity represents the redemption value recorded for redeemable noncontrolling interests resulting from equity-classified share-based payment arrangements that are currently redeemable or are expected to become redeemable.

Capital adequacy

Regulators establish certain levels of capital for bank holding companies (“BHCs”) and banks, including BNY Mellon and our bank subsidiaries, in accordance with established quantitative measurements. For the Parent to maintain its status as a financial holding company, our U.S. bank subsidiaries and BNY Mellon must, among other things, qualify as “well capitalized.” As of Dec. 31, 2023 and Dec. 31, 2022, BNY Mellon and our U.S. bank subsidiaries were “well capitalized.”

The regulatory capital ratios of our consolidated and largest bank subsidiary, The Bank of New York Mellon, are shown below.

Consolidated and largest bank subsidiary regulatory capital ratios (a)	Dec. 31,
	2023		2022
Consolidated regulatory capital ratios:
Common Equity Tier 1 (“CET1”) ratio	11.5	%	11.2	%
Tier 1 capital ratio	14.2		14.1
Total capital ratio	15.0		14.9
Tier 1 leverage ratio	6.0		5.8
Supplementary leverage ratio (“SLR”) (b)	7.3		6.8
The Bank of New York Mellon regulatory capital ratios:
CET1 ratio	16.2	%	15.6	%
Tier 1 capital ratio	16.2		15.6
Total capital ratio	16.3		15.7
Tier 1 leverage ratio	6.6		6.2
SLR (b)	8.6		7.7

(a)    For our CET1, Tier 1 capital and Total capital ratios, our effective capital ratios under U.S. capital rules are the lower of the ratios as calculated under the Standardized and Advanced Approaches. The Tier 1 leverage ratio is based on Tier 1 capital and quarterly average total assets. For BNY Mellon to qualify as “well capitalized,” its Tier 1 capital and Total capital ratios must be at least 6% and 10%, respectively. For The Bank of New York Mellon, our largest bank subsidiary, to qualify as “well capitalized,” its CET1, Tier 1 capital, Total capital and Tier 1 leverage ratios must be at least 6.5%, 8%, 10% and 5%, respectively.

(b)    The SLR is based on Tier 1 capital and total leverage exposure, which includes certain off-balance sheet exposures. For The Bank of New York Mellon to qualify as “well capitalized,” its SLR must be at least 6%.

Failure to satisfy regulatory standards, including “well capitalized” status or capital adequacy rules more generally, could result in limitations on our activities and adversely affect our financial condition. If a BHC such as BNY Mellon, or a bank such as The Bank of New York Mellon or BNY Mellon, N.A., fails to satisfy minimum capital requirements or qualify as “adequately capitalized,” regulatory sanctions and limitations will be imposed.

The following table presents our capital components and risk-weighted assets determined under the Standardized and Advanced Approaches, the average assets used for leverage capital purposes and leverage exposure used for SLR purposes.

Capital components and risk-weighted assets	Dec. 31,
(in millions)	2023		2022
CET1:
Common shareholders’ equity	$	36,531	$	35,896
Adjustments for:
Goodwill and intangible assets (a)	(17,253)		(17,210)
Net pension fund assets	(297)		(317)
Embedded goodwill	(275)		(279)
Deferred tax assets	(62)		(56)
Other	(6)		(2)
Total CET1	18,638		18,032
Other Tier 1 capital:
Preferred stock	4,343		4,838
Other	(14)		(14)
Total Tier 1 capital	$	22,967	$	22,856
Tier 2 capital:
Subordinated debt	$	1,148	$	1,248
Allowance for credit losses	414		291
Other	(11)		(11)
Total Tier 2 capital – Standardized Approach	1,551		1,528
Excess of expected credit losses	85		50
Less: Allowance for credit losses	414		291
Total Tier 2 capital – Advanced Approaches	$	1,222	$	1,287
Total capital:
Standardized Approach	$	24,518	$	24,384
Advanced Approaches	$	24,189	$	24,143
Risk-weighted assets:
Standardized Approach	$	156,254	$	159,096
Advanced Approaches:
Credit Risk	$	87,299	$	90,243
Market Risk	3,380		2,979
Operational Risk	70,925		68,450
Total Advanced Approaches	$	161,604	$	161,672
Average assets for Tier 1 leverage ratio	$	383,899	$	396,643
Total leverage exposure for SLR	$	313,749	$	336,049

(a)    Reduced by deferred tax liabilities associated with intangible assets and tax deductible goodwill.

The following table presents the amount of capital by which BNY Mellon and our largest bank subsidiary, The Bank of New York Mellon, exceeded the capital thresholds determined under U.S. capital rules.

Capital above thresholds at Dec. 31, 2023
(in millions)	Consolidated		(a)	The Bank of New York Mellon
CET1	$	4,902		$	11,962	(a)
Tier 1 capital	6,807			10,017		(a)
Total capital	4,797			7,572		(a)
Tier 1 leverage ratio	7,611			5,158		(b)
SLR	7,280			6,286		(b)

(a)    Based on minimum required standards, with applicable buffers.

(b)    Based on well capitalized standards.

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Other comprehensive income (loss)

12 Months Ended

Dec. 31, 2023

Equity [Abstract]

Other comprehensive income (loss)

Other comprehensive income (loss)

Components of other comprehensive income (loss)	Year ended Dec. 31,
	2023						2022						2021
(in millions)	Pre-tax amount		Tax (expense) benefit		After-tax amount		Pre-tax amount		Tax (expense) benefit		After-tax amount		Pre-tax amount		Tax (expense) benefit		After-tax amount
Foreign currency translation:
Foreign currency translation adjustments arising during the period (a)	$	204	$	68	$	272	$	(455)	$	(148)	$	(603)	$	(313)	$	(63)	$	(376)
Total foreign currency translation	204		68		272		(455)		(148)		(603)		(313)		(63)		(376)
Unrealized gain (loss) on assets available-for-sale:
Unrealized gain (loss) arising during the period	1,100		(271)		829		(4,292)		1,047		(3,245)		(1,515)		368		(1,147)
Reclassification adjustment (b)	68		(16)		52		443		(105)		338		(5)		1		(4)
Net unrealized gain (loss) on assets available-for-sale	1,168		(287)		881		(3,849)		942		(2,907)		(1,520)		369		(1,151)
Defined benefit plans:
Net (loss) gain arising during the period	(107)		32		(75)		(400)		94		(306)		296		(77)		219
Foreign exchange adjustment	(1)		—		(1)		—		—		—		—		—		—
Amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost (b)	(18)		8		(10)		68		(12)		56		113		(25)		88
Total defined benefit plans	(126)		40		(86)		(332)		82		(250)		409		(102)		307
Unrealized gain (loss) on cash flow hedges:
Unrealized hedge gain (loss) arising during the period	7		(2)		5		(16)		4		(12)		3		—		3
Reclassification of net loss (gain) to net income:
Foreign exchange (“FX”) contracts – investment and other revenue	2		(1)		1		(1)		—		(1)		—		—		—
FX contracts – staff expense	—		—		—		9		(2)		7		(12)		3		(9)
Total reclassifications to net income	2		(1)		1		8		(2)		6		(12)		3		(9)
Net unrealized gain (loss) on cash flow hedges	9		(3)		6		(8)		2		(6)		(9)		3		(6)
Total other comprehensive income (loss)	$	1,255	$	(182)	$	1,073	$	(4,644)	$	878	$	(3,766)	$	(1,433)	$	207	$	(1,226)

(a)    Includes the impact of hedges of net investments in foreign subsidiaries. See Note 23 for additional information.

(b)    The reclassification adjustment related to the unrealized gain (loss) on assets available-for-sale is recorded as net securities gains (losses) in investment and other revenue on the consolidated income statement. The amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost is recorded as other expense on the consolidated income statement.

Changes in accumulated other comprehensive income (loss) attributable to The Bank of New York Mellon Corporation shareholders
										Unrealized gain (loss) on assets available-for-sale			Unrealized gain (loss) on cash flow hedges			Total accumulated other comprehensive (loss) income, net of tax
(in millions)	Foreign currency translation			Pensions			Other post-retirement benefits
2020 ending balance		$	(1,146)		$	(1,299)		$	(55)		$	1,508		$	7		$	(985)
Change in 2021		(378)			283			24			(1,151)			(6)			(1,228)
2021 ending balance		(1,524)			(1,016)			(31)			357			1			(2,213)
Change in 2022		(590)			(240)			(10)			(2,907)			(6)			(3,753)
2022 ending balance		(2,114)			(1,256)			(41)			(2,550)			(5)			(5,966)
Change in 2023		272			(87)			1			881			6			1,073
2023 ending balance		$	(1,842)		$	(1,343)		$	(40)		$	(1,669)		$	1		$	(4,893)

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Stock-based compensation

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stock-based compensation

Stock-based compensation

Our Long-Term Incentive Plans provide for the issuance of restricted stock, restricted stock units (“RSUs”) and other stock-based awards, including options, to employees and directors of BNY Mellon. At Dec. 31, 2023, under the Long-Term Incentive Plan approved in April 2023, we may issue 44,948,591 new stock-based awards, all of which may be issued as restricted stock or RSUs. Stock-based compensation expense related to retirement eligibility vesting totaled $81 million in 2023, $72 million in 2022 and $64 million in 2021.

RSUs and Performance share units

RSUs are granted under our long-term incentive plans at no cost to the recipient. These awards are subject to forfeiture until certain restrictions have lapsed, including continued employment, for a specified period. An RSU entitles the recipient to receive a share of common stock after the applicable restrictions lapse. The recipient generally is entitled to receive cash payments equivalent to any dividends paid on the underlying common stock during the period the RSU is outstanding but does not receive voting rights. The cash dividends are paid at the time of vesting.

The fair value of RSUs is equal to the fair market value of our common stock on the date of grant. The expense is recognized over the vesting period, which is generally zero to four years. The total compensation expense recognized for RSUs was $332 million in 2023, $293 million in 2022 and $260 million in 2021. The total income tax benefit recognized in the consolidated income statement related to compensation costs was $79 million in 2023, $69 million in 2022 and $62 million in 2021.

BNY Mellon’s Executive Committee members were granted a target award of 577,549 performance share units (“PSUs”) in 2023, 513,101 in 2022 and 648,973 in 2021. The Executive Committee PSUs will vest based on two separate and distinct measurements, a performance condition and a market condition split 70% based on return on tangible common shareholders’ equity (“ROTCE”) and 30% on Total Shareholder Return (“TSR”). The TSR portion was valued using a Monte Carlo simulation method, while the ROTCE portion was measured based on the fair market value on the date of grant. Each condition only impacts its applicable portion (70%/30%) of the

total PSU award. The performance and market conditions are measured after three years to determine the final percentage of the total PSUs to vest. The final total amount of vested PSUs will be the sum of the two separate and distinct performance and market-based portions of the PSU awards, but will be capped at 150% of the total PSUs awarded. The ultimate payout is subject to the discretion of the Human Resources and Compensation Committee. These awards are classified as equity and the ROTCE portion is marked-to-market to earnings as a result of this discretion. The TSR portion of the award contains a market condition, and as a result the grant date fair value is recognized over the service period unless the requisite service is not rendered.

The following table summarizes our non-vested PSU and RSU activity for 2023. 

Non-vested PSU and RSU activity	Number of shares (a)	Weighted-average fair value at grant date
Non-vested PSUs and RSUs at   Dec. 31, 2022	15,086,135	$	50.38
Granted	8,295,173	50.71
Vested	(6,238,671)	48.74
Forfeited	(685,921)	49.70
Non-vested PSUs and RSUs at Dec. 31, 2023	16,456,716	$	51.20

(a)    Includes dividend shares earned on the Executive Committee PSUs and Board of Director’s stock awards.

As of Dec. 31, 2023, $350 million of total unrecognized compensation costs related to non-vested PSUs and RSUs is expected to be recognized over a weighted-average period of 2.3 years.

The total fair value of RSUs and PSUs that vested was $305 million in 2023, $264 million in 2022 and $240 million in 2021. The actual excess tax benefit (expense) realized for the tax deductions from shares vested totaled $3 million in 2023, $16 million in 2022 and $(8) million in 2021. The tax impacts were recognized in the provision for income taxes.

Subsidiary Long-Term Incentive Plans

BNY Mellon also has several subsidiary Long-Term Incentive Plans which have issued restricted subsidiary shares to certain employees. These share awards are subject to forfeiture until certain restrictions have lapsed, including continued employment for a specified period of time. The shares are generally non-voting and non-dividend

paying. Once the restrictions lapse, which generally occurs in three to five years, the shares can only be sold, at the option of the employee, to BNY Mellon at a price based generally on the fair value of the subsidiary at the time of repurchase. In certain

instances, BNY Mellon has an election to call the shares.

Stock options

Our Long-Term Incentive Plans provide for the issuance of stock options at fair market value at the date of grant to officers and employees of BNY Mellon. No stock options were granted in 2023 or 2022, and no stock options were outstanding at Dec. 31, 2023 or Dec. 31, 2022. At Dec. 31, 2021, 407,905 options were exercisable at a weighted-average price per common share of $22.03 and aggregate intrinsic value of $15 million.

The total intrinsic value of options exercised was $15 million in 2022 and $48 million in 2021. Cash received from option exercises totaled $9 million in 2022 and $50 million in 2021. The actual excess tax benefit realized for the tax deductions from options exercised totaled $3 million in 2022 and $8 million in 2021 and was recognized in the provision for income taxes.

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Employee benefit plans

12 Months Ended

Dec. 31, 2023

Retirement Benefits [Abstract]

Employee benefit plans

Employee benefit plans

BNY Mellon has defined benefit and/or defined contribution retirement plans and other post-retirement plans providing healthcare benefits.

The defined benefit pension plans cover approximately 7,400 U.S. employees and approximately 18,000 non-U.S. employees.

BNY Mellon has one qualified and several non-qualified defined benefit pension plans in the U.S. and several pension plans overseas.

Effective June 30, 2015, the benefit accruals under the U.S. qualified and non-qualified defined benefit plans were frozen. This change resulted in no additional benefits being earned by participants in those plans based on service or pay after June 30, 2015. These plans were previously closed to new participants effective Dec. 31, 2010.

Effective Dec. 31, 2018, the benefit accruals were frozen under our largest foreign plan, which covers certain UK employees. This change resulted in no additional benefits being earned by participants in that plan based on service or pay after Dec. 31, 2018. Most UK employees currently earn benefits only on a defined contribution basis. UK employees impacted by the pension plan freeze began earning benefits on a defined contribution basis on Jan. 1, 2019.

Pension and post-retirement healthcare plans

The following tables report the combined data for our domestic and foreign defined benefit pension and post-retirement healthcare plans.

	Pension Benefits												Healthcare Benefits
	Domestic						Foreign						Domestic						Foreign
(dollars in millions)	2023			2022			2023			2022			2023			2022			2023			2022
Weighted-average assumptions used to determine benefit obligations
Discount rate	5.25		%	5.61		%	4.44		%	4.62		%	5.25		%	5.61		%	4.65		%	4.75		%
Rate of compensation increase	N/A			N/A			3.71			3.72			3.00			3.00			N/A			N/A
Cash balance interest crediting rate	4.00			4.00			N/A			N/A			N/A			N/A			N/A			N/A
Change in benefit obligation (a)
Benefit obligation at beginning of period	$	(3,527)		$	(4,747)		$	(768)		$	(1,456)		$	(95)		$	(134)		$	(2)		$	(3)
Service cost	—			—			(10)			(11)			(1)			(1)			—			—
Interest cost	(190)			(140)			(36)			(28)			(5)			(4)			—			—
Actuarial (loss) gain	(122)			1,105			(67)			554			(2)			35			(1)			1
Curtailments	—			—			1			—			—			—			—			—
Benefits paid	237			255			26			30			11			9			—			—
Foreign exchange adjustment	N/A			N/A			(35)			143			N/A			N/A			1			—
Benefit obligation at end of period	(3,602)			(3,527)			(889)			(768)			(92)			(95)			(2)			(2)
Change in fair value of plan assets
Fair value at beginning of period	4,806			6,129			975			1,807			116			144			—			—
Actual return on plan assets	501			(1,082)			43			(631)			19			(28)			—			—
Employer contributions	19			14			11			10			11			9			—			—
Benefit payments	(237)			(255)			(26)			(30)			(11)			(9)			—			—
Foreign exchange adjustment	N/A			N/A			49			(181)			N/A			N/A			—			—
Fair value at end of period	5,089			4,806			1,052			975			135			116			—			—
Funded status at end of period	$	1,487		$	1,279		$	163		$	207		$	43		$	21		$	(2)		$	(2)
Amounts recognized in accumulated other comprehensive loss (income) consist of:
Net (gain) loss	$	1,637		$	1,645		$	243		$	109		$	38		$	41		$	(1)		$	(2)
Prior service (credit) cost	—			—			(1)			4			(6)			(13)			—			—
Total loss (gain) (before tax effects)	$	1,637		$	1,645		$	242		$	113		$	32		$	28		$	(1)		$	(2)

(a)    The benefit obligation for pension benefits is the projected benefit obligation, and for healthcare benefits, it is the accumulated benefit obligation.

N/A – Not applicable.

A number of key assumptions and measurement date values determine pension expense. The key elements include the long-term rate of return on plan assets, the discount rate, the market-related value of plan assets and the price used to value stock in the Employee Stock Ownership Plan (“ESOP”).

The discount rate for U.S. pension plans was determined after reviewing equivalent rates obtained by discounting the pension plans’ expected cash flows using various high-quality, long-term corporate bond yield curves. We also reviewed the results of several models that matched bonds to our pension cash flows. After reviewing the various indices and models, we selected a discount rate of 5.25% as of Dec. 31, 2023.

The discount rates for foreign pension plans are based on high-quality corporate bond rates in countries that have an active corporate bond market. In those countries with no active corporate bond market, discount rates are based on local government bond rates plus a credit spread.

Actuarial losses on the benefit obligation for the domestic pension plans in 2023 are primarily attributable to decreases in discount rates. Actuarial losses on the benefit obligation for the foreign pension plans in 2023 are primarily attributable to decreases in discount rates and increases in assumed inflation rates. Actuarial gains on the benefit obligation for the domestic and foreign pension plans in 2022 are primarily attributable to increases in discount rates.

Net periodic benefit (credit) cost	Pension Benefits																		Healthcare Benefits
	Domestic									Foreign									Domestic									Foreign
(dollars in millions)	2023			2022			2021			2023			2022			2021			2023			2022			2021			2023			2022			2021
Weighted-average assumptions as of Jan. 1:
Market-related value of plan assets	$	5,757		$	5,924		$	5,710		$	1,358		$	1,627		$	1,586		$	135		$	133		$	123		N/A			N/A			N/A
Discount rate	5.61		%	3.03		%	2.80		%	4.62		%	2.11		%	1.59		%	5.61		%	3.03		%	2.80		%	4.75		%	2.15		%	1.65		%
Expected rate of return on plan assets	6.75			5.375			5.375			6.38			2.40			2.17			6.75			5.375			5.375			N/A			N/A			N/A
Rate of compensation increase	N/A			N/A			N/A			3.72			3.43			3.12			3.00			3.00			3.00			N/A			N/A			N/A
Cash balance interest crediting rate	4.00			4.00			4.00			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A
Components of net periodic benefit (credit) cost:
Service cost	$	—		$	—		$	—		$	10		$	11		$	14		$	1		$	1		$	1		$	—		$	—		$	—
Interest cost	190			140			137			36			28			25			5			4			4			—			—			—
Expected return on assets	(380)			(312)			(300)			(89)			(35)			(34)			(9)			(7)			(7)			—			—			—
Amortization of:
Prior service cost (credit)	—			—			—			—			—			1			(7)			(7)			(6)			—			—			—
Net actuarial loss (gain)	8			69			98			(14)			3			13			(5)			3			6			—			—			—
Settlement (gain) loss	1			—			—			(1)			—			1			—			—			—			—			—			—
Curtailment (gain)	—			—			—			(1)			—			—			—			—			—			—			—			—
Net periodic benefit (credit) cost	$	(181)		$	(103)		$	(65)		$	(59)		$	7		$	20		$	(15)		$	(6)		$	(2)		$	—		$	—		$	—

N/A – Not applicable.

Changes in other comprehensive (income) loss in 2023	Pension Benefits				Healthcare Benefits
(in millions)	Domestic		Foreign		Domestic		Foreign
Net loss (gain) arising during period	$	1	$	113	$	(8)	$	1
Recognition of prior years’ net (loss) gain	(9)		15		5		—
Recognition of prior years’ service credit	—		—		7		—
Foreign exchange adjustment	N/A		1		N/A		—
Total recognized in other comprehensive (income) loss (before tax effects)	$	(8)	$	129	$	4	$	1

	Domestic				Foreign
(in millions)	2023		2022		2023		2022
Pension benefits:
Prepaid benefit cost	$	1,599	$	1,399	$	219	$	252
Accrued benefit cost	(112)		(120)		(56)		(45)
Total pension benefits	$	1,487	$	1,279	$	163	$	207
Healthcare benefits:
Accrued benefit cost	$	43	$	21	$	(2)	$	(2)
Total healthcare benefits	$	43	$	21	$	(2)	$	(2)

The accumulated benefit obligation for all defined benefit plans was $4.5 billion at Dec. 31, 2023 and $4.3 billion at Dec. 31, 2022.

Plans with obligations in excess of plan assets	Pension Benefits								Healthcare Benefits
	Domestic				Foreign				Domestic				Foreign
(in millions)	2023		2022		2023		2022		2023		2022		2023		2022
Projected benefit obligation	$	112	$	120	$	172	$	64	N/A		N/A		N/A		N/A
Fair value of plan assets	—		—		116		19		N/A		N/A		N/A		N/A
Accumulated benefit obligation	112		120		55		50		$	62	$	62	$	2	$	2
Fair value of plan assets	—		—		17		18		—		—		—		—

N/A – Not applicable.

Assumed healthcare cost trend

The assumed healthcare cost trend rate used in determining domestic benefit expense for 2024 is 7.00%, decreasing to 4.04% in 2075 for pre-Medicare costs and 6.60% decreasing to 4.04% in 2075 for Medicare costs. The initial trend rate assumption represents an estimate of short term cost increases based on recent health care marketplace experience, and taking into consideration the cost characteristics of plans available to retirees. The long-term assumptions and trends were developed using the Getzen Model of Long-Run Medical Cost Trends and consider expectations of long-term health care costs and various other economic assumptions.

The following benefit payments for the pension and healthcare plans, which reflect expected future service as appropriate, are expected to be paid over the next 10 years:

Expected benefit payments
(in millions)		Domestic		Foreign
Pension benefits:
Year	2024	$	274	$	32
	2025	271		32
	2026	270		34
	2027	268		36
	2028	266		40
	2029-2033	1,279		226
Total pension benefits		$	2,628	$	400
Healthcare benefits:
Year	2024	$	8	$	—
	2025	8		—
	2026	8		—
	2027	8		—
	2028	8		—
	2029-2033	33		1
Total healthcare benefits		$	73	$	1

Plan contributions

We expect to make cash contributions to fund our defined benefit pension plans in 2024 of $12 million for the domestic plans and $9 million for the foreign plans.

We expect to make cash contributions to fund our post-retirement healthcare plans in 2024 of $8 million for the domestic plans and less than $1 million for the foreign plans.

Investment strategy and asset allocation

We are responsible for the administration of various employee pension and healthcare post-retirement benefits plans, both domestically and internationally. The domestic plans are administered by BNY Mellon’s Benefits Administration Committee, a named fiduciary. Subject to the following, at all relevant times, BNY Mellon’s Benefits Investment Committee, another named fiduciary to the domestic plans, is responsible for the investment of plan assets. The Benefits Investment Committee’s responsibilities include the investment of all domestic defined benefit plan assets, as well as the determination of investment options offered to participants in all domestic defined contribution plans. The Benefits Investment Committee conducts periodic reviews of investment performance, asset allocation and investment manager suitability. In addition, the Benefits Investment Committee has oversight of the Regional Governance Committees for the foreign defined benefit plans.

Our investment objective for U.S. and foreign plans is to maximize total return while maintaining a broadly diversified portfolio for the primary purpose of satisfying obligations for future benefit payments. Our plans are primarily invested in fixed income and equity securities. In general, for the domestic plan’s portfolio, fixed income securities can range from 35% to 100% of plan assets, equity securities and alternative investments can range from 0% to 65% of plan assets and cash equivalents can be held in amounts ranging from 0% to 10% of plan assets. Actual asset allocation within the approved ranges varies from time to time based on economic conditions (both current and forecast), the timing of transitional reallocations and the advice of professional advisors.

Our pension assets were invested as follows:

Asset allocations	Domestic				Foreign
	2023		2022		2023		2022
Fixed income	62	%	60	%	74	%	74	%
Equities	34		36		13		12
Alternative investments	3		3		11		12
Cash	1		1		2		2
Total pension assets	100	%	100	%	100	%	100	%

We held no The Bank of New York Mellon Corporation stock in our pension plans at Dec. 31, 2023 and Dec. 31, 2022. Assets of the U.S. postretirement healthcare plan are invested in an insurance contract.

Fair value measurement of plan assets

We have established a three-level hierarchy for fair value measurements of our pension plan assets based upon the transparency of inputs to the valuation of an asset as of the measurement date.

The following is a description of the valuation methodologies used for assets measured at fair value, as well as the general classification of such assets pursuant to the valuation hierarchy.

Cash and currency

This category consists primarily of foreign currency balances and is included in Level 1 of the valuation hierarchy. Foreign currency is translated monthly based on current foreign exchange rates.

Common and preferred stock and exchange-traded funds

These investments include equities and are valued at the closing price reported in the active market in which the individual securities are traded, if available. Common and preferred stock and exchange-traded funds are included in Level 1 of the valuation hierarchy.

Collective trust funds

Collective trust funds include commingled and U.S. equity funds that have no readily available market quotations. The fair value of the funds is based on the securities in the portfolio, which typically are the amount that the fund might reasonably expect to receive for the securities upon a sale. These funds are valued using observable inputs on either a daily or monthly basis. Collective trust funds are included in Level 2 of the valuation hierarchy.

Fixed-income investments

Fixed-income investments include U.S. Treasury securities, U.S. government agencies, non-U.S. government securities, sovereign government obligations, state and political subdivisions, U.S. corporate bonds and foreign corporate debt funds. U.S. Treasury and certain non-U.S. government securities that are actively traded in highly liquid over-the-counter (“OTC”) markets are valued at the closing price reported in the active market in which the individual security is traded and included as Level 1 of the valuation hierarchy. U.S. government agencies, non-U.S. government securities, sovereign government obligations, state and political subdivisions, U.S. corporate bonds and foreign corporate debt funds are valued based on quoted prices for comparable securities with similar yields and credit ratings. When quoted prices are not available for identical or similar bonds, the bonds are valued using discounted cash flows that maximize observable inputs, such as current yields of similar instruments, but includes adjustments for certain risks that may not be observable, such as credit and liquidity risks. U.S. government agencies, non-U.S. government securities, sovereign government obligations, state and political subdivisions, U.S. corporate bonds and foreign corporate debt funds are primarily included in Level 2 of the valuation hierarchy.

Other assets measured at NAV per share, as a practical expedient

Other assets measured at NAV, as a practical expedient, include funds of funds, venture capital and partnership interests and other funds. There are no readily available market quotations for these funds. The fair value of the funds of funds is based on NAVs of the funds in the portfolio, which reflects the value of the underlying investments held by the fund, less its liabilities. The fair value of the underlying investments is typically the amount that the fund might reasonably expect to receive upon selling those hard to value or illiquid investments within the portfolios. These funds are either valued on a daily or monthly basis. The fair value of the venture capital and partnership interests is based on the pension plan’s ownership percentage of the fair value of the underlying funds as provided by the fund managers. These funds are typically valued on a quarterly basis.

The following tables present the fair value of each major category of plan assets as of Dec. 31, 2023 and Dec. 31, 2022, by captions and by ASC 820, Fair Value Measurement, valuation hierarchy.

Plan assets measured at fair value on a recurring basis— domestic plans at Dec. 31, 2023
(in millions)	Level 1		Level 2		Level 3		Total fair value
Common and preferred stock:
U.S. equity	$	920	$	—	$	—	$	920
Non-U.S. equity	373		—		—		373
Collective trust funds:
U.S. equity	—		116		—		116
Commingled	—		530		—		530
Fixed income:
U.S. corporate bonds	—		2,539		—		2,539
U.S. Treasury securities	233		—		—		233
State and political subdivisions	—		110		—		110
Non-U.S. government	3		27		—		30
U.S. government agencies	—		26		—		26
Other	—		35		—		35
Exchange-traded funds	8		—		—		8
Total domestic plan assets in the fair value hierarchy	$	1,537	$	3,383	$	—	$	4,920
Other assets measured at NAV:
Funds of funds							164
Venture capital and partnership interests							5
Total domestic plan assets, at fair value							$	5,089

Plan assets measured at fair value on a recurring basis— foreign plans at Dec. 31, 2023
(in millions)	Level 1		Level 2		Level 3		Total fair value
Corporate debt funds	$	—	$	659	$	—	$	659
Equity funds	—		137		—		137
Sovereign/government obligation funds	—		123		—		123
Cash and currency	19		—		—		19
Total foreign plan assets in the fair value hierarchy	$	19	$	919	$	—	$	938
Other assets measured at NAV							114
Total foreign plan assets, at fair value							$	1,052

Plan assets measured at fair value on a recurring basis— domestic plans at Dec. 31, 2022
(in millions)	Level 1		Level 2		Level 3		Total fair value
Common and preferred stock:
U.S. equity	$	897	$	—	$	—	$	897
Non-U.S. equity	351		—		—		351
Collective trust funds:
U.S. equity	—		169		—		169
Commingled	—		493		—		493
Fixed income:
U.S. corporate bonds	—		2,333		—		2,333
U.S. Treasury securities	214		—		—		214
State and political subdivisions	—		88		—		88
Non-U.S. government	6		38		—		44
U.S. government agencies	—		21		—		21
Other	—		28		—		28
Exchange-traded funds	8		—		—		8
Total domestic plan assets in the fair value hierarchy	$	1,476	$	3,170	$	—	$	4,646
Other assets measured at NAV:
Funds of funds							154
Venture capital and partnership interests							6
Total domestic plan assets, at fair value							$	4,806

Plan assets measured at fair value on a recurring basis— foreign plans at Dec. 31, 2022
(in millions)	Level 1		Level 2		Level 3		Total fair value
Corporate debt funds	$	—	$	611	$	—	$	611
Equity funds	—		117		—		117
Sovereign/government obligation funds	—		111		—		111
Cash and currency	16		—		—		16
Total foreign plan assets in the fair value hierarchy	$	16	$	839	$	—	$	855
Other assets measured at NAV							120
Total foreign plan assets, at fair value							$	975

Other assets measured at NAV per share, as a practical expedient

Certain pension and post-retirement plan assets are invested in funds of funds, venture capital and partnership interests and other contracts valued using NAV, as a practical expedient. The funds of funds investments are redeemable at NAV under agreements with the funds of funds managers.

Assets valued using NAV at Dec. 31, 2023
(dollars in millions)	Fair value		Unfunded commitments		Redemption frequency	Redemption notice period
Funds of funds (a)	$	164	$	—	Monthly	30-45 days
Venture capital and partnership interests (b)	83		—		N/A	N/A
Other contracts (c)	36		—		N/A	N/A
Total	$	283	$	—

Assets valued using NAV at Dec. 31, 2022
(dollars in millions)	Fair value		Unfunded commitments		Redemption frequency	Redemption notice period
Funds of funds (a)	$	154	$	—	Monthly	30-45 days
Venture capital and partnership interests (b)	91		—		N/A	N/A
Other contracts (c)	35		—		N/A	N/A
Total	$	280	$	—

(a)Funds of funds includes multi-strategy hedge funds that utilize investment strategies that invest over both long-term investment and short-term investment horizons.

(b)Venture capital and partnership interests do not have redemption rights. Distributions from such funds will be received as the underlying investments are liquidated.

(c)Other contracts include assets invested in pooled accounts at insurance companies that are privately valued by the asset manager.

N/A – Not applicable.

Defined contribution plans

We sponsor defined contribution plans in the U.S. and in certain non-U.S. locations, all of which are administered in accordance with local laws. The most significant defined contribution plan is The Bank of New York Mellon Corporation 401(k) Savings Plan sponsored by the Company in the U.S. and covers substantially all U.S. employees.

Under The Bank of New York Mellon Corporation 401(k) Savings Plan for 2023, 2022 and 2021, the Company matched 100% of participant contributions up to 7% of an employee’s eligible base pay with a monetary limit of $16,000 per participant. In addition, an annual non-elective contribution of $750 was made in 2023, 2022 and 2021 to each participant with eligible base pay of less than $100,000 a year and who are credited with at least one year of service.

At Dec. 31, 2023 and Dec. 31, 2022, The Bank of New York Mellon Corporation 401(k) Savings Plan owned 8.7 million and 9.2 million shares of our common stock, respectively. The fair value of total assets was $8.8 billion at Dec. 31, 2023 and $7.8 billion at Dec. 31, 2022. We recorded expenses of $282 million in 2023, $276 million in 2022 and $258

million in 2021, primarily for contributions to our defined contribution plans.

We also have an ESOP covering certain domestic full-time employees hired on or before July 1, 2008. The ESOP works in conjunction with the defined benefit pension plan. Employees are entitled to the higher of their benefit under the ESOP or such defined benefit pension plan at retirement. Benefits payable under the defined benefit pension plan are offset by the equivalent value of benefits earned under the ESOP.

At Dec. 31, 2023 and Dec. 31, 2022, the ESOP owned 3.5 million and 3.7 million shares of our common stock, respectively. The fair value of total ESOP assets was $185 million at Dec. 31, 2023 and $171 million at Dec. 31, 2022. The Company is not permitted to make contributions to the ESOP.

The Benefits Investment Committee appointed Fiduciary Counselors Inc. to serve as the independent fiduciary to (i) make all fiduciary decisions related to the continued prudence of offering the common stock of BNY Mellon or its affiliates as an investment option under the plans, other than plan sponsor decisions, and (ii) select and monitor any actively or passively managed investments that are managed by BNY Mellon or its affiliates to be offered to participants as investment options under the plans, excluding self-directed accounts.

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Company financial information (Parent Corporation)

12 Months Ended

Dec. 31, 2023

Condensed Financial Information Disclosure [Abstract]

Company financial information (Parent Corporation)

Company financial information (Parent Corporation)

In connection with our single point of entry resolution strategy, we have established an intermediate holding company (“IHC”) to facilitate the provision of capital and liquidity resources to certain key subsidiaries in the event of material financial distress or failure. In 2017, we entered into a binding support agreement with those key subsidiaries and other related entities that requires the IHC to provide that support. The support agreement requires the Parent to transfer cash and other liquid financial assets to the IHC on an ongoing basis, subject to certain amounts retained by the Parent to meet its near-term cash needs. The Parent’s and the IHC’s obligations under the support agreement are secured. The IHC has provided unsecured subordinated funding notes to the Parent as well as a committed line of credit that allows the Parent to draw funds necessary to service near-term obligations. As a result, during business-as-usual

circumstances, the Parent is expected to continue to have access to the funds necessary to pay dividends, repurchase common stock, service its debt and satisfy its other obligations. If our projected financial resources deteriorate so severely that resolution of the Parent becomes imminent, the committed line of credit the IHC provided to the Parent will automatically terminate, with all amounts outstanding becoming due and payable, and the support agreement will require the Parent to transfer most of its remaining assets (other than stock in subsidiaries and a cash reserve to fund bankruptcy expenses) to the IHC. As a result, during a period of severe financial stress, the Parent could become unable to meet its debt and payment obligations (including with respect to its securities), causing the Parent to seek protection under bankruptcy laws earlier than it otherwise would have.

Our bank subsidiaries are subject to dividend limitations under the federal and state banking laws. Under these statutes, prior regulatory consent is required for dividends in any year that would exceed the bank’s net profits for such year combined with retained net profits for the prior two years. Additionally, such bank subsidiaries may not declare dividends in excess of net profits on hand, as defined, after deducting the amount by which the principal amount of all loans, on which interest is past due for a period of six months or more, exceeds the allowance for credit losses.

The payment of dividends also is limited by minimum capital requirements and buffers imposed on banks. As of Dec. 31, 2023, our bank subsidiaries exceeded these requirements.

Subsequent to Dec. 31, 2023, our U.S. bank subsidiaries could declare dividends to the Parent of approximately $1.7 billion, without the need for a regulatory waiver. In addition, at Dec. 31, 2023, non-bank subsidiaries of the Parent had liquid assets of approximately $3.2 billion.

The bank subsidiaries declared dividends of $3.5 billion in 2023, $1.0 billion in 2022 and $2.5 billion in 2021. The Federal Reserve and the Office of the Comptroller of the Currency have issued additional guidelines that require BHCs and national banks to continually evaluate the level of cash dividends in relation to their respective operating income, capital needs, asset quality and overall financial condition.

The Federal Reserve policy with respect to the payment of cash dividends by BHCs provides that, as a matter of prudent banking, a BHC should not maintain a rate of cash dividends unless its net income available to common shareholders has been sufficient to fully fund the dividends, and the prospective rate of earnings retention appears to be consistent with the holding company’s capital needs, asset quality and overall financial condition. The Federal Reserve can also prohibit a dividend if payment would constitute an unsafe or unsound banking practice.

In January 2023, we announced a share repurchase program approved by our Board of Directors providing for the repurchase of up to $5.0 billion of common shares beginning Jan. 1, 2023. This new share repurchase plan replaced all previously authorized share repurchase plans.

The Federal Reserve Act limits, and requires collateral for, extensions of credit by our insured subsidiary banks to the Parent and certain of its non-bank affiliates. Also, there are restrictions on the amounts of investments by such banks in stock and other securities of BNY Mellon and such affiliates, and restrictions on the acceptance of their securities as collateral for loans by such banks. Extensions of credit by the banks to each of our affiliates are limited to 10% of such bank’s regulatory capital, and in the aggregate for BNY Mellon and all such affiliates to 20%, and collateral must be between 100% and 130% of the amount of the credit, depending on the type of collateral.

In the event of impairment of the capital stock of one of the Parent’s national banks or The Bank of New York Mellon, the Parent, as the banks’ stockholder, could be required to pay such deficiency.

The Parent guarantees the uncommitted lines of credit of Pershing LLC and Pershing Limited subsidiaries. The Parent guarantees described above are full and unconditional and contain the standard provisions relating to parent guarantees of subsidiary debt. Additionally, the Parent guarantees or indemnifies obligations of its consolidated subsidiaries as needed. Generally, there are no stated notional amounts included in these indemnifications and the contingencies triggering the obligation for indemnification are not expected to occur. As a result, we are unable to develop an estimate of the maximum payout under these indemnifications.

However, we believe the possibility is remote that we will have to make any material payment under these guarantees and indemnifications.

The Parent’s condensed financial statements are as follows:

Condensed Income Statement—The Bank of New York Mellon Corporation (Parent Corporation)

	Year ended Dec. 31,
(in millions)	2023		2022		2021
Dividends from bank subsidiaries	$	3,472	$	1,006	$	2,490
Dividends from nonbank subsidiaries	1,070		880		1,106
Interest revenue from bank subsidiaries	71		25		—
Interest revenue from nonbank subsidiaries	64		37		30
(Loss) on securities held for sale	(1)		—		—
Other revenue	83		57		56
Total revenue	4,759		2,005		3,682
Interest expense (including $23, $10 and $6, to subsidiaries, respectively)	1,716		853		339
Other expense	291		433		153
Total expense	2,007		1,286		492
Income before income taxes and equity in undistributed net income of subsidiaries	2,752		719		3,190
(Benefit) for income taxes	(258)		(190)		(92)
Equity in undistributed net income:
Bank subsidiaries	(313)		1,696		282
Nonbank subsidiaries	589		(32)		195
Net income	3,286		2,573		3,759
Preferred stock dividends and redemption charge	(235)		(211)		(207)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation	$	3,051	$	2,362	$	3,552

Condensed Balance Sheet—The Bank of New York Mellon Corporation (Parent Corporation)

	Dec. 31,
(in millions)	2023		2022
Assets:
Cash and due from banks	$	229	$	376
Securities	—		1
Investment in and advances to subsidiaries and associated companies:
Banks	34,184		33,795
Other	38,838		38,119
Subtotal	73,022		71,914
Corporate-owned life insurance	796		793
Other assets	363		610
Total assets	$	74,410	$	73,694
Liabilities:
Deferred compensation	$	367	$	372
Affiliate borrowings	1,294		914
Other liabilities	1,889		1,995
Long-term debt	29,986		29,679
Total liabilities	33,536		32,960
Shareholders’ equity	40,874		40,734
Total liabilities and shareholders’ equity	$	74,410	$	73,694

Condensed Statement of Cash Flows—The Bank of New York Mellon Corporation (Parent Corporation)

	Year ended Dec. 31,
(in millions)	2023		2022		2021
Operating activities:
Net income	$	3,286	$	2,573	$	3,759
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Equity in undistributed net (income) of subsidiaries	(276)		(1,664)		(477)
Change in accrued interest receivable	24		(8)		75
Change in accrued interest payable	24		78		(15)
Change in taxes payable (a)	395		(3)		(142)
Other, net	86		221		(260)
Net cash provided by operating activities	3,539		1,197		2,940
Investing activities:
Acquisitions of, investments in, and advances to subsidiaries (b)	592		(1,962)		870
Net cash provided by (used for) investing activities	592		(1,962)		870
Financing activities:
Proceeds from issuance of long-term debt	5,988		9,179		5,186
Repayments of long-term debt	(6,055)		(4,000)		(4,250)
Change in advances from subsidiaries	364		(2,917)		820
Issuance of common stock	16		23		63
Issuance of preferred stock	—		—		1,287
Treasury stock acquired	(2,604)		(124)		(4,567)
Redemption of preferred stock	(500)		—		(1,000)
Cash dividends paid	(1,487)		(1,376)		(1,323)
Net cash (used for) provided by financing activities	(4,278)		785		(3,784)
Change in cash and due from banks	(147)		20		26
Cash and due from banks at beginning of year	376		356		330
Cash and due from banks at end of year	$	229	$	376	$	356
Supplemental disclosures
Interest paid	$	1,693	$	774	$	354
Income taxes refunded	2		—		1

(a)    Includes payments received from subsidiaries for taxes of $986 million in 2023, $70 million in 2022 and $21 million in 2021.

(b)    Includes $1,963 million of cash outflows, net of $2,555 million of cash inflows in 2023, $2,778 million of cash outflows, net of $816 million of cash inflows in 2022 and $10 million of cash outflows, net of $880 million of cash inflows in 2021.

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Fair value measurement

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Fair value measurement

Fair value measurement

Fair value is defined as the price 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. A three-level hierarchy for fair value measurements is utilized based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. BNY Mellon’s own creditworthiness is considered when valuing liabilities.

Fair value focuses on exit price in an orderly transaction (that is, not a forced liquidation or distressed sale) between market participants at the measurement date under current market conditions. If there has been a significant decrease in the volume and level of activity for the asset or liability, a change in valuation technique or the use of multiple valuation techniques may be appropriate. In such instances, determining the price at which willing market participants would transact at the measurement date under current market conditions depends on the facts and circumstances and requires the use of significant judgment. The objective is to determine from weighted indicators of fair value a reasonable point within the range that is most representative of fair value under current market conditions.

Determination of fair value

We have established processes for determining fair values. Fair value is based upon quoted market prices in active markets, where available. For financial instruments where quotes from recent exchange transactions are not available, we determine fair value based on discounted cash flow analysis, comparison to similar instruments and the use of financial models. Discounted cash flow analysis is dependent upon estimated future cash flows and the level of interest rates. Model-based pricing uses inputs of observable prices, where available, for interest rates, foreign exchange rates, option volatilities and other factors. Models are benchmarked and validated by an independent internal risk management function. Our valuation process takes into consideration factors such as counterparty credit quality, liquidity, concentration concerns and observability of model parameters. Valuation adjustments may be made to record financial instruments at fair value.

Most derivative contracts are valued using models which are calibrated to observable market data and

employ standard market pricing theory for their valuations. Valuation models incorporate counterparty credit risk by discounting each trade’s expected exposures to the counterparty using the counterparty’s credit spreads, as implied by the credit default swap market. We also adjust expected liabilities to the counterparty using BNY Mellon’s own credit spreads, as implied by the credit default swap market. Accordingly, the valuation of our derivative positions is sensitive to the current changes in our own credit spreads, as well as those of our counterparties.

In certain cases, recent prices may not be observable for instruments that trade in inactive or less active markets. Upon evaluating the uncertainty in valuing financial instruments subject to liquidity issues, we make an adjustment to their value. The determination of the liquidity adjustment includes the availability of external quotes, the time since the latest available quote and the price volatility of the instrument.

Certain parameters in some financial models are not directly observable and, therefore, are based on management’s estimates and judgments. These financial instruments are normally traded less actively. We apply valuation adjustments to mitigate the possibility of error and revision in the model-based estimate value. Examples include products where parameters such as correlation and recovery rates are unobservable.

The methods described above for instruments that trade in inactive or less active markets may produce a current fair value calculation that may not be indicative of net realizable value or reflective of future fair values. We believe our methods of determining fair value are appropriate and consistent with other market participants. However, the use of different methodologies or different assumptions to value certain financial instruments could result in a different estimate of fair value.

Valuation hierarchy

A three-level valuation hierarchy is used for disclosure of fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are described below.

Level 1: Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or

liabilities in active markets. Level 1 assets and liabilities include certain debt and equity securities, derivative financial instruments actively traded on exchanges and highly liquid government bonds.

Level 2: Observable inputs other than Level 1 prices, for example, quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs that are observable or can be corroborated, either directly or indirectly, for substantially the full term of the financial instrument. Level 2 assets and liabilities include debt instruments that are traded less frequently than exchange-traded securities and derivative financial instruments whose model inputs are observable in the market or can be corroborated by market-observable data.

Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

Valuation methodology

Following is a description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy.

Securities

We determine fair value primarily based on pricing sources with reasonable levels of price transparency. Where quoted prices are available in an active market, we classify the securities within Level 1 of the valuation hierarchy. Securities include both long and short positions. Level 1 securities include U.S. Treasury and certain non-U.S. government debt securities that are actively traded in highly liquid OTC markets, money market funds and exchange-traded equities.

If quoted market prices are not available, fair values are primarily determined using pricing models using observable trade data, market data, quoted prices of securities with similar characteristics or discounted cash flows. Examples of such instruments, which would generally be classified within Level 2 of the valuation hierarchy, include RMBS, MBS, certain

non-U.S. government debt, foreign covered bonds and CLOs.

Specifically, the pricing sources obtain recent transactions for similar types of securities (e.g., vintage, position in the securitization structure) and ascertain variables such as discount rate and speed of prepayment for the types of transaction and apply such variables to similar types of bonds. We view these as observable transactions in the current marketplace and classify such securities as Level 2. Pricing sources discontinue pricing any specific security whenever they determine there is insufficient observable data to provide a good-faith opinion on price.

At Dec. 31, 2023, approximately 99% of our securities were valued by pricing sources with reasonable levels of price transparency. The remaining securities were generally valued using observable inputs. Additional disclosures of securities are provided in Note 4.

In certain cases where there is limited activity or less transparency around inputs to the valuation, we classify those securities in Level 3 of the valuation hierarchy. As of Dec. 31, 2023, we have no instruments included in Level 3 of the valuation hierarchy.

Derivative financial instruments

We classify exchange-traded derivative financial instruments valued using quoted prices in Level 1 of the valuation hierarchy. Examples include exchange-traded equity and foreign exchange options. Since few other classes of derivative contracts are listed on an exchange, most of our derivative positions are valued using models that use as their basis readily observable market parameters, and we classify them in Level 2 of the valuation hierarchy. Such derivative financial instruments include swaps and options, foreign exchange spot and forward contracts and credit default swaps.

Derivatives valued using models with significant unobservable market parameters in markets that lack two-way flow are classified in Level 3 of the valuation hierarchy. Examples may include long-dated swaps and options, where parameters may be unobservable for longer maturities; and certain highly structured products, where correlation risk is unobservable. As of Dec. 31, 2023, we have no

Level 3 derivatives. Additional disclosures of derivative instruments are provided in Note 23.

Seed capital

In our Investment and Wealth Management business segment, we make seed capital investments in certain funds we manage. Seed capital is generally included in other assets on the consolidated balance sheet. When applicable, we value seed capital based on the published NAV of the fund.

For other types of investments in funds, we consider all of the rights and obligations inherent in our ownership interest, including the reported NAV as well as other factors that affect the fair value of our interest in the fund.

Other assets measured at NAV

We hold private equity investments, primarily SBICs, which are compliant with the Volcker Rule. There

are no readily available market quotations for these investment partnerships. The fair value of the SBICs is based on our ownership percentage of the fair value of the underlying investments as provided by the partnership managers. These investments are typically valued on a quarterly basis. Our SBIC private equity investments are valued at NAV as a practical expedient for fair value.

The following tables present the financial instruments carried at fair value at Dec. 31, 2023 and Dec. 31, 2022, by caption on the consolidated balance sheet and by the three-level valuation hierarchy. We have included credit ratings information in certain of the tables because the information indicates the degree of credit risk to which we are exposed, and significant changes in ratings classifications could result in increased risk for us.

Assets and liabilities measured at fair value on a recurring basis at Dec. 31, 2023												Total carrying value
(dollars in millions)	Level 1			Level 2			Level 3			Netting (a)
Assets
Available-for-sale securities:
U.S. Treasury	$	16,604		$	—		$	—		$	—	$	16,604
Non-U.S. government (b)	2,439			15,943			—			—		18,382
Agency RMBS	—			13,111			—			—		13,111
Agency commercial MBS	—			7,729			—			—		7,729
Foreign covered bonds	—			6,334			—			—		6,334
CLOs	—			6,137			—			—		6,137
Non-agency commercial MBS	—			2,935			—			—		2,935
U.S. government agencies	—			2,901			—			—		2,901
Non-agency RMBS	—			1,740			—			—		1,740
Other ABS	—			943			—			—		943
Other debt securities	—			1			—			—		1
Total available-for-sale securities	19,043			57,774			—			—		76,817
Trading assets:
Debt instruments	1,246			2,255			—			—		3,501
Equity instruments	4,518			—			—			—		4,518
Derivative assets not designated as hedging:
Interest rate	7			1,053			—			(751)		309
Foreign exchange	—			9,227			—			(7,498)		1,729
Equity and other contracts	—			8			—			(7)		1
Total derivative assets not designated as hedging	7			10,288			—			(8,256)		2,039
Total trading assets	5,771			12,543			—			(8,256)		10,058
Other assets:
Derivative assets designated as hedging:
Interest rate	—			214			—			—		214
Foreign exchange	—			22			—			—		22
Total derivative assets designated as hedging	—			236			—			—		236
Other assets (c)	486			386			—			—		872
Total other assets	486			622			—			—		1,108
Assets measured at NAV (c)												153
Total assets	$	25,300		$	70,939		$	—		$	(8,256)	$	88,136
Percentage of total assets prior to netting	26		%	74		%	—		%

Liabilities
Trading liabilities:
Debt instruments	$	2,508		$	12		$	—		$	—	$	2,520
Equity instruments	23			—			—			—		23
Derivative liabilities not designated as hedging:
Interest rate	8			1,339			—			(635)		712
Foreign exchange	—			9,282			—			(6,341)		2,941
Equity and other contracts	9			135			—			(114)		30
Total derivative liabilities not designated as hedging	17			10,756			—			(7,090)		3,683
Total trading liabilities	2,548			10,768			—			(7,090)		6,226
Other liabilities
Derivative liabilities designated as hedging:
Interest rate	—			—			—			—		—
Foreign exchange	—			173			—			—		173
Total derivative liabilities designated as hedging	—			173			—			—		173
Other liabilities	—			22			—			—		22
Total other liabilities	—			195			—			—		195
Total liabilities	$	2,548		$	10,963		$	—		$	(7,090)	$	6,421
Percentage of total liabilities prior to netting	19		%	81		%	—		%

(a)    ASC 815, Derivatives and Hedging, permits the netting of derivative receivables and derivative payables under legally enforceable master netting agreements and permits the netting of cash collateral. Netting is applicable to derivatives not designated as hedging instruments included in trading assets or trading liabilities and derivatives designated as hedging instruments included in other assets or other liabilities. Netting is allocated to the derivative products based on the net fair value of each product.

(b)    Includes supranational securities.

(c)    Includes seed capital, private equity investments and other assets.

Assets and liabilities measured at fair value on a recurring basis at Dec. 31, 2022												Total carrying value
(dollars in millions)	Level 1			Level 2			Level 3			Netting (a)
Assets
Available-for-sale securities:
U.S. Treasury	$	29,533		$	—		$	—		$	—	$	29,533
Non-U.S. government (b)	4,237			16,102			—			—		20,339
Agency RMBS	—			8,957			—			—		8,957
Agency commercial MBS	—			8,060			—			—		8,060
Foreign covered bonds	—			5,758			—			—		5,758
CLOs	—			5,343			—			—		5,343
Non-agency commercial MBS	—			2,977			—			—		2,977
U.S. government agencies	—			2,294			—			—		2,294
Non-agency RMBS	—			2,029			—			—		2,029
Other ABS	—			1,319			—			—		1,319
Other debt securities	—			13			—			—		13
Total available-for-sale securities	33,770			52,852			—			—		86,622
Trading assets:
Debt instruments	1,590			1,901			—			—		3,491
Equity instruments	3,791			—			—			—		3,791
Derivative assets not designated as hedging:
Interest rate	10			1,287			—			(986)		311
Foreign exchange	—			9,433			—			(7,215)		2,218
Equity and other contracts	4			98			—			(5)		97
Total derivative assets not designated as hedging	14			10,818			—			(8,206)		2,626
Total trading assets	5,395			12,719			—			(8,206)		9,908
Other assets:
Derivative assets designated as hedging:
Interest rate	—			205			—			—		205
Foreign exchange	—			114			—			—		114
Total derivative assets designated as hedging	—			319			—			—		319
Other assets (c)	294			220			—			—		514
Total other assets	294			539			—			—		833
Assets measured at NAV (c)												138
Total assets	$	39,459		$	66,110		$	—		$	(8,206)	$	97,501
Percentage of total assets prior to netting	37		%	63		%	—		%

Liabilities
Trading liabilities:
Debt instruments	$	2,373		$	101		$	—		$	—	$	2,474
Equity instruments	97			—			—			—		97
Derivative liabilities not designated as hedging:
Interest rate	6			1,578			—			(798)		786
Foreign exchange	—			9,456			—			(7,444)		2,012
Equity and other contracts	—			17			—			(1)		16
Total derivative liabilities not designated as hedging	6			11,051			—			(8,243)		2,814
Total trading liabilities	2,476			11,152			—			(8,243)		5,385
Other liabilities:
Derivative liabilities designated as hedging:
Foreign exchange	—			220			—			—		220
Total derivative liabilities designated as hedging	—			220			—			—		220
Other liabilities	—			1			—			—		1
Total other liabilities	—			221			—			—		221
Total liabilities	$	2,476		$	11,373		$	—		$	(8,243)	$	5,606
Percentage of total liabilities prior to netting	18		%	82		%	—		%

(a)    ASC 815, Derivatives and Hedging, permits the netting of derivative receivables and derivative payables under legally enforceable master netting agreements and permits the netting of cash collateral. Netting is applicable to derivatives not designated as hedging instruments included in trading assets or trading liabilities and derivatives designated as hedging instruments included in other assets or other liabilities. Netting is allocated to the derivative products based on the net fair value of each product.

(b)    Includes supranational securities.

(c)    Includes seed capital, private equity investments and other assets.

Details of certain available-for-sale securities measured at fair value on a recurring basis	Dec. 31, 2023												Dec. 31, 2022
	Total carrying value (b)		Ratings (a)										Total carrying value (b)		Ratings (a)
			AAA/ AA-		A+/ A-		BBB+/ BBB-		BB+ and lower		Not rated				AAA/ AA-		A+/ A-		BBB+/ BBB-		BB+ and lower		Not rated
(dollars in millions)
Non-agency RMBS, originated in:
2008-2023	$	1,487	100	%	—	%	—	%	—	%	—	%	$	1,728	100	%	—	%	—	%	—	%	—	%
2007 and earlier	253		5		13		1		40		41		301		5		13		1		45		36
Total non-agency RMBS	$	1,740	86	%	2	%	—	%	6	%	6	%	$	2,029	86	%	2	%	—	%	7	%	5	%
Non-agency commercial MBS originated in:
2009-2023	$	2,935	100	%	—	%	—	%	—	%	—	%	$	2,977	100	%	—	%	—	%	—	%	—	%
Foreign covered bonds:
Canada	$	2,473	100	%	—	%	—	%	—	%	—	%	$	2,384	100	%	—	%	—	%	—	%	—	%
UK	1,035		100		—		—		—		—		1,215		100		—		—		—		—
Australia	689		100		—		—		—		—		696		100		—		—		—		—
Germany	664		100		—		—		—		—		542		100		—		—		—		—
Other	1,473		100		—		—		—		—		921		100		—		—		—		—
Total foreign covered bonds	$	6,334	100	%	—	%	—	%	—	%	—	%	$	5,758	100	%	—	%	—	%	—	%	—	%
Non-U.S. government:
Germany	$	2,658	100	%	—	%	—	%	—	%	—	%	$	3,103	100	%	—	%	—	%	—	%	—	%
France	1,562		100		—		—		—		—		1,905		100		—		—		—		—
Canada	1,336		95		5		—		—		—		1,354		92		8		—		—		—
UK	1,316		100		—		—		—		—		2,225		100		—		—		—		—
Belgium	511		100		—		—		—		—		9		100		—		—		—		—
Japan	410		—		100		—		—		—		475		—		100		—		—		—
Norway	374		100		—		—		—		—		427		100		—		—		—		—
Netherlands	334		100		—		—		—		—		416		100		—		—		—		—
Singapore	302		100		—		—		—		—		797		100		—		—		—		—
Spain	293		—		17		83		—		—		214		—		40		60		—		—
Finland	282		100		—		—		—		—		194		100		—		—		—		—
Other (c)	1,348		70		3		17		10		—		1,486		64		2		26		8		—
Supranational	7,656		100		—		—		—		—		7,734		100		—		—		—		—
Total non-U.S. government	$	18,382	94	%	3	%	2	%	1	%	—	%	$	20,339	93	%	3	%	3	%	1	%	—	%

(a)    Represents ratings by S&P or the equivalent.

(b)    At Dec. 31, 2023 and Dec. 31, 2022, non-U.S. government securities were included in Level 1 and Level 2 in the valuation hierarchy. All other assets in the table are Level 2 assets in the valuation hierarchy.

(c)    Includes non-investment grade non-U.S. government securities related to Brazil of $140 million at Dec. 31, 2023 and $123 million at Dec. 31, 2022.

Assets and liabilities measured at fair value on a nonrecurring basis

Under certain circumstances, we make adjustments to the fair value of our assets, liabilities and unfunded lending-related commitments, although they are not measured at fair value on an ongoing basis. The following table presents the carrying value as of Dec. 31, 2023 and Dec. 31, 2022 of financial instruments for which nonrecurring adjustments to fair value have been recorded during 2023 and/or 2022 and all non-readily marketable equity securities carried at cost with upward or downward adjustments by balance sheet caption and level in the fair value hierarchy.

Assets measured at fair value on a nonrecurring basis	Dec. 31, 2023								Dec. 31, 2022
							Total carrying value								Total carrying value
(in millions)	Level 1		Level 2		Level 3				Level 1		Level 2		Level 3
Loans (a)	$	—	$	28	$	—	$	28	$	—	$	33	$	—	$	33
Other assets (b)	—		481		—		481		—		448		—		448
Total assets at fair value on a nonrecurring basis	$	—	$	509	$	—	$	509	$	—	$	481	$	—	$	481

(a)    The fair value of these loans decreased $3 million in 2023 and was unchanged in 2022, based on the fair value of the underlying collateral, as required by guidance in ASC 326, Financial Instruments – Credit Losses, with an offset to the allowance for credit losses.

(b)    Includes non-readily marketable equity securities carried at cost with upward or downward adjustments and other assets received in satisfaction of debt.

Estimated fair value of financial instruments

The following tables present the estimated fair value and the carrying amount of financial instruments not carried at fair value on the consolidated balance sheet at Dec. 31, 2023 and Dec. 31, 2022, by caption on the consolidated balance sheet and by the valuation hierarchy.

Summary of financial instruments	Dec. 31, 2023
(in millions)	Level 1		Level 2		Level 3		Total estimated fair value		Carrying amount
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks	$	—	$	111,550	$	—	$	111,550	$	111,550
Interest-bearing deposits with banks	—		12,134		—		12,134		12,139
Federal funds sold and securities purchased under resale agreements	—		28,900		—		28,900		28,900
Securities held-to-maturity	9,545		35,166		—		44,711		49,578
Loans (a)	—		65,026		—		65,026		65,977
Other financial assets	4,922		2,149		—		7,071		7,071
Total	$	14,467	$	254,925	$	—	$	269,392	$	275,215
Liabilities:
Noninterest-bearing deposits	$	—	$	58,274	$	—	$	58,274	$	58,274
Interest-bearing deposits	—		221,463		—		221,463		225,395
Federal funds purchased and securities sold under repurchase agreements	—		14,507		—		14,507		14,507
Payables to customers and broker-dealers	—		18,395		—		18,395		18,395
Borrowings	—		1,274		—		1,274		1,274
Long-term debt	—		30,596		—		30,596		31,257
Total	$	—	$	344,509	$	—	$	344,509	$	349,102

(a)    Does not include the leasing portfolio.

Summary of financial instruments	Dec. 31, 2022
(in millions)	Level 1		Level 2		Level 3		Total estimated fair value		Carrying amount
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks	$	—	$	91,655	$	—	$	91,655	$	91,655
Interest-bearing deposits with banks	—		17,167		—		17,167		17,169
Federal funds sold and securities purchased under resale agreements	—		24,298		—		24,298		24,298
Securities held-to-maturity	10,948		39,044		—		49,992		56,194
Loans (a)	—		64,668		—		64,668		65,230
Other financial assets	5,030		1,817		—		6,847		6,847
Total	$	15,978	$	238,649	$	—	$	254,627	$	261,393
Liabilities:
Noninterest-bearing deposits	$	—	$	78,017	$	—	$	78,017	$	78,017
Interest-bearing deposits	—		196,258		—		196,258		200,953
Federal funds purchased and securities sold under repurchase agreements	—		12,335		—		12,335		12,335
Payables to customers and broker-dealers	—		23,435		—		23,435		23,435
Borrowings	—		911		—		911		911
Long-term debt	—		28,977		—		28,977		30,458
Total	$	—	$	339,933	$	—	$	339,933	$	346,109

(a)    Does not include the leasing portfolio.

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Fair value option

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Fair value option

Fair value option

We elected fair value as an alternative measurement for selected financial assets and liabilities that are not otherwise required to be measured at fair value, including the assets and liabilities of consolidated

investment management funds and subordinated notes associated with certain equity investments.

The following table presents the assets and liabilities of consolidated investment management funds, at fair value.

Assets and liabilities of consolidated investment management funds, at fair value
	Dec. 31,
(in millions)	2023		2022
Assets of consolidated investment management funds:
Trading assets	$	510	$	203
Other assets	16		6
Total assets of consolidated investment management funds	$	526	$	209
Liabilities of consolidated investment management funds:
Other liabilities	$	1	$	1
Total liabilities of consolidated investment management funds	$	1	$	1

The assets and liabilities of the consolidated investment management funds are included in other assets and other liabilities on the consolidated balance sheet. We value the assets and liabilities of consolidated investment management funds using quoted prices for identical assets or liabilities in active markets or observable inputs such as quoted prices for similar assets or liabilities. Quoted prices for either identical or similar assets or liabilities in inactive markets may also be used. Accordingly, fair value best reflects the interests BNY Mellon holds in the economic performance of the consolidated investment management funds. Changes in the fair value of the assets and liabilities are recorded as income (loss) from consolidated investment management funds, which is included in investment and other revenue in the consolidated income statement.

We elected the fair value option on subordinated notes associated with certain equity investments. The fair value of these subordinated notes was $4 million at Dec. 31, 2023 and $10 million at Dec. 31, 2022, and are included in other assets on the consolidated balance sheet. The subordinated notes were valued using observable market inputs and included in Level 2 of the valuation hierarchy.

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Commitments and contingent liabilities

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and contingent liabilities

Commitments and contingent liabilities

Off-balance sheet arrangements

In the normal course of business, various commitments and contingent liabilities are outstanding that are not reflected in the accompanying consolidated balance sheets.

Our significant trading and off-balance sheet risks are securities, foreign currency and interest rate risk management products, commercial lending commitments, letters of credit and securities lending indemnifications. We assume these risks to reduce interest rate and foreign currency risks, to provide customers with the ability to meet credit and liquidity needs and to hedge foreign currency and interest rate risks. These items involve, to varying degrees, credit, foreign currency and interest rate risks not recognized on the balance sheet. Our off-balance sheet risks are managed and monitored in manners similar to those used for on-balance sheet risks.

The following table presents a summary of our off-balance sheet credit risks.

Off-balance sheet credit risks	Dec. 31, 2023		Dec. 31, 2022
(in millions)
Lending commitments	$	46,518	$	49,750
Standby letters of credit (“SBLC”) (a)	1,816		1,918
Commercial letters of credit	41		19
Securities lending indemnifications (b)(c)	492,739		491,043

(a)Net of participations totaling $163 million at Dec. 31, 2023 and $175 million at Dec. 31, 2022.

(b)Excludes the indemnification for securities for which BNY Mellon acts as an agent on behalf of CIBC Mellon clients, which totaled $59 billion at Dec. 31, 2023 and $64 billion at Dec. 31, 2022.

(c)Includes cash collateral, invested in indemnified repurchase agreements, held by us as securities lending agent of $45 billion at Dec. 31, 2023 and $43 billion at Dec. 31, 2022.

The total potential loss on undrawn lending commitments, standby and commercial letters of credit, and securities lending indemnifications is equal to the total notional amount if drawn upon, which does not consider the value of any collateral.

Since many of the lending commitments are expected to expire without being drawn upon, the total amount does not necessarily represent future cash requirements. A summary of lending commitment maturities is as follows: $27.2 billion in less than one year, $18.9 billion in one to five years and $421 million over five years.

SBLCs principally support obligations of corporate clients and were collateralized with cash and securities of $158 million at Dec. 31, 2023 and $144 million at Dec. 31, 2022. At Dec. 31, 2023, $1.3 billion of the SBLCs will expire within one year, $512 million in one to five years and $8 million over five years.

We must recognize, at the inception of an SBLC and foreign and other guarantees, a liability for the fair value of the obligation undertaken in issuing the guarantee. The fair value of the liability, which was recorded with a corresponding asset in other assets, was estimated as the present value of contractual customer fees. The estimated liability for losses related to SBLCs and foreign and other guarantees, if any, is included in the allowance for lending-related commitments.

Payment/performance risk of SBLCs is monitored using both historical performance and internal ratings criteria. BNY Mellon’s historical experience is that SBLCs typically expire without being funded. SBLCs below investment grade are monitored closely for payment/performance risk. The table below shows SBLCs by investment grade:

Standby letters of credit	Dec. 31, 2023		Dec. 31, 2022
Investment grade	74	%	75	%
Non-investment grade	26	%	25	%

A commercial letter of credit is normally a short-term instrument used to finance a commercial contract for the shipment of goods from a seller to a buyer. Although the commercial letter of credit is contingent upon the satisfaction of specified conditions, it represents a credit exposure if the buyer defaults on the underlying transaction. As a result, the total contractual amounts do not necessarily represent future cash requirements. Commercial letters of credit totaled $41 million at Dec. 31, 2023 and $19 million at Dec. 31, 2022.

We expect many of the lending commitments and letters of credit to expire without the need to advance any cash. The revenue associated with guarantees frequently depends on the credit rating of the obligor and the structure of the transaction, including collateral, if any. The allowance for lending-related commitments was $87 million at Dec. 31, 2023 and $78 million at Dec. 31, 2022.

A securities lending transaction is a fully collateralized transaction in which the owner of a security agrees to lend the security (typically through an agent, in our case, The Bank of New York Mellon) to a borrower, usually a broker-dealer or bank, on an open, overnight or term basis, under the terms of a prearranged contract.

We typically lend securities with indemnification against borrower default. We generally require the borrower to provide collateral with a minimum value of 102% of the fair value of the securities borrowed, which is monitored on a daily basis, thus reducing credit risk. Market risk can also arise in securities lending transactions. These risks are controlled through policies limiting the level of risk that can be undertaken. Securities lending transactions are generally entered into only with highly rated counterparties. Securities lending indemnifications were secured by collateral of $518 billion at Dec. 31, 2023 and $515 billion at Dec. 31, 2022.

CIBC Mellon, a joint venture between BNY Mellon and the Canadian Imperial Bank of Commerce (“CIBC”), engages in securities lending activities.  CIBC Mellon, BNY Mellon and CIBC jointly and severally indemnify securities lenders against specific types of borrower default. At Dec. 31, 2023 and Dec. 31, 2022, $59 billion and $64 billion, respectively, of borrowings at CIBC Mellon, for which BNY Mellon acts as agent on behalf of CIBC Mellon clients, were secured by collateral of $62 billion and $68 billion, respectively. If, upon a default, a borrower’s collateral was not sufficient to cover its related obligations, certain losses related to the indemnification could be covered by the indemnitors.

Unsettled repurchase and reverse repurchase agreements

In the normal course of business, we enter into repurchase agreements and reverse repurchase agreements that settle at a future date. In repurchase agreements, BNY Mellon receives cash from and provides securities as collateral to a counterparty at settlement. In reverse repurchase agreements, BNY Mellon advances cash to and receives securities as collateral from the counterparty at settlement. These transactions are recorded on the consolidated balance sheet on the settlement date. At Dec. 31, 2023, we had no unsettled repurchase agreements and $77.9 billion of unsettled reverse repurchase agreements. At Dec. 31, 2022, we had $4.0 billion of unsettled repurchase agreements and $11.3 billion of unsettled reverse repurchase agreements.

Industry concentrations

We have significant industry concentrations related to credit exposure at Dec. 31, 2023. The tables below

present our credit exposure in the financial institutions and commercial portfolios.

Financial institutions portfolio exposure (in billions)	Dec. 31, 2023
	Loans		Unfunded commitments		Total exposure
Securities industry	$	2.3	$	14.8	$	17.1
Asset managers	1.4		8.0		9.4
Banks	6.4		1.4		7.8
Insurance	0.1		3.9		4.0
Government	—		0.2		0.2
Other	0.3		0.9		1.2
Total	$	10.5	$	29.2	$	39.7

Commercial portfolio exposure (in billions)	Dec. 31, 2023
	Loans		Unfunded commitments		Total exposure
Services and other	$	1.2	$	3.4	$	4.6
Manufacturing	0.5		3.6		4.1
Energy and utilities	0.4		3.7		4.1
Media and telecom	—		0.7		0.7
Total	$	2.1	$	11.4	$	13.5

Major concentrations in securities lending are primarily to broker-dealers and are generally collateralized with cash and/or securities.

Sponsored member repo program

BNY Mellon is a sponsoring member in the Fixed Income Clearing Corporation (“FICC”) sponsored member program, where we submit eligible repurchase and reverse repurchase transactions in U.S. Treasury and agency securities (“Sponsored Member Transactions”) between BNY Mellon and our sponsored member clients for novation and clearing through FICC pursuant to the FICC Government Securities Division rulebook (the “FICC Rules”). We also guarantee to FICC the prompt and full payment and performance of our sponsored member clients’ respective obligations under the FICC Rules in connection with such clients’ Sponsored Member Transactions. We minimize our credit exposure under this guaranty by obtaining a security interest in our sponsored member clients’ collateral and rights under Sponsored Member Transactions. See “Offsetting assets and liabilities” in Note 23 for additional information on our repurchase and reverse repurchase agreements.

Indemnification arrangements

We have provided standard representations for underwriting agreements, acquisition and divestiture agreements, sales of loans and commitments, and other similar types of arrangements and customary indemnification for claims and legal proceedings related to providing financial services that are not otherwise included above. Insurance has been purchased to mitigate certain of these risks. Generally, there are no stated or notional amounts included in these indemnifications and the contingencies triggering the obligation for indemnification are not expected to occur. Furthermore, often counterparties to these transactions provide us with comparable indemnifications. We are unable to develop an estimate of the maximum payout under these indemnifications for several reasons. In addition to the lack of a stated or notional amount in a majority of such indemnifications, we are unable to predict the nature of events that would trigger indemnification or the level of indemnification for a certain event. We believe, however, that the possibility that we will have to make any material payments for these indemnifications is remote. At Dec. 31, 2023 and Dec. 31, 2022, we have not recorded any material liabilities under these arrangements.

Clearing and settlement exchanges

We are a noncontrolling equity investor in, and/or member of, several industry clearing or settlement exchanges through which foreign exchange, securities, derivatives or other transactions settle. Certain of these industry clearing and settlement exchanges require their members to guarantee their obligations and liabilities and/or to provide liquidity support in the event other members do not honor their obligations. We believe the likelihood that a clearing or settlement exchange (of which we are a member) would become insolvent is remote. Additionally, certain settlement exchanges have implemented loss allocation policies that enable the exchange to allocate settlement losses to the members of the exchange. It is not possible to quantify such mark-to-market loss until the loss occurs. Any ancillary costs that occur as a result of any mark-to-market loss cannot be quantified. In addition, we also sponsor clients as members on clearing and settlement exchanges and guarantee their obligations. At Dec. 31, 2023 and Dec. 31, 2022, we did not record any material liabilities under these arrangements.

Legal proceedings

In the ordinary course of business, The Bank of New York Mellon Corporation and its subsidiaries are routinely named as defendants in or made parties to pending and potential legal actions. We also are subject to governmental and regulatory examinations, information-gathering requests, investigations and proceedings (both formal and informal). Claims for significant monetary damages are often asserted in many of these legal actions, while claims for disgorgement, restitution, penalties and/or other remedial actions or sanctions may be sought in governmental and regulatory matters. It is inherently difficult to predict the eventual outcomes of such matters given their complexity and the particular facts and circumstances at issue in each of these matters. However, on the basis of our current knowledge and understanding, we do not believe that judgments, settlements or orders, if any, arising from these matters (either individually or in the aggregate, after giving effect to applicable reserves and insurance coverage) will have a material adverse effect on the consolidated financial position or liquidity of BNY Mellon, although they could have a material effect on our results of operations in a given period.

In view of the inherent unpredictability of outcomes in litigation and regulatory matters, particularly where (i) the damages sought are substantial or indeterminate, (ii) the proceedings are in the early stages, or (iii) the matters involve novel legal theories or a large number of parties, as a matter of course there is considerable uncertainty surrounding the timing or ultimate resolution of litigation and regulatory matters, including a possible eventual loss, fine, penalty or business impact, if any, associated with each such matter. In accordance with applicable accounting guidance, we establish accruals for litigation and regulatory matters when those matters proceed to a stage where they present loss contingencies that are both probable and reasonably estimable. In such cases, there may be a possible exposure to loss in excess of any amounts accrued. We regularly monitor such matters for developments that could affect the amount of the accrual, and will adjust the accrual amount as appropriate. If the loss contingency in question is not both probable and reasonably estimable, we do not establish an accrual and the matter continues to be monitored for any developments that would make the loss contingency both probable and reasonably estimable. We believe that our accruals for legal proceedings are appropriate

and, in the aggregate, are not material to the consolidated financial position of BNY Mellon, although future accruals could have a material effect on the results of operations in a given period. In addition, if we have the potential to recover a portion of an estimated loss from a third party, we record a receivable up to the amount of the accrual that is probable of recovery.

For certain of those matters described here for which a loss contingency may, in the future, be reasonably possible (whether in excess of a related accrued liability or where there is no accrued liability), BNY Mellon is currently unable to estimate a range of reasonably possible loss. For those matters described here where BNY Mellon is able to estimate a reasonably possible loss, the aggregate range of such reasonably possible loss is up to $700 million in excess of the accrued liability (if any) related to those matters. For matters where a reasonably possible loss is denominated in a foreign currency, our estimate is adjusted quarterly based on prevailing exchange rates. We do not consider potential recoveries when estimating reasonably possible losses.

The following describes certain judicial, regulatory and arbitration proceedings involving BNY Mellon:

Mortgage-Securitization Trusts Proceedings

BNY Mellon has been named as a defendant in a number of legal actions brought by MBS investors alleging that the trustee has expansive duties under the governing agreements, including the duty to investigate and pursue breach of representation and warranty claims against other parties to the MBS transactions. Two actions commenced in December 2015 and February 2017 are pending in New York federal court. An action commenced in December 2014 in New York federal court was dismissed and the dismissal was affirmed on appeal in April 2023. In New York state court, six actions are pending: one case commenced in May 2016; two related cases commenced in September 2021 and October 2022; and three related cases commenced in October 2021, December 2021 and February 2022.

Matters Related to R. Allen Stanford

In late December 2005, Pershing LLC (“Pershing”) became a clearing firm for Stanford Group Co. (“SGC”), a registered broker-dealer that was part of a group of entities ultimately controlled by R. Allen Stanford (“Stanford”). Stanford International Bank, also controlled by Stanford, issued certificates of

deposit (“CDs”). Some investors allegedly wired funds from their SGC accounts to purchase CDs. In 2009, the Securities and Exchange Commission charged Stanford with operating a Ponzi scheme in connection with the sale of CDs, and SGC was placed into receivership. Alleged purchasers of CDs have filed two putative class action proceedings against Pershing: one in November 2009 in Texas federal court, and one in May 2016 in New Jersey federal court. On Nov. 5, 2021, the court dismissed the class action filed in New Jersey and that matter has concluded. Three lawsuits remain against Pershing in Louisiana and New Jersey federal courts, which were filed in January 2010, October 2015 and May 2016. The purchasers allege that Pershing, as SGC’s clearing firm, assisted Stanford in a fraudulent scheme and assert contractual, statutory and common law claims. In March 2019, a group of investors filed a putative class action against The Bank of New York Mellon in New Jersey federal court, making the same allegations as in the prior actions brought against Pershing. On Nov. 12, 2021, the court dismissed the class action against The Bank of New York Mellon; on Dec. 15, 2022, an appeals court reversed the dismissal and returned the case to the trial court for further proceedings. All the cases that have been brought in federal court against Pershing have been consolidated in Texas federal court for discovery purposes. Various alleged Stanford CD purchasers asserted similar claims in Financial Industry Regulatory Authority, Inc. (“FINRA”) arbitration proceedings.

Brazilian Postalis Litigation

BNY Mellon Servicos Financeiros DTVM S.A. (“DTVM”), a subsidiary that provides asset services in Brazil, acts as administrator for certain investment funds in which a public pension fund for postal workers called Postalis-Instituto de Seguridade Social dos Correios e Telégrafos (“Postalis”) invested. On Aug. 22, 2014, Postalis sued DTVM in Rio de Janeiro, Brazil for losses related to a Postalis fund for which DTVM is administrator. Postalis alleges that DTVM failed to properly perform duties, including to conduct due diligence of and exert control over the manager. On March 12, 2015, Postalis filed a lawsuit in Rio de Janeiro against DTVM and BNY Mellon Administração de Ativos Ltda. (“Ativos”) alleging failure to properly perform duties relating to another fund of which DTVM is administrator and Ativos is manager. On Dec. 14, 2015, Associacão dos Profissionais dos Correios (“ADCAP”), a Brazilian postal workers association, filed a lawsuit in São

Paulo against DTVM and other defendants alleging that DTVM improperly contributed to Postalis investment losses. On March 20, 2017, the lawsuit was dismissed without prejudice, and ADCAP appealed. On Aug. 4, 2021, the appellate court overturned the dismissal and sent the lawsuit to a state lower court. On March 2, 2023, DTVM appealed the August 4 decision to Brazil’s Superior Court of Justice. On Dec. 17, 2015, Postalis filed three lawsuits in Rio de Janeiro against DTVM and Ativos alleging failure to properly perform duties with respect to investments in several other funds. On May 20, 2021, the court in one of those lawsuits entered a judgment of approximately $3 million against DTVM and Ativos. On Aug. 23, 2021, DTVM and Ativos filed an appeal of the May 20 decision. On June 7, 2022, the appellate court partially granted and partially denied the appeal, reducing the judgment to approximately $2 million. On July 13, 2023, DTVM and Ativos filed a further appeal to Brazil’s Superior Court of Justice. On Aug. 24, 2022, the court dismissed one of the other lawsuits. On Nov. 24, 2022, Postalis appealed that decision. On Oct. 24, 2023, Postalis’s appeal was denied. On Feb. 4, 2016, Postalis filed a lawsuit in Brasilia against DTVM, Ativos and BNY Mellon Alocação de Patrimônio Ltda. (“Alocação de Patrimônio”), an investment management subsidiary, alleging failure to properly perform duties and liability for losses with respect to investments in various funds of which the defendants were administrator and/or manager. On Jan. 16, 2018, the Brazilian Federal Prosecution Service (“MPF”) filed a civil lawsuit in São Paulo against DTVM alleging liability for Postalis losses based on alleged failures to properly perform certain duties as administrator to certain funds in which Postalis invested or as controller of Postalis’s own investment portfolio. On April 18, 2018, the court dismissed the lawsuit without prejudice. On Aug. 4, 2021, the appellate court overturned the dismissal and returned the lawsuit to the lower court. On April 11, 2022, DTVM appealed the Aug. 4 decision to Brazil’s Superior Court of Justice. On Aug. 21, 2023, DTVM’s appeal was denied. In addition, the Tribunal de Contas da União (“TCU”), an administrative tribunal, has initiated proceedings with the purpose of determining liability for losses to three investment funds administered by DTVM in which Postalis was an investor. On Sept. 9, 2020, TCU rendered a decision in one of the proceedings, finding DTVM and two former Postalis directors jointly and severally liable for approximately $50 million. TCU

also imposed on DTVM a fine of approximately $2 million. DTVM’s administrative appeal of the decision was denied. On Feb. 25, 2022, DTVM filed a lawsuit in Brazil federal court in Brasilia seeking annulment of TCU’s decision and an injunction preventing TCU from enforcing the judgment. On Aug. 24, 2022, the Brazilian Federal Attorneys filed an action in Rio de Janeiro court seeking to enforce the fine portion of the judgment. On Nov. 8, 2022, the Brasilia federal court in the annulment action granted DTVM’s request for an injunction, suspending the Sept. 9, 2020 TCU decision until the annulment action is decided. On Oct. 4, 2019, Postalis and another pension fund filed a request for arbitration in São Paulo against DTVM and Ativos alleging liability for losses to an investment fund for which DTVM was administrator and Ativos was manager. On March 26, 2021, DTVM and Ativos filed a lawsuit in São Paulo challenging the decision rendered by the Arbitration Court with respect to its jurisdiction over the case. On Feb. 24, 2023, the São Paulo court annulled the Arbitration Court’s decision that it had jurisdiction, and Postalis and the other pension fund have appealed. On Sept. 21, 2023, the São Paulo court issued an order suspending the arbitration; the Arbitration Court implemented the suspension on Oct. 6, 2023. On Oct. 25, 2019, Postalis filed a lawsuit in Rio de Janeiro against DTVM and Alocação de Patrimônio, alleging liability for losses in another fund for which DTVM was administrator and Alocação de Patrimônio and Ativos were managers. On May 9, 2022, the court found DTVM and Alocação de Patrimônio jointly and severally liable for approximately $20 million. On Aug. 12, 2022, DTVM and Alocação de Patrimônio appealed the decision. On June 19, 2020, a lawsuit was filed in federal court in Rio de Janeiro against DTVM, Postalis, and various other defendants alleging liability against DTVM for certain Postalis losses in an investment fund of which DTVM was administrator. On Feb. 10, 2021, Postalis and another pension fund served DTVM in a lawsuit filed in Rio de Janeiro, alleging liability for losses in another investment fund for which DTVM was administrator and the other defendant was manager.

Brazilian Silverado Litigation

DTVM acts as administrator for the Fundo de Investimento em Direitos Creditórios Multisetorial Silverado Maximum (“Silverado Maximum Fund”), which invests in commercial credit receivables. On June 2, 2016, the Silverado Maximum Fund sued DTVM in its capacity as administrator, along with

Deutsche Bank S.A. - Banco Alemão in its capacity as custodian and Silverado Gestão e Investimentos Ltda. in its capacity as investment manager. The Fund alleges that each of the defendants failed to fulfill its respective duty, and caused losses to the Fund for which the defendants are jointly and severally liable.

German Tax Matters

German authorities are investigating past “cum/ex” trading, which involved the purchase of equity securities on or shortly before the dividend date, but settled after that date, potentially resulting in an unwarranted refund of withholding tax. German authorities have taken the view that past cum/ex trading may have resulted in tax avoidance or evasion. European subsidiaries of BNY Mellon have been informed by German authorities about investigations into potential cum/ex trading by certain third-party investment funds, where one of the subsidiaries had acquired entities that served as depositary and/or fund manager for those third-party investment funds. We have received information requests from the authorities relating to pre-acquisition activity and are cooperating fully with those requests. In August 2019, the District Court of Bonn ordered that one of these subsidiaries be joined as a secondary party in connection with the prosecution of unrelated individual defendants. Trial commenced in September 2019. In March 2020, the court stated that it would refrain from taking action against the subsidiary in order to expedite the conclusion of the trial. The court convicted the unrelated individual defendants, and determined that the cum/ex trading activities of the relevant third-party investment funds were unlawful. In November and December 2020 and February 2023, we received secondary liability notices from the German tax authorities totaling approximately $150 million (at then-prevailing exchange rates) related to pre-acquisition activity in various funds for which the entities we acquired were depositary and/or fund manager. We have appealed the notices. In connection with the acquisition of the subject entities, we obtained an indemnity for liabilities from the sellers that we intend to pursue as necessary.

Off-Channel Business-Related Communications

The Company has been responding to a request for information from the SEC concerning compliance with recordkeeping obligations relating to business communications transmitted on unapproved electronic communication platforms. SEC Staff has

stated that it is conducting similar inquiries into recordkeeping practices at other financial institutions. The Company is cooperating with the inquiry. In April 2023, the Company received a similar request from the Commodity Futures Trading Commission and is cooperating with that inquiry as well.

Pershing Rule 15c3-3 Matter

The Company has been responding to investigative requests for information and records from the SEC concerning Pershing LLC’s compliance with its obligations under SEC Rule 15c3-3, among other regulatory rules and statutes. The Company continues to cooperate with the inquiry.

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Derivative instruments

12 Months Ended

Dec. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative instruments

Derivative instruments

We use derivatives to manage exposure to market risk, including interest rate risk, equity price risk and foreign currency risk, as well as credit risk. Our trading activities are focused on acting as a market-maker for our customers and facilitating customer trades in compliance with the Volcker Rule.

The notional amounts for derivative financial instruments express the dollar volume of the transactions; however, credit risk is much smaller. We perform credit reviews and enter into netting agreements and collateral arrangements to minimize the credit risk of derivative financial instruments. We enter into offsetting positions to reduce exposure to foreign currency, interest rate and equity price risk.

Use of derivative financial instruments involves reliance on counterparties. Failure of a counterparty to honor its obligation under a derivative contract is a risk we assume whenever we engage in a derivative contract. There were no counterparty default losses recorded in 2023.

Hedging derivatives

We utilize interest rate swap agreements to manage our exposure to interest rate fluctuations. We enter into fair value hedges as an interest rate risk management strategy to reduce fair value variability by converting certain fixed rate interest payments associated with available-for-sale securities and long-term debt to floating interest rates. We also utilize interest rate swaps and forward foreign exchange contracts as cash flow hedges to manage our exposure to interest rate and foreign exchange rate changes.

The available-for-sale securities hedged consist of U.S. Treasury, agency and non-agency commercial MBS, non-U.S. government and foreign covered bonds. At Dec. 31, 2023, $30.1 billion par value of available-for-sale securities were hedged with interest rate swaps designated as fair value hedges that had notional values of $30.1 billion.

The fixed rate long-term debt instruments hedged generally have original maturities of five to 30 years. In fair value hedging relationships, fixed rate debt is hedged with “receive fixed rate, pay variable rate” swaps. At Dec. 31, 2023, $22.7 billion par value of debt was hedged with interest rate swaps designated as fair value hedges that had notional values of $22.7 billion.

In addition, we utilize forward foreign exchange contracts as hedges to mitigate foreign exchange exposures. We use forward foreign exchange contracts as cash flow hedges to convert certain forecasted non-U.S. dollar revenue and expenses into U.S. dollars. We use forward foreign exchange contracts with maturities of 18 months or less as cash flow hedges to hedge our foreign exchange exposure to currencies such as the Indian rupee, Polish zloty, Hong Kong dollar, Singapore dollar, British pound and euro used in revenue and expense transactions for entities that have the U.S. dollar as their functional currency. As of Dec. 31, 2023, the hedged forecasted foreign currency transactions and designated forward foreign exchange contract hedges were $674 million (notional), with a pre-tax gain of $3 million recorded in accumulated OCI. Over the next 12 months, a gain of $4 million will be reclassified into earnings.

From time-to-time, we have utilized forward foreign exchange contracts as fair value hedges of the foreign exchange risk associated with available-for-sale securities. Forward points are designated as an excluded component and amortized into earnings over the hedge period. At Dec. 31, 2023, there were no remaining foreign exchange contracts hedging securities.

Forward foreign exchange contracts are also used to hedge the value of our net investments in foreign subsidiaries. These forward foreign exchange contracts have maturities of less than one year. The derivatives employed are designated as hedges of changes in value of our foreign investments due to exchange rates. The change in fair market value of these forward foreign exchange contracts is reported

within foreign currency translation adjustments in shareholders’ equity, net of tax. At Dec. 31, 2023, forward foreign exchange contracts with notional amounts totaling $10.4 billion were designated as net investment hedges.

From time-to-time, we also designate non-derivative financial instruments as hedges of our net investments in foreign subsidiaries. At Dec. 31, 2023, there were no non-derivative financial instruments hedging our net investments in foreign subsidiaries.

The following table presents the pre-tax gains (losses) related to our fair value and cash flow hedging activities recognized in the consolidated income statement.

Income statement impact of fair value and cash flow hedges
(in millions)	Location of gains (losses)	2023		2022		2021
Interest rate fair value hedges of available-for-sale securities
Derivative	Interest revenue	$	(631)	$	3,530	$	786
Hedged item	Interest revenue	629		(3,517)		(785)
Interest rate fair value hedges of long-term debt
Derivative	Interest expense	366		(1,441)		(646)
Hedged item	Interest expense	(365)		1,438		645
Foreign exchange fair value hedges of available-for-sale securities
Derivative (a)	Foreign exchange revenue	—		(2)		11
Hedged item	Foreign exchange revenue	—		4		(10)
Cash flow hedges of forecasted FX exposures
(Loss) gain reclassified from OCI into income	Staff expense	—		(9)		12
(Loss) gain reclassified from OCI into income	Investment and other revenue	(2)		1		—
(Loss) gain recognized in the consolidated income statement due to fair value and cash flow hedging relationships		$	(3)	$	4	$	13

(a)    There was no amortization associated with the excluded component in 2023. Includes gains of $1 million in 2022 and 2021 associated with the amortization of the excluded component.

The following table presents the impact of hedging derivatives used in net investment hedging relationships.

Impact of derivative instruments used in net investment hedging relationships
(in millions)
Derivatives in net investment hedging relationships	Gain or (loss) recognized in accumulated OCI on derivatives Year ended Dec. 31,						Location of gain or (loss) reclassified from accumulated OCI into income	Gain or (loss) reclassified from accumulated OCI into income Year ended Dec. 31,
	2023		2022		2021			2023		2022		2021
FX contracts	$	(285)	$	631	$	261	Net interest revenue	$	—	$	—	$	—

The following table presents information on the hedged items in fair value hedging relationships.

Hedged items in fair value hedging relationships	Carrying amount of hedged asset or liability				Hedge accounting basis adjustment increase (decrease) (a)
	Dec. 31,				Dec. 31,
(in millions)	2023		2022		2023		2022
Available-for-sale securities (b)(c)	$	29,941	$	31,370	$	(1,767)	$	(2,678)
Long-term debt	$	21,854	$	23,510	$	(846)	$	(1,232)

(a)    Includes a $434 million decrease and less than $1 million increase of basis adjustment on discontinued hedges associated with available-for-sale securities at Dec. 31, 2023 and Dec. 31, 2022, respectively, and $26 million and $48 million of basis adjustment decreases on discontinued hedges associated with long-term debt at Dec. 31, 2023 and Dec. 31, 2022, respectively.

(b)    Carrying amount represents the amortized cost.

(c)    At Dec. 31, 2023, the amortized cost of the available-for-sale securities included in closed portfolios subject to portfolio layer method hedging was $2.0 billion, of which $1.0 billion was designated as hedged. The cumulative basis adjustments for active hedging relationships associated with such hedges as of Dec. 31, 2023 was an increase of $24 million.

The following table summarizes the notional amount and carrying values of our total derivatives portfolio.

Impact of derivative instruments on the balance sheet	Notional value				Asset derivatives fair value				Liability derivatives fair value
	Dec. 31, 2023		Dec. 31, 2022		Dec. 31, 2023		Dec. 31, 2022		Dec. 31, 2023		Dec. 31, 2022
(in millions)
Derivatives designated as hedging instruments: (a)(b)
Interest rate contracts	$	52,808	$	56,142	$	214	$	205	$	—	$	—
Foreign exchange contracts	11,099		10,096		22		114		173		220
Total derivatives designated as hedging instruments					$	236	$	319	$	173	$	220
Derivatives not designated as hedging instruments: (b)(c)
Interest rate contracts	$	155,535	$	190,917	$	1,060	$	1,297	$	1,347	$	1,584
Foreign exchange contracts	944,241		880,948		9,227		9,433		9,282		9,456
Equity contracts	3,886		2,993		8		102		138		13
Credit contracts	220		200		—		—		6		4
Total derivatives not designated as hedging instruments					$	10,295	$	10,832	$	10,773	$	11,057
Total derivatives fair value (d)					$	10,531	$	11,151	$	10,946	$	11,277
Effect of master netting agreements (e)					(8,256)		(8,206)		(7,090)		(8,243)
Fair value after effect of master netting agreements					$	2,275	$	2,945	$	3,856	$	3,034

(a)    The fair value of asset derivatives and liability derivatives designated as hedging instruments is recorded as other assets and other liabilities, respectively, on the consolidated balance sheet.

(b)    For derivative transactions settled at clearing organizations, cash collateral exchanged is deemed a settlement of the derivative each day. The settlement reduces the gross fair value of derivative assets and liabilities and results in a corresponding decrease in the effect of master netting agreements, with no impact to the consolidated balance sheet.

(c)    The fair value of asset derivatives and liability derivatives not designated as hedging instruments is recorded as trading assets and trading liabilities, respectively, on the consolidated balance sheet.

(d)    Fair values are on a gross basis, before consideration of master netting agreements, as required by ASC 815, Derivatives and Hedging.

(e)    Effect of master netting agreements includes cash collateral received and paid of $2,353 million and $1,187 million, respectively, at Dec. 31, 2023, and $1,786 million and $1,823 million, respectively, at Dec. 31, 2022.

Trading activities (including trading derivatives)

Our trading activities are focused on acting as a market-maker for our customers, facilitating customer trades and risk-mitigating economic hedging in compliance with the Volcker Rule. The change in the fair value of the derivatives utilized in our trading activities is recorded in foreign exchange revenue and investment and other revenue on the consolidated income statement.

The following table presents our foreign exchange revenue and other trading revenue.

Foreign exchange revenue and other trading revenue	Year ended Dec. 31,
(in millions)	2023		2022		2021
Foreign exchange revenue	$	631	$	822	$	799
Other trading revenue	231		149		6

Foreign exchange revenue includes income from purchasing and selling foreign currencies, currency forwards, futures and options, as well as foreign currency remeasurement. Other trading revenue reflects results from trading in cash instruments, including fixed income and equity securities, and

trading and economic hedging activity with non-foreign exchange derivatives.

We also use derivative financial instruments as risk-mitigating economic hedges, which are not formally designated as accounting hedges. This includes hedging the foreign currency, interest rate or market risks inherent in some of our balance sheet exposures, such as seed capital investments and deposits, as well as certain investment management fee revenue streams. We also use total return swaps to economically hedge obligations arising from the Company’s deferred compensation plan whereby the participants defer compensation and earn a return linked to the performance of investments they select. The gains or losses on these total return swaps are recorded in staff expense on the consolidated income statement and were a gain of $22 million in 2023, a loss of $43 million in 2022 and a gain of $35 million in 2021.

We manage trading risk through a system of position limits, a value-at-risk (“VaR”) methodology based on historical simulation and other market sensitivity measures. Risk is monitored and reported to senior management by a separate unit, independent from

trading, on a daily basis. Based on certain assumptions, the VaR methodology is designed to capture the potential overnight pre-tax dollar loss from adverse changes in fair values of all trading positions. The calculation assumes a one-day holding period, utilizes a 99% confidence level and incorporates non-linear product characteristics. The VaR model is one of several statistical models used to develop economic capital results, which are allocated to lines of business for computing risk-adjusted performance.

VaR methodology does not evaluate risk attributable to extraordinary financial, economic or other occurrences. As a result, the risk assessment process includes a number of stress scenarios based upon the risk factors in the portfolio and management’s assessment of market conditions. Additional stress scenarios based upon historical market events are also performed. Stress tests may incorporate the impact of reduced market liquidity and the breakdown of historically observed correlations and extreme scenarios. VaR and other statistical measures, stress testing and sensitivity analysis are incorporated into other risk management materials.

Counterparty credit risk and collateral

We assess the credit risk of our counterparties through regular examination of their financial statements, confidential communication with the management of those counterparties and regular monitoring of publicly available credit rating information. This and other information is used to develop proprietary credit rating metrics used to assess credit quality.

Collateral requirements are determined after a comprehensive review of the credit quality of each counterparty. Collateral is generally held or pledged in the form of cash and/or highly liquid government securities. Collateral requirements are monitored and adjusted daily.

Additional disclosures concerning derivative financial instruments are provided in Note 20.

Disclosure of contingent features in OTC derivative instruments

Certain OTC derivative contracts and/or collateral agreements contain credit risk-contingent features triggered upon a rating downgrade in which the

counterparty has the right to request additional collateral or the right to terminate the contracts in a net liability position.

The following table shows the aggregate fair value of OTC derivative contracts in net liability positions that contained credit risk-contingent features and the value of collateral that has been posted.

	Dec. 31, 2023		Dec. 31, 2022
(in millions)
Aggregate fair value of OTC derivatives in net liability positions (a)	$	1,003	$	3,069
Collateral posted	$	1,001	$	3,484

(a)    Before consideration of cash collateral.

The aggregate fair value of OTC derivative contracts containing credit risk-contingent features can fluctuate from quarter to quarter due to changes in market conditions, composition of counterparty trades, new business or changes to the contingent features.

The Bank of New York Mellon, our largest banking subsidiary, enters into the substantial majority of our OTC derivative contracts and/or collateral agreements. As such, the contingent features may be triggered if The Bank of New York Mellon’s long-term issuer rating were downgraded.

The following table shows the fair value of contracts falling under early termination provisions that were in net liability positions for three key ratings triggers.

Potential close-out exposures (fair value) (a)
	Dec. 31, 2023		Dec. 31, 2022
(in millions)
If The Bank of New York Mellon’s rating changed to: (b)
A3/A-	$	115	$	20
Baa2/BBB	$	792	$	545
Ba1/BB+	$	1,920	$	1,803

(a)    The amounts represent potential total close-out values if The Bank of New York Mellon’s long-term issuer rating were to immediately drop to the indicated levels, and do not reflect collateral posted.

(b)    Represents ratings by Moody’s/S&P.

If The Bank of New York Mellon’s debt rating had fallen below investment grade on Dec. 31, 2023 and Dec. 31, 2022, existing collateral arrangements would have required us to post additional collateral of $235 million and $214 million, respectively.

The following tables present derivative and financial instruments and their related offsets. There were no derivative instruments or financial instruments subject to a legally enforceable netting agreement for which we are not currently netting.

Offsetting of derivative assets and financial assets at Dec. 31, 2023
	Gross assets recognized		Gross amounts offset in the balance sheet			Net assets recognized in the balance sheet		Gross amounts not offset in the balance sheet
(in millions)					(a)			Financial instruments		Cash collateral received		Net amount
Derivatives subject to netting arrangements:
Interest rate contracts	$	979	$	751		$	228	$	60	$	—	$	168
Foreign exchange contracts	8,552		7,498			1,054		320		—		734
Equity and other contracts	7		7			—		—		—		—
Total derivatives subject to netting arrangements	9,538		8,256			1,282		380		—		902
Total derivatives not subject to netting arrangements	993		—			993		—		—		993
Total derivatives	10,531		8,256			2,275		380		—		1,895
Reverse repurchase agreements	169,092		150,667		(b)	18,425		18,422		—		3
Securities borrowing	10,475		—			10,475		10,011		—		464
Total	$	190,098	$	158,923		$	31,175	$	28,813	$	—	$	2,362

(a)    Includes the effect of netting agreements and net cash collateral received. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.

(b)    Offsetting of reverse repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

Offsetting of derivative assets and financial assets at Dec. 31, 2022
	Gross assets recognized		Gross amounts offset in the balance sheet			Net assets recognized in the balance sheet		Gross amounts not offset in the balance sheet
(in millions)					(a)			Financial instruments		Cash collateral received		Net amount
Derivatives subject to netting arrangements:
Interest rate contracts	$	1,208	$	986		$	222	$	33	$	—	$	189
Foreign exchange contracts	8,920		7,215			1,705		314		—		1,391
Equity and other contracts	95		5			90		—		—		90
Total derivatives subject to netting arrangements	10,223		8,206			2,017		347		—		1,670
Total derivatives not subject to netting arrangements	928		—			928		—		—		928
Total derivatives	11,151		8,206			2,945		347		—		2,598
Reverse repurchase agreements	75,614		60,322		(b)	15,292		15,182		—		110
Securities borrowing	9,006		—			9,006		8,531		—		475
Total	$	95,771	$	68,528		$	27,243	$	24,060	$	—	$	3,183

(a)    Includes the effect of netting agreements and net cash collateral received. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.

(b)    Offsetting of reverse repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

Offsetting of derivative liabilities and financial liabilities at Dec. 31, 2023						Net liabilities recognized in the balance sheet
	Gross liabilities recognized		Gross amounts offset in the balance sheet					Gross amounts not offset in the balance sheet
(in millions)					(a)			Financial instruments		Cash collateral pledged		Net amount
Derivatives subject to netting arrangements:
Interest rate contracts	$	1,118	$	635		$	483	$	78	$	—	$	405
Foreign exchange contracts	8,454		6,341			2,113		93		—		2,020
Equity and other contracts	128		114			14		—		—		14
Total derivatives subject to netting arrangements	9,700		7,090			2,610		171		—		2,439
Total derivatives not subject to netting arrangements	1,246		—			1,246		—		—		1,246
Total derivatives	10,946		7,090			3,856		171		—		3,685
Repurchase agreements	162,661		150,667		(b)	11,994		11,966		28		—
Securities lending	2,513		—			2,513		2,404		—		109
Total	$	176,120	$	157,757		$	18,363	$	14,541	$	28	$	3,794

(a)    Includes the effect of netting agreements and net cash collateral paid. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.

(b)    Offsetting of repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

Offsetting of derivative liabilities and financial liabilities at Dec. 31, 2022						Net liabilities recognized in the balance sheet
	Gross liabilities recognized		Gross amounts offset in the balance sheet					Gross amounts not offset in the balance sheet
(in millions)					(a)			Financial instruments		Cash collateral pledged		Net amount
Derivatives subject to netting arrangements:
Interest rate contracts	$	1,306	$	798		$	508	$	67	$	—	$	441
Foreign exchange contracts	9,261		7,444			1,817		51		—		1,766
Equity and other contracts	15		1			14		—		—		14
Total derivatives subject to netting arrangements	10,582		8,243			2,339		118		—		2,221
Total derivatives not subject to netting arrangements	695		—			695		—		—		695
Total derivatives	11,277		8,243			3,034		118		—		2,916
Repurchase agreements	70,830		60,322		(b)	10,508		10,476		31		1
Securities lending	1,827		—			1,827		1,754		—		73
Total	$	83,934	$	68,565		$	15,369	$	12,348	$	31	$	2,990

(a)    Includes the effect of netting agreements and net cash collateral paid. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.

(b)    Offsetting of repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

Secured borrowings

The following table presents the contract value of repurchase agreements and securities lending transactions accounted for as secured borrowings by the type of collateral provided to counterparties.

Repurchase agreements and securities lending transactions accounted for as secured borrowings
	Dec. 31, 2023										Dec. 31, 2022
	Remaining contractual maturity								Total		Remaining contractual maturity								Total
(in millions)	Overnight and continuous		Up to 30 days		30-90 days		Over 90 days				Overnight and continuous		Up to 30 days		30-90 days		Over 90 days
Repurchase agreements:
U.S. Treasury	$	128,304	$	15	$	1,409	$	510	$	130,238	$	62,401	$	7	$	827	$	553	$	63,788
Agency RMBS	25,815		—		896		120		26,831		1,460		493		—		—		1,953
Corporate bonds	103		72		1,315		590		2,080		99		88		782		306		1,275
Sovereign debt/sovereign guaranteed	1,049		—		—		—		1,049		1,008		—		—		—		1,008
State and political subdivisions	37		38		449		257		781		38		49		443		159		689
Other debt securities	4		180		73		24		281		13		102		92		7		214
U.S. government agencies	44		—		61		32		137		161		—		—		—		161
Equity securities	—		10		1,172		82		1,264		—		61		1,681		—		1,742
Total	$	155,356	$	315	$	5,375	$	1,615	$	162,661	$	65,180	$	800	$	3,825	$	1,025	$	70,830
Securities lending:
Agency RMBS	$	111	$	—	$	—	$	—	$	111	$	110	$	—	$	—	$	—	$	110
Other debt securities	25		—		—		—		25		66		—		—		—		66
Equity securities	2,377		—		—		—		2,377		1,651		—		—		—		1,651
Total	$	2,513	$	—	$	—	$	—	$	2,513	$	1,827	$	—	$	—	$	—	$	1,827
Total secured borrowings	$	157,869	$	315	$	5,375	$	1,615	$	165,174	$	67,007	$	800	$	3,825	$	1,025	$	72,657

BNY Mellon’s repurchase agreements and securities lending transactions primarily encounter risk associated with liquidity. We are required to pledge collateral based on predetermined terms within the agreements. If we were to experience a decline in the fair value of the collateral pledged for these transactions, we could be required to provide additional collateral to the counterparty, therefore decreasing the amount of assets available for other liquidity needs that may arise. BNY Mellon also offers tri-party collateral agency services in the tri-party repo market where we are exposed to credit risk. In order to mitigate this risk, we require dealers to fully secure intraday credit.

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Business segments

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Business segments

Business segments

We have an internal information system that produces performance data along product and service lines for our three principal business segments and the Other segment.

The primary products and services and types of revenue in each line of business and a description of the Other segment are presented below.

Securities Services business segment
Line of business	Primary products and services	Primary types of revenue
Asset Servicing	Custody, Trust & Depositary, accounting, ETF services, middle-office solutions, transfer agency, services for private equity and real estate funds, foreign exchange, securities lending, liquidity/lending services and data analytics	– Investment services fees (includes securities lending revenue) – Net interest revenue – Foreign exchange revenue – Financing-related fees
Issuer Services	Corporate Trust (trustee, paying agency, fiduciary, escrow and other financial services) and Depositary Receipts (issuer services and support for brokers and investors)	– Investment services fees – Net interest revenue – Foreign exchange revenue
Market and Wealth Services business segment
Line of business	Primary products and services	Primary types of revenue
Pershing	Clearing and custody, investment, wealth and retirement solutions, technology and enterprise data management, trading services and prime brokerage	– Investment services fees – Net interest revenue
Treasury Services	Integrated cash management solutions including payments, foreign exchange, liquidity management, receivables processing and payables management and trade finance and processing	– Investment services fees – Net interest revenue – Foreign exchange revenue
Clearance and Collateral Management	Clearance (including U.S. government and global clearing services) and Global Collateral Management (including tri-party services)	– Investment services fees – Net interest revenue
Investment and Wealth Management business segment
Line of business	Primary products and services	Primary types of revenue
Investment Management	Diversified investment management strategies and distribution of investment products	– Investment management fees – Performance fees – Distribution and servicing fees
Wealth Management	Investment management, custody, wealth and estate planning, private banking services, investment services and information management	– Investment management fees – Net interest revenue
Other segment	Description	Primary types of revenue
	Includes leasing portfolio, corporate treasury activities including our securities portfolio, derivatives and other trading activity, corporate and bank-owned life insurance, renewable energy and other corporate investments and certain business exits	– Foreign exchange revenue – Investment and other revenue – Other trading revenue – Net gain (loss) on securities – Net interest revenue (expense)

Business accounting principles

Our business data has been determined on an internal management basis of accounting, rather than GAAP, which is used for consolidated financial reporting. These measurement principles are designed so that reported results of the businesses will track their economic performance.

Business segment results are subject to reclassification when organizational changes are made, or for refinements in revenue and expense allocation methodologies. Refinements are typically reflected on a prospective basis. There were no reclassification or organizational changes in 2023.

The accounting policies of the businesses are the same as those described in Note 1.

The results of our business segments are presented and analyzed on an internal management reporting basis.

•Revenue amounts reflect fee and other revenue generated by each business and include revenue for services provided between the segments that are also provided to third parties. Fee and other revenue transferred between businesses under revenue transfer agreements is included within other fees in each segment.

•Revenues and expenses associated with specific client bases are included in those businesses. For example, foreign exchange activity associated with clients using custody products is included in the Securities Services segment.

•Net interest revenue is allocated to businesses based on the yields on the assets and liabilities generated by each business. We employ a funds transfer pricing system that matches funds with the specific assets and liabilities of each business based on their interest sensitivity and maturity characteristics.

•The provision for credit losses associated with the respective credit portfolios is reflected in each segment.

•Incentives expense related to restricted stock and RSUs is allocated to the segments.

•Support and other indirect expenses, including services provided between segments that are not provided to third parties or not subject to a revenue transfer agreement, are allocated to businesses based on internally developed methodologies and reflected in noninterest expense.

•Recurring FDIC expense is allocated to the businesses based on average deposits generated within each business.

•Severance expense is recorded in the segments based on the business or function the impacted employees reside, with severance related to corporate staff, technology and operations reflected in the Other segment.

•Litigation expense is generally recorded in the business in which the charge occurs.

•Management of the securities portfolio is a shared service contained in the Other segment. As a result, gains and losses associated with the valuation of the securities portfolio are generally included in the Other segment.

•Client deposits serve as the primary funding source for our securities portfolio. We typically allocate all interest revenue to the businesses generating the deposits.

•Balance sheet assets and liabilities and their related income or expense are specifically assigned to each business. Segments with a net liability position have been allocated assets.

•Goodwill and intangible assets are reflected within individual businesses.

The following consolidating schedules present the contribution of our segments to our overall profitability.

For the year ended Dec. 31, 2023	Securities Services			Market and Wealth Services			Investment and Wealth Management				Other		Consolidated
(dollars in millions)
Total fee and other revenue	$	6,055		$	4,144		$	2,977		(a)	$	(21)	$	13,155		(a)
Net interest revenue (expense)	2,569			1,712			166				(102)		4,345
Total revenue (loss)	8,624			5,856			3,143			(a)	(123)		17,500			(a)
Provision for credit losses	99			41			(4)				(17)		119
Noninterest expense	6,376			3,197			2,766				956		13,295
Income (loss) before income taxes	$	2,149		$	2,618		$	381		(a)	$	(1,062)	$	4,086		(a)
Pre-tax operating margin (b)	25		%	45		%	12		%		N/M		23		%
Average assets	$	197,434		$	131,518		$	26,594			$	51,404	$	406,950

(a)    Total fee and other revenue, total revenue and income before taxes are net of income attributable to noncontrolling interests related to consolidated investment management funds of $2 million.

(b)    Income before income taxes divided by total revenue.

N/M – Not meaningful.

For the year ended Dec. 31, 2022	Securities Services			Market and Wealth Services			Investment and Wealth Management				Other		Consolidated
(dollars in millions)
Total fee and other revenue	$	6,004		$	3,872		$	3,322		(a)	$	(312)	$	12,886		(a)
Net interest revenue (expense)	2,028			1,410			228				(162)		3,504
Total revenue (loss)	8,032			5,282			3,550			(a)	(474)		16,390			(a)
Provision for credit losses	8			7			1				23		39
Noninterest expense	6,299			2,932			3,501				278		13,010
Income (loss) before income taxes	$	1,725		$	2,343		$	48		(a)	$	(775)	$	3,341		(a)
Pre-tax operating margin (b)	21		%	44		%	1		%		N/M		20		%
Average assets	$	212,575		$	138,386		$	31,920			$	44,020	$	426,901

(a)    Total fee and other revenue, total revenue and income before taxes are net of (loss) attributable to noncontrolling interests related to consolidated investment management funds of $(13) million.

(b)    Income before income taxes divided by total revenue.

N/M – Not meaningful.

For the year ended Dec. 31, 2021	Securities Services			Market and Wealth Services			Investment and Wealth Management				Other		Consolidated
(dollars in millions)
Total fee and other revenue	$	5,818		$	3,583		$	3,849		(a)	$	51	$	13,301		(a)
Net interest revenue (expense)	1,426			1,158			193				(159)		2,618
Total revenue (loss)	7,244			4,741			4,042			(a)	(108)		15,919			(a)
Provision for credit losses	(134)			(67)			(13)				(17)		(231)
Noninterest expense	5,852			2,676			2,825				161		11,514
Income (loss) before income taxes	$	1,526		$	2,132		$	1,230		(a)	$	(252)	$	4,636		(a)
Pre-tax operating margin (b)	21		%	45		%	30		%		N/M		29		%
Average assets	$	228,915		$	145,123		$	30,980			$	47,214	$	452,232

(a)    Total fee and other revenue, total revenue and income before taxes are net of income attributable to noncontrolling interests related to consolidated investment management funds of $12 million.

(b)    Income before taxes divided by total revenue.

N/M – Not meaningful.

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International operations

12 Months Ended

Dec. 31, 2023

Segments, Geographical Areas [Abstract]

International operations

International operations

International activity includes investment services fee revenue and investment management and performance fee revenue generating businesses, foreign exchange trading activity, loans and other

revenue producing assets and transactions in which the customer is domiciled outside of the U.S. and/or the international activity is resident at an international entity. Due to the nature of our international and domestic activities, it is not possible to precisely distinguish our international operations between

internationally and domestically domiciled customers. As a result, it is necessary to make certain subjective assumptions such as:

•Income from international operations is determined after internal allocations for interest revenue, taxes, expenses and provision for credit losses.

•Expense charges to international operations include those directly incurred in connection with such activities, as well as an allocable share of general support and overhead charges.

Total assets, total revenue, income before income taxes and net income of our international operations are shown in the table below.

International operations		International							Total International		Total Domestic
(in millions)		Europe, the Middle East and Africa			Asia-Pacific region		Other						Total
2023
	Total assets at period end (a)	$	76,297	(b)	$	9,617	$	1,687	$	87,601	$	322,352	$	409,953
	Total revenue	4,112		(b)	1,281		893		6,286		11,216		17,502
	Income before income taxes	1,367			707		569		2,643		1,445		4,088
	Net income	1,057			547		440		2,044		1,244		3,288
2022
	Total assets at period end (a)	$	78,074	(b)	$	11,623	$	1,622	$	91,319	$	314,464	$	405,783
	Total revenue	3,954		(b)	1,127		805		5,886		10,491		16,377
	Income before income taxes	1,164			572		481		2,217		1,111		3,328
	Net income	880			432		364		1,676		884		2,560
2021
	Total assets at period end (a)	$	94,507	(b)	$	20,280	$	2,519	$	117,306	$	327,132	$	444,438
	Total revenue	4,119		(b)	1,144		744		6,007		9,924		15,931
	Income before income taxes	1,293			572		447		2,312		2,336		4,648
	Net income	1,005			445		348		1,798		1,973		3,771

(a)Total assets include long-lived assets, which are not considered by management to be significant in relation to total assets. Long-lived assets are primarily located in the U.S.

(b)Includes assets of approximately $29.1 billion, $31.7 billion and $37.9 billion and revenue of approximately $2.4 billion, $2.2 billion and $2.4 billion in 2023, 2022 and 2021, respectively, of international operations domiciled in the UK, which is 7%, 8% and 9% of total assets and 14%, 14% and 15% of total revenue, respectively.

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Supplemental information to the Consolidated Statement of Cash Flows

12 Months Ended

Dec. 31, 2023

Supplemental Cash Flow Information [Abstract]

Supplemental information to the Consolidated Statement of Cash Flows

Supplemental information to the Consolidated Statement of Cash Flows

Non-cash investing and financing transactions that, appropriately, are not reflected in the consolidated statement of cash flows are listed below.

Non-cash investing and financing transactions	Year ended Dec. 31,
(in millions)	2023		2022		2021
Transfers from loans to other assets for other real estate owned	$	2	$	1	$	1
Change in assets of consolidated investment management funds	317		253		25
Change in liabilities of consolidated investment management funds	—		2		—
Change in nonredeemable noncontrolling interests of consolidated investment management funds	43		189		53
Securities purchased not settled	174		22		—
Securities matured not settled	1,840		385		—
Available-for-sale securities transferred to held-to-maturity	—		6,067		13,800
Premises and equipment/capitalized software funded by finance lease obligations	—		—		27
Premises and equipment/operating lease obligations	251		307		97
Contingent consideration and residual interests from divestiture	—		222		—
Excise tax on share repurchases	28		—		—

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Subsequent Events

12 Months Ended

Dec. 31, 2023

Subsequent Events [Abstract]

Subsequent Events

Subsequent event

As a result of new information published by the FDIC subsequent to Dec. 31, 2023 (in February 2024) relating to an increase in their estimate of losses associated with the closures of Silicon Valley Bank and Signature Bank which are expected to impact the FDIC special assessment, we adjusted our 2023 financial results, which were previously reported on Jan. 12, 2024, to reflect an additional $127 million pre-tax ($97 million after-tax) increase in noninterest expense to revise the estimate of the FDIC special assessment. The FDIC special assessment was originally estimated at $505 million and reflected in the results for the fourth quarter of 2023. BNY Mellon’s results of operations and financial condition for the full year 2023, as reported in this Annual Report on Form 10‑K for the year ended Dec. 31, 2023, reflect the impact of this adjustment.

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Pay vs Performance Disclosure - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Pay vs Performance Disclosure
Net Income (Loss) Attributable to Parent	$ 3,286	$ 2,573	$ 3,759

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Insider Trading Arrangements	3 Months Ended
	Dec. 31, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

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Summary of significant accounting and reporting policies (Policies)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Nature of operations

Nature of operations

BNY Mellon is a global leader in providing a broad range of financial products and services in domestic and international markets. Through our three principal business segments, Securities Services, Market and Wealth Services and Investment and Wealth Management, we serve institutions, corporations and high-net-worth individuals.

Basis of presentation

Basis of presentation

The accounting and financial reporting policies of BNY Mellon, a global financial services company, conform to U.S. generally accepted accounting principles (“GAAP”) and prevailing industry practices.

In the opinion of management, all adjustments necessary for a fair presentation of financial position, results of operations and cash flows for the periods presented have been made.

Use of estimates

Use of estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates based upon assumptions about future economic and market conditions which affect reported amounts and related disclosures in our financial statements. Our most significant estimates pertain to our allowance for credit losses, goodwill and other intangibles and litigation and regulatory contingencies. Although our current estimates contemplate current conditions and how we expect them to change in the future, it is reasonably possible that actual conditions could be worse than anticipated in those estimates, which could materially affect our results of operations and financial condition.

Foreign currency translation

Foreign currency translation

Assets and liabilities denominated in foreign currencies are translated to U.S. dollars at the rate of exchange on the balance sheet date. Translation gains and losses on investments in foreign entities with functional currencies that are not the U.S. dollar are recorded as foreign currency translation adjustments in other comprehensive income (“OCI”). Revenue and expense transactions are translated at the applicable daily rate or the weighted average monthly exchange rate when applying the daily rate is not practical. For transactions that are denominated in a currency other than the functional currency, the effects of exchange rate changes are included in foreign exchange revenue in the income statement.

Acquired businesses

Acquisitions and divestitures

The income statement and balance sheet include results of acquired businesses accounted for under the acquisition method of accounting pursuant to Accounting Standards Codification (“ASC”) 805, Business Combinations, and equity investments from the dates of acquisition. Contingent purchase consideration is measured at its fair value and recorded on the purchase date. Any subsequent changes in the fair value of a contingent consideration liability are recorded to other noninterest expense. Gains or losses on divested business are reflected in investment and other revenue. For businesses that are determined to be held-for-sale and the fair value less costs to sell is less than its carrying value, a loss is recognized for that difference. Contingent consideration received is measured at fair value and recorded at the date of sale. Any subsequent changes in the fair value of a contingent consideration receivable are recorded to investment and other revenue.

Consolidation

Consolidation

We evaluate an entity for possible consolidation in accordance with ASC 810, Consolidation. We first determine whether or not we have variable interests in the entity, which are investments or other interests that absorb portions of an entity’s expected losses or receive portions of the entity’s expected returns. Our variable interests may include decision-maker or service provider fees, direct and indirect investments and investments made by related parties, including related parties under common control. If it is determined that we do not have a variable interest in

the entity, no further analysis is required and the entity is not consolidated.

If we hold a variable interest in the entity, further analysis is performed to determine if the entity is a variable interest entity (“VIE”) or a voting model entity (“VME”).

We consider the underlying facts and circumstances of individual entities when assessing whether or not an entity is a VIE. An entity is determined to be a VIE if the equity investors:

•    do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support; or

•    lack one or more of the following characteristics of a controlling financial interest:

•    the power, through voting rights or similar rights, to direct the activities of an entity that most significantly impact the entity’s economic performance;

•    the obligation to absorb the expected losses of the entity; and

•    the right to receive the expected residual returns of the entity.

We reconsider and reassess whether or not we are the primary beneficiary of a VIE when governing documents or contractual arrangements are changed that would reallocate the obligation to absorb expected losses or receive expected residual returns between BNY Mellon and the other investors. This could occur when BNY Mellon disposes of any portion of its variable interests in the VIE, when we acquire additional variable interests in the VIE, when additional variable interests are issued to other investors or when other investors liquidate their variable interest in the VIE.

We consolidate a VIE if it is determined that we have a controlling financial interest in the entity. We have a controlling financial interest in a VIE when we have both (1) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (2) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to that VIE.

For entities that do not meet the definition of a VIE, the entity is considered a VME. We consolidate these entities if we can exert control over the financial and

operating policies of an investee, which typically occurs if we have a 50% or more voting interest in the entity.

Equity method investments, including renewable energy investments

Equity method investments, including renewable energy investments

Equity investments of less than a majority but at least 20% ownership or where we are deemed to have significant influence are accounted for by the equity method and included in other assets. Earnings on these investments are reflected as investment services fees, investment management and performance fees or investment and other revenue, as appropriate, in the period earned.

A loss in value of an equity investment that is determined to be other-than-temporary is recognized by reducing the carrying value of the equity investment to its fair value.

Investments in renewable energy projects through limited liability companies are accounted for using the equity method of accounting. The hypothetical liquidation at book value (“HLBV”) methodology is used to determine the pre-tax loss that is recognized in each period. HLBV estimates the liquidation value at the beginning and end of each period, with the difference recognized as the amount of loss under the equity method.

The pre-tax losses are reported in investment and other revenue on the income statement. The corresponding tax benefits and credits are recorded as a reduction to provision for income taxes on the income statement.

Restricted cash and securities

Restricted cash and securities

Cash and securities may be segregated under federal and other regulatory requirements and primarily consists of excess client funds held by our broker-dealer entities. Restricted cash is included in interest-bearing deposits with banks on the balance sheet and with cash and due from banks when reconciling the beginning and end-of-period balances on the consolidated statement of cash flows.

Securities purchased under resale agreements and securities sold under repurchase agreement

Securities purchased under resale agreements and securities sold under repurchase agreements

Securities purchased under resale agreements and securities sold under repurchase agreements are accounted for as collateralized financings. Generally, these agreements are recorded at the amounts at which the securities will be subsequently resold or repurchased, plus accrued interest.

Securities purchased under resale agreements are fully collateralized with high-quality liquid securities. Collateral requirements are monitored and additional collateral is received or provided, as required. As such, these transactions carry minimal credit risk and are generally not allocated an allowance for credit losses.

Where an enforceable netting agreement exists, resale and repurchase agreements executed with the same counterparty and the same maturity date are reported on a net basis on the balance sheet.

Securities - Debt & Equity

Securities – Debt

Debt securities are classified as available-for-sale, held-to-maturity or trading securities when they are purchased. Debt securities are classified as available-for-sale when we intend to hold them for an indefinite period of time or when they may be used for tactical asset/liability purposes and may be sold from time to time to effectively manage interest rate exposure, prepayment risk and liquidity needs. Debt securities are classified as held-to-maturity when we intend and have the ability to hold them until maturity. Debt securities are classified as trading when we intend to resell them.

Available-for-sale securities are measured at fair value. The difference between fair value and amortized cost representing unrealized gains or losses is recorded net of tax as an addition to, or deduction

from, OCI, unless an expected credit loss is recognized. Realized gains and losses on sales of available-for-sale securities are reported in investment and other revenue on the income statement. The cost of debt securities sold is determined on a specific identification method. Held-to-maturity securities are measured at amortized cost, net of expected credit loss, if any.

From time to time our intention to hold available-for-sale securities has changed such that we intend, and have the ability to, hold the securities to maturity. Transfers of securities from available-for-sale to held-to-maturity are accounted for at fair value and creates a new cost basis. The unrealized gains or losses at date of transfer continue to be recorded in accumulated other comprehensive income and are subsequently amortized into net interest revenue over the contractual lives of the securities.

The Company’s policy for recognition of expected credit losses for securities available-for-sale and securities held-to-maturity is contained within “Allowance for credit losses – Securities – Debt” and “Allowance for credit losses – Other” below.

Trading securities are measured at fair value and included in trading assets on the balance sheet. Trading revenue, which is reflected in investment and other revenue, includes both realized and unrealized gains and losses. The liability incurred on short-sale transactions, representing the obligation to deliver securities, is included in trading liabilities at fair value.

Income on securities purchased is adjusted for amortization of premium and accretion of discount on a level yield basis, generally over their contractual life.

Debt securities that are beneficial interests in securitized financial assets and are not high credit quality are discounted at the current yield used to accrete the beneficial interest. A credit loss is recognized when there is an adverse change in expected cash flows.

If we intend to sell a debt security or it is more likely than not that we will be required to sell a debt security prior to recovery of its cost basis, the security is written down to fair value and the credit and non-credit components of the unrealized loss are recognized in earnings and subsequently accreted to

interest revenue on an effective yield basis over the life of the security. Subsequent increases in the fair value of the security after the write-down are included in OCI.

Securities – Equity

Investments in equity securities that do not result in consolidation and are not accounted for under the equity method are measured at fair value with changes in the fair value recognized through earnings, unless one of two available exceptions applies. The first exception, a scope exception, allows Federal Reserve Bank stock, Federal Home Loan Bank stock and exchange memberships to remain accounted for at cost, less impairment. The second practicability exception is an election available for equity investments that do not have readily determinable fair values. For certain investments where the Company has chosen the practicability exception, such investments are accounted for in other assets on the balance sheet at cost adjusted for impairment, if any, plus or minus observable price changes in orderly transactions for an identical or similar investment of the same issuer with any such changes reflected in investment and other revenue. Equity securities with readily determinable fair values are classified in trading assets with changes in fair value reflected in other trading revenue, which is included in investment and other revenue in the consolidated income statement.

Loans and Loan modifications

Loans

Loans are reported at amortized cost, net of any unearned income and deferred fees and costs. Certain loan origination and upfront commitment fees, as well as certain direct loan origination and commitment costs, are deferred and amortized as a yield adjustment over the lives of the related loans. Loans held for sale are carried at the lower of cost or fair value.

Loan modifications

A loan may be modified if the debtor is experiencing financial difficulties and the modification results in more than an insignificant delay in payment. A determination of whether a debtor is experiencing financial difficulty is based on payment status, and for commercial borrowers, the determination also considers debtor risk ratings. The determination of whether the modification results in more than an

insignificant delay in payment is based on analysis of the payment amount subject to delay, the time span of the modified terms, and well as a review of modification activity in the previous 12-month period.

Credit losses related to modified loans are generally accounted for under an individual evaluation methodology (see “Allowance for credit losses” below).

Allowance for credit losses

Nonperforming assets

Commercial loans are placed on nonaccrual status when principal or interest is past due 90 days or more, or when there is reasonable doubt that interest or principal will be collected.

When a first or second lien residential mortgage loan reaches 90 days delinquent, it is subject to an individual evaluation of credit loss and placed on nonaccrual status.

When a loan is placed on nonaccrual status, previously accrued and uncollected interest is reversed against current period interest revenue. Interest receipts on nonaccrual loans are recognized as interest revenue or are applied to principal when we believe the ultimate collectability of principal is in doubt. Nonaccrual loans generally are restored to an accrual basis when principal and interest become current and remain current for a specified period.

“Allowance for credit losses” below provides additional information regarding the individual evaluation of credit losses for nonperforming loans.

Allowance for credit losses

The accounting policy for determining the allowances has been identified as a “critical accounting estimate” as it requires us to make numerous complex and subjective estimates and assumptions relating to amounts which are judgmental and inherently uncertain.

The allowance for credit losses represents management’s estimate of expected credit losses over the expected contractual life of the financial instruments as of the balance sheet date. The allowance methodology is designed to provide procedural discipline in assessing the appropriateness of the allowance.

A quantitative methodology and qualitative framework is used to estimate the allowance for credit losses. The qualitative framework is described in further detail within “Allowance for credit losses – Other” below. The quantitative component of our estimate uses models and methodologies that categorize financial assets based on product type, collateral type, and other credit trends and risk characteristics, including relevant information about past events, current conditions and reasonable and supportable forecasts of future economic conditions that affect the collectability of the recorded amounts. The allowance may be determined using various methods, including discounted cash flow methods, loss-rate methods, probability of default methods or other methods that we determine to be appropriate. We estimate our expected credit losses using the probability of default method for the majority of our financial assets. We measure expected credit losses of financial assets on a collective (pool) basis when similar risk characteristics exist. For a financial asset that does not share risk characteristics with other assets, expected credit losses are measured based on an individual evaluation method.

In our estimate, with the exception of our small home equity line of credit portfolio, available-for-sale debt securities, and individually evaluated financial assets, we utilize a multi-scenario macroeconomic forecast which includes a weighting of three scenarios: a baseline and upside and downside scenarios and allows us to develop our estimate using a wide span of economic variables. Our baseline scenario reflects a view on likely performance of each global region and the other two scenarios are designed relative to the baseline scenario. This approach incorporates a reasonable and supportable forecast period spanning the life of the asset, and this period includes both an initial estimated economic outlook component as well as a reversion component for each economic input variable. The length of each of the two components depends on the underlying financial instrument, scenario and underlying economic input variable. In general, the initial economic outlook period for each economic input variable under each scenario ranges between several months and two years. The speed at which the scenario-specific forecasts revert to long-term historical mean is based on observed historical patterns of mean reversion at the economic variable input level that are reflected in our model parameter estimates. Certain macroeconomic variables such as unemployment or home prices take longer to revert after a contraction, though specific recovery times are

scenario-specific. Reversion will usually take longer the further away the scenario-specific forecast is from the historical mean. On a quarterly basis, within a developed governance structure, we update these scenarios for current economic conditions and may adjust the scenario weighting based on our economic outlook.

Allowance for credit losses – Loans and lending-related commitments

The allowance for credit losses on loans is presented as a valuation allowance to loans, and the allowance for credit losses on lending-related commitments is recorded in other liabilities. The components of the allowance for credit losses on loans and lending-related commitments consist of the following three elements:

•a pooled allowance component for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate;

•a pooled allowance component for residential mortgage loans; and

•an asset-specific allowance component involving individually evaluated credits of $1 million or greater which no longer share risk characteristics with other loans.

The first element, a pooled allowance component for higher risk-rated and pass-rated commercial and institutional credits and loans secured by commercial real estate, is based on our expected credit loss model using the probability of default method, which has been adjusted for the forecast of economic conditions. Individual credit analyses are performed on such loans before being assigned a credit rating. Segmentation is established based on risk characteristics of the loans and how risk is monitored. In estimating the terms of the exposures and resulting effect on the measurement of expected credit loss, we consider the impact of potential prepayments as well as the effect of borrower extension options. Borrower ratings are reviewed at least annually and are mapped to third-party databases, including rating agency and default and recovery databases, to support ongoing consistency and validity. Higher risk-rated loans and lending-related commitments are reviewed quarterly.

For the higher-risk rated and pass-rated commercial and institutional credits, the loss expected in each loan incorporates the borrower’s credit rating, facility

rating and maturity. The loss given default, derived from the facility rating, incorporates a recovery expectation, and for unfunded lending exposures, an estimate of the use of the facility at default (usage given default). The borrower’s probability of default is derived from the associated credit rating. The probability of default and the loss given default are applied to the estimated facility amount at default to determine the quantitative component of the allowance. For each of the different parameters, specific credit models are developed for each segment of our portfolio, including commercial loans and lease financing, financial institutions and other. We use both internal and external data in the development of these parameters.

For loans secured by commercial real estate, a separate modeled approach is used that considers collateral specific data and loan maturity, as well as commercial real estate market factors by geographical region and property type under different macroeconomic scenarios. A statistical method is used to simulate the property value and income of each property, and to estimate the probability of default, loss given default and expected credit loss for each loan. The model outputs are established by using a baseline, upside and downside macroeconomic scenario to generate projected property values and incomes.

The second element, a pooled allowance component for residential mortgage loans, is determined by first segregating our mortgage pools into two categories: (i) our wealth management mortgages and other residential mortgages purchased primarily in 2023 and (ii) our legacy mortgage portfolio disclosed as other residential mortgages. We then apply models to each portfolio to predict prepayments, default rates and loss severity. We consider historical loss experience and use a loan-level, multi-period default model which further segments each portfolio by product type, including first lien fixed rate mortgages, first lien adjustable rate mortgages, second lien mortgages and interest-only mortgages. We calculate the mortgage loss up to loan contractual maturity and embed a reasonable and supportable forecast and macroeconomic variable inputs which are described above. For home equity lines of credit, probability of default and loss given default are based on external data from third-party databases due to the small size of the portfolio and limited internal data. Our legacy mortgage portfolio and home equity line of credit

portfolios represent small sub-segments of our mortgage loans.

The third element, individually evaluated credits, is based on individual analysis of loans of $1 million and greater which no longer share risk characteristics with other loans. Factors we consider in measuring the extent of expected credit loss include the payment status, collateral value, the borrower’s financial condition, guarantor support, the probability of collecting scheduled principal and interest payments when due, anticipated modifications of payment structure or term for troubled borrowers, and recoveries if they can be reasonably estimated. We measure the expected credit loss as the difference between the amortized cost basis of the loan and the present value of the expected future cash flows from the borrower which is generally discounted at the loan’s effective interest rate, or the fair value of the collateral, if the loan is collateral dependent. We generally individually evaluate nonperforming loans as well as loans that have been or are anticipated to be modified given the risk characteristics of such loans.

Allowance for credit losses – Securities – Debt

When estimating expected credit losses, we segment our available-for-sale and held-to-maturity debt securities portfolios by major asset class. This is influenced by whether the security is structured or non-structured (i.e., direct obligation), as well as the issuer type.

For available-for-sale debt securities with an unrealized loss at the balance sheet date, if we determine that a credit loss exists, the amount is recognized as an allowance for credit losses in securities – available-for-sale, with a corresponding adjustment to the provision for credit losses. We evaluate credit losses at the individual security level and do not recognize credit losses if the fair value exceeds amortized cost, and if we determine that a credit loss exists, we limit the recognition of the loss to the difference between fair value and amortized cost. In our determination of whether an expected credit loss exists for a non-structured security, we routinely conduct periodic reviews and examine various quantitative and qualitative factors that are unique to each portfolio, including the severity of the unrealized loss position, agency rating, credit enhancement, cash flow deterioration and other factors. For a structured security, a credit loss model is utilized and the components of the credit loss

calculation for each major portfolio or asset class include a probability of default and loss given default (severity). These values depend on forecasted behavior of variables in the macroeconomic environment that are incorporated into our baseline forecast scenario described in “Allowance for credit losses” above. Generally, cash flows are discounted at the effective interest rate implicit in the debt security. Changes to the present value of cash flows due to the passage of time are recognized within the allowance for credit losses.

We estimate expected credit losses for held-to-maturity debt securities using a similar multi-scenario macroeconomic forecast methodology as described in “Allowance for credit losses” above. The allowance for credit losses on held-to-maturity debt securities is recorded in securities – held-to-maturity. The components of the modeled credit loss calculation for each major portfolio or asset class include a probability of default and loss given default and their values depend on the forecast behavior of variables in the macroeconomic environment. For structured debt securities, we estimated expected credit losses at the individual security level and use a cash flow model to project principal losses. Generally, cash flows are discounted at the effective interest rate implicit in the debt security. The difference is reflected in the allowance for credit losses, and changes to the present value of cash flows due to the passage of time are recognized within the allowance for credit losses.

We currently do not require an estimate of expected credit losses to be measured and recorded for U.S. Treasury securities, agency debt securities, and other debt securities that meet certain conditions that are based on a combination of factors such as guarantees, credit ratings and other credit quality factors. These assets are monitored within our established governance structure on a recurring basis to determine if any changes are warranted.

Allowance for credit losses – Other financial instruments

We also estimate expected credit losses associated with margin loans, reverse repurchase agreements, security lending indemnifications, and deposits with third-party financial institutions using a similar risk rating-based modeling approach as described in the first allowance element within “Allowance for credit losses – Loans and lending-related commitments” above. The allowance for credit losses on reverse

repurchase agreements is recorded in federal funds sold and securities purchased under resale agreements; the allowance for credit losses on securities lending indemnifications is recorded in other liabilities and the allowance for credit losses on deposits with third-party financial institutions is recorded in cash and due from banks or interest-bearing deposits with banks. Our reverse repurchase agreements are short-term and subject to continuous over-collateralization by our counterparties and timely collateral replenishment, when necessary. As a result, we estimate the expected credit loss related to the uncollateralized portion of the asset at the balance sheet date, if any, and when there is a reasonable expectation that the counterparty will not replenish the collateral in compliance with the terms of the repurchase agreement. This method is also applied to margin lending arrangements and securities lending indemnifications.

Allowance for credit losses – Other

We do not apply our credit loss measurement methodologies to accrued interest receivable balances related to our loan, debt securities and deposits with third-party financial institution assets given our nonaccrual policy that requires charge-off of interest receivable when deemed uncollectible. Accrued interest receivable related to these instruments, along with other interest-bearing instruments, is included on the consolidated balance sheet. Accrued interest receivable related to each major loan class is disclosed in our credit quality disclosure in Note 5.

Our policy for credit losses related to purchased financial assets requires an evaluation to be performed prior to the effective purchase date to determine if more than an insignificant decline in credit quality has occurred during the period between the origination and purchase date, or, in the case of debt securities, the period between the issuance and purchase date. If we purchase a financial asset with more than insignificant deterioration in credit quality, the measurement of expected credit loss is performed using the methodologies described above, and the credit loss is recorded as an allowance for credit losses on the purchase date. Subsequent to purchase, changes (favorable and unfavorable) in expected cash flows are recognized immediately in net income by adjusting the allowance. We evaluate various factors in the determination of whether a more than an insignificant decline in credit quality has occurred and these factors vary depending upon the type of

asset purchased. Such factors include changes in risk rating and/or agency rating, collateral deterioration, payment status, purchase price, credit spreads and other factors. We did not purchase any such assets in 2023 or 2022 and did not own such assets as of Dec. 31, 2023 or Dec. 31, 2022.

We apply a separate credit loss methodology to accounts receivables to estimate the expected credit losses associated with these short-term receivables which historically have not resulted in significant credit losses. The allowance for credit losses on accounts receivables is reflected in other assets.

The qualitative component of our estimate for the allowance for credit losses is intended to capture expected losses that may not have been fully captured in the quantitative component. Through an established governance structure, management determines the qualitative allowance each period based on an evaluation of various internal and environmental factors which include: scenario weighting and sensitivity risk, credit concentration risk, economic conditions and other considerations. We may also make adjustments for idiosyncratic risks. Once determined in the aggregate, our qualitative allowance is then allocated to each of our financial instrument portfolios except for debt securities and those instruments carried in other assets based on the respective instruments’ quantitative allowance balances. The allocation of this additional allowance for credit losses is inherently judgmental, and the entire allowance for credit losses is available to absorb credit losses regardless of the nature of the loss.

Premises and equipment

Premises and equipment

Premises and equipment are carried at cost less accumulated depreciation and amortization. Depreciation and amortization is computed using the straight-line method over the estimated useful life of the owned asset and, for leasehold improvements, over the lesser of the remaining term of the leased facility or the estimated economic life of the improvement. For owned and capitalized assets, estimated useful lives range from two to 40 years. Maintenance and repairs are charged to expense as incurred, while major improvements are capitalized and amortized to operating expense over their identified useful lives.

Leasing

Leasing

We determine if an arrangement is a lease at inception. Right-of-use (“ROU”) assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments. The ROU assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date or at lease modification date for certain lease modifications. For all leases, we use a discount rate that represents a collateralized borrowing rate based on similar terms and information available at lease commencement date or at the modification date for certain lease modifications in determining the present value of lease payments. In addition to the lease payments, the determination of an ROU asset may also include certain adjustments related to lease incentives and initial direct costs incurred. Options to extend or terminate a lease are included in the determination of the ROU asset and lease liability only when it is reasonably certain that we will exercise that option.

Lease expense for operating leases is recognized on a straight-line basis over the lease term, while the lease expense for finance leases is recognized using the effective interest method. ROU assets are reviewed for impairment when events or circumstances indicate that the carrying amount may not be recoverable. For operating leases, if deemed impaired, the ROU asset is written down and the remaining balance is subsequently amortized on a straight-line basis which results in lease expense recognition that is similar to finance leases.

For all leases, we have elected to account for the contractual lease and non-lease components as a single lease component and include them in the calculation of the lease liability. The non-lease variable components, such as maintenance expense and other variable costs, including non-index or rate escalations, have been excluded from the calculation and disclosed separately. Additionally, for certain equipment leases, we apply a portfolio approach to account for the operating lease ROU assets and liabilities.

For subleasing activities, the rental income is reported as part of net occupancy expense, as this activity is not a significant business activity and is part of the Company’s customary business practice.

For direct finance leases, unearned revenue is accreted over the lives of the leases in decreasing amounts to provide a constant rate of return on the net investment in the leases. We have leveraged lease transactions that were entered into prior to Dec. 31, 2018. These leases are grandfathered under ASC 842, Leases, which became effective Jan. 1, 2019, and will continue to be accounted for under the prior guidance unless the leases are subsequently modified. Revenue on leveraged leases is recognized on a basis to achieve a constant yield on the outstanding investment in the lease, net of the related deferred tax liability, in the years in which the net investment is positive. Gains and losses on residual values of leased equipment sold are included in investment and other revenue. Impairment of leveraged lease residual values that is deemed other-than-temporary is reflected in net interest revenue. Considering the nature of these leases and the number of significant assumptions, there is risk associated with the income recognition on these leases should any of the assumptions change materially in future periods.

Software

Software

We capitalize costs relating to acquired software and internal-use software development projects that provide new or significantly improved functionality. We capitalize projects that are expected to result in longer-term operational benefits, such as replacement systems or new applications that result in significantly increased operational efficiencies or functionality. All other costs incurred in connection with an internal-use software project are expensed as incurred. Capitalized software is recorded in other assets on the balance sheet. We record amortization of capitalized software in software and equipment expense on the income statement.

Identified intangible assets and goodwill

Identified intangible assets and goodwill

Identified intangible assets with estimable lives are amortized in a pattern consistent with the assets’ identifiable cash flows or using a straight-line method over their remaining estimated benefit periods if the pattern of cash flows is not estimable. Intangible assets with estimable lives are reviewed for possible impairment when events or changed circumstances may affect the underlying basis of the asset. Goodwill and intangibles with indefinite lives are not amortized, but are assessed annually for impairment, or more often if events and circumstances indicate it is more likely than not they may be impaired and to

determine if the lives are no longer indefinite and should be amortized. The amount of goodwill impairment, if any, is determined by the excess of the carrying value of the reporting unit over its fair value. The accounting policy for valuing and impairment testing of identified intangible assets and goodwill has been identified as a “critical accounting estimate” as it requires us to make numerous complex and subjective estimates.

Investments in qualified affordable housing projects

Investments in qualified affordable housing projects

Investments in qualified affordable housing projects through a limited liability entity are accounted for utilizing the proportional amortization method.  Under the proportional amortization method, the initial cost of the investment is amortized to the provision for income taxes in proportion to the tax credits and other tax benefits received. The net investment performance, including tax credits and other benefits received, is recognized in the income statement as a component of the provision for income taxes. Additionally, the value of the commitments to fund qualified affordable housing projects is included in other assets on the balance sheet and a liability is recorded for the unfunded portion.

Seed capital

Seed capital

Seed capital investments are generally classified as other assets and carried at fair value unless we are required to consolidate the investee due to having a controlling financial interest. Unrealized gains and losses on seed capital investments are recorded in investment and other revenue.

Noncontrolling interests

Noncontrolling interests

Noncontrolling interests represent the portion of consolidated entities that are owned by parties other than BNY Mellon. Noncontrolling interests included in permanent equity are adjusted for the income or loss attributable to the noncontrolling interest holders and any distributions to those shareholders. Redeemable noncontrolling interests are reported as temporary equity and represent the redemption value resulting from equity-classified share-based payment arrangements that are currently redeemable or are expected to become redeemable. We recognize changes in the redemption value of the redeemable noncontrolling interests as they occur and adjust the carrying value to be equal to the redemption value.

Fee revenue

Fee revenue

Investment services fee revenue and investment management and performance fee revenue are based on terms specified in a contract with a customer and are shown net of fee waivers and exclude any amounts collected on behalf of third parties. Revenue is recognized when, or as, a performance obligation is satisfied by transferring control of a good or service to a customer. A performance obligation may be satisfied over time or at a point in time. Revenue from a performance obligation satisfied over time is recognized by measuring our progress in satisfying the performance obligation in a manner that reflects the transfer of goods and services to the customer. Revenue from a performance obligation satisfied at a point in time is recognized at the point in time the customer obtains control of the promised good or service. The amount of revenue recognized reflects the consideration we expect to be entitled to in exchange for the promised goods and services. Taxes assessed by a governmental authority, that are both imposed on, and concurrent with, a specific revenue-producing transaction, are collected from a customer and are excluded from revenue.

Performance fees are recognized in the period in which the performance fees are earned and become determinable. Performance fees are constrained until all uncertainties are resolved and reversal of previously recorded amounts is not probable. Performance fees are generally calculated as a percentage of the applicable portfolio’s performance in excess of a benchmark index or a peer group’s performance. When a portfolio underperforms its benchmark or fails to generate positive performance, subsequent years’ performance must generally exceed this shortfall prior to fees being earned. Amounts billable, which are subject to a clawback if future performance thresholds in current or future years are not met, are not recognized since the fees are potentially uncollectible. These fees are recognized when it is determined that they will be collected. When a multi-year performance contract provides that fees earned are billed ratably over the performance period, only the portion of the fees earned that are non-refundable are recognized.

Additionally, we recognize revenue from non-refundable, implementation fees under outsourcing contracts using a straight-line method, commencing in the period the ongoing services are performed through the expected term of the contractual

relationship. Incremental direct set-up costs of implementation, up to the related customer margin or minimum fee revenue amount, are deferred and amortized over the same period that the related implementation fees are recognized. If a client terminates an outsourcing contract prematurely, the unamortized deferred incremental direct set-up costs and the unamortized deferred implementation fees related to that contract are recognized in the period the contract is terminated.

We record foreign exchange revenue, financing-related fees and other revenue when the services are provided and earned based on contractual terms, when amounts are determined and collectability is reasonably assured.

Net interest revenue

Net interest revenue

Revenue on interest-earning assets and expense on interest-bearing liabilities are recognized based on the effective yield of the related financial instrument. The amortization of premiums and accretion of discounts are included in interest revenue and are adjusted for prepayments when they occur, such that the effective yield remains constant throughout the contractual life of the security. Negative interest incurred on assets or charged on liabilities is presented as contra interest revenue and contra interest expense, respectively.

Pension

Pension

The measurement date for BNY Mellon’s pension plans is December 31. Plan assets are determined based on fair value generally representing observable market prices. The projected benefit obligation is determined based on the present value of projected benefit distributions at an assumed discount rate. The discount rate utilized is based on the yield curves of high-quality corporate bonds available in the marketplace. The net periodic pension expense or credit includes service costs (if applicable), interest costs based on an assumed discount rate, an expected return on plan assets based on an actuarially derived market-related value, amortization of prior service cost and amortization of prior years’ actuarial gains and losses.

Actuarial gains and losses include gains or losses related to changes in the amount of the projected benefit obligation or plan assets resulting from demographic or investment experience different than

assumed, changes in the discount rate or other assumptions. To the extent an actuarial gain or loss exceeds 10% of the greater of the projected benefit obligation or the market-related value of plan assets, the excess is generally recognized over the future service periods of active employees. Benefit accruals under the U.S. pension plans and the largest foreign pension plan in the UK are frozen. Future unrecognized actuarial gains and losses for these frozen plans that exceed a threshold amount are amortized over the average future life expectancy of plan participants with a maximum of 15 years.

Our expected long-term rate of return on plan assets is based on anticipated returns for each applicable asset class. Anticipated returns are weighted for the expected allocation for each asset class and are based on forecasts for prospective returns in the equity and fixed-income markets, which should track the long-term historical returns for these markets. We also consider the growth outlook for U.S. and global economies, as well as current and prospective interest rates.

The market-related value utilized to determine the expected return on plan assets is based on the fair value of plan assets adjusted for the difference between expected returns and actual performance of plan assets. The difference between actual experience and expected returns on plan assets is included as an adjustment in the market-related value over a five-year period.

Stock-based compensation

Stock-based compensation

Compensation expense relating to share-based payments is generally recognized in staff expense on the income statement, on a straight-line basis, over the applicable vesting period.

Certain stock compensation grants vest when the employee retires. New grants with this feature are expensed by the first date the employee is eligible to retire. We estimate forfeitures when recording compensation cost related to share-based payment awards.

A portion of performance share unit awards are granted with performance conditions and for which the ultimate payout is subject to the discretion of the Human Resources and Compensation Committee. These awards are classified as equity and marked-to-market to earnings over the vesting period due to this

discretion. A portion of performance share unit awards contain market conditions. The grant date fair value of this portion of the awards is recognized on a straight-line-basis to staff expense unless the requisite service period is not rendered.

Severance

Severance

BNY Mellon provides separation benefits for U.S.-based employees through The Bank of New York Mellon Corporation Supplemental Unemployment Benefit Plan. These benefits are provided to eligible employees separated from their jobs for business reasons not related to individual performance. Basic separation benefits are generally based on the employee’s years of continuous benefited service. Severance for employees based outside of the U.S. is determined in accordance with local agreements and legal requirements. Severance expense is recorded when management commits to an action that will result in separation and the amount of the liability can be reasonably estimated.

Income taxes

Income taxes

We record current tax liabilities or assets through charges or credits to the current tax provision for the estimated taxes payable or refundable for the current year. Deferred tax assets and liabilities are recorded for future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. A deferred tax valuation allowance is established if it is more likely than not that all or a portion of the deferred tax assets will not be realized. A tax position that fails to meet a more-likely-than-not recognition threshold will result in either reduction of current or deferred tax assets, and/or recording of current or deferred tax liabilities. Interest and penalties related to income taxes are recorded as income tax expense.

Derivative financial instruments

Derivative financial instruments

Derivatives are recorded on the balance sheet at fair value and include futures, forwards, interest rate swaps, foreign currency swaps and options and similar products. Derivatives in an unrealized gain position are recognized as assets while derivatives in unrealized loss position are recognized as liabilities.

Derivatives are reported net by counterparty and after consideration of cash collateral, to the extent subject to legally enforceable netting agreements. Derivatives designated and effective in qualifying hedging relationships are classified in other assets or other liabilities on the balance sheet. All other derivatives are classified within trading assets or trading liabilities on the balance sheet. Gains and losses on trading derivatives are generally included in foreign exchange revenue or investment and other revenue, as applicable.

We enter into various derivative financial instruments for non-trading purposes primarily as part of our asset/liability management process. These non-trading derivatives are designated as one of three types of hedge activities: fair value, cash flow or net investment hedges.

To qualify for hedge accounting, each hedge relationship is required to be highly effective at reducing the risk associated with the exposure being hedged, both prospectively and retrospectively. We formally document all relationships, including hedging instruments and hedged items, as well as our risk management objectives and strategy for undertaking each hedging transaction. At inception, the potential cause of ineffectiveness related to each of our hedges is assessed to determine if we can expect the hedge to be highly effective over the life of the transaction. At hedge inception, we document the methodology to be utilized for evaluating effectiveness on an ongoing basis, and we monitor ongoing hedge effectiveness at least quarterly.

For qualifying fair value hedges, changes in the fair value of the derivative, and changes in the value of the hedged item associated with the designated risks being hedged, are recognized in earnings. Certain amounts excluded from the assessment of effectiveness are recorded in OCI and recognized in earnings through an amortization approach over the life of the derivative. We discontinue hedge accounting prospectively when we determine that the hedge is no longer effective or the derivative expires, is sold, or management discontinues the derivative’s hedge designation. Subsequent gains and losses on these derivatives are included in foreign exchange revenue or other trading revenue, as applicable. For discontinued fair value hedges, the accumulated gain or loss on the hedged item is amortized on a yield basis over the remaining life of the hedged item.

For qualifying cash flow hedges, changes in the fair value of the derivative are recorded in OCI, until reclassified into earnings in the same period the hedged item impacts earnings. If the hedge relationship is terminated, then the change in value will be reclassified from OCI to earnings when the cash flows that were previously hedged affect earnings. If cash flow hedge accounting is discontinued as a result of a forecasted transaction no longer being probable to occur, then the amount reported in OCI is immediately reclassified to current earnings.

Derivative amounts affecting earnings are recognized in the same income statement line as the hedged item affects earnings, principally interest revenue, interest expense, foreign exchange revenue and staff expense.

Foreign currency transaction gains and losses related to qualifying hedges of net investments in a foreign operation are recorded with cumulative foreign currency translation adjustments within OCI net of their tax effect. We evaluate the effectiveness of foreign currency derivatives designated as hedges of net investments utilizing the forward rate method.

Earnings per common share

Earnings per common share

Earnings per common share is calculated using the two-class method under which earnings are allocated to common shareholders and holders of participating securities. Unvested stock-based compensation awards that contain non-forfeitable rights to dividends or dividend equivalents are considered participating securities under the two-class method.

Basic earnings per share is calculated by dividing net income allocated to common shareholders of BNY Mellon by the average number of common shares outstanding and vested stock-based compensation awards where recipients have satisfied either the explicit vesting terms or retirement-eligibility requirements.

Diluted earnings per common share is computed under the more dilutive of either the treasury stock method or the two-class method. We increase the average number of shares of common stock outstanding by the assumed number of shares of common stock that would be issued assuming the exercise of stock options and the issuance of shares related to stock-based compensation awards using the treasury stock method, if dilutive. Diluted earnings

per share is calculated by dividing net income allocated to common shareholders of BNY Mellon by the adjusted average number of common shares outstanding.

Statement of cash flows

Statement of cash flows

We have defined cash as cash and due from banks. Distributions received from equity method investees are classified as cash inflows from operating activities on the statement of cash flows. Excess returns on investments of equity method investments are classified as cash flows from investing activities on the statement of cash flows.

New accounting guidance

The following accounting guidance was adopted in 2023.

Accounting Standards Update (“ASU”) 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging – Portfolio Layer Method

In March 2022, the FASB issued ASU 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging – Portfolio Layer Method, which provides guidance that expands the ability to hedge interest rate risk by permitting the use of multiple hedged layers of a single closed portfolio of assets and will (1) Allow multiple layer hedging within the same closed portfolio, (2) Expand the scope of the portfolio layer method to include non-prepayable assets, (3) Expand the eligible hedging instruments to be utilized in a single-layer hedge, and (4) Permit held-to-maturity debt securities to be transferred to available-for-sale at the date of adoption, provided such transferred securities are designated in a portfolio layer method hedge within 30 days of the adoption date.

The standard also provides further guidance and disclosure requirements with respect to hedge basis adjustments related to portfolio layer method hedges.

We adopted this guidance as of Jan. 1, 2023. The Company did not choose to make the one-time election to reclassify securities classified as held-to-maturity to available-for-sale as of Jan. 1, 2023 and can choose to prospectively apply portfolio layer method hedging.

ASU 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures

In March 2022, the FASB issued ASU 2022-02, Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures, which provides post-implementation guidance related to the adoption of ASU 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments, which was effective Jan. 1, 2020. This ASU amends the guidance related to two issues: Troubled Debt Restructurings (“TDRs”) and disclosure requirements for the credit profile of the loan portfolio. This ASU eliminates the accounting guidance for TDRs by creditors, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. An entity must apply the loan refinancing and restructuring guidance to determine whether a modification results in a new loan or a continuation of an existing loan.

This ASU also requires that an entity disclose current-period gross write-offs by year of origination for financing receivables and net investments in leases within the scope of Subtopic 326-20, Financial Instruments – Credit Losses – Measured at Amortized Cost.

We adopted the revised guidance related to loan modifications on Jan. 1, 2023. The impact was immaterial.

Fair value measurement

Fair value measurement

Fair value is defined as the price 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. A three-level hierarchy for fair value measurements is utilized based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. BNY Mellon’s own creditworthiness is considered when valuing liabilities.

Fair value focuses on exit price in an orderly transaction (that is, not a forced liquidation or distressed sale) between market participants at the measurement date under current market conditions. If there has been a significant decrease in the volume and level of activity for the asset or liability, a change in valuation technique or the use of multiple valuation techniques may be appropriate. In such instances, determining the price at which willing market participants would transact at the measurement date under current market conditions depends on the facts and circumstances and requires the use of significant judgment. The objective is to determine from weighted indicators of fair value a reasonable point within the range that is most representative of fair value under current market conditions.

Determination of fair value

We have established processes for determining fair values. Fair value is based upon quoted market prices in active markets, where available. For financial instruments where quotes from recent exchange transactions are not available, we determine fair value based on discounted cash flow analysis, comparison to similar instruments and the use of financial models. Discounted cash flow analysis is dependent upon estimated future cash flows and the level of interest rates. Model-based pricing uses inputs of observable prices, where available, for interest rates, foreign exchange rates, option volatilities and other factors. Models are benchmarked and validated by an independent internal risk management function. Our valuation process takes into consideration factors such as counterparty credit quality, liquidity, concentration concerns and observability of model parameters. Valuation adjustments may be made to record financial instruments at fair value.

Most derivative contracts are valued using models which are calibrated to observable market data and

employ standard market pricing theory for their valuations. Valuation models incorporate counterparty credit risk by discounting each trade’s expected exposures to the counterparty using the counterparty’s credit spreads, as implied by the credit default swap market. We also adjust expected liabilities to the counterparty using BNY Mellon’s own credit spreads, as implied by the credit default swap market. Accordingly, the valuation of our derivative positions is sensitive to the current changes in our own credit spreads, as well as those of our counterparties.

In certain cases, recent prices may not be observable for instruments that trade in inactive or less active markets. Upon evaluating the uncertainty in valuing financial instruments subject to liquidity issues, we make an adjustment to their value. The determination of the liquidity adjustment includes the availability of external quotes, the time since the latest available quote and the price volatility of the instrument.

Certain parameters in some financial models are not directly observable and, therefore, are based on management’s estimates and judgments. These financial instruments are normally traded less actively. We apply valuation adjustments to mitigate the possibility of error and revision in the model-based estimate value. Examples include products where parameters such as correlation and recovery rates are unobservable.

The methods described above for instruments that trade in inactive or less active markets may produce a current fair value calculation that may not be indicative of net realizable value or reflective of future fair values. We believe our methods of determining fair value are appropriate and consistent with other market participants. However, the use of different methodologies or different assumptions to value certain financial instruments could result in a different estimate of fair value.

Valuation hierarchy

A three-level valuation hierarchy is used for disclosure of fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are described below.

Level 1: Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or

liabilities in active markets. Level 1 assets and liabilities include certain debt and equity securities, derivative financial instruments actively traded on exchanges and highly liquid government bonds.

Level 2: Observable inputs other than Level 1 prices, for example, quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs that are observable or can be corroborated, either directly or indirectly, for substantially the full term of the financial instrument. Level 2 assets and liabilities include debt instruments that are traded less frequently than exchange-traded securities and derivative financial instruments whose model inputs are observable in the market or can be corroborated by market-observable data.

Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

Valuation methodology

Following is a description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy.

Securities

We determine fair value primarily based on pricing sources with reasonable levels of price transparency. Where quoted prices are available in an active market, we classify the securities within Level 1 of the valuation hierarchy. Securities include both long and short positions. Level 1 securities include U.S. Treasury and certain non-U.S. government debt securities that are actively traded in highly liquid OTC markets, money market funds and exchange-traded equities.

If quoted market prices are not available, fair values are primarily determined using pricing models using observable trade data, market data, quoted prices of securities with similar characteristics or discounted cash flows. Examples of such instruments, which would generally be classified within Level 2 of the valuation hierarchy, include RMBS, MBS, certain

non-U.S. government debt, foreign covered bonds and CLOs.

Specifically, the pricing sources obtain recent transactions for similar types of securities (e.g., vintage, position in the securitization structure) and ascertain variables such as discount rate and speed of prepayment for the types of transaction and apply such variables to similar types of bonds. We view these as observable transactions in the current marketplace and classify such securities as Level 2. Pricing sources discontinue pricing any specific security whenever they determine there is insufficient observable data to provide a good-faith opinion on price.

At Dec. 31, 2023, approximately 99% of our securities were valued by pricing sources with reasonable levels of price transparency. The remaining securities were generally valued using observable inputs. Additional disclosures of securities are provided in Note 4.

In certain cases where there is limited activity or less transparency around inputs to the valuation, we classify those securities in Level 3 of the valuation hierarchy. As of Dec. 31, 2023, we have no instruments included in Level 3 of the valuation hierarchy.

Derivative financial instruments

We classify exchange-traded derivative financial instruments valued using quoted prices in Level 1 of the valuation hierarchy. Examples include exchange-traded equity and foreign exchange options. Since few other classes of derivative contracts are listed on an exchange, most of our derivative positions are valued using models that use as their basis readily observable market parameters, and we classify them in Level 2 of the valuation hierarchy. Such derivative financial instruments include swaps and options, foreign exchange spot and forward contracts and credit default swaps.

Derivatives valued using models with significant unobservable market parameters in markets that lack two-way flow are classified in Level 3 of the valuation hierarchy. Examples may include long-dated swaps and options, where parameters may be unobservable for longer maturities; and certain highly structured products, where correlation risk is unobservable. As of Dec. 31, 2023, we have no

Level 3 derivatives. Additional disclosures of derivative instruments are provided in Note 23.

Seed capital

In our Investment and Wealth Management business segment, we make seed capital investments in certain funds we manage. Seed capital is generally included in other assets on the consolidated balance sheet. When applicable, we value seed capital based on the published NAV of the fund.

For other types of investments in funds, we consider all of the rights and obligations inherent in our ownership interest, including the reported NAV as well as other factors that affect the fair value of our interest in the fund.

Other assets measured at NAV

We hold private equity investments, primarily SBICs, which are compliant with the Volcker Rule. There

are no readily available market quotations for these investment partnerships. The fair value of the SBICs is based on our ownership percentage of the fair value of the underlying investments as provided by the partnership managers. These investments are typically valued on a quarterly basis. Our SBIC private equity investments are valued at NAV as a practical expedient for fair value.

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Summary of significant accounting and reporting policies (Tables)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Equity Method Investments

Below are our most significant equity method investments, other than the investments in renewable energy.

Equity method investments at Dec. 31, 2023
(dollars in millions)	Percentage ownership		Book value
CIBC Mellon Global Securities Services Company (“CIBC Mellon”)	50	%	$	607
Siguler Guff	20	%	$	234

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Securities (Tables)

12 Months Ended

Dec. 31, 2023

Securities [Abstract]

Amortized Cost and Fair Values of Securities

The following tables present the amortized cost, the gross unrealized gains and losses and the fair value of securities at Dec. 31, 2023 and Dec. 31, 2022.

Securities at Dec. 31, 2023			Gross unrealized				Fair value
	Amortized cost
(in millions)			Gains		Losses
Available-for-sale:
Non-U.S. government (a)	$	18,998	$	68	$	684	$	18,382
U.S. Treasury	18,193		63		1,652		16,604
Agency residential mortgage-backed securities (“RMBS”)	13,457		119		465		13,111
Agency commercial mortgage-backed securities (“MBS”)	8,191		69		531		7,729
Foreign covered bonds	6,489		25		180		6,334
Collateralized loan obligations (“CLOs”)	6,142		5		10		6,137
Non-agency commercial MBS	3,245		1		311		2,935
U.S. government agencies	3,053		42		194		2,901
Non-agency RMBS	1,883		32		175		1,740
Other asset-backed securities (“ABS”)	1,026		1		84		943
Other debt securities	1		—		—		1
Total securities available-for-sale (b)(c)	$	80,678	$	425	$	4,286	$	76,817
Held-to-maturity:
Agency RMBS	$	29,740	$	1	$	3,493	$	26,248
U.S. Treasury	9,123		—		612		8,511
U.S. government agencies	4,146		—		401		3,745
Agency commercial MBS	3,411		1		296		3,116
Non-U.S. government (a)	2,137		3		67		2,073
CLOs	983		—		1		982
Non-agency RMBS	26		1		1		26
Other debt securities	12		—		2		10
Total securities held-to-maturity	$	49,578	$	6	$	4,873	$	44,711
Total securities	$	130,256	$	431	$	9,159	$	121,528

(a)    Includes supranational securities.

(b)    The amortized cost of available-for-sale securities is net of the allowance for credit loss of less than $1 million. The allowance for credit loss primarily relates to non-agency RMBSs.

(c)    Includes gross unrealized gains of $250 million and gross unrealized losses of $146 million recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized gains primarily relate to agency RMBS, agency commercial MBS and U.S. Treasury securities. The unrealized losses primarily relate to agency RMBS and U.S. Treasury securities. The unrealized gains and losses will be amortized into net interest revenue over the contractual lives of the securities.

Securities at Dec. 31, 2022			Gross unrealized
	Amortized cost						Fair value
(in millions)			Gains		Losses
Available-for-sale:
U.S. Treasury	$	32,103	$	93	$	2,663	$	29,533
Non-U.S. government (a)	21,398		10		1,069		20,339
Agency RMBS	9,388		113		544		8,957
Agency commercial MBS	8,656		89		685		8,060
Foreign covered bonds	6,041		3		286		5,758
CLOs	5,446		1		104		5,343
Non-agency commercial MBS	3,334		—		357		2,977
U.S. government agencies	2,465		52		223		2,294
Non-agency RMBS	2,197		43		211		2,029
Other ABS	1,443		—		124		1,319
Other debt securities	13		—		—		13
Total securities available-for-sale (b)(c)	$	92,484	$	404	$	6,266	$	86,622
Held-to-maturity:
Agency RMBS	$	34,188	$	1	$	4,229	$	29,960
U.S. Treasury	10,863		—		895		9,968
U.S. government agencies	4,206		—		534		3,672
Agency commercial MBS	4,014		—		411		3,603
Non-U.S. government (a)	1,897		—		107		1,790
CLOs	983		—		26		957
Non-agency RMBS	30		2		1		31
Other debt securities	13		—		2		11
Total securities held-to-maturity	$	56,194	$	3	$	6,205	$	49,992
Total securities	$	148,678	$	407	$	12,471	$	136,614

(a)    Includes supranational securities.

(b)    The amortized cost of available-for-sale securities is net of the allowance for credit loss of $1 million. The allowance for credit loss primarily relates to non-agency RMBS.

(c)    Includes gross unrealized gains of $347 million and gross unrealized losses of $179 million recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized gains primarily relate to agency RMBS, U.S. Treasury securities, and agency commercial MBS. The unrealized losses primarily relate to agency RMBS and U.S. Treasury securities. The unrealized gains and losses will be amortized into net interest revenue over the contractual lives of the securities.

Schedule of Realized Gains, Losses, and Impairments

The following table presents the realized gains and losses, on a gross basis.

Net securities gains (losses)
(in millions)	2023		2022		2021
Realized gross gains	$	20	$	92	$	28
Realized gross losses	(88)		(535)		(23)
Total net securities (losses) gains	$	(68)	$	(443)	$	5

Pre-Tax Securities Gains (Losses) by Type

The following table presents pre-tax net securities gains (losses) by type.

Net securities gains (losses)
(in millions)	2023		2022			2021
U.S. Treasury	$	(76)	$	12		$	(3)
Non-agency RMBS	2		49			2
Non-U.S. government	2		3			3
Other	4		(507)		(a)	3
Total net securities (losses) gains	$	(68)	$	(443)		$	5

(a)    Includes net securities losses from repositioning the securities portfolio which was comprised of $337 million related to state and political subdivisions and $177 million related to corporate bonds.

Debt Securities, Available-for-sale Securities, Unrealized Loss Position, Fair Value

The following tables show the aggregate fair value of available-for-sale securities with a continuous unrealized loss position for less than 12 months and those that have been in a continuous unrealized loss position for 12 months or more without an allowance for credit losses.

Available-for-sale securities in an unrealized loss position without an allowance for credit losses at Dec. 31, 2023	Less than 12 months				12 months or more				Total
	Fair value		Unrealized losses		Fair value		Unrealized losses		Fair value		Unrealized losses
(in millions)
U.S. Treasury	$	694	$	48	$	14,862	$	1,604	$	15,556	$	1,652
Non-U.S. government (a)	2,756		24		11,767		660		14,523		684
Agency RMBS	2,753		27		6,793		438		9,546		465
Agency commercial MBS	328		5		7,060		526		7,388		531
CLOs	784		—		3,158		10		3,942		10
Foreign covered bonds	268		1		3,603		179		3,871		180
Non-agency commercial MBS	187		2		2,607		309		2,794		311
U.S. government agencies	573		4		1,779		190		2,352		194
Non-agency RMBS	30		1		1,300		174		1,330		175
Other ABS	—		—		832		84		832		84
Total securities available-for-sale (b)	$	8,373	$	112	$	53,761	$	4,174	$	62,134	$	4,286

(a)    Includes supranational securities.

(b)    Includes $146 million of gross unrealized losses for 12 months or more recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. There were no gross unrealized losses for less than 12 months. The unrealized losses are primarily related to agency RMBS and U.S. Treasury securities and will be amortized into net interest revenue over the contractual lives of the securities.

Available-for-sale securities in an unrealized loss position without an allowance for credit losses at Dec. 31, 2022	Less than 12 months				12 months or more				Total
	Fair value		Unrealized losses		Fair value		Unrealized losses		Fair value		Unrealized losses
(in millions)
U.S. Treasury	$	14,058	$	824	$	15,236	$	1,839	$	29,294	$	2,663
Non-U.S. government (a)	8,775		336		7,372		733		16,147		1,069
Agency RMBS	7,929		376		789		168		8,718		544
Agency commercial MBS	6,088		389		1,878		296		7,966		685
CLOs	4,806		94		403		10		5,209		104
Foreign covered bonds	2,830		83		1,977		203		4,807		286
Non-agency commercial MBS	1,914		201		932		156		2,846		357
U.S. government agencies	1,710		186		208		37		1,918		223
Non-agency RMBS	588		16		1,148		193		1,736		209
Other ABS	333		18		876		106		1,209		124
Other debt securities	—		—		12		—		12		—
Total securities available-for-sale (b)	$	49,031	$	2,523	$	30,831	$	3,741	$	79,862	$	6,264

(a)    Includes supranational securities.

(b)    Includes $120 million of gross unrealized losses for less than 12 months and $59 million of gross unrealized losses for 12 months or more recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized losses are primarily related to agency RMBS and U.S. Treasury securities and will be amortized into net interest revenue over the contractual lives of the securities.

Debt Securities, Held-to-maturity, Credit Quality Indicator

The following tables show the credit quality of the held-to-maturity securities. We have included certain credit ratings information because the information can indicate the degree of credit risk to which we are exposed. Significant changes in ratings classifications could indicate increased credit risk for us and could be accompanied by an increase in the allowance for credit losses and/or a reduction in the fair value of our securities portfolio.

Held-to-maturity securities portfolio at Dec. 31, 2023					Ratings (a)
			Net unrealized gain (loss)								BB+ and lower
(dollars in millions)	Amortized cost				AAA/ AA-		A+/ A-		BBB+/ BBB-				Not rated
Agency RMBS	$	29,740	$	(3,492)	100	%	—	%	—	%	—	%	—	%
U.S. Treasury	9,123		(612)		100		—		—		—		—
U.S. government agencies	4,146		(401)		100		—		—		—		—
Agency commercial MBS	3,411		(295)		100		—		—		—		—
Non-U.S. government (b)(c)	2,137		(64)		100		—		—		—		—
CLOs	983		(1)		100		—		—		—		—
Non-agency RMBS	26		—		25		54		2		17		2
Other debt securities	12		(2)		—		—		—		—		100
Total held-to-maturity securities	$	49,578	$	(4,867)	100	%	—	%	—	%	—	%	—	%

(a)    Represents ratings by Standard & Poor’s (“S&P”) or the equivalent.

(b)    Includes supranational securities.

(c)    Primarily consists of exposure to Germany, France, UK and the Netherlands.

Held-to-maturity securities portfolio at Dec. 31, 2022					Ratings (a)
			Net unrealized gain (loss)								BB+ and lower
(dollars in millions)	Amortized cost				AAA/ AA-		A+/ A-		BBB+/ BBB-				Not rated
Agency RMBS	$	34,188	$	(4,228)	100	%	—	%	—	%	—	%	—	%
U.S. Treasury	10,863		(895)		100		—		—		—		—
U.S. government agencies	4,206		(534)		100		—		—		—		—
Agency commercial MBS	4,014		(411)		100		—		—		—		—
Non-U.S. government (b)(c)	1,897		(107)		100		—		—		—		—
CLOs	983		(26)		100		—		—		—		—
Non-agency RMBS	30		1		22		58		2		17		1
Other debt securities	13		(2)		2		2		3		—		93
Total held-to-maturity securities	$	56,194	$	(6,202)	100	%	—	%	—	%	—	%	—	%

(a)    Represents ratings by S&P or the equivalent.

(b)    Includes supranational securities.

(c)    Primarily consists of exposure to Germany, UK and France.

Maturity Distribution by Carrying Amount and Yield (on Tax Equivalent Basis) of Investment Securities Portfolio

The following table shows the maturity distribution by carrying amount and yield (on a tax equivalent basis) of our securities portfolio.

Maturity distribution and yields on securities at Dec. 31, 2023
	Within 1 year				1-5 years				5-10 years				After 10 years				Total
(dollars in millions)	Amount		Yield (a)		Amount		Yield (a)		Amount		Yield (a)		Amount		Yield (a)		Amount		Yield (a)
Available-for-sale:
U.S. Treasury	$	2,142	1.32	%	$	10,617	1.23	%	$	1,818	2.37	%	$	2,027	2.92	%	$	16,604	1.59	%
Non-U.S. government (b)	4,198		2.04		11,470		2.54		2,679		2.57		35		3.42		18,382		2.43
Foreign covered bonds	807		2.83		5,187		3.39		340		1.41		—		—		6,334		3.20
U.S. government agencies	25		1.74		1,671		3.49		1,091		2.90		114		2.73		2,901		3.21
Other debt securities	—		—		—		—		—		—		1		4.85		1		4.85
Mortgage-backed securities:
Agency RMBS																	13,111		5.15
Non-agency RMBS																	1,740		4.53
Agency commercial MBS																	7,729		3.08
Non-agency commercial MBS																	2,935		3.53
CLOs																	6,137		6.89
Other ABS																	943		2.43
Total securities available-for-sale	$	7,172	1.91	%	$	28,945	2.24	%	$	5,928	2.50	%	$	2,177	2.91	%	$	76,817	3.29	%
Held-to-maturity:
U.S. Treasury	$	3,176	1.56	%	$	5,032	1.18	%	$	915	1.24	%	$	—	—	%	$	9,123	1.32	%
U.S. government agencies	470		1.31		2,877		1.45		586		1.73		213		1.99		4,146		1.50
Non-U.S. government (b)	704		1.15		1,357		1.16		76		0.59		—		—		2,137		1.14
Other debt securities	—		—		—		—		12		4.75		—		—		12		4.75
Mortgage-backed securities:
Agency RMBS																	29,740		2.32
Non-agency RMBS																	26		2.71
Agency commercial MBS																	3,411		2.43
CLOs																	983		6.81
Total securities held-to-maturity	$	4,350	1.47	%	$	9,266	1.26	%	$	1,589	1.42	%	$	213	1.99	%	$	49,578	2.12	%
Total securities	$	11,522	1.74	%	$	38,211	2.01	%	$	7,517	2.29	%	$	2,390	2.84	%	$	126,395	2.84	%

(a)    Yields are based upon the amortized cost of securities and consider the contractual coupon, amortization of premiums and accretion of discounts, excluding the effect of related hedging derivatives.

(b)    Includes supranational securities.

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Loans and asset quality (Tables)

12 Months Ended

Dec. 31, 2023

Receivables [Abstract]

Schedule of Loan Portfolio and Industry Concentrations of Credit Risk

The table below provides the details of our loan portfolio.

Loans	Dec. 31,
(in millions)	2023		2022
Commercial	$	2,112	$	1,732
Commercial real estate	6,760		6,226
Financial institutions	10,521		9,684
Lease financings	599		657
Wealth management loans	9,109		10,302
Wealth management mortgages	9,131		8,966
Other residential mortgages	1,166		345
Capital call financing	3,700		3,438
Other	2,717		2,941
Overdrafts	3,053		4,839
Margin loans	18,011		16,933
Total loans (a)	$	66,879	$	66,063

(a)    Net of unearned income of $268 million at Dec. 31, 2023 and $225 million at Dec. 31, 2022, primarily related to lease financings.

Summary of Transactions in the Allowance for Credit Losses

Activity in the allowance for credit losses on loans and lending-related commitments is presented below. This does not include activity in the allowance for credit losses related to other financial instruments, including cash and due from banks, interest-bearing deposits with banks, federal funds sold and securities purchased under resale agreements, held-to-maturity securities, available-for-sale securities and accounts receivable.

Allowance for credit losses activity for the year ended Dec. 31, 2023									Wealth management loans		Wealth management mortgages		Other residential mortgages		Capital call financing		Other		Total
(in millions)	Commercial		Commercial real estate		Financial institutions		Lease financings
Beginning balance	$	18	$	184	$	24	$	1	$	1	$	12	$	8	$	6	$	—	$	254
Charge-offs	—		—		—		—		—		—		(3)		—		—		(3)
Recoveries	1		—		—		—		—		—		2		—		5		8
Net recoveries (charge-offs)	1		—		—		—		—		—		(1)		—		5		5
Provision (a)	8		141		(5)		—		—		(3)		(3)		(2)		(5)		131
Ending balance	$	27	$	325	$	19	$	1	$	1	$	9	$	4	$	4	$	—	$	390
Allowance for:
Loan losses	$	12	$	266	$	9	$	1	$	1	$	8	$	4	$	2	$	—	$	303
Lending-related commitments	15		59		10		—		—		1		—		2		—		87
Individually evaluated for impairment:
Loan balance (b)	$	—	$	290	$	—	$	—	$	—	$	12	$	1	$	—	$	—	$	303
Allowance for loan losses	—		76		—		—		—		—		—		—		—		76

(a)    Does not include provision for credit losses benefit related to other financial instruments of $12 million for the year ended Dec. 31, 2023.

(b)    Includes collateral dependent loans of $303 million with $348 million of collateral at fair value.

Allowance for credit losses activity for the year ended Dec. 31, 2022 (a)									Wealth management loans		Wealth management mortgages		Other residential mortgages		Capital call financing		Total
(in millions)	Commercial		Commercial real estate		Financial institutions		Lease financings
Beginning balance	$	12	$	199	$	13	$	1	$	1	$	6	$	7	$	2	$	241
Charge-offs	—		—		—		—		—		—		—		—		—
Recoveries	—		—		—		—		—		—		4		—		4
Net recoveries	—		—		—		—		—		—		4		—		4
Provision (b)	6		(15)		11		—		—		6		(3)		4		9
Ending balance	$	18	$	184	$	24	$	1	$	1	$	12	$	8	$	6	$	254
Allowance for:
Loan losses	$	4	$	137	$	10	$	1	$	1	$	11	$	8	$	4	$	176
Lending-related commitments	14		47		14		—		—		1		—		2		78
Individually evaluated for impairment:
Loan balance (c)	$	—	$	62	$	—	$	—	$	—	$	16	$	1	$	—	$	79
Allowance for loan losses	—		—		—		—		—		—		—		—		—

(a)    There was no activity in the other loan portfolio.    

(b)    Does not include provision for credit losses related to other financial instruments of $30 million for the year ended Dec. 31, 2022.

(c)    Includes collateral dependent loans of $79 million with $126 million of collateral at fair value.

Allowance for credit losses activity for the year ended Dec. 31, 2021									Wealth management loans		Wealth management mortgages		Other residential mortgages		Capital call financing		Other		Total
(in millions)	Commercial		Commercial real estate		Financial institutions		Lease financing
Beginning balance	$	16	$	430	$	10	$	2	$	1	$	7	$	13	$	—	$	—	$	479
Charge-offs	—		—		—		—		—		(1)		(1)		—		(16)		(18)
Recoveries	—		—		2		—		—		—		6		—		—		8
Net recoveries (charge-offs)	—		—		2		—		—		(1)		5		—		(16)		(10)
Provision (a)	(4)		(231)		1		(1)		—		—		(11)		2		16		(228)
Ending balance	$	12	$	199	$	13	$	1	$	1	$	6	$	7	$	2	$	—	$	241
Allowance for:
Loan losses	$	3	$	171	$	6	$	1	$	1	$	5	$	7	$	2	$	—	$	196
Lending-related commitments	9		28		7		—		—		1		—		—		—		45
Individually evaluated for impairment:
Loan balance (b)	$	—	$	111	$	—	$	—	$	—	$	18	$	1	$	—	$	—	$	130
Allowance for loan losses	—		5		—		—		—		—		—		—		—		5

(a)    Does not include provision for credit losses benefit related to other financial instruments of $3 million for the year ended Dec. 31, 2021.

(b)    Includes collateral dependent loans of $130 million with $149 million of collateral at fair value.

Distribution of Nonperforming Assets

The table below presents our nonperforming assets.

Nonperforming assets	Dec. 31, 2023						Dec. 31, 2022
	Recorded investment						Recorded investment
	With an allowance		Without an allowance				With an allowance		Without an allowance
(in millions)					Total						Total
Nonperforming loans:
Commercial real estate	$	189	$	—	$	189	$	—	$	54	$	54
Other residential mortgages	23		1		24		30		1		31
Wealth management mortgages	7		12		19		8		14		22
Total nonperforming loans	219		13		232		38		69		107
Other assets owned	—		5		5		—		2		2
Total nonperforming assets	$	219	$	18	$	237	$	38	$	71	$	109

Information about Past Due Loans

The table below presents our past due loans.

Past due loans and still accruing interest	Dec. 31, 2023									Dec. 31, 2022
	Days past due							Total past due		Days past due						Total past due
(in millions)	30-59			60-89		≥90				30-59		60-89		≥90
Financial institutions	$	339	(a)	$	—	$	—	$	339	$	—	$	—	$	—	$	—
Wealth management loans	52			—		—		52		43		1		—		44
Wealth management mortgages	26			3		—		29		54		1		—		55
Commercial real estate	9			3		—		12		11		—		—		11
Other residential mortgages	7			1		—		8		5		—		—		5
Total past due loans	$	433		$	7	$	—	$	440	$	113	$	2	$	—	$	115

(a)    The past due financial institutions loans have been collected since Dec. 31, 2023.

Credit Profile of Loan Portfolio by Origination

The tables below provide information about the credit profile of the loan portfolio by the period of origination.

Credit profile of the loan portfolio													Dec. 31, 2023
													Revolving loans
	Originated, at amortized cost												Amortized cost		Converted to term loans – Amortized cost				Accrued interest receivable
(in millions)	2023		2022		2021		2020		2019		Prior to 2019						Total (a)
Commercial:
Investment grade	$	193	$	114	$	70	$	—	$	—	$	45	$	1,483	$	—	$	1,905
Non-investment grade	52		18		—		—		—		—		137		—		207
Total commercial	245		132		70		—		—		45		1,620		—		2,112		$	3
Commercial real estate:
Investment grade	1,518		864		585		152		271		875		136		22		4,423
Non-investment grade	1,172		685		154		43		47		152		84		—		2,337
Total commercial real estate	2,690		1,549		739		195		318		1,027		220		22		6,760		30
Financial institutions:
Investment grade	616		74		57		—		—		10		6,948		—		7,705
Non-investment grade	134		10		—		—		—		—		2,672		—		2,816
Total financial institutions	750		84		57		—		—		10		9,620		—		10,521		120
Wealth management loans:
Investment grade	39		30		110		26		7		167		8,542		101		9,022
Non-investment grade	—		2		—		—		—		—		85		—		87
Total wealth management loans	39		32		110		26		7		167		8,627		101		9,109		57
Wealth management mortgages	850		1,689		1,909		863		736		3,066		18		—		9,131		22
Lease financings	230		—		—		40		7		322		—		—		599		—
Other residential mortgages (b)	184		561		200		5		—		216		—		—		1,166		5
Capital call financing	10		—		—		—		—		—		3,690		—		3,700		15
Other loans	—		—		—		—		—		—		2,717		—		2,717		7
Margin loans	7,283		—		—		—		—		—		10,728		—		18,011		41
Total loans	$	12,281	$	4,047	$	3,085	$	1,129	$	1,068	$	4,853	$	37,240	$	123	$	63,826	$	300

(a)    Excludes overdrafts of $3,053 million. Overdrafts occur on a daily basis primarily in the custody and securities clearance business and are generally repaid within two business days.

(b)    The gross write-offs primarily related to other residential mortgage loans were $3 million in 2023.

Credit profile of the loan portfolio													Dec. 31, 2022
													Revolving loans
	Originated, at amortized cost												Amortized cost		Converted to term loans – Amortized cost				Accrued interest receivable
(in millions)	2022		2021		2020		2019		2018		Prior to 2018						Total (a)
Commercial:
Investment grade	$	379	$	148	$	—	$	—	$	43	$	45	$	963	$	—	$	1,578
Non-investment grade	78		6		—		—		—		—		70		—		154
Total commercial	457		154		—		—		43		45		1,033		—		1,732		$	2
Commercial real estate:
Investment grade	1,265		973		407		739		204		904		183		—		4,675
Non-investment grade	431		511		145		323		93		6		20		22		1,551
Total commercial real estate	1,696		1,484		552		1,062		297		910		203		22		6,226		25
Financial institutions:
Investment grade	126		389		—		—		—		25		7,216		—		7,756
Non-investment grade	20		—		—		—		—		—		1,896		12		1,928
Total financial institutions	146		389		—		—		—		25		9,112		12		9,684		78
Wealth management loans:
Investment grade	45		57		22		45		—		217		9,887		—		10,273
Non-investment grade	—		—		—		—		—		—		29		—		29
Total wealth management loans	45		57		22		45		—		217		9,916		—		10,302		49
Wealth management mortgages	1,775		1,976		918		775		485		3,012		25		—		8,966		20
Lease financings	17		—		49		11		7		573		—		—		657		—
Other residential mortgages	27		70		—		—		—		248		—		—		345		1
Capital call financing	—		—		—		—		—		—		3,438		—		3,438		17
Other loans	—		—		—		—		—		—		2,941		—		2,941		6
Margin loans	5,984		—		—		—		—		—		10,949		—		16,933		33
Total loans	$	10,147	$	4,130	$	1,541	$	1,893	$	832	$	5,030	$	37,617	$	34	$	61,224	$	231

(a)    Excludes overdrafts of $4,839 million. Overdrafts occur on a daily basis primarily in the custody and securities clearance business and are generally repaid within two business days.

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Leasing (Tables)

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Leases, Balance Sheet Information

The table below presents the consolidated balance sheet information related to operating and finance leases.

Balance sheet information	Dec. 31, 2023							Dec. 31, 2022
(dollars in millions)	Operating leases			Finance leases		Total		Operating leases			Finance leases			Total
ROU assets (a)	$	1,125		$	—	$	1,125	$	1,152		$	11		$	1,163
Lease liability (b)	$	1,356		$	—	$	1,356	$	1,336		$	—		$	1,336
Weighted average:
Remaining lease term	9.4 years			N/A				10.0 years			0.8 years
Discount rate (annualized)	3.11		%	N/A				2.68		%	1.27		%

(a)    Included in premises and equipment on the consolidated balance sheet.

(b)    Operating lease liabilities are included in other liabilities and finance lease liabilities are included in other borrowed funds, both on the consolidated balance sheet.

N/A - Not applicable.

Lease, Cost

The table below presents the components of lease expense.

Lease expense	Year ended Dec. 31,
(in millions)	2023		2022		2021
Operating lease expense	$	215	$	224	$	236
Variable lease expense	43		36		39
Sublease income	(34)		(33)		(33)
Finance lease expense:
Amortization of ROU assets	—		6		3
Total lease expense	$	224	$	233	$	245

The table below presents cash flow information related to leases.

Cash flow information	Year ended Dec. 31,
(in millions)	2023		2022		2021
Cash paid for amounts included in measurement of liabilities:
Operating cash flows from operating leases	$	224	$	224	$	260
Financing cash flows from finance leases	$	—	$	23	$	13

Lessee, Operating Lease, Liability, Maturity

The table below presents the maturities of lease liabilities.

Maturities of lease liabilities	Operating leases
(in millions)
For the year ended Dec. 31,
2024	$	196
2025	192
2026	185
2027	158
2028	133
2029 and thereafter	692
Total lease payments	1,556
Less: Imputed interest	200
Total	$	1,356

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Goodwill and intangible assets (Tables)

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Breakdown of Goodwill by Business

The table below provides a breakdown of goodwill by business segment.

Goodwill by business segment (in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Consolidated
Balance at Dec. 31, 2022
Goodwill	$	6,973	$	1,424	$	8,433	$	16,830
Accumulated impairment losses	—		—		(680)		(680)
Net goodwill	$	6,973	$	1,424	$	7,753	$	16,150
Foreign currency translation	31		5		75		111
Balance at Dec. 31, 2023
Goodwill	7,004		1,429		8,508		16,941
Accumulated impairment losses	—		—		(680)		(680)
Net goodwill	$	7,004	$	1,429	$	7,828	$	16,261

Goodwill by business segment (in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Consolidated
Balance at Dec. 31, 2021	$	7,062	1,435		$	9,015	$	17,512
Impairment loss	—		—		(680)		(680)
Dispositions	(13)		—		(434)		(447)
Foreign currency translation	(76)		(11)		(148)		(235)
Balance at Dec. 31, 2022
Goodwill	$	6,973	$	1,424	$	8,433	$	16,830
Accumulated impairment losses	—		—		(680)		(680)
Net goodwill	$	6,973	$	1,424	$	7,753	$	16,150

Breakdown of Intangible Assets by Business

The table below provides a breakdown of intangible assets by business segment.

Intangible assets – net carrying amount by business segment (in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Other		Consolidated
Balance at Dec. 31, 2021	$	230	$	392	$	1,520	$	849	$	2,991
Disposition	—		—		(1)		—		(1)
Amortization	(33)		(8)		(26)		—		(67)
Foreign currency translation	(4)		—		(18)		—		(22)
Balance at Dec. 31, 2022	$	193	$	384	$	1,475	$	849	$	2,901
Amortization	(31)		(6)		(20)		—		(57)
Foreign currency translation	2		—		8		—		10
Balance at Dec. 31, 2023	$	164	$	378	$	1,463	$	849	$	2,854

Breakdown of Intangible Assets by Type

The table below provides a breakdown of intangible assets by type.

Intangible assets	Dec. 31, 2023							Dec. 31, 2022
(dollars in millions)	Gross carrying amount		Accumulated amortization		Net carrying amount		Remaining weighted- average amortization period	Gross carrying amount		Accumulated amortization		Net carrying amount
Subject to amortization: (a)
Customer contracts—Securities Services	$	731	$	(567)	$	164	10 years	$	731	$	(539)	$	192
Customer contracts—Market and Wealth Services	280		(273)		7		3 years	280		(267)		13
Customer relationships—Investment and Wealth Management	553		(479)		74		8 years	553		(461)		92
Other	41		(12)		29		13 years	41		(9)		32
Total subject to amortization	1,605		(1,331)		274		10 years	1,605		(1,276)		329
Not subject to amortization: (b)
Tradenames	1,292		N/A		1,292		N/A	1,290		N/A		1,290
Customer relationships	1,288		N/A		1,288		N/A	1,282		N/A		1,282
Total not subject to amortization	2,580		N/A		2,580		N/A	2,572		N/A		2,572
Total intangible assets	$	4,185	$	(1,331)	$	2,854	N/A	$	4,177	$	(1,276)	$	2,901

(a)    Excludes fully amortized intangible assets.

(b)    Intangible assets not subject to amortization have an indefinite life.

N/A – Not applicable.

Estimated Annual Amortization Expense

Estimated annual amortization expense for current intangibles for the next five years is as follows:

For the year ended Dec. 31,	Estimated amortization expense (in millions)
2024		$	49
2025		43
2026		34
2027		28
2028		24

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Other assets (Tables)

12 Months Ended

Dec. 31, 2023

Other Assets [Abstract]

Summary of Other Assets Presented on the Consolidated Balance Sheet

The following table provides the components of other assets presented on the consolidated balance sheet.

Other assets	Dec. 31,
(in millions)	2023		2022
Accounts receivable (a)	$	6,567	$	4,924
Corporate/bank-owned life insurance	5,480		5,417
Software	2,430		2,260
Prepaid pension assets	1,818		1,651
Fails to deliver	1,514		2,569
Qualified affordable housing project investments	1,213		1,298
Renewable energy investments	1,049		871
Equity method investments	873		803
Other equity investments (b)	741		695
Prepaid expense	737		764
Cash collateral receivable on derivative transactions	621		1,014
Assets of consolidated investment management funds	526		209
Federal Reserve Bank stock	480		478
Income taxes receivable	270		481
Fair value of hedging derivatives	236		319
Seed capital (c)	232		218
Other (d)	1,198		1,884
Total other assets	$	25,985	$	25,855

(a)    Includes receivables for securities sold or matured that have not yet settled.

(b)    Includes strategic equity, private equity and other investments.

(c)    Includes investments in BNY Mellon funds which hedge deferred incentive awards.

(d)    At Dec. 31, 2023 and Dec. 31, 2022, other assets include $7 million and $6 million, respectively, of Federal Home Loan Bank stock, at cost.

Equity Securities without Readily Determinable Fair Value

The following table presents the adjustments on the non-readily marketable equity securities.

Adjustments on non-readily marketable equity securities							Life-to-date
(in millions)	2023		2022		2021
Upward adjustments	$	52	$	125	$	105	$	335
Downward adjustments	(41)		(8)		—		(53)
Net adjustments	$	11	$	117	$	105	$	282

Summary of Investments Valued Using NAV

The table below presents information on our investments valued using NAV.

Investments valued using NAV	Dec. 31, 2023					Dec. 31, 2022
(in millions)	Fair value		Unfunded  commitments			Fair value		Unfunded commitments
Seed capital (a) (b)	$	3		$	—	$	3		$	—
Private equity investments (c)	143			42		130			53
Other	7			—		5			—
Total	$	153		$	42	$	138		$	53

(a)    Seed capital investments at Dec. 31, 2023 are generally redeemable on request. Distributions are received as the underlying investments in the funds, which have redemption notice periods of seven days, are liquidated.

(b)    Includes investments in funds that relate to deferred compensation arrangements with employees.

(c)    Private equity investments primarily include Volcker Rule-compliant investments in SBICs that invest in various sectors of the economy. Private equity investments do not have redemption rights. Distributions from such investments will be received as the underlying investments in the private equity investments, which have a life of 10 years, are liquidated.

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Contract revenue (Tables)

12 Months Ended

Dec. 31, 2023

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The following tables present fee and other revenue related to contracts with customers, disaggregated by type of fee revenue, for each business segment. Business segment data has been determined on an internal management basis of accounting, rather than GAAP which is used for consolidated financial reporting.

Disaggregation of contract revenue by business segment
	Year ended Dec. 31,
	2023										2022
(in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Other		Total		Securities Services		Market and Wealth Services		Investment and Wealth Management		Other		Total
Fee and other revenue – contract revenue:
Investment services fees	$	4,959	$	3,805	$	99	$	(63)	$	8,800	$	4,890	$	3,564	$	99	$	(65)	$	8,488
Investment management and performance fees	—		18		3,057		(12)		3,063		—		23		3,290		(14)		3,299
Financing-related fees	37		14		1		—		52		30		23		1		1		55
Distribution and servicing fees	6		(98)		241		—		149		4		(66)		192		—		130
Investment and other revenue	236		207		(323)		1		121		215		143		(245)		1		114
Total fee and other revenue – contract revenue	5,238		3,946		3,075		(74)		12,185		5,139		3,687		3,337		(77)		12,086
Fee and other revenue – not in scope of ASC 606 (a)(b)	817		198		(98)		53		970		865		185		(15)		(235)		800
Total fee and other revenue	$	6,055	$	4,144	$	2,977	$	(21)	$	13,155	$	6,004	$	3,872	$	3,322	$	(312)	$	12,886

(a)    Primarily includes investment services fees, foreign exchange revenue, financing-related fees and investment and other revenue, all of which are accounted for using other accounting guidance.

(b)    The Investment and Wealth Management business segment is net of income (loss) attributable to noncontrolling interests related to consolidated investment management funds of $2 million in 2023 and $(13) million in 2022.

Disaggregation of contract revenue by business segment	Year ended Dec. 31, 2021
(in millions)	Securities Services		Market and Wealth Services		Investment and Wealth Management		Other		Total
Fee and other revenue – contract revenue:
Investment services fees	$	4,919	$	3,284	$	100	$	(70)	$	8,233
Investment management and performance fees	—		18		3,553		(19)		3,552
Financing-related fees	19		48		—		1		68
Distribution and servicing fees	5		(5)		113		(1)		112
Investment and other revenue	132		4		(35)		—		101
Total fee other revenue – contract revenue	5,075		3,349		3,731		(89)		12,066
Fee and other revenue – not in scope of ASC 606 (a)(b)	743		234		118		140		1,235
Total fee and other revenue	$	5,818	$	3,583	$	3,849	$	51	$	13,301

(a)    Primarily includes investment services fees, foreign exchange revenue, financing-related fees and investment and other revenue, all of which are accounted for using other accounting guidance.

(b)    The Investment and Wealth Management business segment is net of income attributable to noncontrolling interests related to consolidated investment management funds of $12 million in 2021.

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Net interest revenue (Tables)

12 Months Ended

Dec. 31, 2023

Interest Revenue (Expense), Net [Abstract]

Components of Net Interest Revenue

The following table provides the components of net interest revenue presented on the consolidated income statement.

Net interest revenue	Year ended Dec. 31,
(in millions)	2023		2022		2021
Interest revenue
Deposits with the Federal Reserve and other central banks	$	4,541	$	1,019	$	(77)
Deposits with banks	523		221		48
Federal funds sold and securities purchased under resale agreements	7,141		1,200		120
Loans	3,916		1,999		958
Securities:
Taxable	4,213		2,502		1,702
Exempt from federal income taxes	1		35		42
Total securities	4,214		2,537		1,744
Trading securities	313		142		52
Total interest revenue	20,648		7,118		2,845
Interest expense
Deposits in domestic offices	4,703		980		(27)
Deposits in foreign offices	2,421		607		(148)
Federal funds purchased and securities sold under repurchase agreements	6,699		934		(4)
Trading liabilities	156		68		8
Other borrowed funds	47		9		8
Customer payables	566		156		(2)
Long-term debt	1,711		860		392
Total interest expense	16,303		3,614		227
Net interest revenue	4,345		3,504		2,618
Provision for credit losses	119		39		(231)
Net interest revenue after provision for credit losses	$	4,226	$	3,465	$	2,849

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Income taxes (Tables)

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Components of the Income Tax Provision

The components of the income tax provision are as follows:

Provision for income taxes	Year ended Dec. 31,
(in millions)	2023		2022		2021
Current tax expense:
Federal	$	588	$	190	$	160
Foreign	443		404		353
State and local	192		19		107
Total current tax expense	1,223		613		620
Deferred tax expense (benefit):
Federal	(379)		104		208
Foreign	31		(5)		22
State and local	(75)		56		27
Total deferred tax expense (benefit)	(423)		155		257
Provision for income taxes	$	800	$	768	$	877

Components of Income Before Taxes

The components of income before taxes are as follows:

Income before taxes	Year ended Dec. 31,
(in millions)	2023		2022		2021
Domestic	$	2,001	$	1,697	$	2,965
Foreign	2,087		1,631		1,683
Income before taxes	$	4,088	$	3,328	$	4,648

Components of Net Deferred Tax Liability

The components of our net deferred tax liability are as follows:

Net deferred tax liability	Dec. 31,
(in millions)	2023		2022
Depreciation and amortization	$	1,811	$	2,063
Pension obligation	388		374
Other liabilities	149		145
Renewable energy investment	156		205
Equity investments	56		57
Securities valuation	(29)		(31)
Leasing	(41)		(25)
Other assets	(55)		(31)
Credit losses on loans	(106)		(70)
Reserves not deducted for tax	(314)		(154)
Tax credit carryforward	—		(224)
Employee benefits	(252)		(253)
U.S. foreign tax credits	(96)		(100)
Valuation allowance	130		100
Net deferred tax liability	$	1,797	$	2,056

Tax Rate Reconciliations

The statutory federal income tax rate is reconciled to our effective income tax rate below:

Effective tax rate	Year ended Dec. 31,
	2023		2022		2021
Federal rate	21.0	%	21.0	%	21.0	%
State and local income taxes, net of federal income tax benefit	2.3		1.8		2.3
Foreign operations	1.1		2.1		0.8
Tax credits	(5.6)		(6.1)		(4.6)
Tax-exempt income	(0.7)		(1.0)		(1.0)
Federal Deposit Insurance Corporation (“FDIC”) assessment	0.5		0.4		0.3
Stock compensation	(0.2)		(0.6)		(0.1)
Goodwill impairment	—		3.9		—
Divestiture of stock in subsidiary	0.7		1.0		—
Other – net	0.5		0.6		0.2
Effective tax rate	19.6	%	23.1	%	18.9	%

Unrecognized Tax Benefits

Unrecognized tax positions
(in millions)	2023		2022		2021
Beginning balance at Jan. 1, – gross	$	106	$	138	$	119
Prior period tax positions:
Increases	—		—		18
Decreases	(5)		(11)		(3)
Current period tax positions	8		8		9
Settlements	—		(16)		(5)
Statute expiration	—		(13)		—
Ending balance at Dec. 31, – gross	$	109	$	106	$	138

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Long-term debt (Tables)

12 Months Ended

Dec. 31, 2023

Debt Disclosure [Abstract]

Summary of Long-Term Debt

The table below presents information on our long-term debt.

Long-term debt	Dec. 31, 2023				Dec. 31, 2022
(dollars in millions)	Rate	Maturity	Amount		Rate	Amount
Senior debt:
Fixed rate	0.50 - 6.47%	2024 - 2034	$	28,886	0.35 - 5.83%	$	28,108
Floating rate	5.39 - 6.00%	2024 - 2038	1,226		4.50 - 4.92%	1,229
Subordinated debt (a)	3.00 - 3.30%	2028 - 2029	1,145		3.00 - 3.30%	1,121
Total			$	31,257		$	30,458

(a)Fixed rate.

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Variable interest entities (Tables)

12 Months Ended

Dec. 31, 2023

Securitizations And Variable Interest Entities Disclosure [Abstract]

Incremental Assets and Liabilities Included in Consolidated Financial Statements

The following table presents the incremental assets and liabilities included in the consolidated balance sheet as of Dec. 31, 2023 and Dec. 31, 2022. The net

assets of any consolidated VIE are solely available to settle the liabilities of the VIE and to settle any investors’ ownership liquidation requests, including any seed capital we invested in the VIE.

Consolidated investment management funds
	Dec. 31,
(in millions)	2023		2022
Trading assets	$	510	$	203
Other assets	16		6
Total assets (a)	$	526	$	209
Other liabilities	$	1	$	1
Total liabilities (b)	$	1	$	1
Nonredeemable noncontrolling interests (c)	$	50	$	7

(a)    Includes VMEs with assets of $91 million at Dec. 31, 2023 and $86 million at Dec. 31, 2022.

(b)    Includes VMEs with liabilities of $1 million at Dec. 31, 2023 and $1 million at Dec. 31, 2022.

(c)    Includes VMEs with nonredeemable noncontrolling interests of $12 million at Dec. 31, 2023 and $7 million at Dec. 31, 2022.

Schedule of Variable Interest Entities

The maximum loss exposure indicated in the following table relates solely to our investments in, and unfunded commitments to, the VIEs.

Non-consolidated VIEs	Dec. 31, 2023		Dec. 31, 2022
(in millions)
Other assets	$	2,337	$	2,235
Other liabilities	596		614
Maximum loss exposure	2,934		2,850

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Shareholders' equity (Tables)

12 Months Ended

Dec. 31, 2023

Stockholders' Equity Note [Abstract]

Preferred Stock Summary

The following table summarizes the Parent’s preferred stock issued and outstanding at Dec. 31, 2023 and Dec. 31, 2022.

Preferred stock summary (a)		Total shares issued and outstanding		Carrying value (b)
				(in millions)
		Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023		Dec. 31, 2022
	Per annum dividend rate (c)
Series A	Greater of (i) SOFR plus 0.565% and (ii) 4.000%	5,001	5,001	$	500	$	500
Series D	SOFR plus 2.46%	—	5,000	—		494
Series F	4.625% to but excluding Sept. 20, 2026, then SOFR plus 3.131%	10,000	10,000	990		990
Series G	4.700% to but excluding Sept. 20, 2025, then a floating rate equal to the five-year treasury rate plus 4.358%	10,000	10,000	990		990
Series H	3.700% to but excluding March 20, 2026, then a floating rate equal to the five-year treasury rate plus 3.352%	5,825	5,825	576		577
Series I	3.750% to but excluding Dec. 20, 2026, then a floating rate equal to the five-year treasury rate plus 2.630%	13,000	13,000	1,287		1,287
Total		43,826	48,826	$	4,343	$	4,838

(a)    All outstanding preferred stock is noncumulative perpetual preferred stock with a liquidation preference of $100,000 per share.

(b)    The carrying value of the Series D, Series F, Series G, Series H and Series I preferred stock is recorded net of issuance costs.

(c)    References to SOFR are to a floating rate equal to the three-month CME Term SOFR (plus a spread adjustment of 0.26161% per annum).

Summary of Preferred Dividends Paid

The table below presents the Parent’s preferred dividends.

Preferred dividends
(dollars in millions, except per share amounts)	Depositary shares per share		2023					2022				2021
			Per share		Total dividend			Per share		Total dividend		Per share		Total dividend
Series A	100	(a)	$	5,866.23	$	29		$	4,088.49	$	20	$	4,044.44	$	20
Series D	100		6,339.20		42		(b)	4,500.00		23		4,500.00		23
Series E	100		N/A		N/A			N/A		N/A		3,630.34		47		(c)
Series F	100		4,625.00		46			4,625.00		46		4,625.00		46
Series G	100		4,700.00		47			4,700.00		47		4,700.00		47
Series H	100		3,700.00		22			3,700.00		22		4,186.06		24
Series I	100		3,750.00		49			4,083.33		53		N/A		N/A
Total					$	235				$	211			$	207

(a)    Represents Normal Preferred Capital Securities.

(b)    Includes deferred fees of approximately $10 million related to the redemption of the Series D preferred stock.

(c)    Includes deferred fees of approximately $10 million related to the redemption of the Series E preferred stock.

N/A – Not applicable.

Schedule of Regulatory Capital Ratios

The regulatory capital ratios of our consolidated and largest bank subsidiary, The Bank of New York Mellon, are shown below.

Consolidated and largest bank subsidiary regulatory capital ratios (a)	Dec. 31,
	2023		2022
Consolidated regulatory capital ratios:
Common Equity Tier 1 (“CET1”) ratio	11.5	%	11.2	%
Tier 1 capital ratio	14.2		14.1
Total capital ratio	15.0		14.9
Tier 1 leverage ratio	6.0		5.8
Supplementary leverage ratio (“SLR”) (b)	7.3		6.8
The Bank of New York Mellon regulatory capital ratios:
CET1 ratio	16.2	%	15.6	%
Tier 1 capital ratio	16.2		15.6
Total capital ratio	16.3		15.7
Tier 1 leverage ratio	6.6		6.2
SLR (b)	8.6		7.7

(a)    For our CET1, Tier 1 capital and Total capital ratios, our effective capital ratios under U.S. capital rules are the lower of the ratios as calculated under the Standardized and Advanced Approaches. The Tier 1 leverage ratio is based on Tier 1 capital and quarterly average total assets. For BNY Mellon to qualify as “well capitalized,” its Tier 1 capital and Total capital ratios must be at least 6% and 10%, respectively. For The Bank of New York Mellon, our largest bank subsidiary, to qualify as “well capitalized,” its CET1, Tier 1 capital, Total capital and Tier 1 leverage ratios must be at least 6.5%, 8%, 10% and 5%, respectively.

(b)    The SLR is based on Tier 1 capital and total leverage exposure, which includes certain off-balance sheet exposures. For The Bank of New York Mellon to qualify as “well capitalized,” its SLR must be at least 6%.

Summary of Capital Components and Risk-Weighted Assets Determined Under the Standardized and Advanced Approaches

The following table presents our capital components and risk-weighted assets determined under the Standardized and Advanced Approaches, the average assets used for leverage capital purposes and leverage exposure used for SLR purposes.

Capital components and risk-weighted assets	Dec. 31,
(in millions)	2023		2022
CET1:
Common shareholders’ equity	$	36,531	$	35,896
Adjustments for:
Goodwill and intangible assets (a)	(17,253)		(17,210)
Net pension fund assets	(297)		(317)
Embedded goodwill	(275)		(279)
Deferred tax assets	(62)		(56)
Other	(6)		(2)
Total CET1	18,638		18,032
Other Tier 1 capital:
Preferred stock	4,343		4,838
Other	(14)		(14)
Total Tier 1 capital	$	22,967	$	22,856
Tier 2 capital:
Subordinated debt	$	1,148	$	1,248
Allowance for credit losses	414		291
Other	(11)		(11)
Total Tier 2 capital – Standardized Approach	1,551		1,528
Excess of expected credit losses	85		50
Less: Allowance for credit losses	414		291
Total Tier 2 capital – Advanced Approaches	$	1,222	$	1,287
Total capital:
Standardized Approach	$	24,518	$	24,384
Advanced Approaches	$	24,189	$	24,143
Risk-weighted assets:
Standardized Approach	$	156,254	$	159,096
Advanced Approaches:
Credit Risk	$	87,299	$	90,243
Market Risk	3,380		2,979
Operational Risk	70,925		68,450
Total Advanced Approaches	$	161,604	$	161,672
Average assets for Tier 1 leverage ratio	$	383,899	$	396,643
Total leverage exposure for SLR	$	313,749	$	336,049

(a)    Reduced by deferred tax liabilities associated with intangible assets and tax deductible goodwill.

Schedule of Capital Above Thresholds Table

The following table presents the amount of capital by which BNY Mellon and our largest bank subsidiary, The Bank of New York Mellon, exceeded the capital thresholds determined under U.S. capital rules.

Capital above thresholds at Dec. 31, 2023
(in millions)	Consolidated		(a)	The Bank of New York Mellon
CET1	$	4,902		$	11,962	(a)
Tier 1 capital	6,807			10,017		(a)
Total capital	4,797			7,572		(a)
Tier 1 leverage ratio	7,611			5,158		(b)
SLR	7,280			6,286		(b)

(a)    Based on minimum required standards, with applicable buffers.

(b)    Based on well capitalized standards

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Other comprehensive income (loss) (Tables)

12 Months Ended

Dec. 31, 2023

Equity [Abstract]

Components of Other Comprehensive Income (Loss)

Components of other comprehensive income (loss)	Year ended Dec. 31,
	2023						2022						2021
(in millions)	Pre-tax amount		Tax (expense) benefit		After-tax amount		Pre-tax amount		Tax (expense) benefit		After-tax amount		Pre-tax amount		Tax (expense) benefit		After-tax amount
Foreign currency translation:
Foreign currency translation adjustments arising during the period (a)	$	204	$	68	$	272	$	(455)	$	(148)	$	(603)	$	(313)	$	(63)	$	(376)
Total foreign currency translation	204		68		272		(455)		(148)		(603)		(313)		(63)		(376)
Unrealized gain (loss) on assets available-for-sale:
Unrealized gain (loss) arising during the period	1,100		(271)		829		(4,292)		1,047		(3,245)		(1,515)		368		(1,147)
Reclassification adjustment (b)	68		(16)		52		443		(105)		338		(5)		1		(4)
Net unrealized gain (loss) on assets available-for-sale	1,168		(287)		881		(3,849)		942		(2,907)		(1,520)		369		(1,151)
Defined benefit plans:
Net (loss) gain arising during the period	(107)		32		(75)		(400)		94		(306)		296		(77)		219
Foreign exchange adjustment	(1)		—		(1)		—		—		—		—		—		—
Amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost (b)	(18)		8		(10)		68		(12)		56		113		(25)		88
Total defined benefit plans	(126)		40		(86)		(332)		82		(250)		409		(102)		307
Unrealized gain (loss) on cash flow hedges:
Unrealized hedge gain (loss) arising during the period	7		(2)		5		(16)		4		(12)		3		—		3
Reclassification of net loss (gain) to net income:
Foreign exchange (“FX”) contracts – investment and other revenue	2		(1)		1		(1)		—		(1)		—		—		—
FX contracts – staff expense	—		—		—		9		(2)		7		(12)		3		(9)
Total reclassifications to net income	2		(1)		1		8		(2)		6		(12)		3		(9)
Net unrealized gain (loss) on cash flow hedges	9		(3)		6		(8)		2		(6)		(9)		3		(6)
Total other comprehensive income (loss)	$	1,255	$	(182)	$	1,073	$	(4,644)	$	878	$	(3,766)	$	(1,433)	$	207	$	(1,226)

(a)    Includes the impact of hedges of net investments in foreign subsidiaries. See Note 23 for additional information.

(b)    The reclassification adjustment related to the unrealized gain (loss) on assets available-for-sale is recorded as net securities gains (losses) in investment and other revenue on the consolidated income statement. The amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost is recorded as other expense on the consolidated income statement.

Changes in accumulated other comprehensive income (loss) attributable to The Bank of New York Mellon Corporation shareholders
										Unrealized gain (loss) on assets available-for-sale			Unrealized gain (loss) on cash flow hedges			Total accumulated other comprehensive (loss) income, net of tax
(in millions)	Foreign currency translation			Pensions			Other post-retirement benefits
2020 ending balance		$	(1,146)		$	(1,299)		$	(55)		$	1,508		$	7		$	(985)
Change in 2021		(378)			283			24			(1,151)			(6)			(1,228)
2021 ending balance		(1,524)			(1,016)			(31)			357			1			(2,213)
Change in 2022		(590)			(240)			(10)			(2,907)			(6)			(3,753)
2022 ending balance		(2,114)			(1,256)			(41)			(2,550)			(5)			(5,966)
Change in 2023		272			(87)			1			881			6			1,073
2023 ending balance		$	(1,842)		$	(1,343)		$	(40)		$	(1,669)		$	1		$	(4,893)

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Stock-based compensation (Tables)

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Summary of Non-vested PSU, Restricted Stock, and RSU Activity

The following table summarizes our non-vested PSU and RSU activity for 2023. 

Non-vested PSU and RSU activity	Number of shares (a)	Weighted-average fair value at grant date
Non-vested PSUs and RSUs at   Dec. 31, 2022	15,086,135	$	50.38
Granted	8,295,173	50.71
Vested	(6,238,671)	48.74
Forfeited	(685,921)	49.70
Non-vested PSUs and RSUs at Dec. 31, 2023	16,456,716	$	51.20

(a)    Includes dividend shares earned on the Executive Committee PSUs and Board of Director’s stock awards.

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Employee benefit plans (Tables)

12 Months Ended

Dec. 31, 2023

Retirement Benefits [Abstract]

Combined Data for Domestic and Foreign Defined Benefit Pension and Post Retirement Healthcare Plans

The following tables report the combined data for our domestic and foreign defined benefit pension and post-retirement healthcare plans.

	Pension Benefits												Healthcare Benefits
	Domestic						Foreign						Domestic						Foreign
(dollars in millions)	2023			2022			2023			2022			2023			2022			2023			2022
Weighted-average assumptions used to determine benefit obligations
Discount rate	5.25		%	5.61		%	4.44		%	4.62		%	5.25		%	5.61		%	4.65		%	4.75		%
Rate of compensation increase	N/A			N/A			3.71			3.72			3.00			3.00			N/A			N/A
Cash balance interest crediting rate	4.00			4.00			N/A			N/A			N/A			N/A			N/A			N/A
Change in benefit obligation (a)
Benefit obligation at beginning of period	$	(3,527)		$	(4,747)		$	(768)		$	(1,456)		$	(95)		$	(134)		$	(2)		$	(3)
Service cost	—			—			(10)			(11)			(1)			(1)			—			—
Interest cost	(190)			(140)			(36)			(28)			(5)			(4)			—			—
Actuarial (loss) gain	(122)			1,105			(67)			554			(2)			35			(1)			1
Curtailments	—			—			1			—			—			—			—			—
Benefits paid	237			255			26			30			11			9			—			—
Foreign exchange adjustment	N/A			N/A			(35)			143			N/A			N/A			1			—
Benefit obligation at end of period	(3,602)			(3,527)			(889)			(768)			(92)			(95)			(2)			(2)
Change in fair value of plan assets
Fair value at beginning of period	4,806			6,129			975			1,807			116			144			—			—
Actual return on plan assets	501			(1,082)			43			(631)			19			(28)			—			—
Employer contributions	19			14			11			10			11			9			—			—
Benefit payments	(237)			(255)			(26)			(30)			(11)			(9)			—			—
Foreign exchange adjustment	N/A			N/A			49			(181)			N/A			N/A			—			—
Fair value at end of period	5,089			4,806			1,052			975			135			116			—			—
Funded status at end of period	$	1,487		$	1,279		$	163		$	207		$	43		$	21		$	(2)		$	(2)
Amounts recognized in accumulated other comprehensive loss (income) consist of:
Net (gain) loss	$	1,637		$	1,645		$	243		$	109		$	38		$	41		$	(1)		$	(2)
Prior service (credit) cost	—			—			(1)			4			(6)			(13)			—			—
Total loss (gain) (before tax effects)	$	1,637		$	1,645		$	242		$	113		$	32		$	28		$	(1)		$	(2)

(a)    The benefit obligation for pension benefits is the projected benefit obligation, and for healthcare benefits, it is the accumulated benefit obligation.

N/A – Not applicable.

Schedule of Net Benefit Costs

Net periodic benefit (credit) cost	Pension Benefits																		Healthcare Benefits
	Domestic									Foreign									Domestic									Foreign
(dollars in millions)	2023			2022			2021			2023			2022			2021			2023			2022			2021			2023			2022			2021
Weighted-average assumptions as of Jan. 1:
Market-related value of plan assets	$	5,757		$	5,924		$	5,710		$	1,358		$	1,627		$	1,586		$	135		$	133		$	123		N/A			N/A			N/A
Discount rate	5.61		%	3.03		%	2.80		%	4.62		%	2.11		%	1.59		%	5.61		%	3.03		%	2.80		%	4.75		%	2.15		%	1.65		%
Expected rate of return on plan assets	6.75			5.375			5.375			6.38			2.40			2.17			6.75			5.375			5.375			N/A			N/A			N/A
Rate of compensation increase	N/A			N/A			N/A			3.72			3.43			3.12			3.00			3.00			3.00			N/A			N/A			N/A
Cash balance interest crediting rate	4.00			4.00			4.00			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A			N/A
Components of net periodic benefit (credit) cost:
Service cost	$	—		$	—		$	—		$	10		$	11		$	14		$	1		$	1		$	1		$	—		$	—		$	—
Interest cost	190			140			137			36			28			25			5			4			4			—			—			—
Expected return on assets	(380)			(312)			(300)			(89)			(35)			(34)			(9)			(7)			(7)			—			—			—
Amortization of:
Prior service cost (credit)	—			—			—			—			—			1			(7)			(7)			(6)			—			—			—
Net actuarial loss (gain)	8			69			98			(14)			3			13			(5)			3			6			—			—			—
Settlement (gain) loss	1			—			—			(1)			—			1			—			—			—			—			—			—
Curtailment (gain)	—			—			—			(1)			—			—			—			—			—			—			—			—
Net periodic benefit (credit) cost	$	(181)		$	(103)		$	(65)		$	(59)		$	7		$	20		$	(15)		$	(6)		$	(2)		$	—		$	—		$	—

N/A – Not applicable.

Schedule of Amounts Recognized in Other Comprehensive Income (Loss)

Changes in other comprehensive (income) loss in 2023	Pension Benefits				Healthcare Benefits
(in millions)	Domestic		Foreign		Domestic		Foreign
Net loss (gain) arising during period	$	1	$	113	$	(8)	$	1
Recognition of prior years’ net (loss) gain	(9)		15		5		—
Recognition of prior years’ service credit	—		—		7		—
Foreign exchange adjustment	N/A		1		N/A		—
Total recognized in other comprehensive (income) loss (before tax effects)	$	(8)	$	129	$	4	$	1

Schedule of Net Funded Status

	Domestic				Foreign
(in millions)	2023		2022		2023		2022
Pension benefits:
Prepaid benefit cost	$	1,599	$	1,399	$	219	$	252
Accrued benefit cost	(112)		(120)		(56)		(45)
Total pension benefits	$	1,487	$	1,279	$	163	$	207
Healthcare benefits:
Accrued benefit cost	$	43	$	21	$	(2)	$	(2)
Total healthcare benefits	$	43	$	21	$	(2)	$	(2)

Defined Benefit Plan, Plan with Projected Benefit Obligation in Excess of Plan Assets

Plans with obligations in excess of plan assets	Pension Benefits								Healthcare Benefits
	Domestic				Foreign				Domestic				Foreign
(in millions)	2023		2022		2023		2022		2023		2022		2023		2022
Projected benefit obligation	$	112	$	120	$	172	$	64	N/A		N/A		N/A		N/A
Fair value of plan assets	—		—		116		19		N/A		N/A		N/A		N/A
Accumulated benefit obligation	112		120		55		50		$	62	$	62	$	2	$	2
Fair value of plan assets	—		—		17		18		—		—		—		—

N/A – Not applicable.

Schedule of Expected Benefit Payments

The following benefit payments for the pension and healthcare plans, which reflect expected future service as appropriate, are expected to be paid over the next 10 years:

Expected benefit payments
(in millions)		Domestic		Foreign
Pension benefits:
Year	2024	$	274	$	32
	2025	271		32
	2026	270		34
	2027	268		36
	2028	266		40
	2029-2033	1,279		226
Total pension benefits		$	2,628	$	400
Healthcare benefits:
Year	2024	$	8	$	—
	2025	8		—
	2026	8		—
	2027	8		—
	2028	8		—
	2029-2033	33		1
Total healthcare benefits		$	73	$	1

Schedule of Allocation of Plan Assets

Our pension assets were invested as follows:

Asset allocations	Domestic				Foreign
	2023		2022		2023		2022
Fixed income	62	%	60	%	74	%	74	%
Equities	34		36		13		12
Alternative investments	3		3		11		12
Cash	1		1		2		2
Total pension assets	100	%	100	%	100	%	100	%

Schedule Of Fair Value Of Plan Assets Valued Using Net Asset Value Per Share Table

Assets valued using NAV at Dec. 31, 2023
(dollars in millions)	Fair value		Unfunded commitments		Redemption frequency	Redemption notice period
Funds of funds (a)	$	164	$	—	Monthly	30-45 days
Venture capital and partnership interests (b)	83		—		N/A	N/A
Other contracts (c)	36		—		N/A	N/A
Total	$	283	$	—

Assets valued using NAV at Dec. 31, 2022
(dollars in millions)	Fair value		Unfunded commitments		Redemption frequency	Redemption notice period
Funds of funds (a)	$	154	$	—	Monthly	30-45 days
Venture capital and partnership interests (b)	91		—		N/A	N/A
Other contracts (c)	35		—		N/A	N/A
Total	$	280	$	—

(a)Funds of funds includes multi-strategy hedge funds that utilize investment strategies that invest over both long-term investment and short-term investment horizons.

(b)Venture capital and partnership interests do not have redemption rights. Distributions from such funds will be received as the underlying investments are liquidated.

(c)Other contracts include assets invested in pooled accounts at insurance companies that are privately valued by the asset manager.

N/A – Not applicable.

Defined Benefit Plan, Plan Assets, Category

The following tables present the fair value of each major category of plan assets as of Dec. 31, 2023 and Dec. 31, 2022, by captions and by ASC 820, Fair Value Measurement, valuation hierarchy.

Plan assets measured at fair value on a recurring basis— domestic plans at Dec. 31, 2023
(in millions)	Level 1		Level 2		Level 3		Total fair value
Common and preferred stock:
U.S. equity	$	920	$	—	$	—	$	920
Non-U.S. equity	373		—		—		373
Collective trust funds:
U.S. equity	—		116		—		116
Commingled	—		530		—		530
Fixed income:
U.S. corporate bonds	—		2,539		—		2,539
U.S. Treasury securities	233		—		—		233
State and political subdivisions	—		110		—		110
Non-U.S. government	3		27		—		30
U.S. government agencies	—		26		—		26
Other	—		35		—		35
Exchange-traded funds	8		—		—		8
Total domestic plan assets in the fair value hierarchy	$	1,537	$	3,383	$	—	$	4,920
Other assets measured at NAV:
Funds of funds							164
Venture capital and partnership interests							5
Total domestic plan assets, at fair value							$	5,089

Plan assets measured at fair value on a recurring basis— foreign plans at Dec. 31, 2023
(in millions)	Level 1		Level 2		Level 3		Total fair value
Corporate debt funds	$	—	$	659	$	—	$	659
Equity funds	—		137		—		137
Sovereign/government obligation funds	—		123		—		123
Cash and currency	19		—		—		19
Total foreign plan assets in the fair value hierarchy	$	19	$	919	$	—	$	938
Other assets measured at NAV							114
Total foreign plan assets, at fair value							$	1,052

Plan assets measured at fair value on a recurring basis— domestic plans at Dec. 31, 2022
(in millions)	Level 1		Level 2		Level 3		Total fair value
Common and preferred stock:
U.S. equity	$	897	$	—	$	—	$	897
Non-U.S. equity	351		—		—		351
Collective trust funds:
U.S. equity	—		169		—		169
Commingled	—		493		—		493
Fixed income:
U.S. corporate bonds	—		2,333		—		2,333
U.S. Treasury securities	214		—		—		214
State and political subdivisions	—		88		—		88
Non-U.S. government	6		38		—		44
U.S. government agencies	—		21		—		21
Other	—		28		—		28
Exchange-traded funds	8		—		—		8
Total domestic plan assets in the fair value hierarchy	$	1,476	$	3,170	$	—	$	4,646
Other assets measured at NAV:
Funds of funds							154
Venture capital and partnership interests							6
Total domestic plan assets, at fair value							$	4,806

Plan assets measured at fair value on a recurring basis— foreign plans at Dec. 31, 2022
(in millions)	Level 1		Level 2		Level 3		Total fair value
Corporate debt funds	$	—	$	611	$	—	$	611
Equity funds	—		117		—		117
Sovereign/government obligation funds	—		111		—		111
Cash and currency	16		—		—		16
Total foreign plan assets in the fair value hierarchy	$	16	$	839	$	—	$	855
Other assets measured at NAV							120
Total foreign plan assets, at fair value							$	975

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Company financial information (Parent Corporation) (Tables)

12 Months Ended

Dec. 31, 2023

Condensed Financial Information Disclosure [Abstract]

Condensed Income Statement - The Bank of New York Mellon Corporation (Parent Corporation)

Condensed Income Statement—The Bank of New York Mellon Corporation (Parent Corporation)

	Year ended Dec. 31,
(in millions)	2023		2022		2021
Dividends from bank subsidiaries	$	3,472	$	1,006	$	2,490
Dividends from nonbank subsidiaries	1,070		880		1,106
Interest revenue from bank subsidiaries	71		25		—
Interest revenue from nonbank subsidiaries	64		37		30
(Loss) on securities held for sale	(1)		—		—
Other revenue	83		57		56
Total revenue	4,759		2,005		3,682
Interest expense (including $23, $10 and $6, to subsidiaries, respectively)	1,716		853		339
Other expense	291		433		153
Total expense	2,007		1,286		492
Income before income taxes and equity in undistributed net income of subsidiaries	2,752		719		3,190
(Benefit) for income taxes	(258)		(190)		(92)
Equity in undistributed net income:
Bank subsidiaries	(313)		1,696		282
Nonbank subsidiaries	589		(32)		195
Net income	3,286		2,573		3,759
Preferred stock dividends and redemption charge	(235)		(211)		(207)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation	$	3,051	$	2,362	$	3,552

Condensed Balance Sheet - The Bank of New York Mellon Corporation (Parent Corporation)

Condensed Balance Sheet—The Bank of New York Mellon Corporation (Parent Corporation)

	Dec. 31,
(in millions)	2023		2022
Assets:
Cash and due from banks	$	229	$	376
Securities	—		1
Investment in and advances to subsidiaries and associated companies:
Banks	34,184		33,795
Other	38,838		38,119
Subtotal	73,022		71,914
Corporate-owned life insurance	796		793
Other assets	363		610
Total assets	$	74,410	$	73,694
Liabilities:
Deferred compensation	$	367	$	372
Affiliate borrowings	1,294		914
Other liabilities	1,889		1,995
Long-term debt	29,986		29,679
Total liabilities	33,536		32,960
Shareholders’ equity	40,874		40,734
Total liabilities and shareholders’ equity	$	74,410	$	73,694

Condensed Statement of Cash Flows - The Bank of New York Mellon Corporation (Parent Corporation)

Condensed Statement of Cash Flows—The Bank of New York Mellon Corporation (Parent Corporation)

	Year ended Dec. 31,
(in millions)	2023		2022		2021
Operating activities:
Net income	$	3,286	$	2,573	$	3,759
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Equity in undistributed net (income) of subsidiaries	(276)		(1,664)		(477)
Change in accrued interest receivable	24		(8)		75
Change in accrued interest payable	24		78		(15)
Change in taxes payable (a)	395		(3)		(142)
Other, net	86		221		(260)
Net cash provided by operating activities	3,539		1,197		2,940
Investing activities:
Acquisitions of, investments in, and advances to subsidiaries (b)	592		(1,962)		870
Net cash provided by (used for) investing activities	592		(1,962)		870
Financing activities:
Proceeds from issuance of long-term debt	5,988		9,179		5,186
Repayments of long-term debt	(6,055)		(4,000)		(4,250)
Change in advances from subsidiaries	364		(2,917)		820
Issuance of common stock	16		23		63
Issuance of preferred stock	—		—		1,287
Treasury stock acquired	(2,604)		(124)		(4,567)
Redemption of preferred stock	(500)		—		(1,000)
Cash dividends paid	(1,487)		(1,376)		(1,323)
Net cash (used for) provided by financing activities	(4,278)		785		(3,784)
Change in cash and due from banks	(147)		20		26
Cash and due from banks at beginning of year	376		356		330
Cash and due from banks at end of year	$	229	$	376	$	356
Supplemental disclosures
Interest paid	$	1,693	$	774	$	354
Income taxes refunded	2		—		1

(a)    Includes payments received from subsidiaries for taxes of $986 million in 2023, $70 million in 2022 and $21 million in 2021.

(b)    Includes $1,963 million of cash outflows, net of $2,555 million of cash inflows in 2023, $2,778 million of cash outflows, net of $816 million of cash inflows in 2022 and $10 million of cash outflows, net of $880 million of cash inflows in 2021.

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Fair value measurement (Tables)

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Financial Instruments Carried at Fair Value on Recurring Basis

The following tables present the financial instruments carried at fair value at Dec. 31, 2023 and Dec. 31, 2022, by caption on the consolidated balance sheet and by the three-level valuation hierarchy. We have included credit ratings information in certain of the tables because the information indicates the degree of credit risk to which we are exposed, and significant changes in ratings classifications could result in increased risk for us.

Assets and liabilities measured at fair value on a recurring basis at Dec. 31, 2023												Total carrying value
(dollars in millions)	Level 1			Level 2			Level 3			Netting (a)
Assets
Available-for-sale securities:
U.S. Treasury	$	16,604		$	—		$	—		$	—	$	16,604
Non-U.S. government (b)	2,439			15,943			—			—		18,382
Agency RMBS	—			13,111			—			—		13,111
Agency commercial MBS	—			7,729			—			—		7,729
Foreign covered bonds	—			6,334			—			—		6,334
CLOs	—			6,137			—			—		6,137
Non-agency commercial MBS	—			2,935			—			—		2,935
U.S. government agencies	—			2,901			—			—		2,901
Non-agency RMBS	—			1,740			—			—		1,740
Other ABS	—			943			—			—		943
Other debt securities	—			1			—			—		1
Total available-for-sale securities	19,043			57,774			—			—		76,817
Trading assets:
Debt instruments	1,246			2,255			—			—		3,501
Equity instruments	4,518			—			—			—		4,518
Derivative assets not designated as hedging:
Interest rate	7			1,053			—			(751)		309
Foreign exchange	—			9,227			—			(7,498)		1,729
Equity and other contracts	—			8			—			(7)		1
Total derivative assets not designated as hedging	7			10,288			—			(8,256)		2,039
Total trading assets	5,771			12,543			—			(8,256)		10,058
Other assets:
Derivative assets designated as hedging:
Interest rate	—			214			—			—		214
Foreign exchange	—			22			—			—		22
Total derivative assets designated as hedging	—			236			—			—		236
Other assets (c)	486			386			—			—		872
Total other assets	486			622			—			—		1,108
Assets measured at NAV (c)												153
Total assets	$	25,300		$	70,939		$	—		$	(8,256)	$	88,136
Percentage of total assets prior to netting	26		%	74		%	—		%

Liabilities
Trading liabilities:
Debt instruments	$	2,508		$	12		$	—		$	—	$	2,520
Equity instruments	23			—			—			—		23
Derivative liabilities not designated as hedging:
Interest rate	8			1,339			—			(635)		712
Foreign exchange	—			9,282			—			(6,341)		2,941
Equity and other contracts	9			135			—			(114)		30
Total derivative liabilities not designated as hedging	17			10,756			—			(7,090)		3,683
Total trading liabilities	2,548			10,768			—			(7,090)		6,226
Other liabilities
Derivative liabilities designated as hedging:
Interest rate	—			—			—			—		—
Foreign exchange	—			173			—			—		173
Total derivative liabilities designated as hedging	—			173			—			—		173
Other liabilities	—			22			—			—		22
Total other liabilities	—			195			—			—		195
Total liabilities	$	2,548		$	10,963		$	—		$	(7,090)	$	6,421
Percentage of total liabilities prior to netting	19		%	81		%	—		%

(a)    ASC 815, Derivatives and Hedging, permits the netting of derivative receivables and derivative payables under legally enforceable master netting agreements and permits the netting of cash collateral. Netting is applicable to derivatives not designated as hedging instruments included in trading assets or trading liabilities and derivatives designated as hedging instruments included in other assets or other liabilities. Netting is allocated to the derivative products based on the net fair value of each product.

(b)    Includes supranational securities.

(c)    Includes seed capital, private equity investments and other assets.

Assets and liabilities measured at fair value on a recurring basis at Dec. 31, 2022												Total carrying value
(dollars in millions)	Level 1			Level 2			Level 3			Netting (a)
Assets
Available-for-sale securities:
U.S. Treasury	$	29,533		$	—		$	—		$	—	$	29,533
Non-U.S. government (b)	4,237			16,102			—			—		20,339
Agency RMBS	—			8,957			—			—		8,957
Agency commercial MBS	—			8,060			—			—		8,060
Foreign covered bonds	—			5,758			—			—		5,758
CLOs	—			5,343			—			—		5,343
Non-agency commercial MBS	—			2,977			—			—		2,977
U.S. government agencies	—			2,294			—			—		2,294
Non-agency RMBS	—			2,029			—			—		2,029
Other ABS	—			1,319			—			—		1,319
Other debt securities	—			13			—			—		13
Total available-for-sale securities	33,770			52,852			—			—		86,622
Trading assets:
Debt instruments	1,590			1,901			—			—		3,491
Equity instruments	3,791			—			—			—		3,791
Derivative assets not designated as hedging:
Interest rate	10			1,287			—			(986)		311
Foreign exchange	—			9,433			—			(7,215)		2,218
Equity and other contracts	4			98			—			(5)		97
Total derivative assets not designated as hedging	14			10,818			—			(8,206)		2,626
Total trading assets	5,395			12,719			—			(8,206)		9,908
Other assets:
Derivative assets designated as hedging:
Interest rate	—			205			—			—		205
Foreign exchange	—			114			—			—		114
Total derivative assets designated as hedging	—			319			—			—		319
Other assets (c)	294			220			—			—		514
Total other assets	294			539			—			—		833
Assets measured at NAV (c)												138
Total assets	$	39,459		$	66,110		$	—		$	(8,206)	$	97,501
Percentage of total assets prior to netting	37		%	63		%	—		%

Liabilities
Trading liabilities:
Debt instruments	$	2,373		$	101		$	—		$	—	$	2,474
Equity instruments	97			—			—			—		97
Derivative liabilities not designated as hedging:
Interest rate	6			1,578			—			(798)		786
Foreign exchange	—			9,456			—			(7,444)		2,012
Equity and other contracts	—			17			—			(1)		16
Total derivative liabilities not designated as hedging	6			11,051			—			(8,243)		2,814
Total trading liabilities	2,476			11,152			—			(8,243)		5,385
Other liabilities:
Derivative liabilities designated as hedging:
Foreign exchange	—			220			—			—		220
Total derivative liabilities designated as hedging	—			220			—			—		220
Other liabilities	—			1			—			—		1
Total other liabilities	—			221			—			—		221
Total liabilities	$	2,476		$	11,373		$	—		$	(8,243)	$	5,606
Percentage of total liabilities prior to netting	18		%	82		%	—		%

(a)    ASC 815, Derivatives and Hedging, permits the netting of derivative receivables and derivative payables under legally enforceable master netting agreements and permits the netting of cash collateral. Netting is applicable to derivatives not designated as hedging instruments included in trading assets or trading liabilities and derivatives designated as hedging instruments included in other assets or other liabilities. Netting is allocated to the derivative products based on the net fair value of each product.

(b)    Includes supranational securities.

(c)    Includes seed capital, private equity investments and other assets.

Details Of Certain Items Measured At Fair Value on Recurring Basis

Details of certain available-for-sale securities measured at fair value on a recurring basis	Dec. 31, 2023												Dec. 31, 2022
	Total carrying value (b)		Ratings (a)										Total carrying value (b)		Ratings (a)
			AAA/ AA-		A+/ A-		BBB+/ BBB-		BB+ and lower		Not rated				AAA/ AA-		A+/ A-		BBB+/ BBB-		BB+ and lower		Not rated
(dollars in millions)
Non-agency RMBS, originated in:
2008-2023	$	1,487	100	%	—	%	—	%	—	%	—	%	$	1,728	100	%	—	%	—	%	—	%	—	%
2007 and earlier	253		5		13		1		40		41		301		5		13		1		45		36
Total non-agency RMBS	$	1,740	86	%	2	%	—	%	6	%	6	%	$	2,029	86	%	2	%	—	%	7	%	5	%
Non-agency commercial MBS originated in:
2009-2023	$	2,935	100	%	—	%	—	%	—	%	—	%	$	2,977	100	%	—	%	—	%	—	%	—	%
Foreign covered bonds:
Canada	$	2,473	100	%	—	%	—	%	—	%	—	%	$	2,384	100	%	—	%	—	%	—	%	—	%
UK	1,035		100		—		—		—		—		1,215		100		—		—		—		—
Australia	689		100		—		—		—		—		696		100		—		—		—		—
Germany	664		100		—		—		—		—		542		100		—		—		—		—
Other	1,473		100		—		—		—		—		921		100		—		—		—		—
Total foreign covered bonds	$	6,334	100	%	—	%	—	%	—	%	—	%	$	5,758	100	%	—	%	—	%	—	%	—	%
Non-U.S. government:
Germany	$	2,658	100	%	—	%	—	%	—	%	—	%	$	3,103	100	%	—	%	—	%	—	%	—	%
France	1,562		100		—		—		—		—		1,905		100		—		—		—		—
Canada	1,336		95		5		—		—		—		1,354		92		8		—		—		—
UK	1,316		100		—		—		—		—		2,225		100		—		—		—		—
Belgium	511		100		—		—		—		—		9		100		—		—		—		—
Japan	410		—		100		—		—		—		475		—		100		—		—		—
Norway	374		100		—		—		—		—		427		100		—		—		—		—
Netherlands	334		100		—		—		—		—		416		100		—		—		—		—
Singapore	302		100		—		—		—		—		797		100		—		—		—		—
Spain	293		—		17		83		—		—		214		—		40		60		—		—
Finland	282		100		—		—		—		—		194		100		—		—		—		—
Other (c)	1,348		70		3		17		10		—		1,486		64		2		26		8		—
Supranational	7,656		100		—		—		—		—		7,734		100		—		—		—		—
Total non-U.S. government	$	18,382	94	%	3	%	2	%	1	%	—	%	$	20,339	93	%	3	%	3	%	1	%	—	%

(a)    Represents ratings by S&P or the equivalent.

(b)    At Dec. 31, 2023 and Dec. 31, 2022, non-U.S. government securities were included in Level 1 and Level 2 in the valuation hierarchy. All other assets in the table are Level 2 assets in the valuation hierarchy.

(c)    Includes non-investment grade non-U.S. government securities related to Brazil of $140 million at Dec. 31, 2023 and $123 million at Dec. 31, 2022.

Assets Measured at Fair Value on Nonrecurring Basis

The following table presents the carrying value as of Dec. 31, 2023 and Dec. 31, 2022 of financial instruments for which nonrecurring adjustments to fair value have been recorded during 2023 and/or 2022 and all non-readily marketable equity securities carried at cost with upward or downward adjustments by balance sheet caption and level in the fair value hierarchy.

Assets measured at fair value on a nonrecurring basis	Dec. 31, 2023								Dec. 31, 2022
							Total carrying value								Total carrying value
(in millions)	Level 1		Level 2		Level 3				Level 1		Level 2		Level 3
Loans (a)	$	—	$	28	$	—	$	28	$	—	$	33	$	—	$	33
Other assets (b)	—		481		—		481		—		448		—		448
Total assets at fair value on a nonrecurring basis	$	—	$	509	$	—	$	509	$	—	$	481	$	—	$	481

(a)    The fair value of these loans decreased $3 million in 2023 and was unchanged in 2022, based on the fair value of the underlying collateral, as required by guidance in ASC 326, Financial Instruments – Credit Losses, with an offset to the allowance for credit losses.

(b)    Includes non-readily marketable equity securities carried at cost with upward or downward adjustments and other assets received in satisfaction of debt.

Summary of Financial Instruments Not Carried at Fair Value

The following tables present the estimated fair value and the carrying amount of financial instruments not carried at fair value on the consolidated balance sheet at Dec. 31, 2023 and Dec. 31, 2022, by caption on the consolidated balance sheet and by the valuation hierarchy.

Summary of financial instruments	Dec. 31, 2023
(in millions)	Level 1		Level 2		Level 3		Total estimated fair value		Carrying amount
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks	$	—	$	111,550	$	—	$	111,550	$	111,550
Interest-bearing deposits with banks	—		12,134		—		12,134		12,139
Federal funds sold and securities purchased under resale agreements	—		28,900		—		28,900		28,900
Securities held-to-maturity	9,545		35,166		—		44,711		49,578
Loans (a)	—		65,026		—		65,026		65,977
Other financial assets	4,922		2,149		—		7,071		7,071
Total	$	14,467	$	254,925	$	—	$	269,392	$	275,215
Liabilities:
Noninterest-bearing deposits	$	—	$	58,274	$	—	$	58,274	$	58,274
Interest-bearing deposits	—		221,463		—		221,463		225,395
Federal funds purchased and securities sold under repurchase agreements	—		14,507		—		14,507		14,507
Payables to customers and broker-dealers	—		18,395		—		18,395		18,395
Borrowings	—		1,274		—		1,274		1,274
Long-term debt	—		30,596		—		30,596		31,257
Total	$	—	$	344,509	$	—	$	344,509	$	349,102

(a)    Does not include the leasing portfolio.

Summary of financial instruments	Dec. 31, 2022
(in millions)	Level 1		Level 2		Level 3		Total estimated fair value		Carrying amount
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks	$	—	$	91,655	$	—	$	91,655	$	91,655
Interest-bearing deposits with banks	—		17,167		—		17,167		17,169
Federal funds sold and securities purchased under resale agreements	—		24,298		—		24,298		24,298
Securities held-to-maturity	10,948		39,044		—		49,992		56,194
Loans (a)	—		64,668		—		64,668		65,230
Other financial assets	5,030		1,817		—		6,847		6,847
Total	$	15,978	$	238,649	$	—	$	254,627	$	261,393
Liabilities:
Noninterest-bearing deposits	$	—	$	78,017	$	—	$	78,017	$	78,017
Interest-bearing deposits	—		196,258		—		196,258		200,953
Federal funds purchased and securities sold under repurchase agreements	—		12,335		—		12,335		12,335
Payables to customers and broker-dealers	—		23,435		—		23,435		23,435
Borrowings	—		911		—		911		911
Long-term debt	—		28,977		—		28,977		30,458
Total	$	—	$	339,933	$	—	$	339,933	$	346,109

(a)    Does not include the leasing portfolio.

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Fair value option (Tables)

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

Assets and Liabilities of Consolidated Investment Management Funds, at Fair Value

The following table presents the assets and liabilities of consolidated investment management funds, at fair value.

Assets and liabilities of consolidated investment management funds, at fair value
	Dec. 31,
(in millions)	2023		2022
Assets of consolidated investment management funds:
Trading assets	$	510	$	203
Other assets	16		6
Total assets of consolidated investment management funds	$	526	$	209
Liabilities of consolidated investment management funds:
Other liabilities	$	1	$	1
Total liabilities of consolidated investment management funds	$	1	$	1

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Commitments and contingent liabilities (Tables)

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Summary of Off-Balance Sheet Credit Risks, Net of Participations

The following table presents a summary of our off-balance sheet credit risks.

Off-balance sheet credit risks	Dec. 31, 2023		Dec. 31, 2022
(in millions)
Lending commitments	$	46,518	$	49,750
Standby letters of credit (“SBLC”) (a)	1,816		1,918
Commercial letters of credit	41		19
Securities lending indemnifications (b)(c)	492,739		491,043

(a)Net of participations totaling $163 million at Dec. 31, 2023 and $175 million at Dec. 31, 2022.

(b)Excludes the indemnification for securities for which BNY Mellon acts as an agent on behalf of CIBC Mellon clients, which totaled $59 billion at Dec. 31, 2023 and $64 billion at Dec. 31, 2022.

(c)Includes cash collateral, invested in indemnified repurchase agreements, held by us as securities lending agent of $45 billion at Dec. 31, 2023 and $43 billion at Dec. 31, 2022.

Standby Letters of Credits by Investment Grade

The table below shows SBLCs by investment grade:

Standby letters of credit	Dec. 31, 2023		Dec. 31, 2022
Investment grade	74	%	75	%
Non-investment grade	26	%	25	%

Summary of Credit Exposure in the Financial Institutions and Commercial Portfolios

The tables below

present our credit exposure in the financial institutions and commercial portfolios.

Financial institutions portfolio exposure (in billions)	Dec. 31, 2023
	Loans		Unfunded commitments		Total exposure
Securities industry	$	2.3	$	14.8	$	17.1
Asset managers	1.4		8.0		9.4
Banks	6.4		1.4		7.8
Insurance	0.1		3.9		4.0
Government	—		0.2		0.2
Other	0.3		0.9		1.2
Total	$	10.5	$	29.2	$	39.7

Commercial portfolio exposure (in billions)	Dec. 31, 2023
	Loans		Unfunded commitments		Total exposure
Services and other	$	1.2	$	3.4	$	4.6
Manufacturing	0.5		3.6		4.1
Energy and utilities	0.4		3.7		4.1
Media and telecom	—		0.7		0.7
Total	$	2.1	$	11.4	$	13.5

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Derivative instruments (Tables)

12 Months Ended

Dec. 31, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Gains (Losses) Related to Hedging

The following table presents the pre-tax gains (losses) related to our fair value and cash flow hedging activities recognized in the consolidated income statement.

Income statement impact of fair value and cash flow hedges
(in millions)	Location of gains (losses)	2023		2022		2021
Interest rate fair value hedges of available-for-sale securities
Derivative	Interest revenue	$	(631)	$	3,530	$	786
Hedged item	Interest revenue	629		(3,517)		(785)
Interest rate fair value hedges of long-term debt
Derivative	Interest expense	366		(1,441)		(646)
Hedged item	Interest expense	(365)		1,438		645
Foreign exchange fair value hedges of available-for-sale securities
Derivative (a)	Foreign exchange revenue	—		(2)		11
Hedged item	Foreign exchange revenue	—		4		(10)
Cash flow hedges of forecasted FX exposures
(Loss) gain reclassified from OCI into income	Staff expense	—		(9)		12
(Loss) gain reclassified from OCI into income	Investment and other revenue	(2)		1		—
(Loss) gain recognized in the consolidated income statement due to fair value and cash flow hedging relationships		$	(3)	$	4	$	13

(a)    There was no amortization associated with the excluded component in 2023. Includes gains of $1 million in 2022 and 2021 associated with the amortization of the excluded component.

Impacts of Hedging Derivatives in Net Investment Hedging Relationships

The following table presents the impact of hedging derivatives used in net investment hedging relationships.

Impact of derivative instruments used in net investment hedging relationships
(in millions)
Derivatives in net investment hedging relationships	Gain or (loss) recognized in accumulated OCI on derivatives Year ended Dec. 31,						Location of gain or (loss) reclassified from accumulated OCI into income	Gain or (loss) reclassified from accumulated OCI into income Year ended Dec. 31,
	2023		2022		2021			2023		2022		2021
FX contracts	$	(285)	$	631	$	261	Net interest revenue	$	—	$	—	$	—

Summary of Hedged Items in Fair Value Hedging Relationships

The following table presents information on the hedged items in fair value hedging relationships.

Hedged items in fair value hedging relationships	Carrying amount of hedged asset or liability				Hedge accounting basis adjustment increase (decrease) (a)
	Dec. 31,				Dec. 31,
(in millions)	2023		2022		2023		2022
Available-for-sale securities (b)(c)	$	29,941	$	31,370	$	(1,767)	$	(2,678)
Long-term debt	$	21,854	$	23,510	$	(846)	$	(1,232)

(a)    Includes a $434 million decrease and less than $1 million increase of basis adjustment on discontinued hedges associated with available-for-sale securities at Dec. 31, 2023 and Dec. 31, 2022, respectively, and $26 million and $48 million of basis adjustment decreases on discontinued hedges associated with long-term debt at Dec. 31, 2023 and Dec. 31, 2022, respectively.

(b)    Carrying amount represents the amortized cost.

(c)    At Dec. 31, 2023, the amortized cost of the available-for-sale securities included in closed portfolios subject to portfolio layer method hedging was $2.0 billion, of which $1.0 billion was designated as hedged. The cumulative basis adjustments for active hedging relationships associated with such hedges as of Dec. 31, 2023 was an increase of $24 million.

Impact of Derivative Instruments on the Balance Sheet

The following table summarizes the notional amount and carrying values of our total derivatives portfolio.

Impact of derivative instruments on the balance sheet	Notional value				Asset derivatives fair value				Liability derivatives fair value
	Dec. 31, 2023		Dec. 31, 2022		Dec. 31, 2023		Dec. 31, 2022		Dec. 31, 2023		Dec. 31, 2022
(in millions)
Derivatives designated as hedging instruments: (a)(b)
Interest rate contracts	$	52,808	$	56,142	$	214	$	205	$	—	$	—
Foreign exchange contracts	11,099		10,096		22		114		173		220
Total derivatives designated as hedging instruments					$	236	$	319	$	173	$	220
Derivatives not designated as hedging instruments: (b)(c)
Interest rate contracts	$	155,535	$	190,917	$	1,060	$	1,297	$	1,347	$	1,584
Foreign exchange contracts	944,241		880,948		9,227		9,433		9,282		9,456
Equity contracts	3,886		2,993		8		102		138		13
Credit contracts	220		200		—		—		6		4
Total derivatives not designated as hedging instruments					$	10,295	$	10,832	$	10,773	$	11,057
Total derivatives fair value (d)					$	10,531	$	11,151	$	10,946	$	11,277
Effect of master netting agreements (e)					(8,256)		(8,206)		(7,090)		(8,243)
Fair value after effect of master netting agreements					$	2,275	$	2,945	$	3,856	$	3,034

(a)    The fair value of asset derivatives and liability derivatives designated as hedging instruments is recorded as other assets and other liabilities, respectively, on the consolidated balance sheet.

(b)    For derivative transactions settled at clearing organizations, cash collateral exchanged is deemed a settlement of the derivative each day. The settlement reduces the gross fair value of derivative assets and liabilities and results in a corresponding decrease in the effect of master netting agreements, with no impact to the consolidated balance sheet.

(c)    The fair value of asset derivatives and liability derivatives not designated as hedging instruments is recorded as trading assets and trading liabilities, respectively, on the consolidated balance sheet.

(d)    Fair values are on a gross basis, before consideration of master netting agreements, as required by ASC 815, Derivatives and Hedging.

(e)    Effect of master netting agreements includes cash collateral received and paid of $2,353 million and $1,187 million, respectively, at Dec. 31, 2023, and $1,786 million and $1,823 million, respectively, at Dec. 31, 2022.

Revenue from Foreign Exchange and Other Trading

The following table presents our foreign exchange revenue and other trading revenue.

Foreign exchange revenue and other trading revenue	Year ended Dec. 31,
(in millions)	2023		2022		2021
Foreign exchange revenue	$	631	$	822	$	799
Other trading revenue	231		149		6

Fair Value of Derivative Contracts Falling under Early Termination Provisions that were in Net Liability Position

The following table shows the aggregate fair value of OTC derivative contracts in net liability positions that contained credit risk-contingent features and the value of collateral that has been posted.

	Dec. 31, 2023		Dec. 31, 2022
(in millions)
Aggregate fair value of OTC derivatives in net liability positions (a)	$	1,003	$	3,069
Collateral posted	$	1,001	$	3,484

(a)    Before consideration of cash collateral.

The following table shows the fair value of contracts falling under early termination provisions that were in net liability positions for three key ratings triggers.

Potential close-out exposures (fair value) (a)
	Dec. 31, 2023		Dec. 31, 2022
(in millions)
If The Bank of New York Mellon’s rating changed to: (b)
A3/A-	$	115	$	20
Baa2/BBB	$	792	$	545
Ba1/BB+	$	1,920	$	1,803

(a)    The amounts represent potential total close-out values if The Bank of New York Mellon’s long-term issuer rating were to immediately drop to the indicated levels, and do not reflect collateral posted.

(b)    Represents ratings by Moody’s/S&P.

Offsetting Assets

The following tables present derivative and financial instruments and their related offsets. There were no derivative instruments or financial instruments subject to a legally enforceable netting agreement for which we are not currently netting.

Offsetting of derivative assets and financial assets at Dec. 31, 2023
	Gross assets recognized		Gross amounts offset in the balance sheet			Net assets recognized in the balance sheet		Gross amounts not offset in the balance sheet
(in millions)					(a)			Financial instruments		Cash collateral received		Net amount
Derivatives subject to netting arrangements:
Interest rate contracts	$	979	$	751		$	228	$	60	$	—	$	168
Foreign exchange contracts	8,552		7,498			1,054		320		—		734
Equity and other contracts	7		7			—		—		—		—
Total derivatives subject to netting arrangements	9,538		8,256			1,282		380		—		902
Total derivatives not subject to netting arrangements	993		—			993		—		—		993
Total derivatives	10,531		8,256			2,275		380		—		1,895
Reverse repurchase agreements	169,092		150,667		(b)	18,425		18,422		—		3
Securities borrowing	10,475		—			10,475		10,011		—		464
Total	$	190,098	$	158,923		$	31,175	$	28,813	$	—	$	2,362

(a)    Includes the effect of netting agreements and net cash collateral received. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.

(b)    Offsetting of reverse repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

Offsetting of derivative assets and financial assets at Dec. 31, 2022
	Gross assets recognized		Gross amounts offset in the balance sheet			Net assets recognized in the balance sheet		Gross amounts not offset in the balance sheet
(in millions)					(a)			Financial instruments		Cash collateral received		Net amount
Derivatives subject to netting arrangements:
Interest rate contracts	$	1,208	$	986		$	222	$	33	$	—	$	189
Foreign exchange contracts	8,920		7,215			1,705		314		—		1,391
Equity and other contracts	95		5			90		—		—		90
Total derivatives subject to netting arrangements	10,223		8,206			2,017		347		—		1,670
Total derivatives not subject to netting arrangements	928		—			928		—		—		928
Total derivatives	11,151		8,206			2,945		347		—		2,598
Reverse repurchase agreements	75,614		60,322		(b)	15,292		15,182		—		110
Securities borrowing	9,006		—			9,006		8,531		—		475
Total	$	95,771	$	68,528		$	27,243	$	24,060	$	—	$	3,183

(a)    Includes the effect of netting agreements and net cash collateral received. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.

(b)    Offsetting of reverse repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

Offsetting Liabilities

Offsetting of derivative liabilities and financial liabilities at Dec. 31, 2023						Net liabilities recognized in the balance sheet
	Gross liabilities recognized		Gross amounts offset in the balance sheet					Gross amounts not offset in the balance sheet
(in millions)					(a)			Financial instruments		Cash collateral pledged		Net amount
Derivatives subject to netting arrangements:
Interest rate contracts	$	1,118	$	635		$	483	$	78	$	—	$	405
Foreign exchange contracts	8,454		6,341			2,113		93		—		2,020
Equity and other contracts	128		114			14		—		—		14
Total derivatives subject to netting arrangements	9,700		7,090			2,610		171		—		2,439
Total derivatives not subject to netting arrangements	1,246		—			1,246		—		—		1,246
Total derivatives	10,946		7,090			3,856		171		—		3,685
Repurchase agreements	162,661		150,667		(b)	11,994		11,966		28		—
Securities lending	2,513		—			2,513		2,404		—		109
Total	$	176,120	$	157,757		$	18,363	$	14,541	$	28	$	3,794

(a)    Includes the effect of netting agreements and net cash collateral paid. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.

(b)    Offsetting of repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

Offsetting of derivative liabilities and financial liabilities at Dec. 31, 2022						Net liabilities recognized in the balance sheet
	Gross liabilities recognized		Gross amounts offset in the balance sheet					Gross amounts not offset in the balance sheet
(in millions)					(a)			Financial instruments		Cash collateral pledged		Net amount
Derivatives subject to netting arrangements:
Interest rate contracts	$	1,306	$	798		$	508	$	67	$	—	$	441
Foreign exchange contracts	9,261		7,444			1,817		51		—		1,766
Equity and other contracts	15		1			14		—		—		14
Total derivatives subject to netting arrangements	10,582		8,243			2,339		118		—		2,221
Total derivatives not subject to netting arrangements	695		—			695		—		—		695
Total derivatives	11,277		8,243			3,034		118		—		2,916
Repurchase agreements	70,830		60,322		(b)	10,508		10,476		31		1
Securities lending	1,827		—			1,827		1,754		—		73
Total	$	83,934	$	68,565		$	15,369	$	12,348	$	31	$	2,990

(a)    Includes the effect of netting agreements and net cash collateral paid. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.

(b)    Offsetting of repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

Transfer of Certain Financial Assets Accounted for as Secured Borrowings

The following table presents the contract value of repurchase agreements and securities lending transactions accounted for as secured borrowings by the type of collateral provided to counterparties.

Repurchase agreements and securities lending transactions accounted for as secured borrowings
	Dec. 31, 2023										Dec. 31, 2022
	Remaining contractual maturity								Total		Remaining contractual maturity								Total
(in millions)	Overnight and continuous		Up to 30 days		30-90 days		Over 90 days				Overnight and continuous		Up to 30 days		30-90 days		Over 90 days
Repurchase agreements:
U.S. Treasury	$	128,304	$	15	$	1,409	$	510	$	130,238	$	62,401	$	7	$	827	$	553	$	63,788
Agency RMBS	25,815		—		896		120		26,831		1,460		493		—		—		1,953
Corporate bonds	103		72		1,315		590		2,080		99		88		782		306		1,275
Sovereign debt/sovereign guaranteed	1,049		—		—		—		1,049		1,008		—		—		—		1,008
State and political subdivisions	37		38		449		257		781		38		49		443		159		689
Other debt securities	4		180		73		24		281		13		102		92		7		214
U.S. government agencies	44		—		61		32		137		161		—		—		—		161
Equity securities	—		10		1,172		82		1,264		—		61		1,681		—		1,742
Total	$	155,356	$	315	$	5,375	$	1,615	$	162,661	$	65,180	$	800	$	3,825	$	1,025	$	70,830
Securities lending:
Agency RMBS	$	111	$	—	$	—	$	—	$	111	$	110	$	—	$	—	$	—	$	110
Other debt securities	25		—		—		—		25		66		—		—		—		66
Equity securities	2,377		—		—		—		2,377		1,651		—		—		—		1,651
Total	$	2,513	$	—	$	—	$	—	$	2,513	$	1,827	$	—	$	—	$	—	$	1,827
Total secured borrowings	$	157,869	$	315	$	5,375	$	1,615	$	165,174	$	67,007	$	800	$	3,825	$	1,025	$	72,657

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Business segments (Tables)

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Contribution of Segments to Overall Profitability

The following consolidating schedules present the contribution of our segments to our overall profitability.

For the year ended Dec. 31, 2023	Securities Services			Market and Wealth Services			Investment and Wealth Management				Other		Consolidated
(dollars in millions)
Total fee and other revenue	$	6,055		$	4,144		$	2,977		(a)	$	(21)	$	13,155		(a)
Net interest revenue (expense)	2,569			1,712			166				(102)		4,345
Total revenue (loss)	8,624			5,856			3,143			(a)	(123)		17,500			(a)
Provision for credit losses	99			41			(4)				(17)		119
Noninterest expense	6,376			3,197			2,766				956		13,295
Income (loss) before income taxes	$	2,149		$	2,618		$	381		(a)	$	(1,062)	$	4,086		(a)
Pre-tax operating margin (b)	25		%	45		%	12		%		N/M		23		%
Average assets	$	197,434		$	131,518		$	26,594			$	51,404	$	406,950

(a)    Total fee and other revenue, total revenue and income before taxes are net of income attributable to noncontrolling interests related to consolidated investment management funds of $2 million.

(b)    Income before income taxes divided by total revenue.

N/M – Not meaningful.

For the year ended Dec. 31, 2022	Securities Services			Market and Wealth Services			Investment and Wealth Management				Other		Consolidated
(dollars in millions)
Total fee and other revenue	$	6,004		$	3,872		$	3,322		(a)	$	(312)	$	12,886		(a)
Net interest revenue (expense)	2,028			1,410			228				(162)		3,504
Total revenue (loss)	8,032			5,282			3,550			(a)	(474)		16,390			(a)
Provision for credit losses	8			7			1				23		39
Noninterest expense	6,299			2,932			3,501				278		13,010
Income (loss) before income taxes	$	1,725		$	2,343		$	48		(a)	$	(775)	$	3,341		(a)
Pre-tax operating margin (b)	21		%	44		%	1		%		N/M		20		%
Average assets	$	212,575		$	138,386		$	31,920			$	44,020	$	426,901

(a)    Total fee and other revenue, total revenue and income before taxes are net of (loss) attributable to noncontrolling interests related to consolidated investment management funds of $(13) million.

(b)    Income before income taxes divided by total revenue.

N/M – Not meaningful.

For the year ended Dec. 31, 2021	Securities Services			Market and Wealth Services			Investment and Wealth Management				Other		Consolidated
(dollars in millions)
Total fee and other revenue	$	5,818		$	3,583		$	3,849		(a)	$	51	$	13,301		(a)
Net interest revenue (expense)	1,426			1,158			193				(159)		2,618
Total revenue (loss)	7,244			4,741			4,042			(a)	(108)		15,919			(a)
Provision for credit losses	(134)			(67)			(13)				(17)		(231)
Noninterest expense	5,852			2,676			2,825				161		11,514
Income (loss) before income taxes	$	1,526		$	2,132		$	1,230		(a)	$	(252)	$	4,636		(a)
Pre-tax operating margin (b)	21		%	45		%	30		%		N/M		29		%
Average assets	$	228,915		$	145,123		$	30,980			$	47,214	$	452,232

(a)    Total fee and other revenue, total revenue and income before taxes are net of income attributable to noncontrolling interests related to consolidated investment management funds of $12 million.

(b)    Income before taxes divided by total revenue.

N/M – Not meaningful.

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International operations (Tables)

12 Months Ended

Dec. 31, 2023

Segments, Geographical Areas [Abstract]

Foreign Revenue, Income before Income Taxes, Net Income and Assets from Foreign Operations

Total assets, total revenue, income before income taxes and net income of our international operations are shown in the table below.

International operations		International							Total International		Total Domestic
(in millions)		Europe, the Middle East and Africa			Asia-Pacific region		Other						Total
2023
	Total assets at period end (a)	$	76,297	(b)	$	9,617	$	1,687	$	87,601	$	322,352	$	409,953
	Total revenue	4,112		(b)	1,281		893		6,286		11,216		17,502
	Income before income taxes	1,367			707		569		2,643		1,445		4,088
	Net income	1,057			547		440		2,044		1,244		3,288
2022
	Total assets at period end (a)	$	78,074	(b)	$	11,623	$	1,622	$	91,319	$	314,464	$	405,783
	Total revenue	3,954		(b)	1,127		805		5,886		10,491		16,377
	Income before income taxes	1,164			572		481		2,217		1,111		3,328
	Net income	880			432		364		1,676		884		2,560
2021
	Total assets at period end (a)	$	94,507	(b)	$	20,280	$	2,519	$	117,306	$	327,132	$	444,438
	Total revenue	4,119		(b)	1,144		744		6,007		9,924		15,931
	Income before income taxes	1,293			572		447		2,312		2,336		4,648
	Net income	1,005			445		348		1,798		1,973		3,771

(a)Total assets include long-lived assets, which are not considered by management to be significant in relation to total assets. Long-lived assets are primarily located in the U.S.

(b)Includes assets of approximately $29.1 billion, $31.7 billion and $37.9 billion and revenue of approximately $2.4 billion, $2.2 billion and $2.4 billion in 2023, 2022 and 2021, respectively, of international operations domiciled in the UK, which is 7%, 8% and 9% of total assets and 14%, 14% and 15% of total revenue, respectively.

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Supplemental information to the Consolidated Statement of Cash Flows (Tables)

12 Months Ended

Dec. 31, 2023

Supplemental Cash Flow Information [Abstract]

Noncash Investing and Financing Transactions that are Not Reflected in Consolidated Statement of Cash Flows

Non-cash investing and financing transactions that, appropriately, are not reflected in the consolidated statement of cash flows are listed below.

Non-cash investing and financing transactions	Year ended Dec. 31,
(in millions)	2023		2022		2021
Transfers from loans to other assets for other real estate owned	$	2	$	1	$	1
Change in assets of consolidated investment management funds	317		253		25
Change in liabilities of consolidated investment management funds	—		2		—
Change in nonredeemable noncontrolling interests of consolidated investment management funds	43		189		53
Securities purchased not settled	174		22		—
Securities matured not settled	1,840		385		—
Available-for-sale securities transferred to held-to-maturity	—		6,067		13,800
Premises and equipment/capitalized software funded by finance lease obligations	—		—		27
Premises and equipment/operating lease obligations	251		307		97
Contingent consideration and residual interests from divestiture	—		222		—
Excise tax on share repurchases	28		—		—

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Summary of significant accounting and reporting policies - Narrative (Details) $ in Millions	12 Months Ended
	Dec. 31, 2023 USD ($) business
Accounts, Notes, Loans and Financing Receivable [Line Items]
Number of principal businesses | business	3
Minimum amount of majority of loans primarily to institutional customers | $	$ 1
Maximum percentage of excess actuarial gain or loss before excess is recognized	10.00%
Period of time to amortize unrecognized gains or losses for pension plans with inactive participants	15 years
Period of time that difference of expected return on plan assets vs. actual performance of plan assets included as adjustment in market related value	5 years
Minimum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Premises and equipment, useful life	2 years
Maximum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Premises and equipment, useful life	40 years
Commercial Loan
Accounts, Notes, Loans and Financing Receivable [Line Items]
Threshold period past due for nonaccrual status	90 days
First Lien Residential Mortgage
Accounts, Notes, Loans and Financing Receivable [Line Items]
Threshold period past due subject to impairment test	90 days
Second Lien Residential Mortgage
Accounts, Notes, Loans and Financing Receivable [Line Items]
Threshold period past due subject to impairment test	90 days

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Summary of significant accounting and reporting policies - Equity Method Investments (Details) $ in Millions	Dec. 31, 2023 USD ($)
CIBC Mellon
Schedule of Equity Method Investments [Line Items]
Percentage ownership	50.00%
Book value	$ 607
Siguler Guff
Schedule of Equity Method Investments [Line Items]
Percentage ownership	20.00%
Book value	$ 234

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Acquisitions and dispositions - Narrative (Details) - USD ($)			12 Months Ended
	Nov. 01, 2022	Aug. 01, 2022	Dec. 31, 2023	Dec. 31, 2022	Oct. 31, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Contingent payments			$ 15,000,000
Contingent receipts			0
Goodwill, written off related to sale of business unit				$ 447,000,000
Goodwill			16,261,000,000	$ 16,150,000,000		$ 17,512,000,000
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income [Extensible Enumeration]				Investment and other income
Dispositions 2023
Business Acquisition [Line Items]
Contingent consideration receivable			30,000,000
Contingent consideration receivable, lower range			20,000,000
Contingent consideration receivable, upper range range			$ 45,000,000
Consideration consideration to be received, transaction period			4 years
Decrease in contingent consideration receivable			$ 140,000,000
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Alcentra
Business Acquisition [Line Items]
Cash consideration received	$ 350,000,000
Gain (loss) on disposal	(11,000,000)
After tax loss on disposal	40,000,000
Assets under management					$ 32,000,000,000
Goodwill, written off related to sale of business unit	$ 434,000,000
Disposal Group, Disposed of by Sale, Not Discontinued Operations | HedgeMark Advisors
Business Acquisition [Line Items]
Gain (loss) on disposal		$ 37,000,000
Goodwill, written off related to sale of business unit		$ 13,000,000
Acquisitions In 2023
Business Acquisition [Line Items]
Contingent consideration payable			20,000,000
Potential obligation to pay additional consideration, lower range			20,000,000
Potential obligation to pay additional consideration, upper range			$ 25,000,000
Period for contingent consideration transaction period			1 year
Increase in contingent consideration liability			$ 7,000,000
Acquisition in 2021
Business Acquisition [Line Items]
Goodwill			99,000,000
Intangible assets acquired			$ 70,000,000

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Securities - Amortized Cost, Gross Unrealized Gains and Losses and Fair Value (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Available-for-sale:
Amortized cost	$ 80,678	$ 92,484
Gross unrealized, Gain	425	404
Gross unrealized, Loss	4,286	6,266
Available-for-sale	76,817	86,622
Held-to-maturity:
Amortized cost	49,578	56,194
Gross unrealized, Gains	6	3
Gross unrealized, Losses	4,873	6,205
Securities held-to-maturity	44,711	49,992
Amortized cost, Total	130,256	148,678
Gross unrealized, Gain, Total	431	407
Gross unrealized, Losses, Total	9,159	12,471
Fair value, Total	121,528	136,614
Debt securities, available-for-sale, allowance for credit loss	1	1
AOCI, transfers from AFS to HTM Securities, gross unrealized gains	250	347
AOCI, transfers from AFS to HTM Securities, gross unrealized losses	146	179
Non-U.S. government
Available-for-sale:
Amortized cost	18,998	21,398
Gross unrealized, Gain	68	10
Gross unrealized, Loss	684	1,069
Available-for-sale	18,382	20,339
Held-to-maturity:
Amortized cost	2,137	1,897
Gross unrealized, Gains	3	0
Gross unrealized, Losses	67	107
Securities held-to-maturity	2,073	1,790
U.S. Treasury
Available-for-sale:
Amortized cost	18,193	32,103
Gross unrealized, Gain	63	93
Gross unrealized, Loss	1,652	2,663
Available-for-sale	16,604	29,533
Held-to-maturity:
Amortized cost	9,123	10,863
Gross unrealized, Gains	0	0
Gross unrealized, Losses	612	895
Securities held-to-maturity	8,511	9,968
Agency residential mortgage-backed securities (“RMBS”)
Available-for-sale:
Amortized cost	13,457	9,388
Gross unrealized, Gain	119	113
Gross unrealized, Loss	465	544
Available-for-sale	13,111	8,957
Held-to-maturity:
Amortized cost	29,740	34,188
Gross unrealized, Gains	1	1
Gross unrealized, Losses	3,493	4,229
Securities held-to-maturity	26,248	29,960
Agency commercial mortgage-backed securities (“MBS”)
Available-for-sale:
Amortized cost	8,191	8,656
Gross unrealized, Gain	69	89
Gross unrealized, Loss	531	685
Available-for-sale	7,729	8,060
Held-to-maturity:
Amortized cost	3,411	4,014
Gross unrealized, Gains	1	0
Gross unrealized, Losses	296	411
Securities held-to-maturity	3,116	3,603
Foreign covered bonds
Available-for-sale:
Amortized cost	6,489	6,041
Gross unrealized, Gain	25	3
Gross unrealized, Loss	180	286
Available-for-sale	6,334	5,758
Collateralized loan obligations (“CLOs”)
Available-for-sale:
Amortized cost	6,142	5,446
Gross unrealized, Gain	5	1
Gross unrealized, Loss	10	104
Available-for-sale	6,137	5,343
Held-to-maturity:
Amortized cost	983	983
Gross unrealized, Gains	0	0
Gross unrealized, Losses	1	26
Securities held-to-maturity	982	957
Non-agency commercial MBS
Available-for-sale:
Amortized cost	3,245	3,334
Gross unrealized, Gain	1	0
Gross unrealized, Loss	311	357
Available-for-sale	2,935	2,977
U.S. government agencies
Available-for-sale:
Amortized cost	3,053	2,465
Gross unrealized, Gain	42	52
Gross unrealized, Loss	194	223
Available-for-sale	2,901	2,294
Held-to-maturity:
Amortized cost	4,146	4,206
Gross unrealized, Gains	0	0
Gross unrealized, Losses	401	534
Securities held-to-maturity	3,745	3,672
Non-agency RMBS
Available-for-sale:
Amortized cost	1,883	2,197
Gross unrealized, Gain	32	43
Gross unrealized, Loss	175	211
Available-for-sale	1,740	2,029
Held-to-maturity:
Amortized cost	26	30
Gross unrealized, Gains	1	2
Gross unrealized, Losses	1	1
Securities held-to-maturity	26	31
Other ABS
Available-for-sale:
Amortized cost	1,026	1,443
Gross unrealized, Gain	1	0
Gross unrealized, Loss	84	124
Available-for-sale	943	1,319
Other debt securities
Available-for-sale:
Amortized cost	1	13
Gross unrealized, Gain	0	0
Gross unrealized, Loss	0	0
Available-for-sale	1	13
Held-to-maturity:
Amortized cost	12	13
Gross unrealized, Gains	0	0
Gross unrealized, Losses	2	2
Securities held-to-maturity	$ 10	$ 11

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Securities - Net Securities Gains (Losses) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Securities [Abstract]
Realized gross gains	$ 20	$ 92	$ 28
Realized gross losses	(88)	(535)	(23)
Total net securities (losses) gains	$ (68)	$ (443)	$ 5

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Securities - Pre-Tax Net Securities Gains (Losses) by Type (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Schedule of Investment Income, Reported Amounts, by Category [Line Items]
Total net securities (losses) gains	$ (68)	$ (443)	$ 5
U.S. Treasury
Schedule of Investment Income, Reported Amounts, by Category [Line Items]
Total net securities (losses) gains	(76)	12	(3)
Non-agency RMBS
Schedule of Investment Income, Reported Amounts, by Category [Line Items]
Total net securities (losses) gains	2	49	2
Non-U.S. government
Schedule of Investment Income, Reported Amounts, by Category [Line Items]
Total net securities (losses) gains	2	3	3
Other
Schedule of Investment Income, Reported Amounts, by Category [Line Items]
Total net securities (losses) gains	$ 4	(507)	$ 3
State and political subdivisions
Schedule of Investment Income, Reported Amounts, by Category [Line Items]
Total net securities (losses) gains		(337)
Corporate bonds
Schedule of Investment Income, Reported Amounts, by Category [Line Items]
Total net securities (losses) gains		$ (177)

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Securities - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Debt Securities, Available-for-sale [Line Items]
Available-for-sale securities transferred to held-to-maturity	$ 0	$ 6,067	$ 13,800
Available-for-sale securities, allowance for credit loss	1	1
AOCI, transfers from AFS to HTM Securities, gross unrealized losses	$ 146	179
U.S. Treasury Securities And Agency Commercial MBS
Debt Securities, Available-for-sale [Line Items]
AOCI, transfers from AFS to HTM Securities, gross unrealized losses, amortized cost		6,200
Available-for-sale securities transferred to held-to-maturity		$ 6,100

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Securities - Fair Value of Investments with Continuous Unrealized Loss Position (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Debt Securities, Available-for-sale, Unrealized Loss Position, Accumulated Loss [Abstract]
Less than 12 months, Fair value	$ 8,373,000,000	$ 49,031,000,000
Less than 12 months, Unrealized losses	112,000,000	2,523,000,000
12 months or more, Fair value	53,761,000,000	30,831,000,000
12 months or more, Unrealized losses	4,174,000,000	3,741,000,000
Total, Fair value	62,134,000,000	79,862,000,000
Total, Unrealized losses	4,286,000,000	6,264,000,000
AOCI, transfers from AFS to HTM Securities, gross unrealized losses, less than 12 months	0	120,000,000
AOCI, transfers from AFS to HTM Securities, gross unrealized losses, greater than 12 months	146,000,000	59,000,000
U.S. Treasury
Debt Securities, Available-for-sale, Unrealized Loss Position, Accumulated Loss [Abstract]
Less than 12 months, Fair value	694,000,000	14,058,000,000
Less than 12 months, Unrealized losses	48,000,000	824,000,000
12 months or more, Fair value	14,862,000,000	15,236,000,000
12 months or more, Unrealized losses	1,604,000,000	1,839,000,000
Total, Fair value	15,556,000,000	29,294,000,000
Total, Unrealized losses	1,652,000,000	2,663,000,000
Non-U.S. government
Debt Securities, Available-for-sale, Unrealized Loss Position, Accumulated Loss [Abstract]
Less than 12 months, Fair value	2,756,000,000	8,775,000,000
Less than 12 months, Unrealized losses	24,000,000	336,000,000
12 months or more, Fair value	11,767,000,000	7,372,000,000
12 months or more, Unrealized losses	660,000,000	733,000,000
Total, Fair value	14,523,000,000	16,147,000,000
Total, Unrealized losses	684,000,000	1,069,000,000
Agency residential mortgage-backed securities (“RMBS”)
Debt Securities, Available-for-sale, Unrealized Loss Position, Accumulated Loss [Abstract]
Less than 12 months, Fair value	2,753,000,000	7,929,000,000
Less than 12 months, Unrealized losses	27,000,000	376,000,000
12 months or more, Fair value	6,793,000,000	789,000,000
12 months or more, Unrealized losses	438,000,000	168,000,000
Total, Fair value	9,546,000,000	8,718,000,000
Total, Unrealized losses	465,000,000	544,000,000
Agency commercial mortgage-backed securities (“MBS”)
Debt Securities, Available-for-sale, Unrealized Loss Position, Accumulated Loss [Abstract]
Less than 12 months, Fair value	328,000,000	6,088,000,000
Less than 12 months, Unrealized losses	5,000,000	389,000,000
12 months or more, Fair value	7,060,000,000	1,878,000,000
12 months or more, Unrealized losses	526,000,000	296,000,000
Total, Fair value	7,388,000,000	7,966,000,000
Total, Unrealized losses	531,000,000	685,000,000
Collateralized loan obligations (“CLOs”)
Debt Securities, Available-for-sale, Unrealized Loss Position, Accumulated Loss [Abstract]
Less than 12 months, Fair value	784,000,000	4,806,000,000
Less than 12 months, Unrealized losses	0	94,000,000
12 months or more, Fair value	3,158,000,000	403,000,000
12 months or more, Unrealized losses	10,000,000	10,000,000
Total, Fair value	3,942,000,000	5,209,000,000
Total, Unrealized losses	10,000,000	104,000,000
Foreign covered bonds
Debt Securities, Available-for-sale, Unrealized Loss Position, Accumulated Loss [Abstract]
Less than 12 months, Fair value	268,000,000	2,830,000,000
Less than 12 months, Unrealized losses	1,000,000	83,000,000
12 months or more, Fair value	3,603,000,000	1,977,000,000
12 months or more, Unrealized losses	179,000,000	203,000,000
Total, Fair value	3,871,000,000	4,807,000,000
Total, Unrealized losses	180,000,000	286,000,000
Non-agency commercial MBS
Debt Securities, Available-for-sale, Unrealized Loss Position, Accumulated Loss [Abstract]
Less than 12 months, Fair value	187,000,000	1,914,000,000
Less than 12 months, Unrealized losses	2,000,000	201,000,000
12 months or more, Fair value	2,607,000,000	932,000,000
12 months or more, Unrealized losses	309,000,000	156,000,000
Total, Fair value	2,794,000,000	2,846,000,000
Total, Unrealized losses	311,000,000	357,000,000
U.S. government agencies
Debt Securities, Available-for-sale, Unrealized Loss Position, Accumulated Loss [Abstract]
Less than 12 months, Fair value	573,000,000	1,710,000,000
Less than 12 months, Unrealized losses	4,000,000	186,000,000
12 months or more, Fair value	1,779,000,000	208,000,000
12 months or more, Unrealized losses	190,000,000	37,000,000
Total, Fair value	2,352,000,000	1,918,000,000
Total, Unrealized losses	194,000,000	223,000,000
Non-agency RMBS
Debt Securities, Available-for-sale, Unrealized Loss Position, Accumulated Loss [Abstract]
Less than 12 months, Fair value	30,000,000	588,000,000
Less than 12 months, Unrealized losses	1,000,000	16,000,000
12 months or more, Fair value	1,300,000,000	1,148,000,000
12 months or more, Unrealized losses	174,000,000	193,000,000
Total, Fair value	1,330,000,000	1,736,000,000
Total, Unrealized losses	175,000,000	209,000,000
Other ABS
Debt Securities, Available-for-sale, Unrealized Loss Position, Accumulated Loss [Abstract]
Less than 12 months, Fair value	0	333,000,000
Less than 12 months, Unrealized losses	0	18,000,000
12 months or more, Fair value	832,000,000	876,000,000
12 months or more, Unrealized losses	84,000,000	106,000,000
Total, Fair value	832,000,000	1,209,000,000
Total, Unrealized losses	$ 84,000,000	124,000,000
Other debt securities
Debt Securities, Available-for-sale, Unrealized Loss Position, Accumulated Loss [Abstract]
Less than 12 months, Fair value		0
Less than 12 months, Unrealized losses		0
12 months or more, Fair value		12,000,000
12 months or more, Unrealized losses		0
Total, Fair value		12,000,000
Total, Unrealized losses		$ 0

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Securities - Debt Securities, Held-to-maturity, Credit Quality Indicator (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Amortized cost	$ 49,578	$ 56,194
Unrealized gain (loss)	$ (4,867)	$ (6,202)
Ratings	0.00%	0.00%
Agency residential mortgage-backed securities (“RMBS”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Amortized cost	$ 29,740	$ 34,188
Unrealized gain (loss)	$ (3,492)	$ (4,228)
Ratings	0.00%	0.00%
U.S. Treasury
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Amortized cost	$ 9,123	$ 10,863
Unrealized gain (loss)	$ (612)	$ (895)
Ratings	0.00%	0.00%
U.S. government agencies
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Amortized cost	$ 4,146	$ 4,206
Unrealized gain (loss)	$ (401)	$ (534)
Ratings	0.00%	0.00%
Agency commercial mortgage-backed securities (“MBS”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Amortized cost	$ 3,411	$ 4,014
Unrealized gain (loss)	$ (295)	$ (411)
Ratings	0.00%	0.00%
Non-U.S. government
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Amortized cost	$ 2,137	$ 1,897
Unrealized gain (loss)	$ (64)	$ (107)
Ratings	0.00%	0.00%
Collateralized loan obligations (“CLOs”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Amortized cost	$ 983	$ 983
Unrealized gain (loss)	$ (1)	$ (26)
Ratings	0.00%	0.00%
Non-agency RMBS
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Amortized cost	$ 26	$ 30
Unrealized gain (loss)	$ 0	$ 1
Ratings	2.00%	1.00%
Other debt securities
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Amortized cost	$ 12	$ 13
Unrealized gain (loss)	$ (2)	$ (2)
Ratings	100.00%	93.00%
AAA/ AA-
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	100.00%	100.00%
AAA/ AA- | Agency residential mortgage-backed securities (“RMBS”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	100.00%	100.00%
AAA/ AA- | U.S. Treasury
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	100.00%	100.00%
AAA/ AA- | U.S. government agencies
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	100.00%	100.00%
AAA/ AA- | Agency commercial mortgage-backed securities (“MBS”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	100.00%	100.00%
AAA/ AA- | Non-U.S. government
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	100.00%	100.00%
AAA/ AA- | Collateralized loan obligations (“CLOs”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	100.00%	100.00%
AAA/ AA- | Non-agency RMBS
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	25.00%	22.00%
AAA/ AA- | Other debt securities
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	2.00%
A+/ A-
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
A+/ A- | Agency residential mortgage-backed securities (“RMBS”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
A+/ A- | U.S. Treasury
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
A+/ A- | U.S. government agencies
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
A+/ A- | Agency commercial mortgage-backed securities (“MBS”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
A+/ A- | Non-U.S. government
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
A+/ A- | Collateralized loan obligations (“CLOs”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
A+/ A- | Non-agency RMBS
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	54.00%	58.00%
A+/ A- | Other debt securities
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	2.00%
BBB+/ BBB-
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BBB+/ BBB- | Agency residential mortgage-backed securities (“RMBS”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BBB+/ BBB- | U.S. Treasury
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BBB+/ BBB- | U.S. government agencies
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BBB+/ BBB- | Agency commercial mortgage-backed securities (“MBS”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BBB+/ BBB- | Non-U.S. government
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BBB+/ BBB- | Collateralized loan obligations (“CLOs”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BBB+/ BBB- | Non-agency RMBS
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	2.00%	2.00%
BBB+/ BBB- | Other debt securities
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	3.00%
BB+ and lower
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BB+ and lower | Agency residential mortgage-backed securities (“RMBS”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BB+ and lower | U.S. Treasury
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BB+ and lower | U.S. government agencies
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BB+ and lower | Agency commercial mortgage-backed securities (“MBS”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BB+ and lower | Non-U.S. government
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BB+ and lower | Collateralized loan obligations (“CLOs”)
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%
BB+ and lower | Non-agency RMBS
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	17.00%	17.00%
BB+ and lower | Other debt securities
Debt Securities, Held-to-maturity, Credit Quality Indicator [Line Items]
Ratings	0.00%	0.00%

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Securities - Maturity Distribution and Yield of Investment Securities Portfolio (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Securities available-for-sale, Amount:
Within 1 year	$ 7,172
1-5 years	28,945
5-10 years	5,928
After 10 years	2,177
Available-for-sale	$ 76,817	$ 86,622
Securities available-for-sale (Yield):
Within 1 year	1.91%
1-5 years	2.24%
5-10 years	2.50%
After 10 years	2.91%
Total	3.29%
Securities held-to-maturity, Amount:
Within 1 year	$ 4,350
1-5 years	9,266
5-10 years	1,589
After 10 years	213
Total	$ 49,578	56,194
Securities held-to-maturity (Yield):
Within 1 year	1.47%
1-5 years	1.26%
5-10 years	1.42%
After 10 years	1.99%
Total	2.12%
Total securities	$ 11,522
Total securities	1.74%
Total securities	$ 38,211
Total securities	2.01%
Total securities	$ 7,517
Total securities	2.29%
Total securities	$ 2,390
Total securities	2.84%
Total securities	$ 126,395
Total securities	2.84%
U.S. Treasury
Securities available-for-sale, Amount:
Within 1 year	$ 2,142
1-5 years	10,617
5-10 years	1,818
After 10 years	2,027
Available-for-sale	$ 16,604	29,533
Securities available-for-sale (Yield):
Within 1 year	1.32%
1-5 years	1.23%
5-10 years	2.37%
After 10 years	2.92%
Total	1.59%
Securities held-to-maturity, Amount:
Within 1 year	$ 3,176
1-5 years	5,032
5-10 years	915
After 10 years	0
Total	$ 9,123	10,863
Securities held-to-maturity (Yield):
Within 1 year	1.56%
1-5 years	1.18%
5-10 years	1.24%
After 10 years	0.00%
Total	1.32%
Total non-U.S. government
Securities available-for-sale, Amount:
Within 1 year	$ 4,198
1-5 years	11,470
5-10 years	2,679
After 10 years	35
Available-for-sale	$ 18,382	20,339
Securities available-for-sale (Yield):
Within 1 year	2.04%
1-5 years	2.54%
5-10 years	2.57%
After 10 years	3.42%
Total	2.43%
Securities held-to-maturity, Amount:
Within 1 year	$ 704
1-5 years	1,357
5-10 years	76
After 10 years	0
Total	$ 2,137	1,897
Securities held-to-maturity (Yield):
Within 1 year	1.15%
1-5 years	1.16%
5-10 years	0.59%
After 10 years	0.00%
Total	1.14%
Foreign covered bonds
Securities available-for-sale, Amount:
Within 1 year	$ 807
1-5 years	5,187
5-10 years	340
After 10 years	0
Available-for-sale	$ 6,334	5,758
Securities available-for-sale (Yield):
Within 1 year	2.83%
1-5 years	3.39%
5-10 years	1.41%
After 10 years	0.00%
Total	3.20%
U.S. government agencies
Securities available-for-sale, Amount:
Within 1 year	$ 25
1-5 years	1,671
5-10 years	1,091
After 10 years	114
Available-for-sale	$ 2,901	2,294
Securities available-for-sale (Yield):
Within 1 year	1.74%
1-5 years	3.49%
5-10 years	2.90%
After 10 years	2.73%
Total	3.21%
Securities held-to-maturity, Amount:
Within 1 year	$ 470
1-5 years	2,877
5-10 years	586
After 10 years	213
Total	$ 4,146	4,206
Securities held-to-maturity (Yield):
Within 1 year	1.31%
1-5 years	1.45%
5-10 years	1.73%
After 10 years	1.99%
Total	1.50%
Other debt securities
Securities available-for-sale, Amount:
Within 1 year	$ 0
1-5 years	0
5-10 years	0
After 10 years	1
Available-for-sale	$ 1	13
Securities available-for-sale (Yield):
Within 1 year	0.00%
1-5 years	0.00%
5-10 years	0.00%
After 10 years	4.85%
Total	4.85%
Securities held-to-maturity, Amount:
Within 1 year	$ 0
1-5 years	0
5-10 years	12
After 10 years	0
Total	$ 12	13
Securities held-to-maturity (Yield):
Within 1 year	0.00%
1-5 years	0.00%
5-10 years	4.75%
After 10 years	0.00%
Total	4.75%
Agency residential mortgage-backed securities (“RMBS”)
Securities available-for-sale, Amount:
Available-for-sale	$ 13,111	8,957
Securities available-for-sale (Yield):
Total	5.15%
Securities held-to-maturity, Amount:
Total	$ 29,740	34,188
Securities held-to-maturity (Yield):
Total	2.32%
Non-agency RMBS
Securities available-for-sale, Amount:
Available-for-sale	$ 1,740	2,029
Securities available-for-sale (Yield):
Total	4.53%
Securities held-to-maturity, Amount:
Total	$ 26	30
Securities held-to-maturity (Yield):
Total	2.71%
Agency commercial mortgage-backed securities (“MBS”)
Securities available-for-sale, Amount:
Available-for-sale	$ 7,729	8,060
Securities available-for-sale (Yield):
Total	3.08%
Securities held-to-maturity, Amount:
Total	$ 3,411	4,014
Securities held-to-maturity (Yield):
Total	2.43%
Non-agency commercial MBS
Securities available-for-sale, Amount:
Available-for-sale	$ 2,935	2,977
Securities available-for-sale (Yield):
Total	3.53%
Collateralized loan obligations (“CLOs”)
Securities available-for-sale, Amount:
Available-for-sale	$ 6,137	5,343
Securities available-for-sale (Yield):
Total	6.89%
Securities held-to-maturity, Amount:
Total	$ 983	983
Securities held-to-maturity (Yield):
Total	6.81%
Other ABS
Securities available-for-sale, Amount:
Available-for-sale	$ 943	$ 1,319
Securities available-for-sale (Yield):
Total	2.43%

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Securities - Pledged assets (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Debt Securities, Available-for-sale [Line Items]
Assets	$ 409,953	$ 405,783	$ 444,438
Securities	126,395	142,816
Loans	66,879	66,063
Trading assets	10,058	9,908
Interest-bearing deposits with banks	12,139	17,169
Pledged assets permitted to be sold or repledged	212,000	115,000
Market value of securities received as collateral that have been sold or repledged	180,000	78,000
Cash segregated under federal or other regulations	3,000	7,000
Securities segregated under federal or other regulations	3,000	3,000
Asset Pledged as Collateral
Debt Securities, Available-for-sale [Line Items]
Assets	134,000	138,000
Securities	116,000	121,000
Loans	13,000	12,000
Trading assets	4,000	4,000
Interest-bearing deposits with banks	1,000	1,000
Financial instruments, owned, at fair value	24,000	24,000
Asset Pledged as Collateral | Federal Reserve Discount Window Borrowings
Debt Securities, Available-for-sale [Line Items]
Assets	93,000	106,000
Asset Pledged as Collateral | Federal Home Loan Bank Advances
Debt Securities, Available-for-sale [Line Items]
Assets	$ 9,000	$ 8,000

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Loans and asset quality - Loan Distribution and Industry Concentrations (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	$ 66,879	$ 66,063
Lease financings	268	225
Commercial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	2,112	1,732
Commercial real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	6,760	6,226
Financial institutions
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	10,521	9,684
Lease financings
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	599	657
Wealth management loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	9,109	10,302
Wealth management mortgages
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	9,131	8,966
Other residential mortgages
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	1,166	345
Capital call financing
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	3,700	3,438
Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	2,717	2,941
Overdrafts
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	3,053	4,839
Margin loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	$ 18,011	$ 16,933

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Loans and asset quality - Allowance for Credit Losses Activity (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	$ 254	$ 241	$ 479
Charge-offs	(3)	0	(18)
Recoveries	8	4	8
Net recoveries (charge-offs)	5	4	(10)
Provision	131	9	(228)
Ending balance	390	254	241
Allowance for loan losses	303	176	196
Allowance for credit losses on lending related commitments	87	78	45
Individually evaluated for impairment:
Loan balance	303	79	130
Allowance for loan losses	76	0	5
Provision for other credit losses	(12)	30	(3)
Fair value of collateral	348	126	149
Asset Pledged as Collateral
Individually evaluated for impairment:
Loan balance	303	79	130
Commercial
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	18	12	16
Charge-offs	0	0	0
Recoveries	1	0	0
Net recoveries (charge-offs)	1	0	0
Provision	8	6	(4)
Ending balance	27	18	12
Allowance for loan losses	12	4	3
Allowance for credit losses on lending related commitments	15	14	9
Individually evaluated for impairment:
Loan balance	0	0	0
Allowance for loan losses	0	0	0
Commercial real estate
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	184	199	430
Charge-offs	0	0	0
Recoveries	0	0	0
Net recoveries (charge-offs)	0	0	0
Provision	141	(15)	(231)
Ending balance	325	184	199
Allowance for loan losses	266	137	171
Allowance for credit losses on lending related commitments	59	47	28
Individually evaluated for impairment:
Loan balance	290	62	111
Allowance for loan losses	76	0	5
Financial institutions
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	24	13	10
Charge-offs	0	0	0
Recoveries	0	0	2
Net recoveries (charge-offs)	0	0	2
Provision	(5)	11	1
Ending balance	19	24	13
Allowance for loan losses	9	10	6
Allowance for credit losses on lending related commitments	10	14	7
Individually evaluated for impairment:
Loan balance	0	0	0
Allowance for loan losses	0	0	0
Lease financings
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	1	1	2
Charge-offs	0	0	0
Recoveries	0	0	0
Net recoveries (charge-offs)	0	0	0
Provision	0	0	(1)
Ending balance	1	1	1
Allowance for loan losses	1	1	1
Allowance for credit losses on lending related commitments	0	0	0
Individually evaluated for impairment:
Loan balance	0	0	0
Allowance for loan losses	0	0	0
Wealth management loans
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	1	1	1
Charge-offs	0	0	0
Recoveries	0	0	0
Net recoveries (charge-offs)	0	0	0
Provision	0	0	0
Ending balance	1	1	1
Allowance for loan losses	1	1	1
Allowance for credit losses on lending related commitments	0	0	0
Individually evaluated for impairment:
Loan balance	0	0	0
Allowance for loan losses	0	0	0
Wealth management mortgages
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	12	6	7
Charge-offs	0	0	(1)
Recoveries	0	0	0
Net recoveries (charge-offs)	0	0	(1)
Provision	(3)	6	0
Ending balance	9	12	6
Allowance for loan losses	8	11	5
Allowance for credit losses on lending related commitments	1	1	1
Individually evaluated for impairment:
Loan balance	12	16	18
Allowance for loan losses	0	0	0
Other residential mortgages
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	8	7	13
Charge-offs	(3)	0	(1)
Recoveries	2	4	6
Net recoveries (charge-offs)	(1)	4	5
Provision	(3)	(3)	(11)
Ending balance	4	8	7
Allowance for loan losses	4	8	7
Allowance for credit losses on lending related commitments	0	0	0
Individually evaluated for impairment:
Loan balance	1	1	1
Allowance for loan losses	0	0	0
Capital call financing
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	6	2	0
Charge-offs	0	0	0
Recoveries	0	0	0
Net recoveries (charge-offs)	0	0	0
Provision	(2)	4	2
Ending balance	4	6	2
Allowance for loan losses	2	4	2
Allowance for credit losses on lending related commitments	2	2	0
Individually evaluated for impairment:
Loan balance	0	0	0
Allowance for loan losses	0	0	0
Other
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	0	0	0
Charge-offs	0		(16)
Recoveries	5		0
Net recoveries (charge-offs)	5		(16)
Provision	(5)		16
Ending balance	0	$ 0	0
Allowance for loan losses	0		0
Allowance for credit losses on lending related commitments	0		0
Individually evaluated for impairment:
Loan balance	0		0
Allowance for loan losses	$ 0		$ 0

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Loans and asset quality - Nonperforming Assets (Details) - Domestic - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Financing Receivable, Impaired [Line Items]
With an allowance	$ 219	$ 38
Without an allowance	13	69
Total nonperforming loans	232	107
With an allowance, Other assets owned	0	0
Without an allowance, Other assets owned	5	2
Other assets owned	5	2
With an allowance, Total nonperforming assets	219	38
Without an allowance, Total nonperforming assets	18	71
Total nonperforming assets	237	109
Other residential mortgages
Financing Receivable, Impaired [Line Items]
With an allowance	23	30
Without an allowance	1	1
Total nonperforming loans	24	31
Wealth management mortgages
Financing Receivable, Impaired [Line Items]
With an allowance	7	8
Without an allowance	12	14
Total nonperforming loans	19	22
Commercial real estate
Financing Receivable, Impaired [Line Items]
With an allowance	189	0
Without an allowance	0	54
Total nonperforming loans	$ 189	$ 54

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Loans and asset quality - Information about Past Due Loans (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Financing Receivable, Past Due [Line Items]
Total past due loans	$ 66,879	$ 66,063
Total past due
Financing Receivable, Past Due [Line Items]
Total past due loans	440	115
Total past due | Financial institutions
Financing Receivable, Past Due [Line Items]
Total past due loans	339	0
Total past due | Wealth management loans
Financing Receivable, Past Due [Line Items]
Total past due loans	52	44
Total past due | Wealth management mortgages
Financing Receivable, Past Due [Line Items]
Total past due loans	29	55
Total past due | Commercial real estate
Financing Receivable, Past Due [Line Items]
Total past due loans	12	11
Total past due | Other residential mortgages
Financing Receivable, Past Due [Line Items]
Total past due loans	8	5
30 to 59 Days Past Due
Financing Receivable, Past Due [Line Items]
Total past due loans	433	113
30 to 59 Days Past Due | Financial institutions
Financing Receivable, Past Due [Line Items]
Total past due loans	339	0
30 to 59 Days Past Due | Wealth management loans
Financing Receivable, Past Due [Line Items]
Total past due loans	52	43
30 to 59 Days Past Due | Wealth management mortgages
Financing Receivable, Past Due [Line Items]
Total past due loans	26	54
30 to 59 Days Past Due | Commercial real estate
Financing Receivable, Past Due [Line Items]
Total past due loans	9	11
30 to 59 Days Past Due | Other residential mortgages
Financing Receivable, Past Due [Line Items]
Total past due loans	7	5
60 to 89 Days Past Due
Financing Receivable, Past Due [Line Items]
Total past due loans	7	2
60 to 89 Days Past Due | Financial institutions
Financing Receivable, Past Due [Line Items]
Total past due loans	0	0
60 to 89 Days Past Due | Wealth management loans
Financing Receivable, Past Due [Line Items]
Total past due loans	0	1
60 to 89 Days Past Due | Wealth management mortgages
Financing Receivable, Past Due [Line Items]
Total past due loans	3	1
60 to 89 Days Past Due | Commercial real estate
Financing Receivable, Past Due [Line Items]
Total past due loans	3	0
60 to 89 Days Past Due | Other residential mortgages
Financing Receivable, Past Due [Line Items]
Total past due loans	1	0
Equal to Greater than 90 Days Past Due
Financing Receivable, Past Due [Line Items]
Total past due loans	0	0
Equal to Greater than 90 Days Past Due | Financial institutions
Financing Receivable, Past Due [Line Items]
Total past due loans	0	0
Equal to Greater than 90 Days Past Due | Wealth management loans
Financing Receivable, Past Due [Line Items]
Total past due loans	0	0
Equal to Greater than 90 Days Past Due | Wealth management mortgages
Financing Receivable, Past Due [Line Items]
Total past due loans	0	0
Equal to Greater than 90 Days Past Due | Commercial real estate
Financing Receivable, Past Due [Line Items]
Total past due loans	0	0
Equal to Greater than 90 Days Past Due | Other residential mortgages
Financing Receivable, Past Due [Line Items]
Total past due loans	$ 0	$ 0

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Loans and asset quality - Loan Modifications (Details) $ in Millions	12 Months Ended
	Dec. 31, 2023 USD ($) loan	Dec. 31, 2022 USD ($) loan
Financing Receivable, Troubled Debt Restructuring [Line Items]
Number of loans modified | loan		10
Financing Receivable Modifications Post Modification Recorded Investment		$ 14
Commercial real estate
Financing Receivable, Troubled Debt Restructuring [Line Items]
Number of loans modified | loan	2
Financing Receivable Modifications Post Modification Recorded Investment	$ 71
Commercial real estate | Lending-related commitments
Financing Receivable, Troubled Debt Restructuring [Line Items]
Financing Receivable Modifications Post Modification Recorded Investment	$ 15
Other residential mortgages
Financing Receivable, Troubled Debt Restructuring [Line Items]
Number of loans modified | loan	6
Financing Receivable Modifications Post Modification Recorded Investment	$ 2

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Loans and asset quality - Credit Risk Profile by Origination (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	$ 12,281	$ 10,147
Fiscal year before current fiscal year	4,047	4,130
Two years before current fiscal year	3,085	1,541
Three years before current fiscal year	1,129	1,893
Four years before current fiscal year	1,068	832
More than five years before current fiscal year	4,853	5,030
Amortized cost	37,240	37,617
Converted to term loans – Amortized cost	123	34
Total	63,826	61,224
Accrued interest receivable	300	231
Loans	66,879	66,063
Wealth management mortgages
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	850	1,775
Fiscal year before current fiscal year	1,689	1,976
Two years before current fiscal year	1,909	918
Three years before current fiscal year	863	775
Four years before current fiscal year	736	485
More than five years before current fiscal year	3,066	3,012
Amortized cost	18	25
Converted to term loans – Amortized cost	0	0
Total	9,131	8,966
Wealth management loans and mortgages
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	39	45
Fiscal year before current fiscal year	32	57
Two years before current fiscal year	110	22
Three years before current fiscal year	26	45
Four years before current fiscal year	7	0
More than five years before current fiscal year	167	217
Amortized cost	8,627	9,916
Converted to term loans – Amortized cost	101	0
Total	9,109	10,302
Accrued interest receivable	57	49
Other residential mortgages
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	184	27
Fiscal year before current fiscal year	561	70
Two years before current fiscal year	200	0
Three years before current fiscal year	5	0
Four years before current fiscal year	0	0
More than five years before current fiscal year	216	248
Amortized cost	0	0
Converted to term loans – Amortized cost	0	0
Total	1,166	345
Accrued interest receivable	5	1
Capital call financing
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	10	0
Fiscal year before current fiscal year	0	0
Two years before current fiscal year	0	0
Three years before current fiscal year	0	0
Four years before current fiscal year	0	0
More than five years before current fiscal year	0	0
Amortized cost	3,690	3,438
Converted to term loans – Amortized cost	0	0
Total	3,700	3,438
Accrued interest receivable	15	17
Loans	3,700	3,438
Other loans
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	0	0
Fiscal year before current fiscal year	0	0
Two years before current fiscal year	0	0
Three years before current fiscal year	0	0
Four years before current fiscal year	0	0
More than five years before current fiscal year	0	0
Amortized cost	2,717	2,941
Converted to term loans – Amortized cost	0	0
Total	2,717	2,941
Accrued interest receivable	7	6
Loans	2,717	2,941
Margin loans
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	7,283	5,984
Fiscal year before current fiscal year	0	0
Two years before current fiscal year	0	0
Three years before current fiscal year	0	0
Four years before current fiscal year	0	0
More than five years before current fiscal year	0	0
Amortized cost	10,728	10,949
Converted to term loans – Amortized cost	0	0
Total	18,011	16,933
Accrued interest receivable	41	33
Loans	18,011	16,933
Overdrafts
Financing Receivable, Credit Quality Indicator [Line Items]
Loans	3,053	4,839
Overdrafts | Overdrafts
Financing Receivable, Credit Quality Indicator [Line Items]
Loans	3,053	4,839
Other residential mortgages
Financing Receivable, Credit Quality Indicator [Line Items]
Loans	1,166	345
Writeoff	3
Investment grade | Loans receivable
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	39	45
Fiscal year before current fiscal year	30	57
Two years before current fiscal year	110	22
Three years before current fiscal year	26	45
Four years before current fiscal year	7	0
More than five years before current fiscal year	167	217
Amortized cost	8,542	9,887
Converted to term loans – Amortized cost	101	0
Total	9,022	10,273
Non-investment grade | Loans receivable
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	0	0
Fiscal year before current fiscal year	2	0
Two years before current fiscal year	0	0
Three years before current fiscal year	0	0
Four years before current fiscal year	0	0
More than five years before current fiscal year	0	0
Amortized cost	85	29
Converted to term loans – Amortized cost	0	0
Total	87	29
Commercial
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	245	457
Fiscal year before current fiscal year	132	154
Two years before current fiscal year	70	0
Three years before current fiscal year	0	0
Four years before current fiscal year	0	43
More than five years before current fiscal year	45	45
Amortized cost	1,620	1,033
Converted to term loans – Amortized cost	0	0
Total	2,112	1,732
Accrued interest receivable	3	2
Commercial | Investment grade
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	193	379
Fiscal year before current fiscal year	114	148
Two years before current fiscal year	70	0
Three years before current fiscal year	0	0
Four years before current fiscal year	0	43
More than five years before current fiscal year	45	45
Amortized cost	1,483	963
Converted to term loans – Amortized cost	0	0
Total	1,905	1,578
Commercial | Non-investment grade
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	52	78
Fiscal year before current fiscal year	18	6
Two years before current fiscal year	0	0
Three years before current fiscal year	0	0
Four years before current fiscal year	0	0
More than five years before current fiscal year	0	0
Amortized cost	137	70
Converted to term loans – Amortized cost	0	0
Total	207	154
Commercial real estate
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	2,690	1,696
Fiscal year before current fiscal year	1,549	1,484
Two years before current fiscal year	739	552
Three years before current fiscal year	195	1,062
Four years before current fiscal year	318	297
More than five years before current fiscal year	1,027	910
Amortized cost	220	203
Converted to term loans – Amortized cost	22	22
Total	6,760	6,226
Accrued interest receivable	30	25
Commercial real estate | Investment grade
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	1,518	1,265
Fiscal year before current fiscal year	864	973
Two years before current fiscal year	585	407
Three years before current fiscal year	152	739
Four years before current fiscal year	271	204
More than five years before current fiscal year	875	904
Amortized cost	136	183
Converted to term loans – Amortized cost	22	0
Total	4,423	4,675
Commercial real estate | Non-investment grade
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	1,172	431
Fiscal year before current fiscal year	685	511
Two years before current fiscal year	154	145
Three years before current fiscal year	43	323
Four years before current fiscal year	47	93
More than five years before current fiscal year	152	6
Amortized cost	84	20
Converted to term loans – Amortized cost	0	22
Total	2,337	1,551
Financial institutions
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	750	146
Fiscal year before current fiscal year	84	389
Two years before current fiscal year	57	0
Three years before current fiscal year	0	0
Four years before current fiscal year	0	0
More than five years before current fiscal year	10	25
Amortized cost	9,620	9,112
Converted to term loans – Amortized cost	0	12
Total	10,521	9,684
Accrued interest receivable	120	78
Financial institutions | Investment grade
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	616	126
Fiscal year before current fiscal year	74	389
Two years before current fiscal year	57	0
Three years before current fiscal year	0	0
Four years before current fiscal year	0	0
More than five years before current fiscal year	10	25
Amortized cost	6,948	7,216
Converted to term loans – Amortized cost	0	0
Total	7,705	7,756
Financial institutions | Non-investment grade
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	134	20
Fiscal year before current fiscal year	10	0
Two years before current fiscal year	0	0
Three years before current fiscal year	0	0
Four years before current fiscal year	0	0
More than five years before current fiscal year	0	0
Amortized cost	2,672	1,896
Converted to term loans – Amortized cost	0	12
Total	2,816	1,928
Lease financings
Financing Receivable, Credit Quality Indicator [Line Items]
Current fiscal year	230	17
Fiscal year before current fiscal year	0	0
Two years before current fiscal year	0	49
Three years before current fiscal year	40	11
Four years before current fiscal year	7	7
More than five years before current fiscal year	322	573
Amortized cost	0	0
Converted to term loans – Amortized cost	0	0
Total	599	657
Accrued interest receivable	0	0
Wealth management mortgages
Financing Receivable, Credit Quality Indicator [Line Items]
Accrued interest receivable	$ 22	$ 20

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Loans and asset quality - Credit Risk Indicators Narrative (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of exposure to investment grade securities	92.00%
Percentage of financial institution exposure secured	62.00%
Percent of financial institution exposure expiring within one year	83.00%
Loans	$ 66,879,000,000	$ 66,063,000,000
Allowance for credit losses related to reverse purchase agreements	$ 0	0
Wealth management loans and mortgages
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loan to value ratio at origination	61.00%
Percentage of past due mortgages (less than)	1.00%
Wealth management loans and mortgages | California | Geographic Concentration Risk | Revenue Benchmark
Accounts, Notes, Loans and Financing Receivable [Line Items]
Geographic concentrations	21.00%
Wealth management loans and mortgages | New York | Geographic Concentration Risk | Revenue Benchmark
Accounts, Notes, Loans and Financing Receivable [Line Items]
Geographic concentrations	14.00%
Wealth management loans and mortgages | Florida | Geographic Concentration Risk | Revenue Benchmark
Accounts, Notes, Loans and Financing Receivable [Line Items]
Geographic concentrations	11.00%
Wealth management loans and mortgages | Massachusetts | Geographic Concentration Risk | Revenue Benchmark
Accounts, Notes, Loans and Financing Receivable [Line Items]
Geographic concentrations	8.00%
Wealth management loans and mortgages | Other | Geographic Concentration Risk | Revenue Benchmark
Accounts, Notes, Loans and Financing Receivable [Line Items]
Geographic concentrations	46.00%
Other residential mortgages
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	$ 1,166,000,000	345,000,000
Margin loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	18,011,000,000	16,933,000,000
Overdrafts
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans	$ 3,053,000,000	$ 4,839,000,000
Overdraft repayment period	2 days

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Leasing - Narrative (Details)	12 Months Ended
	Dec. 31, 2023
Maximum
Lessee, Lease, Description [Line Items]
Lease, remaining lease term	15 years

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Leasing - Balance Sheet Information (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Leases [Abstract]
Operating lease, ROU assets	$ 1,125	$ 1,152
Finance lease ROU assets	0	11
Right-of-use asset	1,125	1,163
Operating lease, liability	1,356	1,336
Finance lease, liability	0	0
Lease liability	$ 1,356	$ 1,336
Operating lease, weighted average remaining lease term	9 years 4 months 24 days	10 years
Finance lease, weighted average remaining lease term		9 months 18 days
Operating lease, weighted average discount rate	3.11%	2.68%
Finance lease, weighted average discount rate		1.27%
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Premises and equipment	Premises and equipment
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Premises and equipment	Premises and equipment
Operating Lease, Liability, Statement of Financial Position [Extensible List]	Other liabilities (including allowance for credit losses on lending-related commitments of $87 and $78, also includes $195 and $221, at fair value)	Other liabilities (including allowance for credit losses on lending-related commitments of $87 and $78, also includes $195 and $221, at fair value)
Finance Lease, Liability, Statement of Financial Position [Extensible List]	Other borrowed funds	Other borrowed funds

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Leasing - Components of Lease Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Operating lease expense	$ 215	$ 224	$ 236
Variable lease expense	43	36	39
Sublease income	(34)	(33)	(33)
Finance lease expense:
Amortization of ROU assets	0	6	3
Total lease expense	$ 224	$ 233	$ 245

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Leasing - Cash Flow Information Related to Leases (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Operating cash flows from operating leases	$ 224	$ 224	$ 260
Financing cash flows from finance leases	$ 0	$ 23	$ 13

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Leasing - Maturities of Operating and Finance Leases After Adopting 2016-02 (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Operating leases
2024	$ 196
2025	192
2026	185
2027	158
2028	133
2029 and thereafter	692
Total lease payments	1,556
Less: Imputed interest	200
Total	$ 1,356	$ 1,336

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Goodwill and intangible assets - Goodwill (Details) - USD ($)	3 Months Ended		12 Months Ended
	Jun. 30, 2023	Sep. 30, 2022	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Goodwill [Roll Forward]
Beginning balance			$ 16,150,000,000	$ 17,512,000,000
Impairment loss	$ 0		0	(680,000,000)	$ 0
Dispositions				(447,000,000)
Foreign currency translation			111,000,000	(235,000,000)
Goodwill			16,941,000,000	16,830,000,000
Accumulated impairment losses			(680,000,000)	(680,000,000)
Ending balance			16,261,000,000	16,150,000,000	17,512,000,000
Securities Services
Goodwill [Roll Forward]
Beginning balance			6,973,000,000	7,062,000,000
Impairment loss				0
Dispositions				(13,000,000)
Foreign currency translation			31,000,000	(76,000,000)
Goodwill			7,004,000,000	6,973,000,000
Accumulated impairment losses			0	0
Ending balance			7,004,000,000	6,973,000,000	7,062,000,000
Market and Wealth Services
Goodwill [Roll Forward]
Beginning balance			1,424,000,000	1,435,000,000
Impairment loss				0
Dispositions				0
Foreign currency translation			5,000,000	(11,000,000)
Goodwill			1,429,000,000	1,424,000,000
Accumulated impairment losses			0	0
Ending balance			1,429,000,000	1,424,000,000	1,435,000,000
Investment and Wealth Management
Goodwill [Roll Forward]
Beginning balance			7,753,000,000	9,015,000,000
Impairment loss		$ (680,000,000)		(680,000,000)
Dispositions				(434,000,000)
Foreign currency translation			75,000,000	(148,000,000)
Goodwill			8,508,000,000	8,433,000,000
Accumulated impairment losses			(680,000,000)	(680,000,000)
Ending balance			$ 7,828,000,000	$ 7,753,000,000	$ 9,015,000,000

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Goodwill and intangible assets - Narrative (Details)	3 Months Ended		12 Months Ended
	Jun. 30, 2023 USD ($) reportingUnit	Sep. 30, 2022 USD ($)	Dec. 31, 2023 USD ($) Segment	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Goodwill [Line Items]
Number of operating segments (segment) | Segment			6
Number of reporting units | reportingUnit	5
Goodwill impairment	$ 0		$ 0	$ 680,000,000	$ 0
Investment and Wealth Management
Goodwill [Line Items]
Goodwill, fair value			$ 6,100,000,000
Percentage of fair value in excess of carrying amount			5.00%
Goodwill impairment		$ 680,000,000		$ 680,000,000
Investment and Wealth Management | Measurement Input, Discount Rate
Goodwill [Line Items]
Discount rate	10.00%		10.50%

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Goodwill and intangible assets - Intangible Assets by Business Segment (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Intangible Assets [Roll Forward]
Beginning Balance	$ 2,901	$ 2,991
Disposition		(1)
Amortization	(57)	(67)	$ (82)
Foreign currency translation	10	(22)
Ending Balance	2,854	2,901	2,991
Securities Services
Intangible Assets [Roll Forward]
Beginning Balance	193	230
Disposition		0
Amortization	(31)	(33)
Foreign currency translation	2	(4)
Ending Balance	164	193	230
Market and Wealth Services
Intangible Assets [Roll Forward]
Beginning Balance	384	392
Disposition		0
Amortization	(6)	(8)
Foreign currency translation	0	0
Ending Balance	378	384	392
Investment and Wealth Management
Intangible Assets [Roll Forward]
Beginning Balance	1,475	1,520
Disposition		(1)
Amortization	(20)	(26)
Foreign currency translation	8	(18)
Ending Balance	1,463	1,475	1,520
Other
Intangible Assets [Roll Forward]
Beginning Balance	849	849
Disposition		0
Amortization	0	0
Foreign currency translation	0	0
Ending Balance	$ 849	$ 849	$ 849

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Goodwill and intangible assets - Intangible Assets by Type (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Intangible Assets by Major Class [Line Items]
Gross carrying amount	$ 4,185	$ 4,177
Accumulated amortization	(1,331)	(1,276)
Net carrying amount	2,854	2,901	$ 2,991
Securities Services
Intangible Assets by Major Class [Line Items]
Net carrying amount	164	193	230
Market and Wealth Services
Intangible Assets by Major Class [Line Items]
Net carrying amount	378	384	$ 392
Finite-lived Intangible Assets
Intangible Assets by Major Class [Line Items]
Gross carrying amount	1,605	1,605
Accumulated amortization	(1,331)	(1,276)
Net carrying amount	$ 274	329
Finite-lived Intangible Assets | Weighted Average
Intangible Assets by Major Class [Line Items]
Remaining weighted- average amortization period	10 years
Finite-lived Intangible Assets | Customer contracts | Securities Services
Intangible Assets by Major Class [Line Items]
Gross carrying amount	$ 731	731
Accumulated amortization	(567)	(539)
Net carrying amount	164	192
Finite-lived Intangible Assets | Customer contracts | Market and Wealth Services
Intangible Assets by Major Class [Line Items]
Gross carrying amount	280	280
Accumulated amortization	(273)	(267)
Net carrying amount	$ 7	13
Finite-lived Intangible Assets | Customer contracts | Weighted Average | Securities Services
Intangible Assets by Major Class [Line Items]
Remaining weighted- average amortization period	10 years
Finite-lived Intangible Assets | Customer contracts | Weighted Average | Market and Wealth Services
Intangible Assets by Major Class [Line Items]
Remaining weighted- average amortization period	3 years
Finite-lived Intangible Assets | Customer relationships
Intangible Assets by Major Class [Line Items]
Gross carrying amount	$ 553	553
Accumulated amortization	(479)	(461)
Net carrying amount	$ 74	92
Finite-lived Intangible Assets | Customer relationships | Weighted Average
Intangible Assets by Major Class [Line Items]
Remaining weighted- average amortization period	8 years
Finite-lived Intangible Assets | Other
Intangible Assets by Major Class [Line Items]
Gross carrying amount	$ 41	41
Accumulated amortization	(12)	(9)
Net carrying amount	$ 29	32
Finite-lived Intangible Assets | Other | Weighted Average
Intangible Assets by Major Class [Line Items]
Remaining weighted- average amortization period	13 years
Indefinite-lived Intangible Assets
Intangible Assets by Major Class [Line Items]
Gross carrying amount	$ 2,580	2,572
Net carrying amount	2,580	2,572
Indefinite-lived Intangible Assets | Tradenames
Intangible Assets by Major Class [Line Items]
Gross carrying amount	1,292	1,290
Net carrying amount	1,292	1,290
Indefinite-lived Intangible Assets | Customer relationships
Intangible Assets by Major Class [Line Items]
Gross carrying amount	1,288	1,282
Net carrying amount	$ 1,288	$ 1,282

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Goodwill and intangible assets - Estimated Annual Amortization Expense (Details) $ in Millions	Dec. 31, 2023 USD ($)
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
2024	$ 49
2025	43
2026	34
2027	28
2028	$ 24

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Other assets - Components of Other Assets (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Other Assets [Abstract]
Accounts receivable	$ 6,567	$ 4,924
Corporate/bank-owned life insurance	5,480	5,417
Software	2,430	2,260
Prepaid pension assets	1,818	1,651
Fails to deliver	1,514	2,569
Qualified affordable housing project investments	1,213	1,298
Renewable energy investments	1,049	871
Equity method investments	873	803
Other equity investments	741	695
Prepaid expense	737	764
Cash collateral receivable on derivative transactions	621	1,014
Assets of consolidated investment management funds	526	209
Federal Reserve Bank stock	480	478
Income taxes receivable	270	481
Fair value of hedging derivatives	236	319
Seed capital	232	218
Other	1,198	1,884
Total other assets	25,985	25,855
Federal Home Loan Bank stock, at cost	$ 7	$ 6

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Other assets - Non-Readily Marketable Equity Securities (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Other Assets [Abstract]
Equity securities without readily determinable fair value, amount	$ 479	$ 445
Equity securities without readily determinable fair value, upward price adjustment, annual amount	52	125	$ 105
Equity securities without readily determinable fair value, downward price adjustment, annual amount	(41)	(8)	0
Equity securities without readily determinable fair value, net adjustment, annual amount	11	$ 117	$ 105
Equity securities without readily determinable fair value, upward price adjustment, cumulative amount	335
Equity securities without readily determinable fair value, downward price adjustment, cumulative amount	(53)
Equity securities without readily determinable fair value, net price adjustment, cumulative amount	$ 282

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Other assets - Qualified Affordable Housing Project Investments (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Other Assets [Abstract]
Qualified affordable housing project investments	$ 1,213	$ 1,298
Qualified affordable housing project investments, commitment	596	614
Qualified affordable housing project commitment - 2024	297
Qualified affordable housing project commitment - 2025	184
Qualified affordable housing project commitment - 2026	44
Qualified affordable housing project commitment - 2027	28
Qualified affordable housing project commitment - 2028	1
Qualified affordable housing project commitment - 2029 and thereafter	42
Tax credits and other tax benefits	185	145	$ 148
Amortization expense included in the provision for income taxes	$ 154	$ 123	$ 124

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Other assets - Seed Capital and Private Equity Investments (Details) - Other Assets - NAV - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items]
Fair value	$ 153	$ 138
Unfunded  commitments	42	53
Seed capital
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items]
Fair value	3	3
Unfunded  commitments	$ 0	0
Fair value, investments, entities that calculate net asset value per share, liquidating investment, remaining period	7 days
Private equitiy investments (SBICs)
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items]
Fair value	$ 143	130
Unfunded  commitments	$ 42	$ 53
Fair value, investments, entities that calculate net asset value per share, liquidating investment, remaining period	10 years	10 years
Other
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Line Items]
Fair value	$ 7	$ 5
Unfunded  commitments	$ 0	$ 0

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Deposits - Narrative (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Deposits [Abstract]
Time deposits, at or above FDIC insurance limit	$ 1,500	$ 1,400
Time deposits mature in 2024	1,900
Time deposits mature in 2025	277
Time deposits mature in 2026	143
Time deposits mature in 2027	94
Time deposit mature in 2028	$ 78

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Contract revenue - Disaggregation of Contract Revenues (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Total fee and other revenue	$ 13,157	$ 12,873	$ 13,313
Net (income) loss attributable to noncontrolling interests	(2)	13	(12)
Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	12,185	12,086	12,066
Fee and other revenue - not in scope of ASC 606	970	800	1,235
Total fee and other revenue	13,155	12,886	13,301
Total investment services fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	8,800	8,488	8,233
Investment management and performance fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	3,063	3,299	3,552
Financing-related fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	52	55	68
Distribution and servicing | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	149	130	112
Investment and other income | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	121	114	101
Securities Services | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	5,238	5,139	5,075
Fee and other revenue - not in scope of ASC 606	817	865	743
Total fee and other revenue	6,055	6,004	5,818
Securities Services | Total investment services fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	4,959	4,890	4,919
Securities Services | Investment management and performance fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	0	0	0
Securities Services | Financing-related fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	37	30	19
Securities Services | Distribution and servicing | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	6	4	5
Securities Services | Investment and other income | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	236	215	132
Market and Wealth Services | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	3,946	3,687	3,349
Fee and other revenue - not in scope of ASC 606	198	185	234
Total fee and other revenue	4,144	3,872	3,583
Market and Wealth Services | Total investment services fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	3,805	3,564	3,284
Market and Wealth Services | Investment management and performance fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	18	23	18
Market and Wealth Services | Financing-related fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	14	23	48
Market and Wealth Services | Distribution and servicing | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	(98)	(66)	(5)
Market and Wealth Services | Investment and other income | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	207	143	4
Investment and Wealth Management | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	3,075	3,337	3,731
Fee and other revenue - not in scope of ASC 606	(98)	(15)	118
Total fee and other revenue	2,977	3,322	3,849
Net (income) loss attributable to noncontrolling interests	(2)	13	(12)
Investment and Wealth Management | Total investment services fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	99	99	100
Investment and Wealth Management | Investment management and performance fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	3,057	3,290	3,553
Investment and Wealth Management | Financing-related fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	1	1	0
Investment and Wealth Management | Distribution and servicing | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	241	192	113
Investment and Wealth Management | Investment and other income | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	(323)	(245)	(35)
Other | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	(74)	(77)	(89)
Fee and other revenue - not in scope of ASC 606	53	(235)	140
Total fee and other revenue	(21)	(312)	51
Other | Total investment services fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	(63)	(65)	(70)
Other | Investment management and performance fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	(12)	(14)	(19)
Other | Financing-related fees | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	0	1	1
Other | Distribution and servicing | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	0	0	(1)
Other | Investment and other income | Operating segments
Disaggregation of Revenue [Line Items]
Total fee and other revenue – contract revenue	$ 1	$ 1	$ 0

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Contract revenue - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Capitalized Contract Cost [Line Items]
Contract with customer, asset	$ 2,600	$ 2,600
Contract assets representing accrued revenues not yet billed	27	48
Contract with customer, liability	172	164
Contract with customer, liability, revenue recognized	114
Incremental costs for obtaining contracts
Capitalized Contract Cost [Line Items]
Capitalized contract costs	46	58
Capitalized contract cost, amortization	16	19	$ 20
Costs to fulfill contract
Capitalized Contract Cost [Line Items]
Capitalized contract costs	$ 90	$ 77

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Net interest revenue (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Interest revenue
Deposits with the Federal Reserve and other central banks	$ 4,541	$ 1,019	$ (77)
Deposits with banks	523	221	48
Federal funds sold and securities purchased under resale agreements	7,141	1,200	120
Loans	3,916	1,999	958
Securities:
Taxable	4,213	2,502	1,702
Exempt from federal income taxes	1	35	42
Total securities	4,214	2,537	1,744
Trading securities	313	142	52
Total interest revenue	20,648	7,118	2,845
Interest expense
Deposits in domestic offices	4,703	980	(27)
Deposits in foreign offices	2,421	607	(148)
Federal funds purchased and securities sold under repurchase agreements	6,699	934	(4)
Trading liabilities	156	68	8
Other borrowed funds	47	9	8
Customer payables	566	156	(2)
Long-term debt	1,711	860	392
Total interest expense	16,303	3,614	227
Net interest revenue	4,345	3,504	2,618
Provision for credit losses	119	39	(231)
Net interest revenue after provision for credit losses	$ 4,226	$ 3,465	$ 2,849

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Income taxes - Provision (Benefit) for Income Taxes (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Current tax expense:
Federal	$ 588	$ 190	$ 160
Foreign	443	404	353
State and local	192	19	107
Total current tax expense	1,223	613	620
Deferred tax expense (benefit):
Federal	(379)	104	208
Foreign	31	(5)	22
State and local	(75)	56	27
Total deferred tax expense (benefit)	(423)	155	257
Provision for income taxes	$ 800	$ 768	$ 877

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Income taxes - Components of Income before Taxes (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Domestic	$ 2,001	$ 1,697	$ 2,965
Foreign	2,087	1,631	1,683
Income before income taxes	$ 4,088	$ 3,328	$ 4,648

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Income taxes - Components of Net Deferred Tax Liability (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Depreciation and amortization	$ 1,811	$ 2,063
Pension obligation	388	374
Other liabilities	149	145
Renewable energy investment	156	205
Equity investments	56	57
Securities valuation	(29)	(31)
Leasing	(41)	(25)
Other assets	(55)	(31)
Credit losses on loans	(106)	(70)
Reserves not deducted for tax	(314)	(154)
Tax credit carryforward	0	(224)
Employee benefits	(252)	(253)
U.S. foreign tax credits	(96)	(100)
Valuation allowance	130	100
Net deferred tax liability	$ 1,797	$ 2,056

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Income taxes - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Deferred tax assets, tax credit carryforwards, foreign	$ 96	$ 100
Valuation allowance	130	100
Undistributed earnings of foreign subsidiaries	1,200
Deferred tax liabilities, undistributed foreign earnings	150
Tax reserves	109	106	$ 138	$ 119
Impact on effective tax rate if tax reserves were unnecessary	109
Accrued interest, related to income taxes in the balance sheet	39
Additional tax expense related to interest	6	$ 5
Reasonably possible decrease in uncertain tax positions within the next 12 months, if a re-evaluation is required	9
Unrealized capital loss	$ 34

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Income taxes - Reconciliation of Effective Tax Rate (Details)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Federal rate	21.00%	21.00%	21.00%
State and local income taxes, net of federal income tax benefit	2.30%	1.80%	2.30%
Foreign operations	1.10%	2.10%	0.80%
Tax credits	(5.60%)	(6.10%)	(4.60%)
Tax-exempt income	(0.70%)	(1.00%)	(1.00%)
Federal Deposit Insurance Corporation (“FDIC”) assessment	0.50%	0.40%	0.30%
Stock compensation	(0.20%)	(0.60%)	(0.10%)
Goodwill impairment	0.00%	3.90%	0.00%
Divestiture of stock in subsidiary	0.70%	1.00%	0.00%
Other – net	0.50%	0.60%	0.20%
Effective tax rate	19.60%	23.10%	18.90%

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Income taxes - Unrecognized Tax Positions (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Unrecognized Tax Benefits [Roll Forward]
Beginning balance	$ 106	$ 138	$ 119
Prior period tax positions:
Increases	0	0	18
Decreases	(5)	(11)	(3)
Current period tax positions	8	8	9
Settlements	0	(16)	(5)
Statute expiration	0	(13)	0
Ending balance	$ 109	$ 106	$ 138

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Long-term debt - Schedule of Long-term Debt (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Long-term debt	$ 31,257	$ 30,458
Fixed Rate Senior Notes
Debt Instrument [Line Items]
Debt, interest rate, minimum	0.50%	0.35%
Debt, interest rate, maximum	6.47%	5.83%
Debt, maturity date, beginning	2024
Debt, maturity date, end	2034
Long-term debt	$ 28,886	$ 28,108
Floating Rate Senior Notes
Debt Instrument [Line Items]
Debt, interest rate, minimum	5.39%	4.50%
Debt, interest rate, maximum	6.00%	4.92%
Debt, maturity date, beginning	2024
Debt, maturity date, end	2038
Long-term debt	$ 1,226	$ 1,229
Subordinated debt
Debt Instrument [Line Items]
Debt, interest rate, minimum	3.00%	3.00%
Debt, interest rate, maximum	3.30%	3.30%
Debt, maturity date, beginning	2028
Debt, maturity date, end	2029
Long-term debt	$ 1,145	$ 1,121

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Long-term debt - Narrative (Details) $ in Billions	Dec. 31, 2023 USD ($)
Debt Disclosure [Abstract]
Notes and debentures that mature in 2024	$ 4.9
Notes and debentures that mature in 2025	4.4
Notes and debentures that mature in 2026	4.5
Notes and debentures that mature in 2027	3.1
Notes and debentures that mature in 2028	$ 5.2

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Variable interest entities - Assets and Liabilities of VIEs (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Variable Interest Entity [Line Items]
Trading assets	$ 10,058	$ 9,908
Other assets	1,261	971
Other liabilities	195	221
Nonredeemable noncontrolling interests	50	7
Variable Interest Entity, Primary Beneficiary
Variable Interest Entity [Line Items]
Trading assets	510	203
Other assets	16	6
Total assets	526	209
Other liabilities	1	1
Total liabilities	1	1
Nonredeemable noncontrolling interests	50	7
Voting Model Entity, Primary Beneficiary
Variable Interest Entity [Line Items]
VME classification of carrying amount, assets	91	86
VME classification of carrying amount, liabilities	1	1
Noncontrolling interest in VME	$ 12	$ 7

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Variable interest entities - Non-consolidated VIEs (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Variable Interest Entity [Line Items]
Other assets	$ 409,953	$ 405,783	$ 444,438
Other liabilities	368,944	364,933
Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Other assets	2,337	2,235
Other liabilities	596	614
Maximum loss exposure	$ 2,934	$ 2,850

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Shareholders' equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended	6 Months Ended	12 Months Ended
	Jul. 31, 2023	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Jan. 31, 2023
Stockholders' Equity Note [Abstract]
Authorized shares of common stock (shares)			3,500,000,000	3,500,000,000
Common stock, par value (usd per share)			$ 0.01	$ 0.01
Common stock, shares, outstanding (shares)			759,344,092
Increase in common stock dividend	14.00%
Dividends on common stock, cash paid (usd per share)	$ 0.42	$ 0.37	$ 1.58	$ 1.42	$ 1.30
Authorized amount of shares to repurchase						$ 5,000
Treasury stock acquired (shares)			55,800,000
Treasury stock acquired, average cost per share (usd per share)			$ 46.66
Shares repurchased during period, value			$ 2,600

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Shareholders' equity - Preferred Stock Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Class of Stock [Line Items]
Preferred stock, shares authorized (shares)	100,000,000	100,000,000
Preferred stock, par value (usd per share)	$ 0.01	$ 0.01
Mellon Capital IV | The Bank Of New York Mellon Corporation
Class of Stock [Line Items]
Ownership percentage	100.00%
Series E Noncumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Liquidation preference per share (usd per share)			$ 100,000
Deferred fees for preferred stock redemption			$ 10
Series D Preferred Stock
Class of Stock [Line Items]
Liquidation preference per share (usd per share)	$ 100,000
Deferred fees for preferred stock redemption	$ 10

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Shareholders' equity - Preferred Stock Summary (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Class of Stock [Line Items]
Total shares issued and outstanding (shares)	43,826	48,826
Carrying value	$ 4,343	$ 4,838
Series A Noncumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Per annum dividend rate	4.00%
Total shares issued and outstanding (shares)	5,001	5,001
Carrying value	$ 500	$ 500
Liquidation preference per share (usd per share)	$ 100,000
Series A Noncumulative Perpetual Preferred Stock | SOFR
Class of Stock [Line Items]
Preferred stock, basis spread on variable rate	0.565%
Series D Noncumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Total shares issued and outstanding (shares)	0	5,000
Carrying value	$ 0	$ 494
Liquidation preference per share (usd per share)	$ 100,000
Series D Noncumulative Perpetual Preferred Stock | SOFR
Class of Stock [Line Items]
Preferred stock, basis spread on variable rate	2.46%
Series F Noncumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Per annum dividend rate	4.625%
Total shares issued and outstanding (shares)	10,000	10,000
Carrying value	$ 990	$ 990
Liquidation preference per share (usd per share)	$ 100,000
Series F Noncumulative Perpetual Preferred Stock | SOFR
Class of Stock [Line Items]
Preferred stock, basis spread on variable rate	3.131%
Series G Noncumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Per annum dividend rate	4.70%
Total shares issued and outstanding (shares)	10,000	10,000
Carrying value	$ 990	$ 990
Liquidation preference per share (usd per share)	$ 100,000
Series G Noncumulative Perpetual Preferred Stock | SOFR
Class of Stock [Line Items]
Preferred stock, basis spread on variable rate	4.358%
Series H Noncumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Per annum dividend rate	3.70%
Total shares issued and outstanding (shares)	5,825	5,825
Carrying value	$ 576	$ 577
Liquidation preference per share (usd per share)	$ 100,000
Series H Noncumulative Perpetual Preferred Stock | SOFR
Class of Stock [Line Items]
Preferred stock, basis spread on variable rate	3.352%
Series I Noncumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Per annum dividend rate	2.63%
Total shares issued and outstanding (shares)	13,000	13,000
Carrying value	$ 1,287	$ 1,287
Liquidation preference per share (usd per share)	$ 100,000
Series I Noncumulative Perpetual Preferred Stock | SOFR
Class of Stock [Line Items]
Preferred stock, basis spread on variable rate	3.75%

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Shareholders' equity - Summary of Preferred Dividends Paid (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Class of Stock [Line Items]
Preferred dividends	$ 235	$ 211	$ 207
Series A Preferred Stock
Class of Stock [Line Items]
Depositary shares per share	1.00%
Dividend paid per share (usd per share)	$ 5,866.23	$ 4,088.49	$ 4,044.44
Preferred dividends	$ 29	$ 20	$ 20
Series D Noncumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Depositary shares per share	1.00%
Dividend paid per share (usd per share)	$ 6,339.2	$ 4,500	$ 4,500
Preferred dividends	$ 42	$ 23	$ 23
Deferred fees for preferred stock redemption	$ 10
Series E Noncumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Depositary shares per share	1.00%
Dividend paid per share (usd per share)			$ 3,630.34
Preferred dividends			$ 47
Deferred fees for preferred stock redemption			$ 10
Series F Noncumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Depositary shares per share	1.00%
Dividend paid per share (usd per share)	$ 4,625	$ 4,625	$ 4,625
Preferred dividends	$ 46	$ 46	$ 46
Series G Noncumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Depositary shares per share	1.00%
Dividend paid per share (usd per share)	$ 4,700	$ 4,700	$ 4,700
Preferred dividends	$ 47	$ 47	$ 47
Series H Noncumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Depositary shares per share	1.00%
Dividend paid per share (usd per share)	$ 3,700	$ 3,700	$ 4,186.06
Preferred dividends	$ 22	$ 22	$ 24
Series I Noncumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Depositary shares per share	1.00%
Dividend paid per share (usd per share)	$ 3,750	$ 4,083.33
Preferred dividends	$ 49	$ 53

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Shareholders' equity - Temporary equity Narrative (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Text Block [Abstract]
Redeemable noncontrolling interests	$ 85	$ 109

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Shareholders' equity - Regulatory Capital Ratios (Details)	Dec. 31, 2023	Dec. 31, 2022
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
CET1 ratio	0.115	0.112
Tier 1 capital ratio	0.142	0.141
Total capital ratio	0.150	0.149
Tier 1 leverage ratio	0.060	0.058
SLR	0.073	0.068
The Bank of New York Mellon
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
CET1 ratio	0.162	0.156
Tier 1 capital ratio	0.162	0.156
Total capital ratio	0.163	0.157
Tier 1 leverage ratio	0.066	0.062
SLR	0.086	0.077

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Shareholders' equity - Components of Regulatory Capital Ratio (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
CET1:	$ 18,638	$ 18,032
Other Tier 1 capital:	22,967	22,856
Average assets for Tier 1 leverage ratio	383,899	396,643
Total leverage exposure for SLR	313,749	336,049
Common shareholders’ equity
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
CET1:	36,531	35,896
Goodwill and intangible assets
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
CET1 Adjustments	(17,253)	(17,210)
Net pension fund assets
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
CET1 Adjustments	(297)	(317)
Embedded goodwill
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
CET1 Adjustments	(275)	(279)
Deferred tax assets
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
CET1 Adjustments	(62)	(56)
Other
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
CET1 Adjustments	(6)	(2)
Other Tier 1 capital:	(14)	(14)
Tier 2 capital:	(11)	(11)
Preferred stock
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Other Tier 1 capital:	4,343	4,838
Subordinated debt
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Tier 2 capital:	1,148	1,248
Allowance for credit losses
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Tier 2 capital:	414	291
Standardized Approach
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Tier 2 capital:	1,551	1,528
Total capital:	24,518	24,384
Risk-weighted assets:	156,254	159,096
Excess of expected credit losses
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Tier 2 capital:	85	50
Advanced Approaches
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Tier 2 capital:	1,222	1,287
Total capital:	24,189	24,143
Risk-weighted assets:	161,604	161,672
Advanced Approaches | Credit Risk
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Risk-weighted assets:	87,299	90,243
Advanced Approaches | Market Risk
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Risk-weighted assets:	3,380	2,979
Advanced Approaches | Operational Risk
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Risk-weighted assets:	$ 70,925	$ 68,450

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Shareholders' equity - Amounts of Capital (Details) $ in Millions	Dec. 31, 2023 USD ($)
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
CET1	$ 4,902
Tier 1 capital	6,807
Total capital	4,797
Tier 1 leverage ratio	7,611
SLR	7,280
The Bank of New York Mellon
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
CET1	11,962
Tier 1 capital	10,017
Total capital	7,572
Tier 1 leverage ratio	5,158
SLR	$ 6,286

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Other comprehensive income (loss) - Components (Details) - USD ($) $ in Millions		12 Months Ended
		Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Pre-tax amount
Total other comprehensive income (loss), Pre-tax amount		$ 1,255	$ (4,644)	$ (1,433)
Tax (expense) benefit
Total other comprehensive income (loss), Tax (expense) benefit		(182)	878	207
After-tax amount
Foreign currency translation adjustments		272	(603)	(376)
Total other comprehensive income (loss), net of tax	[1]	1,073	(3,766)	(1,226)
Foreign currency translation
Pre-tax amount
Other comprehensive income (loss), Pre-tax amount		204	(455)	(313)
Total other comprehensive income (loss), Pre-tax amount		204	(455)	(313)
Tax (expense) benefit
Other comprehensive income (loss), Tax (expense) benefit		68	(148)	(63)
Total other comprehensive income (loss), Tax (expense) benefit		68	(148)	(63)
After-tax amount
Other comprehensive income (loss), After-tax amount		272	(603)	(376)
Total other comprehensive income (loss), net of tax		272	(603)	(376)
Unrealized gain (loss) on assets available-for-sale
Pre-tax amount
Other comprehensive income (loss), Pre-tax amount		1,100	(4,292)	(1,515)
Reclassification adjustment, Pre-tax amount		68	443	(5)
Total other comprehensive income (loss), Pre-tax amount		1,168	(3,849)	(1,520)
Tax (expense) benefit
Other comprehensive income (loss), Tax (expense) benefit		(271)	1,047	368
Reclassification adjustment, Tax (expense) benefit		(16)	(105)	1
Total other comprehensive income (loss), Tax (expense) benefit		(287)	942	369
After-tax amount
Other comprehensive income (loss), After-tax amount		829	(3,245)	(1,147)
Reclassification adjustment, After-tax amount		52	338	(4)
Total other comprehensive income (loss), net of tax		881	(2,907)	(1,151)
Defined benefit plans
Pre-tax amount
Other comprehensive income (loss), Pre-tax amount		(107)	(400)	296
Foreign exchange adjustment		(1)	0	0
Reclassification adjustment, Pre-tax amount		(18)	68	113
Total other comprehensive income (loss), Pre-tax amount		(126)	(332)	409
Tax (expense) benefit
Other comprehensive income (loss), Tax (expense) benefit		32	94	(77)
Foreign exchange adjustment		0	0	0
Reclassification adjustment, Tax (expense) benefit		8	(12)	(25)
Total other comprehensive income (loss), Tax (expense) benefit		40	82	(102)
After-tax amount
Other comprehensive income (loss), After-tax amount		(75)	(306)	219
Foreign currency translation adjustments		(1)	0	0
Reclassification adjustment, After-tax amount		(10)	56	88
Total other comprehensive income (loss), net of tax		(86)	(250)	307
Unrealized gain (loss) on cash flow hedges
Pre-tax amount
Other comprehensive income (loss), Pre-tax amount		7	(16)	3
Reclassification adjustment, Pre-tax amount		2	8	(12)
Total other comprehensive income (loss), Pre-tax amount		9	(8)	(9)
Tax (expense) benefit
Other comprehensive income (loss), Tax (expense) benefit		(2)	4	0
Reclassification adjustment, Tax (expense) benefit		(1)	(2)	3
Total other comprehensive income (loss), Tax (expense) benefit		(3)	2	3
After-tax amount
Other comprehensive income (loss), After-tax amount		5	(12)	3
Reclassification adjustment, After-tax amount		1	6	(9)
Total other comprehensive income (loss), net of tax		6	(6)	(6)
Unrealized gain (loss) on cash flow hedges | Staff expense
Pre-tax amount
Reclassification adjustment, Pre-tax amount		0	9	(12)
Tax (expense) benefit
Reclassification adjustment, Tax (expense) benefit		0	(2)	3
After-tax amount
Reclassification adjustment, After-tax amount		0	7	(9)
Unrealized gain (loss) on cash flow hedges | Investment And Other Revenue
Pre-tax amount
Reclassification adjustment, Pre-tax amount		2	(1)	0
Tax (expense) benefit
Reclassification adjustment, Tax (expense) benefit		(1)	0	0
After-tax amount
Reclassification adjustment, After-tax amount		$ 1	$ (1)	$ 0

[1] Other comprehensive income (loss) attributable to The Bank of New York Mellon Corporation shareholders was $1,073 million for the year ended Dec. 31, 2023, $(3,753) million for the year ended Dec. 31, 2022 and $(1,228) million for the year ended Dec. 31, 2021.

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Other comprehensive income (loss) - Changes in AOCI (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023		Dec. 31, 2022		Dec. 31, 2021
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ 40,741	[1],[2]	$ 43,230	[2],[3]	$ 45,944	[3]
Change in accumulated other comprehensive income (loss)	1,073		(3,753)		(1,228)
Ending balance	40,924	[1]	40,741	[1],[2]	43,230	[2],[3]
Foreign currency translation
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(2,114)		(1,524)		(1,146)
Change in accumulated other comprehensive income (loss)	272		(590)		(378)
Ending balance	(1,842)		(2,114)		(1,524)
Accumulated defined benefits adjustment | Pensions
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(1,256)		(1,016)		(1,299)
Change in accumulated other comprehensive income (loss)	(87)		(240)		283
Ending balance	(1,343)		(1,256)		(1,016)
Accumulated defined benefits adjustment | Other post-retirement benefits
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(41)		(31)		(55)
Change in accumulated other comprehensive income (loss)	1		(10)		24
Ending balance	(40)		(41)		(31)
Unrealized gain (loss) on assets available-for-sale
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(2,550)		357		1,508
Change in accumulated other comprehensive income (loss)	881		(2,907)		(1,151)
Ending balance	(1,669)		(2,550)		357
Unrealized gain (loss) on cash flow hedges
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(5)		1		7
Change in accumulated other comprehensive income (loss)	6		(6)		(6)
Ending balance	1		(5)		1
Total accumulated other comprehensive (loss) income, net of tax
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(5,966)		(2,213)		(985)
Change in accumulated other comprehensive income (loss)	1,073		(3,753)		(1,228)
Ending balance	$ (4,893)		$ (5,966)		$ (2,213)

[1] Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $35,896 million at Dec. 31, 2022 and $36,531 million at Dec. 31, 2023.

[2] Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $38,196 million at Dec. 31, 2021 and $35,896 million at Dec. 31, 2022.

[3] Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $41,260 million at Dec. 31, 2020 and $38,196 million at Dec. 31, 2021.

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Stock-based compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (shares)	0	0	0
Outstanding (in shares)	0
Options exercisable (shares)			407,905
Options exercisable, Weighted-average exercise price (usd per share)			$ 22.03
Options aggregate intrinsic value			$ 15
Total intrinsic value of options exercised		$ 15	48
Proceeds from the exercise of stock options	$ 0	9	50
Excess tax benefit realized for tax deductions from options exercised		3	8
Non-Vested Performance-Based Stock Units, Restricted Stock and Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation cost	332	293	260
Tax benefit recognized from awards	$ 79	$ 69	$ 62
Shares granted (shares)	8,295,173
Non-Vested Performance-Based Stock Units, Restricted Stock and Restricted Stock Units | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation, vesting period	0 years
Non-Vested Performance-Based Stock Units, Restricted Stock and Restricted Stock Units | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation, vesting period	4 years
Performance Units | Executive Committee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted (shares)	577,549	513,101	648,973
Return on tangible common shareholders' equity	70.00%
Total shareholder return	30.00%
Measurement period	3 years
Threshold percent of award	150.00%
Restricted Stock, RSUs and PSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost related to nonvested awards	$ 350
Unrecognized compensation cost expected to be recognized for nonvested award over a weighted-average period	2 years 3 months 18 days
Total fair value of stock-based compensation that vested during the period	$ 305	$ 264	$ 240
Tax benefit from awards vested during period	$ 3	16	(8)
Subsidiary Long Term Incentive Plans | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation, required service period	3 years
Subsidiary Long Term Incentive Plans | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation, required service period	5 years
Long-Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation, authorized shares (shares)	44,948,591
Long-Term Incentive Plan, Portion for the Vesting of Retirement Eligible Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation cost	$ 81	$ 72	$ 64

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Stock-based compensation - Nonvested Restricted Stock and Restricted Stock Units Activity (Details) - Non-Vested Performance-Based Stock Units, Restricted Stock and Restricted Stock Units	12 Months Ended
	Dec. 31, 2023 $ / shares shares
Number of Shares
Nonvested PSUs, restricted stock and RSUs, beginning balance (shares) | shares	15,086,135
Granted (shares) | shares	8,295,173
Vested (shares) | shares	(6,238,671)
Forfeited (shares) | shares	(685,921)
Nonvested PSUs, restricted stock and RSUs, ending balance (shares) | shares	16,456,716
Weighted-average fair value
Nonvested PSUs, restricted stock and RSUs, beginning balance (usd per share) | $ / shares	$ 50.38
Granted (usd per share) | $ / shares	50.71
Vested (usd per share) | $ / shares	48.74
Forfeited (usd per share) | $ / shares	49.70
Nonvested PSUs, restricted stock and RSUs, ending balance (usd per share) | $ / shares	$ 51.20

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Employee benefit plans - Narrative (Details) shares in Millions	12 Months Ended
	Dec. 31, 2023 USD ($) defined_benefit_plan employees shares	Dec. 31, 2022 USD ($) shares	Dec. 31, 2021 USD ($)
Defined Benefit Plan Disclosure [Line Items]
Number of qualified plans | defined_benefit_plan	1
Accumulated benefit obligation for all defined benefit plans	$ 4,500,000,000	$ 4,300,000,000
Recognized cost of defined contribution plans, excluding the ESOP	$ 282,000,000	$ 276,000,000	$ 258,000,000
Shares of stock owned by Employee Stock Ownership Plan (shares) | shares	3.5	3.7
Fair value of shares total ESOP assets	$ 185,000,000	$ 171,000,000
The Bank of New York Mellon Corporation 401(k) Savings Plan
Defined Benefit Plan Disclosure [Line Items]
401(k) Employer matching contribution, percent match	100.00%	100.00%	100.00%
401(k) Employer matching contribution, percent of employees' base pay	7.00%	7.00%	7.00%
401(k) Employer matching contribution, maximum amount per participant	$ 16,000	$ 16,000	$ 16,000
401(k) Employer discretionary contribution amount	750	750	750
401(k) Maximum employee salary cap	$ 100,000	$ 100,000	$ 100,000
Deferred compensation arrangement with individual, requisite service period	1 year	1 year
401(k), shares of common stock owned (shares) | shares	8.7	9.2
401(k), fair value of total assets	$ 8,800,000,000	$ 7,800,000,000
United States
Defined Benefit Plan Disclosure [Line Items]
Number of employees covered by defined contribution plan | employees	7,400
United States | Fixed income | Minimum
Defined Benefit Plan Disclosure [Line Items]
Percentage of plan assets	35.00%
United States | Fixed income | Maximum
Defined Benefit Plan Disclosure [Line Items]
Percentage of plan assets	100.00%
United States | Equities | Minimum
Defined Benefit Plan Disclosure [Line Items]
Percentage of plan assets	0.00%
United States | Equities | Maximum
Defined Benefit Plan Disclosure [Line Items]
Percentage of plan assets	65.00%
United States | Cash equivalents | Minimum
Defined Benefit Plan Disclosure [Line Items]
Percentage of plan assets	0.00%
United States | Cash equivalents | Maximum
Defined Benefit Plan Disclosure [Line Items]
Percentage of plan assets	10.00%
Foreign
Defined Benefit Plan Disclosure [Line Items]
Number of employees covered by defined contribution plan | employees	18,000
Pension Plan | United States
Defined Benefit Plan Disclosure [Line Items]
Discount rate	5.25%	5.61%
Cash contributions expected to be made to fund defined benefit plans in the next fiscal year	$ 12,000,000
Pension Plan | Foreign
Defined Benefit Plan Disclosure [Line Items]
Discount rate	4.44%	4.62%
Cash contributions expected to be made to fund defined benefit plans in the next fiscal year	$ 9,000,000
pre-Medicare | United States
Defined Benefit Plan Disclosure [Line Items]
Assumed healthcare cost trend rate used in determining benefit expense for next fiscal year	7.00%
Assumed healthcare cost trend rate used in determining benefit expense for ultimate year	4.04%
Medicare | United States
Defined Benefit Plan Disclosure [Line Items]
Assumed healthcare cost trend rate used in determining benefit expense for next fiscal year	6.60%
Assumed healthcare cost trend rate used in determining benefit expense for ultimate year	4.04%
Healthcare Benefits | United States
Defined Benefit Plan Disclosure [Line Items]
Discount rate	5.25%	5.61%
Cash contributions expected to be made to fund defined benefit plans in the next fiscal year	$ 8,000,000
Healthcare Benefits | Foreign
Defined Benefit Plan Disclosure [Line Items]
Discount rate	4.65%	4.75%
Cash contributions expected to be made to fund defined benefit plans in the next fiscal year	$ 1,000,000

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Employee benefit plans - Combined Data for Defined Benefit Pension and Post Retirement Healthcare Plans (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Pensions | United States
Weighted-average assumptions used to determine benefit obligations
Discount rate	5.25%	5.61%
Cash balance interest crediting rate	4.00%	4.00%
Defined Benefit Plan, Change in Benefit Obligation
Benefit obligation at beginning of period	$ (3,527)	$ (4,747)
Service cost	0	0	$ 0
Interest cost	(190)	(140)	(137)
Actuarial (loss) gain	(122)	1,105
Curtailments	0	0
Benefits paid	237	255
Benefit obligation at end of period	(3,602)	(3,527)	(4,747)
Change in fair value of plan assets
Fair value at beginning of period	4,806	6,129
Actual return on plan assets	501	(1,082)
Employer contributions	19	14
Benefit payments	(237)	(255)
Fair value at end of period	5,089	4,806	6,129
Funded status at end of period	1,487	1,279
Amounts recognized in accumulated other comprehensive loss (income) consist of:
Net (gain) loss	1,637	1,645
Prior service (credit) cost	0	0
Total (before tax effects)	$ 1,637	$ 1,645
Pensions | Foreign
Weighted-average assumptions used to determine benefit obligations
Discount rate	4.44%	4.62%
Rate of compensation increase	3.71%	3.72%
Defined Benefit Plan, Change in Benefit Obligation
Benefit obligation at beginning of period	$ (768)	$ (1,456)
Service cost	(10)	(11)	(14)
Interest cost	(36)	(28)	(25)
Actuarial (loss) gain	(67)	554
Curtailments	1	0
Benefits paid	26	30
Foreign exchange adjustment	(35)	143
Benefit obligation at end of period	(889)	(768)	(1,456)
Change in fair value of plan assets
Fair value at beginning of period	975	1,807
Actual return on plan assets	43	(631)
Employer contributions	11	10
Benefit payments	(26)	(30)
Foreign exchange adjustments	49	(181)
Fair value at end of period	1,052	975	1,807
Funded status at end of period	163	207
Amounts recognized in accumulated other comprehensive loss (income) consist of:
Net (gain) loss	243	109
Prior service (credit) cost	(1)	4
Total (before tax effects)	$ 242	$ 113
Healthcare Benefits | United States
Weighted-average assumptions used to determine benefit obligations
Discount rate	5.25%	5.61%
Rate of compensation increase	3.00%	3.00%
Defined Benefit Plan, Change in Benefit Obligation
Benefit obligation at beginning of period	$ (95)	$ (134)
Service cost	(1)	(1)	(1)
Interest cost	(5)	(4)	(4)
Actuarial (loss) gain	(2)	35
Curtailments	0	0
Benefits paid	11	9
Benefit obligation at end of period	(92)	(95)	(134)
Change in fair value of plan assets
Fair value at beginning of period	116	144
Actual return on plan assets	19	(28)
Employer contributions	11	9
Benefit payments	(11)	(9)
Fair value at end of period	135	116	144
Funded status at end of period	43	21
Amounts recognized in accumulated other comprehensive loss (income) consist of:
Net (gain) loss	38	41
Prior service (credit) cost	(6)	(13)
Total (before tax effects)	$ 32	$ 28
Healthcare Benefits | Foreign
Weighted-average assumptions used to determine benefit obligations
Discount rate	4.65%	4.75%
Defined Benefit Plan, Change in Benefit Obligation
Benefit obligation at beginning of period	$ (2)	$ (3)
Service cost	0	0	0
Interest cost	0	0	0
Actuarial (loss) gain	(1)	1
Curtailments	0	0
Benefits paid	0	0
Foreign exchange adjustment	1	0
Benefit obligation at end of period	(2)	(2)	(3)
Change in fair value of plan assets
Fair value at beginning of period	0	0
Actual return on plan assets	0	0
Employer contributions	0	0
Benefit payments	0	0
Foreign exchange adjustments	0	0
Fair value at end of period	0	0	$ 0
Funded status at end of period	(2)	(2)
Amounts recognized in accumulated other comprehensive loss (income) consist of:
Net (gain) loss	(1)	(2)
Prior service (credit) cost	0	0
Total (before tax effects)	$ (1)	$ (2)

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Employee benefit plans - Net Periodic Benefit (Credit) Cost (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Pensions | United States
Weighted-average assumptions to calculate net periodic benefit cost (credit):
Market-related value of plan assets	$ 5,757	$ 5,924	$ 5,710
Discount rate	5.61%	3.03%	2.80%
Expected rate of return on plan assets	6.75%	5.375%	5.375%
Cash balance interest crediting rate	4.00%	4.00%	4.00%
Components of net periodic benefit (credit) cost:
Service cost	$ 0	$ 0	$ 0
Interest cost	190	140	137
Expected return on assets	(380)	(312)	(300)
Amortization of:
Prior service cost (credit)	0	0	0
Net actuarial loss (gain)	8	69	98
Settlement (gain) loss	1	0	0
Curtailment (gain)	0	0	0
Net periodic benefit (credit) cost	(181)	(103)	(65)
Pensions | Foreign
Weighted-average assumptions to calculate net periodic benefit cost (credit):
Market-related value of plan assets	$ 1,358	$ 1,627	$ 1,586
Discount rate	4.62%	2.11%	1.59%
Expected rate of return on plan assets	6.38%	2.40%	2.17%
Rate of compensation increase	3.72%	3.43%	3.12%
Components of net periodic benefit (credit) cost:
Service cost	$ 10	$ 11	$ 14
Interest cost	36	28	25
Expected return on assets	(89)	(35)	(34)
Amortization of:
Prior service cost (credit)	0	0	1
Net actuarial loss (gain)	(14)	3	13
Settlement (gain) loss	(1)	0	1
Curtailment (gain)	(1)	0	0
Net periodic benefit (credit) cost	(59)	7	20
Healthcare Benefits | United States
Weighted-average assumptions to calculate net periodic benefit cost (credit):
Market-related value of plan assets	$ 135	$ 133	$ 123
Discount rate	5.61%	3.03%	2.80%
Expected rate of return on plan assets	6.75%	5.375%	5.375%
Rate of compensation increase	3.00%	3.00%	3.00%
Components of net periodic benefit (credit) cost:
Service cost	$ 1	$ 1	$ 1
Interest cost	5	4	4
Expected return on assets	(9)	(7)	(7)
Amortization of:
Prior service cost (credit)	(7)	(7)	(6)
Net actuarial loss (gain)	(5)	3	6
Settlement (gain) loss	0	0	0
Curtailment (gain)	0	0	0
Net periodic benefit (credit) cost	$ (15)	$ (6)	$ (2)
Healthcare Benefits | Foreign
Weighted-average assumptions to calculate net periodic benefit cost (credit):
Discount rate	4.75%	2.15%	1.65%
Components of net periodic benefit (credit) cost:
Service cost	$ 0	$ 0	$ 0
Interest cost	0	0	0
Expected return on assets	0	0	0
Amortization of:
Prior service cost (credit)	0	0	0
Net actuarial loss (gain)	0	0	0
Settlement (gain) loss	0	0	0
Curtailment (gain)	0	0	0
Net periodic benefit (credit) cost	$ 0	$ 0	$ 0

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Employee benefit plans - Changes in Other Comprehensive Income (Loss) (Details) $ in Millions	12 Months Ended
	Dec. 31, 2023 USD ($)
Pensions | United States
Defined Benefit Plan Disclosure [Line Items]
Net loss (gain) arising during period	$ 1
Recognition of prior years’ net (loss) gain	(9)
Recognition of prior years’ service credit	0
Total recognized in other comprehensive (income) loss (before tax effects)	(8)
Pensions | Foreign
Defined Benefit Plan Disclosure [Line Items]
Net loss (gain) arising during period	113
Recognition of prior years’ net (loss) gain	15
Recognition of prior years’ service credit	0
Foreign exchange adjustment	1
Total recognized in other comprehensive (income) loss (before tax effects)	129
Healthcare Benefits | United States
Defined Benefit Plan Disclosure [Line Items]
Net loss (gain) arising during period	(8)
Recognition of prior years’ net (loss) gain	5
Recognition of prior years’ service credit	7
Total recognized in other comprehensive (income) loss (before tax effects)	4
Healthcare Benefits | Foreign
Defined Benefit Plan Disclosure [Line Items]
Net loss (gain) arising during period	1
Recognition of prior years’ net (loss) gain	0
Recognition of prior years’ service credit	0
Foreign exchange adjustment	0
Total recognized in other comprehensive (income) loss (before tax effects)	$ 1

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Employee benefit plans - Amounts Expected to be Recognized in Net Periodic Benefit Income (Cost) (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Defined Benefit Plan Disclosure [Line Items]
Prepaid benefit cost	$ 1,818	$ 1,651
Pensions | United States
Defined Benefit Plan Disclosure [Line Items]
Prepaid benefit cost	1,599	1,399
Accrued benefit cost	(112)	(120)
Total pension and healthcare benefits	1,487	1,279
Pensions | Foreign
Defined Benefit Plan Disclosure [Line Items]
Prepaid benefit cost	219	252
Accrued benefit cost	(56)	(45)
Total pension and healthcare benefits	163	207
Healthcare Benefits | United States
Defined Benefit Plan Disclosure [Line Items]
Prepaid benefit cost	43	21
Total pension and healthcare benefits	43	21
Healthcare Benefits | Foreign
Defined Benefit Plan Disclosure [Line Items]
Accrued benefit cost	(2)	(2)
Total pension and healthcare benefits	$ (2)	$ (2)

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Employee benefit plans - Plans with Obligations in Excess of Plan Assets (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Pensions | United States
Defined Benefit Plan Disclosure [Line Items]
Projected benefit obligation	$ 112	$ 120
Fair value of plan assets	0	0
Accumulated benefit obligation	112	120
Fair value of plan assets	0	0
Pensions | Foreign
Defined Benefit Plan Disclosure [Line Items]
Projected benefit obligation	172	64
Fair value of plan assets	116	19
Accumulated benefit obligation	55	50
Fair value of plan assets	17	18
Healthcare Benefits | United States
Defined Benefit Plan Disclosure [Line Items]
Accumulated benefit obligation	62	62
Fair value of plan assets	0	0
Healthcare Benefits | Foreign
Defined Benefit Plan Disclosure [Line Items]
Accumulated benefit obligation	2	2
Fair value of plan assets	$ 0	$ 0

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Employee benefit plans - Benefit Payments and Expected to be Paid (Details) $ in Millions	Dec. 31, 2023 USD ($)
Pensions | United States
Defined Benefit Plan Disclosure [Line Items]
2024	$ 274
2025	271
2026	270
2027	268
2028	266
2029-2033	1,279
Total pension and healthcare benefits	2,628
Pensions | Foreign
Defined Benefit Plan Disclosure [Line Items]
2024	32
2025	32
2026	34
2027	36
2028	40
2029-2033	226
Total pension and healthcare benefits	400
Healthcare Benefits | United States
Defined Benefit Plan Disclosure [Line Items]
2024	8
2025	8
2026	8
2027	8
2028	8
2029-2033	33
Total pension and healthcare benefits	73
Healthcare Benefits | Foreign
Defined Benefit Plan Disclosure [Line Items]
2024	0
2025	0
2026	0
2027	0
2028	0
2029-2033	1
Total pension and healthcare benefits	$ 1

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Employee benefit plans - Pension Investment Asset Allocation (Details) - Pension Plan	Dec. 31, 2023	Dec. 31, 2022
United States
Defined Benefit Plan Disclosure [Line Items]
Total pension assets	100.00%	100.00%
United States | Fixed income
Defined Benefit Plan Disclosure [Line Items]
Total pension assets	62.00%	60.00%
United States | Equities
Defined Benefit Plan Disclosure [Line Items]
Total pension assets	34.00%	36.00%
United States | Alternative investments
Defined Benefit Plan Disclosure [Line Items]
Total pension assets	3.00%	3.00%
United States | Cash
Defined Benefit Plan Disclosure [Line Items]
Total pension assets	1.00%	1.00%
Foreign
Defined Benefit Plan Disclosure [Line Items]
Total pension assets	100.00%	100.00%
Foreign | Fixed income
Defined Benefit Plan Disclosure [Line Items]
Total pension assets	74.00%	74.00%
Foreign | Equities
Defined Benefit Plan Disclosure [Line Items]
Total pension assets	13.00%	12.00%
Foreign | Alternative investments
Defined Benefit Plan Disclosure [Line Items]
Total pension assets	11.00%	12.00%
Foreign | Cash
Defined Benefit Plan Disclosure [Line Items]
Total pension assets	2.00%	2.00%

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Employee benefit plans - Pension Plan Investment Assets on Recurring Basis (Details) - Assets measured at fair value on a recurring basis - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
United States
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	$ 5,089	$ 4,806
United States | Level 1, 2 and 3
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	4,920	4,646
United States | Level 1, 2 and 3 | U.S. equity
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	920	897
United States | Level 1, 2 and 3 | Non-U.S. equity
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	373	351
United States | Level 1, 2 and 3 | U.S. equity
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	116	169
United States | Level 1, 2 and 3 | Commingled
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	530	493
United States | Level 1, 2 and 3 | U.S. corporate bonds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	2,539	2,333
United States | Level 1, 2 and 3 | U.S. Treasury securities
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	233	214
United States | Level 1, 2 and 3 | State and political subdivisions
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	110	88
United States | Level 1, 2 and 3 | Non-U.S. government
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	30	44
United States | Level 1, 2 and 3 | U.S. government agencies
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	26	21
United States | Level 1, 2 and 3 | Other
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	35	28
United States | Level 1, 2 and 3 | Exchange-traded funds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	8	8
United States | Level 1
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	1,537	1,476
United States | Level 1 | U.S. equity
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	920	897
United States | Level 1 | Non-U.S. equity
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	373	351
United States | Level 1 | U.S. equity
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 1 | Commingled
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 1 | U.S. corporate bonds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 1 | U.S. Treasury securities
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	233	214
United States | Level 1 | State and political subdivisions
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 1 | Non-U.S. government
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	3	6
United States | Level 1 | U.S. government agencies
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 1 | Other
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 1 | Exchange-traded funds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	8	8
United States | Level 2
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	3,383	3,170
United States | Level 2 | U.S. equity
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 2 | Non-U.S. equity
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 2 | U.S. equity
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	116	169
United States | Level 2 | Commingled
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	530	493
United States | Level 2 | U.S. corporate bonds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	2,539	2,333
United States | Level 2 | U.S. Treasury securities
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 2 | State and political subdivisions
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	110	88
United States | Level 2 | Non-U.S. government
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	27	38
United States | Level 2 | U.S. government agencies
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	26	21
United States | Level 2 | Other
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	35	28
United States | Level 2 | Exchange-traded funds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 3
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 3 | U.S. equity
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 3 | Non-U.S. equity
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 3 | U.S. equity
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 3 | Commingled
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 3 | U.S. corporate bonds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 3 | U.S. Treasury securities
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 3 | State and political subdivisions
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 3 | Non-U.S. government
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 3 | U.S. government agencies
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 3 | Other
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | Level 3 | Exchange-traded funds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
United States | NAV | Funds of funds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	164	154
United States | NAV | Venture capital and partnership interests
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	5	6
Foreign
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	1,052	975
Foreign | Level 1, 2 and 3
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	938	855
Foreign | Level 1, 2 and 3 | Corporate bonds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	659	611
Foreign | Level 1, 2 and 3 | Equity funds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	137	117
Foreign | Level 1, 2 and 3 | Sovereign/government obligation funds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	123	111
Foreign | Level 1, 2 and 3 | Cash
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	19	16
Foreign | Level 1
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	19	16
Foreign | Level 1 | Corporate bonds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
Foreign | Level 1 | Equity funds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
Foreign | Level 1 | Sovereign/government obligation funds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
Foreign | Level 1 | Cash
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	19	16
Foreign | Level 2
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	919	839
Foreign | Level 2 | Corporate bonds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	659	611
Foreign | Level 2 | Equity funds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	137	117
Foreign | Level 2 | Sovereign/government obligation funds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	123	111
Foreign | Level 2 | Cash
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
Foreign | Level 3
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
Foreign | Level 3 | Corporate bonds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
Foreign | Level 3 | Equity funds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
Foreign | Level 3 | Sovereign/government obligation funds
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
Foreign | Level 3 | Cash
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	0	0
Foreign | NAV | Other assets measured at NAV
Defined Benefit Plan Disclosure [Line Items]
Plan assets, at fair value	$ 114	$ 120

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Employee benefit plans - Pension Plan Assets Valued Using Net Asset Value (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Funds of funds
Defined Benefit Plan Disclosure [Line Items]
Redemption frequency	Monthly	Monthly
Minimum | Funds of funds
Defined Benefit Plan Disclosure [Line Items]
Redemption notice period	30 days	30 days
Maximum | Funds of funds
Defined Benefit Plan Disclosure [Line Items]
Redemption notice period	45 days	45 days
NAV | Funds of funds, venture capital and partnership interests, property funds and other contracts | Assets measured at fair value on a recurring basis
Defined Benefit Plan Disclosure [Line Items]
Fair value	$ 283	$ 280
Unfunded  commitments	0	0
NAV | Funds of funds | Assets measured at fair value on a recurring basis
Defined Benefit Plan Disclosure [Line Items]
Fair value	164	154
Unfunded  commitments	0	0
NAV | Venture capital and partnership interests | Assets measured at fair value on a recurring basis
Defined Benefit Plan Disclosure [Line Items]
Fair value	83	91
Unfunded  commitments	0	0
NAV | Other contracts | Assets measured at fair value on a recurring basis
Defined Benefit Plan Disclosure [Line Items]
Fair value	36	35
Unfunded  commitments	$ 0	$ 0

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Company financial information (Parent Corporation) - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Jan. 31, 2023
Condensed Financial Statements, Captions [Line Items]
Dividend payments without regulatory approval	$ 1,700
Liquid asset held, amount	$ 3,200
Authorized amount of shares to repurchase				$ 5,000
Minimum
Condensed Financial Statements, Captions [Line Items]
Collateral percentage requirement for bank loans to affiliates	100.00%
Maximum
Condensed Financial Statements, Captions [Line Items]
Collateral percentage requirement for bank loans to affiliates	130.00%
Credit Extensions To Affiliates
Condensed Financial Statements, Captions [Line Items]
Maximum percentage of regulatory capital allowable for bank credit extensions	10.00%
Credit Extensions In Aggregate To Bank Of New York And All Affiliates
Condensed Financial Statements, Captions [Line Items]
Maximum percentage of regulatory capital allowable for bank credit extensions	20.00%
Subsidiaries
Condensed Financial Statements, Captions [Line Items]
Common stock, dividends declared	$ 3,500	$ 1,000	$ 2,500

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Company financial information (Parent Corporation) - Income Statement (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Condensed Income Statements, Captions [Line Items]
Total revenue	$ 17,502	$ 16,377	$ 15,931
Interest expense (including $23, $10 and $6, to subsidiaries, respectively)	16,303	3,614	227
(Benefit) for income taxes	800	768	877
Net income applicable to shareholders of The Bank of New York Mellon Corporation	3,286	2,573	3,759
Preferred stock dividends and redemption charge	(235)	(211)	(207)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation	3,051	2,362	3,552
Bank Subsidiaries
Condensed Income Statements, Captions [Line Items]
Interest expense (including $23, $10 and $6, to subsidiaries, respectively)	23	10	6
Parent Company
Condensed Income Statements, Captions [Line Items]
(Loss) on securities held for sale	(1)	0	0
Other revenue	83	57	56
Total revenue	4,759	2,005	3,682
Interest expense (including $23, $10 and $6, to subsidiaries, respectively)	1,716	853	339
Other expense	291	433	153
Total expense	2,007	1,286	492
Income before income taxes and equity in undistributed net income of subsidiaries	2,752	719	3,190
(Benefit) for income taxes	(258)	(190)	(92)
Equity in undistributed net income:	276	1,664	477
Net income applicable to shareholders of The Bank of New York Mellon Corporation	3,286	2,573	3,759
Preferred stock dividends and redemption charge	(235)	(211)	(207)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation	3,051	2,362	3,552
Parent Company | Bank Subsidiaries
Condensed Income Statements, Captions [Line Items]
Dividends from subsidiaries	3,472	1,006	2,490
Interest revenue from subsidiaries	71	25	0
Equity in undistributed net income:	(313)	1,696	282
Parent Company | Nonbank Subsidiaries
Condensed Income Statements, Captions [Line Items]
Dividends from subsidiaries	1,070	880	1,106
Interest revenue from subsidiaries	64	37	30
Equity in undistributed net income:	$ 589	$ (32)	$ 195

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Company financial information (Parent Corporation) - Balance Sheet (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Condensed Balance Sheet Statements, Captions [Line Items]
Cash and due from banks	$ 4,922	$ 5,030
Corporate-owned life insurance	5,480	5,417
Other assets	25,985	25,855
Total assets	409,953	405,783	$ 444,438
Other liabilities	8,844	8,543
Long-term debt	31,257	30,458
Total liabilities	368,944	364,933
Shareholders’ equity	40,874	40,734
Total liabilities, temporary equity and permanent equity	409,953	405,783
Parent Company
Condensed Balance Sheet Statements, Captions [Line Items]
Cash and due from banks	229	376
Securities	0	1
Investment in and advances to subsidiaries and associated companies:	73,022	71,914
Corporate-owned life insurance	796	793
Other assets	363	610
Total assets	74,410	73,694
Deferred compensation	367	372
Other liabilities	1,889	1,995
Long-term debt	29,986	29,679
Total liabilities	33,536	32,960
Shareholders’ equity	40,874	40,734
Total liabilities, temporary equity and permanent equity	74,410	73,694
Parent Company | Bank Subsidiaries
Condensed Balance Sheet Statements, Captions [Line Items]
Investment in and advances to subsidiaries and associated companies:	34,184	33,795
Parent Company | Nonbank Subsidiaries
Condensed Balance Sheet Statements, Captions [Line Items]
Investment in and advances to subsidiaries and associated companies:	38,838	38,119
Parent Company | Affiliate
Condensed Balance Sheet Statements, Captions [Line Items]
Affiliate borrowings	$ 1,294	$ 914

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Company financial information (Parent Corporation) - Cash Flows (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Operating activities
Income from consolidated investment management funds, net of noncontrolling interests	$ 3,286	$ 2,573	$ 3,759
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Net cash provided by operating activities	5,912	15,068	2,838
Investing activities
Net cash (used for) provided by investing activities	(5,810)	19,874	19,672
Financing activities
Net proceeds from the issuance of long-term debt	6,487	9,929	5,186
Repayments of long-term debt	(6,059)	(4,000)	(4,650)
Issuance of common stock	16	14	13
Issuance of preferred stock	0	0	1,287
Treasury stock acquired	(2,604)	(124)	(4,567)
Redemption of preferred stock	(500)	0	(1,000)
Net cash (used for) financing activities	(3,519)	(33,654)	(21,962)
Change in cash and due from banks	(3,187)	1,646	464
Cash and due from banks and restricted cash at beginning of period	11,529	9,883	9,419
Cash and due from banks and restricted cash at end of period	8,342	11,529	9,883
Supplemental disclosures
Interest paid	16,021	3,307	233
Income taxes refunded	17	11	42
Parent Company
Operating activities
Income from consolidated investment management funds, net of noncontrolling interests	3,286	2,573	3,759
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Equity in undistributed net (income) of subsidiaries	(276)	(1,664)	(477)
Change in accrued interest receivable	24	(8)	75
Change in accrued interest payable	24	78	(15)
Change in taxes payable	395	(3)	(142)
Other, net	86	221	(260)
Net cash provided by operating activities	3,539	1,197	2,940
Investing activities
Acquisitions of, investments in, and advances to subsidiaries	592	(1,962)	870
Net cash (used for) provided by investing activities	592	(1,962)	870
Financing activities
Net proceeds from the issuance of long-term debt	5,988	9,179	5,186
Repayments of long-term debt	(6,055)	(4,000)	(4,250)
Change in advances from subsidiaries	364	(2,917)	820
Issuance of common stock	16	23	63
Issuance of preferred stock	0	0	1,287
Treasury stock acquired	(2,604)	(124)	(4,567)
Redemption of preferred stock	(500)	0	(1,000)
Cash dividends paid	(1,487)	(1,376)	(1,323)
Net cash (used for) financing activities	(4,278)	785	(3,784)
Change in cash and due from banks	(147)	20	26
Cash and due from banks and restricted cash at beginning of period	376	356	330
Cash and due from banks and restricted cash at end of period	229	376	356
Supplemental disclosures
Interest paid	1,693	774	354
Income taxes refunded	2	0	1
Payments received from subsidiaries for taxes	986	70	21
Payments for acquisition of investments in and advances to subsidiaries	(1,963)	(2,778)	(10)
Proceeds from sale of investments in and advances from subsidiaries	$ 2,555	$ 816	$ 880

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Fair value measurement - Narrative (Details)	Dec. 31, 2023
Fair Value Disclosures [Abstract]
Percentage of securities valued with reasonable level of price transparency	99.00%

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Fair value measurement - Assets and Liabilities on Recurring Basis (Details) - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	$ 76,817,000,000	$ 86,622,000,000
Trading assets:
Total derivatives fair value	10,531,000,000	11,151,000,000
Effect of master netting agreements	(8,256,000,000)	(8,206,000,000)
Total derivative assets	2,275,000,000	2,945,000,000
Trading assets	10,058,000,000	9,908,000,000
Other assets	1,261,000,000	971,000,000
Trading liabilities:
Total derivatives fair value	10,946,000,000	11,277,000,000
Effect of master netting agreements	(7,090,000,000)	(8,243,000,000)
Derivative liabilities	3,856,000,000	3,034,000,000
Other liabilities	195,000,000	221,000,000
Interest rate contracts
Trading assets:
Effect of master netting agreements	(751,000,000)	(986,000,000)
Trading liabilities:
Effect of master netting agreements	(635,000,000)	(798,000,000)
Foreign exchange contracts
Trading assets:
Effect of master netting agreements	(7,498,000,000)	(7,215,000,000)
Trading liabilities:
Effect of master netting agreements	(6,341,000,000)	(7,444,000,000)
Equity contracts
Trading assets:
Effect of master netting agreements	(7,000,000)	(5,000,000)
Trading liabilities:
Effect of master netting agreements	(114,000,000)	(1,000,000)
U.S. Treasury
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	16,604,000,000	29,533,000,000
Non-U.S. government
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	18,382,000,000	20,339,000,000
Agency residential mortgage-backed securities (“RMBS”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	13,111,000,000	8,957,000,000
Agency commercial mortgage-backed securities (“MBS”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	7,729,000,000	8,060,000,000
Foreign covered bonds
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	6,334,000,000	5,758,000,000
Collateralized loan obligations (“CLOs”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	6,137,000,000	5,343,000,000
U.S. government agencies
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	2,901,000,000	2,294,000,000
Non-agency RMBS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	1,740,000,000	2,029,000,000
Other ABS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	943,000,000	1,319,000,000
Other debt securities
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	1,000,000	13,000,000
Not designated as hedging
Trading assets:
Total derivatives fair value	10,295,000,000	10,832,000,000
Trading liabilities:
Total derivatives fair value	10,773,000,000	11,057,000,000
Not designated as hedging | Interest rate contracts
Trading assets:
Total derivatives fair value	1,060,000,000	1,297,000,000
Trading liabilities:
Total derivatives fair value	1,347,000,000	1,584,000,000
Not designated as hedging | Foreign exchange contracts
Trading assets:
Total derivatives fair value	9,227,000,000	9,433,000,000
Trading liabilities:
Total derivatives fair value	9,282,000,000	9,456,000,000
Not designated as hedging | Equity contracts
Trading assets:
Total derivatives fair value	8,000,000	102,000,000
Trading liabilities:
Total derivatives fair value	138,000,000	13,000,000
Designated as hedging
Trading assets:
Total derivatives fair value	236,000,000	319,000,000
Trading liabilities:
Total derivatives fair value	173,000,000	220,000,000
Designated as hedging | Interest rate contracts
Trading assets:
Total derivatives fair value	214,000,000	205,000,000
Trading liabilities:
Total derivatives fair value	0	0
Designated as hedging | Foreign exchange contracts
Trading assets:
Total derivatives fair value	22,000,000	114,000,000
Trading liabilities:
Total derivatives fair value	173,000,000	220,000,000
Assets measured at fair value on a recurring basis
Trading assets:
Effect of master netting agreements	(8,256,000,000)
Total assets	88,136,000,000
Assets measured at fair value on a recurring basis | Level 1
Trading assets:
Total assets	$ 25,300,000,000
Percentage of total assets prior to netting	26.00%
Trading liabilities:
Percentage of total liabilities prior to netting	19.00%
Assets measured at fair value on a recurring basis | Level 2
Trading assets:
Total assets	$ 70,939,000,000
Percentage of total assets prior to netting	74.00%
Trading liabilities:
Percentage of total liabilities prior to netting	81.00%
Assets measured at fair value on a recurring basis | Level 3
Trading assets:
Total assets	$ 0
Percentage of total assets prior to netting	0.00%
Trading liabilities:
Percentage of total liabilities prior to netting	0.00%
Assets measured at fair value on a recurring basis | Operating segments
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	$ 76,817,000,000	86,622,000,000
Trading assets:
Debt instruments	3,501,000,000	3,491,000,000
Equity instruments	4,518,000,000	3,791,000,000
Effect of master netting agreements	(8,256,000,000)	(8,206,000,000)
Trading assets	10,058,000,000	9,908,000,000
Other assets	872,000,000	514,000,000
Total other assets	1,108,000,000	833,000,000
Total assets		97,501,000,000
Trading liabilities:
Total trading liabilities	6,226,000,000	5,385,000,000
Effect of master netting agreements	(7,090,000,000)	(8,243,000,000)
Other liabilities	22,000,000	1,000,000
Total derivative liabilities designated as hedging	195,000,000
Total liabilities	6,421,000,000	5,606,000,000
Assets measured at fair value on a recurring basis | Operating segments | U.S. Treasury
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	16,604,000,000	29,533,000,000
Assets measured at fair value on a recurring basis | Operating segments | Non-U.S. government
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	18,382,000,000	20,339,000,000
Assets measured at fair value on a recurring basis | Operating segments | Agency residential mortgage-backed securities (“RMBS”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	13,111,000,000	8,957,000,000
Assets measured at fair value on a recurring basis | Operating segments | Agency commercial mortgage-backed securities (“MBS”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	7,729,000,000	8,060,000,000
Assets measured at fair value on a recurring basis | Operating segments | Foreign covered bonds
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	6,334,000,000	5,758,000,000
Assets measured at fair value on a recurring basis | Operating segments | Collateralized loan obligations (“CLOs”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	6,137,000,000	5,343,000,000
Assets measured at fair value on a recurring basis | Operating segments | Non-agency commercial MBS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	2,935,000,000	2,977,000,000
Assets measured at fair value on a recurring basis | Operating segments | U.S. government agencies
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	2,901,000,000	2,294,000,000
Assets measured at fair value on a recurring basis | Operating segments | Non-agency RMBS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	1,740,000,000	2,029,000,000
Assets measured at fair value on a recurring basis | Operating segments | Other ABS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	943,000,000	1,319,000,000
Assets measured at fair value on a recurring basis | Operating segments | Other debt securities
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	1,000,000	13,000,000
Assets measured at fair value on a recurring basis | Operating segments | Not designated as hedging
Trading assets:
Effect of master netting agreements	(8,256,000,000)	(8,206,000,000)
Total derivative assets	2,039,000,000	2,626,000,000
Trading liabilities:
Effect of master netting agreements	(7,090,000,000)	(8,243,000,000)
Derivative liabilities	3,683,000,000	2,814,000,000
Assets measured at fair value on a recurring basis | Operating segments | Not designated as hedging | Interest rate contracts
Trading assets:
Effect of master netting agreements	(751,000,000)	(986,000,000)
Trading liabilities:
Effect of master netting agreements	(635,000,000)	(798,000,000)
Assets measured at fair value on a recurring basis | Operating segments | Not designated as hedging | Foreign exchange contracts
Trading assets:
Effect of master netting agreements	(7,498,000,000)	(7,215,000,000)
Trading liabilities:
Effect of master netting agreements	(6,341,000,000)	(7,444,000,000)
Assets measured at fair value on a recurring basis | Operating segments | Not designated as hedging | Equity contracts
Trading assets:
Effect of master netting agreements	(7,000,000)	(5,000,000)
Trading liabilities:
Effect of master netting agreements	(114,000,000)	(1,000,000)
Assets measured at fair value on a recurring basis | Operating segments | Not designated as hedging | Interest rate contracts
Trading assets:
Total derivative assets	309,000,000	311,000,000
Trading liabilities:
Derivative liabilities	712,000,000	786,000,000
Assets measured at fair value on a recurring basis | Operating segments | Not designated as hedging | Foreign exchange contracts
Trading assets:
Total derivative assets	1,729,000,000	2,218,000,000
Trading liabilities:
Derivative liabilities	2,941,000,000	2,012,000,000
Assets measured at fair value on a recurring basis | Operating segments | Not designated as hedging | Equity contracts
Trading assets:
Total derivative assets	1,000,000	97,000,000
Trading liabilities:
Derivative liabilities	30,000,000	16,000,000
Assets measured at fair value on a recurring basis | Operating segments | Designated as hedging
Trading assets:
Total derivative assets	236,000,000	319,000,000
Trading liabilities:
Derivative liabilities	173,000,000	220,000,000
Total derivative liabilities designated as hedging		221,000,000
Assets measured at fair value on a recurring basis | Operating segments | Designated as hedging | Interest rate contracts
Trading assets:
Total derivative assets	214,000,000	205,000,000
Trading liabilities:
Derivative liabilities	0
Assets measured at fair value on a recurring basis | Operating segments | Designated as hedging | Foreign exchange contracts
Trading assets:
Total derivative assets	22,000,000	114,000,000
Trading liabilities:
Derivative liabilities	173,000,000	220,000,000
Assets measured at fair value on a recurring basis | Operating segments | Debt instruments
Trading liabilities:
Total trading liabilities	2,520,000,000	2,474,000,000
Assets measured at fair value on a recurring basis | Operating segments | Equity instruments
Trading liabilities:
Total trading liabilities	23,000,000	97,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 1
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	19,043,000,000	33,770,000,000
Trading assets:
Debt instruments	1,246,000,000	1,590,000,000
Equity instruments	4,518,000,000	3,791,000,000
Trading assets	5,771,000,000	5,395,000,000
Other assets	486,000,000	294,000,000
Total other assets	486,000,000	294,000,000
Total assets		$ 39,459,000,000
Percentage of total assets prior to netting		37.00%
Trading liabilities:
Total trading liabilities	2,548,000,000	$ 2,476,000,000
Other liabilities	0	0
Total derivative liabilities designated as hedging	0
Total liabilities	2,548,000,000	$ 2,476,000,000
Percentage of total liabilities prior to netting		18.00%
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | U.S. Treasury
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	16,604,000,000	$ 29,533,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Non-U.S. government
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	2,439,000,000	4,237,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Agency residential mortgage-backed securities (“RMBS”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Agency commercial mortgage-backed securities (“MBS”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Foreign covered bonds
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Collateralized loan obligations (“CLOs”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Non-agency commercial MBS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | U.S. government agencies
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Non-agency RMBS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Other ABS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Other debt securities
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Not designated as hedging
Trading assets:
Total derivatives fair value	7,000,000	14,000,000
Trading liabilities:
Total derivatives fair value	17,000,000	6,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Not designated as hedging | Interest rate contracts
Trading assets:
Total derivatives fair value	7,000,000	10,000,000
Trading liabilities:
Total derivatives fair value	8,000,000	6,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Not designated as hedging | Foreign exchange contracts
Trading assets:
Total derivatives fair value	0	0
Trading liabilities:
Total derivatives fair value	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Not designated as hedging | Equity contracts
Trading assets:
Total derivatives fair value	0	4,000,000
Trading liabilities:
Total derivatives fair value	9,000,000	0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Designated as hedging
Trading assets:
Total derivatives fair value	0	0
Trading liabilities:
Total derivatives fair value	0	0
Total derivative liabilities designated as hedging		0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Designated as hedging | Interest rate contracts
Trading assets:
Total derivatives fair value	0	0
Trading liabilities:
Total derivatives fair value	0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Designated as hedging | Foreign exchange contracts
Trading assets:
Total derivatives fair value	0	0
Trading liabilities:
Total derivatives fair value	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Debt instruments
Trading liabilities:
Total trading liabilities	2,508,000,000	2,373,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 1 | Equity instruments
Trading liabilities:
Total trading liabilities	23,000,000	97,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	57,774,000,000	52,852,000,000
Trading assets:
Debt instruments	2,255,000,000	1,901,000,000
Equity instruments	0	0
Trading assets	12,543,000,000	12,719,000,000
Other assets	386,000,000	220,000,000
Total other assets	622,000,000	539,000,000
Total assets		$ 66,110,000,000
Percentage of total assets prior to netting		63.00%
Trading liabilities:
Total trading liabilities	10,768,000,000	$ 11,152,000,000
Other liabilities	22,000,000	1,000,000
Total derivative liabilities designated as hedging	195,000,000
Total liabilities	10,963,000,000	$ 11,373,000,000
Percentage of total liabilities prior to netting		82.00%
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | U.S. Treasury
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	$ 0
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Non-U.S. government
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	15,943,000,000	16,102,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Agency residential mortgage-backed securities (“RMBS”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	13,111,000,000	8,957,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Agency commercial mortgage-backed securities (“MBS”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	7,729,000,000	8,060,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Foreign covered bonds
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	6,334,000,000	5,758,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Collateralized loan obligations (“CLOs”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	6,137,000,000	5,343,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Non-agency commercial MBS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	2,935,000,000	2,977,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | U.S. government agencies
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	2,901,000,000	2,294,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Non-agency RMBS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	1,740,000,000	2,029,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Other ABS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	943,000,000	1,319,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Other debt securities
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	1,000,000	13,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Not designated as hedging
Trading assets:
Total derivatives fair value	10,288,000,000	10,818,000,000
Trading liabilities:
Total derivatives fair value	10,756,000,000	11,051,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Not designated as hedging | Interest rate contracts
Trading assets:
Total derivatives fair value	1,053,000,000	1,287,000,000
Trading liabilities:
Total derivatives fair value	1,339,000,000	1,578,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Not designated as hedging | Foreign exchange contracts
Trading assets:
Total derivatives fair value	9,227,000,000	9,433,000,000
Trading liabilities:
Total derivatives fair value	9,282,000,000	9,456,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Not designated as hedging | Equity contracts
Trading assets:
Total derivatives fair value	8,000,000	98,000,000
Trading liabilities:
Total derivatives fair value	135,000,000	17,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Designated as hedging
Trading assets:
Total derivatives fair value	236,000,000	319,000,000
Trading liabilities:
Total derivatives fair value	173,000,000	220,000,000
Total derivative liabilities designated as hedging		221,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Designated as hedging | Interest rate contracts
Trading assets:
Total derivatives fair value	214,000,000	205,000,000
Trading liabilities:
Total derivatives fair value	0
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Designated as hedging | Foreign exchange contracts
Trading assets:
Total derivatives fair value	22,000,000	114,000,000
Trading liabilities:
Total derivatives fair value	173,000,000	220,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Debt instruments
Trading liabilities:
Total trading liabilities	12,000,000	101,000,000
Assets measured at fair value on a recurring basis | Operating segments | Level 2 | Equity instruments
Trading liabilities:
Total trading liabilities	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Trading assets:
Debt instruments	0	0
Equity instruments	0	0
Total derivative assets	0
Trading assets	0	0
Other assets	0	0
Total other assets	0	0
Total assets		$ 0
Percentage of total assets prior to netting		0.00%
Trading liabilities:
Total trading liabilities	0	$ 0
Other liabilities	0	0
Total derivative liabilities designated as hedging	0
Total liabilities	0	$ 0
Percentage of total liabilities prior to netting		0.00%
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | U.S. Treasury
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	$ 0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Non-U.S. government
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Agency residential mortgage-backed securities (“RMBS”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Agency commercial mortgage-backed securities (“MBS”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Foreign covered bonds
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Collateralized loan obligations (“CLOs”)
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Non-agency commercial MBS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | U.S. government agencies
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Non-agency RMBS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Other ABS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Other debt securities
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Available-for-sale	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Not designated as hedging
Trading assets:
Total derivatives fair value	0	0
Trading liabilities:
Total derivatives fair value	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Not designated as hedging | Interest rate contracts
Trading assets:
Total derivatives fair value	0	0
Trading liabilities:
Total derivatives fair value	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Not designated as hedging | Foreign exchange contracts
Trading assets:
Total derivatives fair value	0	0
Trading liabilities:
Total derivatives fair value	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Not designated as hedging | Equity contracts
Trading assets:
Total derivatives fair value	0	0
Trading liabilities:
Total derivatives fair value	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Designated as hedging
Trading assets:
Total derivatives fair value	0	0
Trading liabilities:
Total derivatives fair value	0	0
Total derivative liabilities designated as hedging		0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Designated as hedging | Interest rate contracts
Trading assets:
Total derivatives fair value	0	0
Trading liabilities:
Total derivatives fair value	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Designated as hedging | Foreign exchange contracts
Trading assets:
Total derivatives fair value	0	0
Trading liabilities:
Total derivatives fair value	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Debt instruments
Trading liabilities:
Total trading liabilities	0	0
Assets measured at fair value on a recurring basis | Operating segments | Level 3 | Equity instruments
Trading liabilities:
Total trading liabilities	0	0
Assets measured at fair value on a recurring basis | Operating segments | NAV
Trading assets:
Assets measured at NAV	$ 153,000,000	$ 138,000,000

XML

Fair value measurement - Certain Items on Recurring Basis (Details) - Assets measured at fair value on a recurring basis - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Non-agency RMBS
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 1,740	$ 2,029
Non-agency RMBS | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	86.00%	86.00%
Non-agency RMBS | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	2.00%	2.00%
Non-agency RMBS | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-agency RMBS | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	6.00%	7.00%
Non-agency RMBS | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	6.00%	5.00%
Non-agency RMBS | 2008-2023
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 1,487	$ 1,728
Non-agency RMBS | 2008-2023 | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Non-agency RMBS | 2008-2023 | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-agency RMBS | 2008-2023 | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-agency RMBS | 2008-2023 | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-agency RMBS | 2008-2023 | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-agency RMBS | 2007 and earlier
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 253	$ 301
Non-agency RMBS | 2007 and earlier | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	5.00%	5.00%
Non-agency RMBS | 2007 and earlier | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	13.00%	13.00%
Non-agency RMBS | 2007 and earlier | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	1.00%	1.00%
Non-agency RMBS | 2007 and earlier | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	40.00%	45.00%
Non-agency RMBS | 2007 and earlier | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	41.00%	36.00%
Non-agency commercial MBS | 2009-2023 | Domestic
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 2,935	$ 2,977
Non-agency commercial MBS | 2009-2023 | AAA/ AA- | Domestic
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Non-agency commercial MBS | 2009-2023 | A+/ A- | Domestic
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-agency commercial MBS | 2009-2023 | BBB+/ BBB- | Domestic
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-agency commercial MBS | 2009-2023 | BB+ and lower | Domestic
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-agency commercial MBS | 2009-2023 | Not Rated | Domestic
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 6,334	$ 5,758
Foreign covered bonds | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Foreign covered bonds | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Canada
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 2,473	$ 2,384
Foreign covered bonds | Canada | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Foreign covered bonds | Canada | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Canada | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Canada | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Canada | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | UK
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 1,035	$ 1,215
Foreign covered bonds | UK | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Foreign covered bonds | UK | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | UK | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | UK | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | UK | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Australia
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 689	$ 696
Foreign covered bonds | Australia | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Foreign covered bonds | Australia | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Australia | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Australia | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Australia | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Germany
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 664	$ 542
Foreign covered bonds | Germany | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Foreign covered bonds | Germany | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Germany | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Germany | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Germany | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Other
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 1,473	$ 921
Foreign covered bonds | Other | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Foreign covered bonds | Other | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Other | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Other | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Foreign covered bonds | Other | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Canada
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 1,336	$ 1,354
Non-U.S. government, excluding suprantional | Canada | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	95.00%	92.00%
Non-U.S. government, excluding suprantional | Canada | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	5.00%	8.00%
Non-U.S. government, excluding suprantional | Canada | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Canada | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Canada | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | UK
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 1,316	$ 2,225
Non-U.S. government, excluding suprantional | UK | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Non-U.S. government, excluding suprantional | UK | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | UK | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | UK | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | UK | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Belgium
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 511	$ 9
Non-U.S. government, excluding suprantional | Belgium | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Non-U.S. government, excluding suprantional | Belgium | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Belgium | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Belgium | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Belgium | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Germany
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 2,658	$ 3,103
Non-U.S. government, excluding suprantional | Germany | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Non-U.S. government, excluding suprantional | Germany | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Germany | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Germany | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Germany | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | France
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 1,562	$ 1,905
Non-U.S. government, excluding suprantional | France | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Non-U.S. government, excluding suprantional | France | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | France | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | France | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | France | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Japan
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 410	$ 475
Non-U.S. government, excluding suprantional | Japan | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Japan | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Non-U.S. government, excluding suprantional | Japan | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Japan | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Japan | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Norway
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 374	$ 427
Non-U.S. government, excluding suprantional | Norway | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Non-U.S. government, excluding suprantional | Norway | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Norway | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Norway | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Norway | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Netherlands
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 334	$ 416
Non-U.S. government, excluding suprantional | Netherlands | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Non-U.S. government, excluding suprantional | Netherlands | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Netherlands | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Netherlands | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Netherlands | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Singapore
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 302	$ 797
Non-U.S. government, excluding suprantional | Singapore | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Non-U.S. government, excluding suprantional | Singapore | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Singapore | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Singapore | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Singapore | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Spain
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 293	$ 214
Non-U.S. government, excluding suprantional | Spain | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Spain | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	17.00%	40.00%
Non-U.S. government, excluding suprantional | Spain | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	83.00%	60.00%
Non-U.S. government, excluding suprantional | Spain | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Spain | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Finland
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 282	$ 194
Non-U.S. government, excluding suprantional | Finland | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Non-U.S. government, excluding suprantional | Finland | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Finland | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Finland | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Finland | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Non-U.S. government, excluding suprantional | Other
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 1,348	$ 1,486
Non-U.S. government, excluding suprantional | Other | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	70.00%	64.00%
Non-U.S. government, excluding suprantional | Other | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	3.00%	2.00%
Non-U.S. government, excluding suprantional | Other | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	17.00%	26.00%
Non-U.S. government, excluding suprantional | Other | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	10.00%	8.00%
Non-U.S. government, excluding suprantional | Other | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Supranational
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 7,656	$ 7,734
Supranational | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	100.00%	100.00%
Supranational | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Supranational | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Supranational | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Supranational | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Total non-U.S. government
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 18,382	$ 20,339
Total non-U.S. government | AAA/ AA-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	94.00%	93.00%
Total non-U.S. government | A+/ A-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	3.00%	3.00%
Total non-U.S. government | BBB+/ BBB-
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	2.00%	3.00%
Total non-U.S. government | BB+ and lower
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	1.00%	1.00%
Total non-U.S. government | Not Rated
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Ratings	0.00%	0.00%
Carrying amount | Non-U.S. government, excluding suprantional | Brazil
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total carrying value	$ 140	$ 123

XML

Fair value measurement - Assets on Nonrecurring Basis (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other assets	$ 1,261	$ 971
Decrease in fair value of loans of underlying collateral (less than)	3
Measured at fair value on a nonrecurring basis
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans	28	33
Other assets	481	448
Total assets	509	481
Measured at fair value on a nonrecurring basis | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans	0	0
Other assets	0	0
Total assets	0	0
Measured at fair value on a nonrecurring basis | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans	28	33
Other assets	481	448
Total assets	509	481
Measured at fair value on a nonrecurring basis | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans	0	0
Other assets	0	0
Total assets	$ 0	$ 0

XML

Fair value measurement - Financial Instruments (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks	$ 111,550	$ 91,655
Interest-bearing deposits with banks	12,139	17,169
Securities held-to-maturity	44,711	49,992
Other assets, fair value	1,261	971
Liabilities:
Noninterest-bearing deposits	58,274	78,017
Payables to customers and broker-dealers	18,395	23,435
Estimated fair value
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks	111,550	91,655
Interest-bearing deposits with banks	12,134	17,167
Federal funds sold and securities purchased under resale agreements	28,900	24,298
Securities held-to-maturity	44,711	49,992
Loans	65,026	64,668
Other assets, fair value	7,071	6,847
Total assets	269,392	254,627
Liabilities:
Noninterest-bearing deposits	58,274	78,017
Interest-bearing deposits	221,463	196,258
Federal funds purchased and securities sold under repurchase agreements	14,507	12,335
Payables to customers and broker-dealers	18,395	23,435
Borrowings	1,274	911
Long-term debt	30,596	28,977
Total liabilities	344,509	339,933
Estimated fair value | Level 1
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks	0	0
Interest-bearing deposits with banks	0	0
Federal funds sold and securities purchased under resale agreements	0	0
Securities held-to-maturity	9,545	10,948
Loans	0	0
Other assets, fair value	4,922	5,030
Total assets	14,467	15,978
Liabilities:
Noninterest-bearing deposits	0	0
Interest-bearing deposits	0	0
Federal funds purchased and securities sold under repurchase agreements	0	0
Payables to customers and broker-dealers	0	0
Borrowings	0	0
Long-term debt	0	0
Total liabilities	0	0
Estimated fair value | Level 2
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks	111,550	91,655
Interest-bearing deposits with banks	12,134	17,167
Federal funds sold and securities purchased under resale agreements	28,900	24,298
Securities held-to-maturity	35,166	39,044
Loans	65,026	64,668
Other assets, fair value	2,149	1,817
Total assets	254,925	238,649
Liabilities:
Noninterest-bearing deposits	58,274	78,017
Interest-bearing deposits	221,463	196,258
Federal funds purchased and securities sold under repurchase agreements	14,507	12,335
Payables to customers and broker-dealers	18,395	23,435
Borrowings	1,274	911
Long-term debt	30,596	28,977
Total liabilities	344,509	339,933
Estimated fair value | Level 3
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks	0	0
Interest-bearing deposits with banks	0	0
Federal funds sold and securities purchased under resale agreements	0	0
Securities held-to-maturity	0	0
Loans	0	0
Other assets, fair value	0	0
Total assets	0	0
Liabilities:
Noninterest-bearing deposits	0	0
Interest-bearing deposits	0	0
Federal funds purchased and securities sold under repurchase agreements	0	0
Payables to customers and broker-dealers	0	0
Borrowings	0	0
Long-term debt	0	0
Total liabilities	0	0
Carrying amount
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks	111,550	91,655
Interest-bearing deposits with banks	12,139	17,169
Federal funds sold and securities purchased under resale agreements	28,900	24,298
Securities held-to-maturity	49,578	56,194
Loans	65,977	65,230
Other assets, fair value	7,071	6,847
Total assets	275,215	261,393
Liabilities:
Noninterest-bearing deposits	58,274	78,017
Interest-bearing deposits	225,395	200,953
Federal funds purchased and securities sold under repurchase agreements	14,507	12,335
Payables to customers and broker-dealers	18,395	23,435
Borrowings	1,274	911
Long-term debt	31,257	30,458
Total liabilities	$ 349,102	$ 346,109

XML

Fair value option - Assets and Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Assets of consolidated investment management funds:
Trading assets	$ 10,058	$ 9,908
Other assets	1,261	971
Liabilities of consolidated investment management funds:
Other liabilities	195	221
Investment Management funds
Assets of consolidated investment management funds:
Trading assets	510	203
Other assets	16	6
Total assets	526	209
Liabilities of consolidated investment management funds:
Other liabilities	1	1
Total liabilities	$ 1	$ 1

XML

Fair value option - Narrative (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Subordinated notes	$ 4
Subordinated debt notes, fair value		$ 10

XML

Commitments and contingent liabilities - Summary of Off-Balance Sheet Credit Risks, Net of Participations (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Securities lending indemnifications, joint venture	$ 59,000	$ 64,000
Invested in reverse repurchase agreements
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Cash collateral invested in indemnified repurchase agreements	45,000	43,000
Lending commitments
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Off-balance sheet credit risks	46,518	49,750
Standby letters of credit
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Off-balance sheet credit risks	1,816	1,918
Off-balance sheet credit risks participations	163	175
Commercial letters of credit
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Off-balance sheet credit risks	41	19
Securities lending indemnifications
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Off-balance sheet credit risks	$ 492,739	$ 491,043

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Commitments and contingent liabilities - Narrative (Details)						12 Months Ended	28 Months Ended
	Jun. 07, 2022 USD ($)	May 09, 2022 USD ($)	May 20, 2021 USD ($)	Sep. 09, 2020 USD ($)	Dec. 17, 2015 lawsuit	Dec. 31, 2023 USD ($) claim	Feb. 28, 2023 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Aug. 04, 2021 investmentFund	Dec. 31, 2015 claim	Nov. 30, 2009 claim
Commitments and Contingencies Disclosure [Line Items]
Lending commitment maturing in less than one year						$ 27,200,000,000
Lending commitment maturing in one to five years						18,900,000,000
Lending commitment maturing over five years						421,000,000
Allowance for credit losses on lending related commitments						$ 87,000,000		$ 78,000,000	$ 45,000,000
Collateralization percentage generally required for a securities lending transaction with indemnification against broker default						102.00%
Securities lending indemnifications, secured amount of collateral						$ 518,000,000,000		515,000,000,000
Securities lending indemnifications, joint venture						59,000,000,000		64,000,000,000
Securities lending indemnifications, collateral joint venture						$ 62,000,000,000		68,000,000,000
Matters Related to R. Allen Stanford
Commitments and Contingencies Disclosure [Line Items]
Number of lawsuits or class actions pending | claim												2
Number of lawsuits filed | claim						3
Brazilian Postalis Litigation
Commitments and Contingencies Disclosure [Line Items]
Number of lawsuits filed | lawsuit					3
Number of investment funds | investmentFund										3
Loss contingency, damages awarded, value	$ 2,000,000	$ 20,000,000	$ 3,000,000	$ 50,000,000
Loss contingency, damages sought, value				$ 2,000,000
German Tax Matters | Foreign Tax Authority
Commitments and Contingencies Disclosure [Line Items]
Loss contingency, damages sought, value							$ 150,000,000
Maximum
Commitments and Contingencies Disclosure [Line Items]
Loss contingency, aggregate range of reasonable loss (up to)						$ 700,000,000
Standby letters of credit
Commitments and Contingencies Disclosure [Line Items]
Standby letters of credit (SBLC) collateralized with cash and securities						158,000,000		144,000,000
SBLC expiring within one year						1,300,000,000
SBLC expiring within one to five years						512,000,000
SBLC expiring after five years						8,000,000
Off-balance sheet credit risks						1,816,000,000		1,918,000,000
Commercial letters of credit
Commitments and Contingencies Disclosure [Line Items]
Off-balance sheet credit risks						41,000,000		19,000,000
Unsettled Repurchase Agreements
Commitments and Contingencies Disclosure [Line Items]
Guarantor obligations, maximum exposure, undiscounted						0		4,000,000,000
Unsettled Reverse Repurchase Agreements
Commitments and Contingencies Disclosure [Line Items]
Guarantor obligations, maximum exposure, undiscounted						77,900,000,000		$ 11,300,000,000
Operating segments
Commitments and Contingencies Disclosure [Line Items]
Allowance for credit losses on lending related commitments						$ 87,000,000
Federal Court | Mortgage-Securitization Trusts Proceedings
Commitments and Contingencies Disclosure [Line Items]
Number of lawsuits or class actions pending | claim											2
State Court | Mortgage-Securitization Trusts Proceedings
Commitments and Contingencies Disclosure [Line Items]
Number of lawsuits or class actions pending | claim						6

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Commitments and contingent liabilities - Standby Letters of Credits by Investment Grade (Details) - Standby letters of credit	Dec. 31, 2023	Dec. 31, 2022
Investment grade
Concentration Risk [Line Items]
Standby letters of credit by investment grade	74.00%	75.00%
Non-investment grade
Concentration Risk [Line Items]
Standby letters of credit by investment grade	26.00%	25.00%

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Commitments and contingent liabilities - Significant Industry Concentrations Related to Credit Exposure (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans	$ 66,879	$ 66,063
Financial institutions
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans	10,521	9,684
Unfunded commitments	29,200
Total exposure	39,700
Financial institutions | Securities industry
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans	2,300
Unfunded commitments	14,800
Total exposure	17,100
Financial institutions | Asset managers
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans	1,400
Unfunded commitments	8,000
Total exposure	9,400
Financial institutions | Banks
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans	6,400
Unfunded commitments	1,400
Total exposure	7,800
Financial institutions | Insurance
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans	100
Unfunded commitments	3,900
Total exposure	4,000
Financial institutions | Government
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans	0
Unfunded commitments	200
Total exposure	200
Financial institutions | Other
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans	300
Unfunded commitments	900
Total exposure	1,200
Commercial
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans	2,112	$ 1,732
Unfunded commitments	11,400
Total exposure	13,500
Commercial | Manufacturing
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans	500
Unfunded commitments	3,600
Total exposure	4,100
Commercial | Energy and utilities
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans	400
Unfunded commitments	3,700
Total exposure	4,100
Commercial | Services and other
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans	1,200
Unfunded commitments	3,400
Total exposure	4,600
Commercial | Media and telecom
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loans	0
Unfunded commitments	700
Total exposure	$ 700

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Derivative instruments - Narrative (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Derivative Instruments and Hedging Activities Disclosure [Line Items]
Counterparty default losses recorded	$ 0
Non-derivative financial instruments designated as hedges of net investments in foreign subsidiaries were all long-term liabilities of BNY Mellon in various currencies	$ 0
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Staff	Staff	Staff
Gain or (loss) recognized in income on derivatives	$ (3,000,000)	$ 4,000,000	$ 13,000,000
Value-at-risk methodology assumed holding period for instruments	1 day
Value-at-risk methodology confidence level percentage	99.00%
Additional collateral The Bank of New York Mellon would have to post for existing collateral arrangements, if The Bank of New York Mellon had fallen below investment grade	$ 235,000,000	214,000,000
Foreign exchange contracts | Net investment hedging
Derivative Instruments and Hedging Activities Disclosure [Line Items]
Hedged financial instruments, notional amount of derivative	10,400,000,000
Foreign exchange contracts | Forecasted Foreign Currency
Derivative Instruments and Hedging Activities Disclosure [Line Items]
Amount of pre-tax gain (loss) to be reclassified in the next 12 months from AOCI to earnings	4,000,000
Foreign exchange contracts | Forecasted Foreign Currency | Cash flow hedges
Derivative Instruments and Hedging Activities Disclosure [Line Items]
Hedged financial instruments, notional amount of derivative	$ 674,000,000
Original maturities, maximum, of hedged instruments	18 months
Pre-tax gain (loss) recognized in OCI related to cash flow hedges	$ 3,000,000
Foreign currency forward
Derivative Instruments and Hedging Activities Disclosure [Line Items]
Hedging derivatives, maturities, maximum	1 year
Debt Securities | Interest rate swap
Derivative Instruments and Hedging Activities Disclosure [Line Items]
Hedged financial instruments	$ 30,100,000,000
Hedged financial instruments, notional amount of derivative	30,100,000,000
Debt Securities | Foreign currency forward
Derivative Instruments and Hedging Activities Disclosure [Line Items]
Hedged financial instruments	0
Long-term debt | Interest rate swap
Derivative Instruments and Hedging Activities Disclosure [Line Items]
Hedged financial instruments	22,700,000,000
Hedged financial instruments, notional amount of derivative	$ 22,700,000,000
Original maturities, minimum, of hedged instruments	5 years
Original maturities, maximum, of hedged instruments	30 years
Not Designated as Hedging Instrument, Economic Hedge | Equity Swap
Derivative Instruments and Hedging Activities Disclosure [Line Items]
Gain or (loss) recognized in income on derivatives	$ 22,000,000	$ (43,000,000)	$ 35,000,000

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Derivative instruments - Gains (Losses) Related to Hedging Derivative Portfolio Recognized in the Income Statement (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Derivative Instruments, Gain (Loss) [Line Items]
(Loss) gain recognized in the consolidated income statement due to fair value and cash flow hedging relationships	$ (3,000,000)	$ 4,000,000	$ 13,000,000
Interest rate contracts | Debt Securities | Interest revenue
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (loss) recognized on derivatives	(631,000,000)	3,530,000,000	786,000,000
Gain or (loss) recognized on hedged item	629,000,000	(3,517,000,000)	(785,000,000)
Interest rate contracts | Long-term debt | Interest expense
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (loss) recognized on derivatives	366,000,000	(1,441,000,000)	(646,000,000)
Gain or (loss) recognized on hedged item	(365,000,000)	1,438,000,000	645,000,000
FX contracts | Staff expense
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (loss) on cash flow hedges	0	(9,000,000)	12,000,000
FX contracts | Investment and other revenue
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (loss) on cash flow hedges	(2,000,000)	1,000,000	0
FX contracts | Debt Securities
Derivative Instruments, Gain (Loss) [Line Items]
Gain from components excluded from assessment of fair value hedge effectiveness, net	0	1,000,000	1,000,000
FX contracts | Debt Securities | Foreign exchange revenue
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (loss) recognized on derivatives	0	(2,000,000)	11,000,000
Gain or (loss) recognized on hedged item	$ 0	$ 4,000,000	$ (10,000,000)

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Derivative instruments - Impact of Hedging Derivatives Used in Net Investment Hedging Relationships (Details) - FX contracts - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (loss) recognized in accumulated OCI on derivatives	$ (285)	$ 631	$ 261
Net interest revenue
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (loss) reclassified from accumulated OCI into income	$ 0	$ 0	$ 0

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Derivative instruments - Hedged Items in Fair Value Hedging Relationships (Details) - Fair value hedging - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Debt Securities
Derivative [Line Items]
Carrying amount of hedged asset or liability, Available-for-sale securities	$ 29,941	$ 31,370
Hedge accounting basis adjustment increase (decrease), Available-for-sale securities	(1,767)	(2,678)
Hedge accounting basis adjustment increase (decrease), discontinued hedges	(434)	1
Hedged assets, subject to portfolio layer method hedging	2,000
Cumulative basis adjustments for active hedging relationships	24
Debt Securities | Designated as hedging
Derivative [Line Items]
Hedged assets, subject to portfolio layer method hedging	1,000
Long-term debt
Derivative [Line Items]
Carrying amount of hedged asset or liability, Long-term debt	21,854	23,510
Hedged liability, fair value hedge, cumulative increase (decrease)	(846)	(1,232)
Hedged liability, discontinued fair value hedge, cumulative decrease	$ 26	$ 48

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Derivative instruments - Impact of Derivative Instruments on the Balance Sheet (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Asset derivatives fair value
Total derivatives fair value	$ 10,531	$ 11,151
Effect of master netting agreements	(8,256)	(8,206)
Fair value after effect of master netting agreements	2,275	2,945
Liability derivatives fair value
Total derivatives fair value	10,946	11,277
Effect of master netting agreements	(7,090)	(8,243)
Fair value after effect of master netting agreements	$ 3,856	$ 3,034
Derivative Asset, Statement of Financial Position [Extensible Enumeration]	Other assets	Other assets
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Other liabilities (including allowance for credit losses on lending-related commitments of $87 and $78, also includes $195 and $221, at fair value)	Other liabilities (including allowance for credit losses on lending-related commitments of $87 and $78, also includes $195 and $221, at fair value)
Derivative asset, collateral, obligation to return cash, offset	$ 2,353	$ 1,786
Derivative liability, collateral, right to reclaim cash, offset	1,187	1,823
Interest rate contracts
Asset derivatives fair value
Effect of master netting agreements	(751)	(986)
Liability derivatives fair value
Effect of master netting agreements	(635)	(798)
Foreign exchange contracts
Asset derivatives fair value
Effect of master netting agreements	(7,498)	(7,215)
Liability derivatives fair value
Effect of master netting agreements	(6,341)	(7,444)
Equity contracts
Asset derivatives fair value
Effect of master netting agreements	(7)	(5)
Liability derivatives fair value
Effect of master netting agreements	(114)	(1)
Designated as hedging
Asset derivatives fair value
Total derivatives fair value	236	319
Liability derivatives fair value
Total derivatives fair value	173	220
Designated as hedging | Interest rate contracts
Notional value
Notional amount of hedge	52,808	56,142
Asset derivatives fair value
Total derivatives fair value	214	205
Liability derivatives fair value
Total derivatives fair value	0	0
Designated as hedging | Foreign exchange contracts
Notional value
Notional amount of hedge	11,099	10,096
Asset derivatives fair value
Total derivatives fair value	22	114
Liability derivatives fair value
Total derivatives fair value	173	220
Not designated as hedging
Asset derivatives fair value
Total derivatives fair value	10,295	10,832
Liability derivatives fair value
Total derivatives fair value	10,773	11,057
Not designated as hedging | Interest rate contracts
Notional value
Notional amount of hedge	155,535	190,917
Asset derivatives fair value
Total derivatives fair value	1,060	1,297
Liability derivatives fair value
Total derivatives fair value	1,347	1,584
Not designated as hedging | Foreign exchange contracts
Notional value
Notional amount of hedge	944,241	880,948
Asset derivatives fair value
Total derivatives fair value	9,227	9,433
Liability derivatives fair value
Total derivatives fair value	9,282	9,456
Not designated as hedging | Equity contracts
Notional value
Notional amount of hedge	3,886	2,993
Asset derivatives fair value
Total derivatives fair value	8	102
Liability derivatives fair value
Total derivatives fair value	138	13
Not designated as hedging | Credit contracts
Notional value
Notional amount of hedge	220	200
Asset derivatives fair value
Total derivatives fair value	0	0
Liability derivatives fair value
Total derivatives fair value	$ 6	$ 4

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Derivative instruments - Revenue from Foreign Exchange and Other Trading (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Foreign exchange revenue	$ 631	$ 822	$ 799
Other trading revenue	$ 231	$ 149	$ 6

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Derivative instruments - Contracts Falling under Early Termination Provisions (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Credit Derivatives [Line Items]
Aggregate fair value of OTC derivatives in net liability positions	$ 1,003	$ 3,069
Collateral posted	1,001	3,484
A3 | A-
Credit Derivatives [Line Items]
Aggregate fair value of OTC derivatives in net liability positions	115	20
Baa2 | BBB
Credit Derivatives [Line Items]
Aggregate fair value of OTC derivatives in net liability positions	792	545
Ba1 | BB+
Credit Derivatives [Line Items]
Aggregate fair value of OTC derivatives in net liability positions	$ 1,920	$ 1,803

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Derivative instruments - Offsetting (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Derivative Asset
Derivatives subject to netting arrangements, Gross assets recognized	$ 9,538	$ 10,223
Total derivatives subject to netting arrangements, Gross amounts offset in the balance sheet	8,256	8,206
Derivatives subject to netting arrangements, Net assets recognized in the balance sheet	1,282	2,017
Total derivatives, Gross amounts not offset in the balance sheet, Financial instruments	380	347
Total derivatives, Gross amounts not offset in the balance sheet, Cash collateral received	0	0
Derivative Asset, Subject to Master Netting Arrangement, after Offset and Deduction	902	1,670
Derivative assets subject to netting arrangements, Net amount	1,895	2,598
Total derivatives not subject to netting arrangements	993	928
Total derivatives, Gross assets recognized	10,531	11,151
Fair value after effect of master netting agreements	2,275	2,945
Reverse repurchase agreements, Gross assets recognized	169,092	75,614
Reverse repurchase agreements, Gross amounts offset in the balance sheet	150,667	60,322
Reverse repurchase agreements, Net assets recognized on the balance sheet	18,425	15,292
Reverse repurchase agreements, Gross amounts not offset in the balance sheet, Financial instruments	18,422	15,182
Reverse repurchase agreements, Gross amounts not offset in the balance sheet, Cash collateral received	0	0
Reverse repurchase agreements, Net amount	3	110
Security borrowed, Gross assets recognized	10,475	9,006
Securities borrowing, Net assets recognized on the balance sheet	10,475	9,006
Securities borrowing, Gross amounts not offset in the balance sheet, Financial instruments	10,011	8,531
Securities borrowed, Net amount	464	475
Total, Gross assets recognized	190,098	95,771
Total, Gross amounts offset in the balance sheet	158,923	68,528
Total, Net assets recognized on the balance sheet	31,175	27,243
Total, Gross amounts not offset in the balance sheet, Financial instruments	28,813	24,060
Total, Gross amounts not offset in the balance sheet, Cash collateral received	0	0
Total, Net amount	2,362	3,183
Derivative Liability
Derivatives subject to netting arrangements, Gross liabilities recognized	9,700	10,582
Derivatives subject to netting arrangements, Gross amounts offset in the balance sheet	7,090	8,243
Derivatives subject to netting arrangements, Net liabilities recognized in the balance sheet	2,610	2,339
Total derivatives, Gross amounts not offset in the balance sheet, Financial instruments	171	118
Total derivatives, Gross amounts not offset in the balance sheet, Cash collateral pledged	0	0
Total derivatives, Net amount	2,439	2,221
Total derivatives not subject to netting arrangements	1,246	695
Derivative Liability, Fair Value, Gross Liability Including Not Subject to Master Netting Arrangement	10,946	11,277
Fair value after effect of master netting agreements	3,856	3,034
Derivative liabilities subject to netting arrangements, Net amount	3,685	2,916
Securities Sold under Agreements to Repurchase, Gross	162,661	70,830
Repurchase agreements, Gross amounts offset in the balance sheet	150,667	60,322
Securities Sold under Agreements to Repurchase	11,994	10,508
Repurchase agreements, Gross amounts not offset in the balance sheet, Financial instruments	11,966	10,476
Repurchase agreements, Gross amounts not offset in the balance sheet, Cash collateral pledged	28	31
Securities Sold under Agreements to Repurchase, Offset Against Collateral, Net of Not Subject to Master Netting Arrangement, Policy Election	0	1
Securities lending, Gross liabilities recognized	2,513	1,827
Securities lending, Net liabilities recognized on the balance sheet	2,513	1,827
Securities lending, Gross amounts not offset in the balance sheet, Financial instruments	2,404	1,754
Securities Loaned, Offset Against Collateral, Net of Not Subject to Master Netting Arrangement, Policy Election	109	73
Derivative Liability, Securities Sold under Agreements to Repurchase, Securities Loaned, Gross	176,120	83,934
Derivative Liability, Securities Sold under Agreements to Repurchase, Securities Loaned, Asset	157,757	68,565
Derivative Liability, Securities Sold under Agreements to Repurchase, Securities Loaned	18,363	15,369
Total, Gross amounts not offset in the balance sheet, Financial instruments	14,541	12,348
Total, Gross amounts not offset in the balance sheet, Cash collateral pledged	28	31
Derivative Liability, Securities Sold under Agreements to Repurchase, Securities Loaned, Offset Against Collateral, Net of Not Subject to Master Netting Arrangement, Policy Election	3,794	2,990
Interest rate contracts
Derivative Asset
Derivatives subject to netting arrangements, Gross assets recognized	979	1,208
Total derivatives subject to netting arrangements, Gross amounts offset in the balance sheet	751	986
Derivatives subject to netting arrangements, Net assets recognized in the balance sheet	228	222
Total derivatives, Gross amounts not offset in the balance sheet, Financial instruments	60	33
Total derivatives, Gross amounts not offset in the balance sheet, Cash collateral received	0	0
Derivative Asset, Subject to Master Netting Arrangement, after Offset and Deduction	168	189
Derivative Liability
Derivatives subject to netting arrangements, Gross liabilities recognized	1,118	1,306
Derivatives subject to netting arrangements, Gross amounts offset in the balance sheet	635	798
Derivatives subject to netting arrangements, Net liabilities recognized in the balance sheet	483	508
Total derivatives, Gross amounts not offset in the balance sheet, Financial instruments	78	67
Total derivatives, Gross amounts not offset in the balance sheet, Cash collateral pledged	0	0
Total derivatives, Net amount	405	441
Foreign exchange contracts
Derivative Asset
Derivatives subject to netting arrangements, Gross assets recognized	8,552	8,920
Total derivatives subject to netting arrangements, Gross amounts offset in the balance sheet	7,498	7,215
Derivatives subject to netting arrangements, Net assets recognized in the balance sheet	1,054	1,705
Total derivatives, Gross amounts not offset in the balance sheet, Financial instruments	320	314
Total derivatives, Gross amounts not offset in the balance sheet, Cash collateral received	0	0
Derivative Asset, Subject to Master Netting Arrangement, after Offset and Deduction	734	1,391
Derivative Liability
Derivatives subject to netting arrangements, Gross liabilities recognized	8,454	9,261
Derivatives subject to netting arrangements, Gross amounts offset in the balance sheet	6,341	7,444
Derivatives subject to netting arrangements, Net liabilities recognized in the balance sheet	2,113	1,817
Total derivatives, Gross amounts not offset in the balance sheet, Financial instruments	93	51
Total derivatives, Gross amounts not offset in the balance sheet, Cash collateral pledged	0	0
Total derivatives, Net amount	2,020	1,766
Equity and other contracts
Derivative Asset
Derivatives subject to netting arrangements, Gross assets recognized	7	95
Total derivatives subject to netting arrangements, Gross amounts offset in the balance sheet	7	5
Derivatives subject to netting arrangements, Net assets recognized in the balance sheet	0	90
Total derivatives, Gross amounts not offset in the balance sheet, Financial instruments	0	0
Total derivatives, Gross amounts not offset in the balance sheet, Cash collateral received	0	0
Derivative Asset, Subject to Master Netting Arrangement, after Offset and Deduction	0	90
Derivative Liability
Derivatives subject to netting arrangements, Gross liabilities recognized	128	15
Derivatives subject to netting arrangements, Gross amounts offset in the balance sheet	114	1
Derivatives subject to netting arrangements, Net liabilities recognized in the balance sheet	14	14
Total derivatives, Gross amounts not offset in the balance sheet, Financial instruments	0	0
Total derivatives, Gross amounts not offset in the balance sheet, Cash collateral pledged	0	0
Total derivatives, Net amount	$ 14	$ 14

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Derivative instruments - Secured Borrowings (Details) - USD ($) $ in Millions	Dec. 31, 2023	Dec. 31, 2022
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	$ 162,661	$ 70,830
Securities lending:	2,513	1,827
Total secured borrowings	165,174	72,657
Overnight and continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	155,356	65,180
Securities lending:	2,513	1,827
Total secured borrowings	157,869	67,007
Up to 30 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	315	800
Securities lending:	0	0
Total secured borrowings	315	800
30-90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	5,375	3,825
Securities lending:	0	0
Total secured borrowings	5,375	3,825
Over 90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	1,615	1,025
Securities lending:	0	0
Total secured borrowings	1,615	1,025
U.S. Treasury
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	130,238	63,788
U.S. Treasury | Overnight and continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	128,304	62,401
U.S. Treasury | Up to 30 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	15	7
U.S. Treasury | 30-90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	1,409	827
U.S. Treasury | Over 90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	510	553
Agency residential mortgage-backed securities (“RMBS”)
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	26,831	1,953
Securities lending:	111	110
Agency residential mortgage-backed securities (“RMBS”) | Overnight and continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	25,815	1,460
Securities lending:	111	110
Agency residential mortgage-backed securities (“RMBS”) | Up to 30 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	0	493
Securities lending:	0	0
Agency residential mortgage-backed securities (“RMBS”) | 30-90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	896	0
Securities lending:	0	0
Agency residential mortgage-backed securities (“RMBS”) | Over 90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	120	0
Securities lending:	0	0
Corporate bonds
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	2,080	1,275
Corporate bonds | Overnight and continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	103	99
Corporate bonds | Up to 30 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	72	88
Corporate bonds | 30-90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	1,315	782
Corporate bonds | Over 90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	590	306
Sovereign debt/sovereign guaranteed
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	1,049	1,008
Sovereign debt/sovereign guaranteed | Overnight and continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	1,049	1,008
Sovereign debt/sovereign guaranteed | Up to 30 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	0	0
Sovereign debt/sovereign guaranteed | 30-90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	0	0
Sovereign debt/sovereign guaranteed | Over 90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	0	0
State and political subdivisions
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	781	689
State and political subdivisions | Overnight and continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	37	38
State and political subdivisions | Up to 30 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	38	49
State and political subdivisions | 30-90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	449	443
State and political subdivisions | Over 90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	257	159
Other debt securities
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	281	214
Securities lending:	25	66
Other debt securities | Overnight and continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	4	13
Securities lending:	25	66
Other debt securities | Up to 30 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	180	102
Securities lending:	0	0
Other debt securities | 30-90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	73	92
Securities lending:	0	0
Other debt securities | Over 90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	24	7
Securities lending:	0	0
U.S. government agencies
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	137	161
U.S. government agencies | Overnight and continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	44	161
U.S. government agencies | Up to 30 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	0	0
U.S. government agencies | 30-90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	61	0
U.S. government agencies | Over 90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	32	0
Equity securities
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	1,264	1,742
Securities lending:	2,377	1,651
Equity securities | Overnight and continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	0	0
Securities lending:	2,377	1,651
Equity securities | Up to 30 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	10	61
Securities lending:	0	0
Equity securities | 30-90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	1,172	1,681
Securities lending:	0	0
Equity securities | Over 90 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Repurchase agreements:	82	0
Securities lending:	$ 0	$ 0

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Business segments - Narrative (Details)	12 Months Ended
	Dec. 31, 2023 business
Segment Reporting [Abstract]
Number of principal businesses	3

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Business segments - Contribution of Segments to Overall Profitability (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Total fee and other revenue	$ 13,157	$ 12,873	$ 13,313
Net interest revenue (expense)	4,345	3,504	2,618
Total revenue	17,502	16,377	15,931
Provision for credit losses	119	39	(231)
Net income (loss) attributable to noncontrolling interests	2	(13)	12
Operating segments
Segment Reporting Information [Line Items]
Total fee and other revenue	13,155	12,886	13,301
Net interest revenue (expense)	4,345	3,504	2,618
Total revenue	17,500	16,390	15,919
Provision for credit losses	119	39	(231)
Noninterest expense	13,295	13,010	11,514
Income (loss) before income taxes	$ 4,086	$ 3,341	$ 4,636
Pre-tax operating margin	23.00%	20.00%	29.00%
Average assets	$ 406,950	$ 426,901	$ 452,232
Operating segments | Securities Services
Segment Reporting Information [Line Items]
Total fee and other revenue	6,055	6,004	5,818
Net interest revenue (expense)	2,569	2,028	1,426
Total revenue	8,624	8,032	7,244
Provision for credit losses	99	8	(134)
Noninterest expense	6,376	6,299	5,852
Income (loss) before income taxes	$ 2,149	$ 1,725	$ 1,526
Pre-tax operating margin	25.00%	21.00%	21.00%
Average assets	$ 197,434	$ 212,575	$ 228,915
Operating segments | Market and Wealth Services
Segment Reporting Information [Line Items]
Total fee and other revenue	4,144	3,872	3,583
Net interest revenue (expense)	1,712	1,410	1,158
Total revenue	5,856	5,282	4,741
Provision for credit losses	41	7	(67)
Noninterest expense	3,197	2,932	2,676
Income (loss) before income taxes	$ 2,618	$ 2,343	$ 2,132
Pre-tax operating margin	45.00%	44.00%	45.00%
Average assets	$ 131,518	$ 138,386	$ 145,123
Operating segments | Investment and Wealth Management
Segment Reporting Information [Line Items]
Total fee and other revenue	2,977	3,322	3,849
Net interest revenue (expense)	166	228	193
Total revenue	3,143	3,550	4,042
Provision for credit losses	(4)	1	(13)
Noninterest expense	2,766	3,501	2,825
Income (loss) before income taxes	$ 381	$ 48	$ 1,230
Pre-tax operating margin	12.00%	1.00%	30.00%
Average assets	$ 26,594	$ 31,920	$ 30,980
Net income (loss) attributable to noncontrolling interests	2	(13)	12
Operating segments | Other
Segment Reporting Information [Line Items]
Total fee and other revenue	(21)	(312)	51
Net interest revenue (expense)	(102)	(162)	(159)
Total revenue	(123)	(474)	(108)
Provision for credit losses	(17)	23	(17)
Noninterest expense	956	278	161
Income (loss) before income taxes	(1,062)	(775)	(252)
Average assets	$ 51,404	$ 44,020	$ 47,214

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International operations (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting Information [Line Items]
Assets	$ 409,953	$ 405,783	$ 444,438
Total revenue	17,502	16,377	15,931
Income before income taxes	4,088	3,328	4,648
Net income	3,288	2,560	3,771
Total International
Segment Reporting Information [Line Items]
Assets	87,601	91,319	117,306
Total revenue	6,286	5,886	6,007
Income before income taxes	2,643	2,217	2,312
Net income	2,044	1,676	1,798
Europe, the Middle East and Africa
Segment Reporting Information [Line Items]
Assets	76,297	78,074	94,507
Total revenue	4,112	3,954	4,119
Income before income taxes	1,367	1,164	1,293
Net income	1,057	880	1,005
UK
Segment Reporting Information [Line Items]
Assets	29,100	31,700	37,900
Total revenue	$ 2,400	$ 2,200	$ 2,400
Percentage of asset	7.00%	8.00%	9.00%
Percentage of revenue	14.00%	14.00%	15.00%
Asia-Pacific region
Segment Reporting Information [Line Items]
Assets	$ 9,617	$ 11,623	$ 20,280
Total revenue	1,281	1,127	1,144
Income before income taxes	707	572	572
Net income	547	432	445
Other
Segment Reporting Information [Line Items]
Assets	1,687	1,622	2,519
Total revenue	893	805	744
Income before income taxes	569	481	447
Net income	440	364	348
Total Domestic
Segment Reporting Information [Line Items]
Assets	322,352	314,464	327,132
Total revenue	11,216	10,491	9,924
Income before income taxes	1,445	1,111	2,336
Net income	$ 1,244	$ 884	$ 1,973

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Supplemental information to the Consolidated Statement of Cash Flows (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Supplemental Cash Flow Information [Abstract]
Transfers from loans to other assets for other real estate owned	$ 2	$ 1	$ 1
Change in assets of consolidated investment management funds	317	253	25
Change in liabilities of consolidated investment management funds	0	2	0
Change in nonredeemable noncontrolling interests of consolidated investment management funds	43	189	53
Securities purchased not settled	174	22	0
Securities matured not settled	1,840	385	0
Available-for-sale securities transferred to held-to-maturity	0	6,067	13,800
Premises and equipment/capitalized software funded by finance lease obligations	0	0	27
Premises and equipment/operating lease obligations	251	307	97
Contingent consideration and residual interests from divestiture	0	222	0
Excise tax on share repurchases	$ 28	$ 0	$ 0

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Subsequent event (Details) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
	Feb. 28, 2024	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Subsequent Event [Line Items]
Noninterest expense		$ 13,295	$ 13,010	$ 11,514
FDIC special assessment		$ 505
Subsequent Event
Subsequent Event [Line Items]
Noninterest expense	$ 127
Noninterest expense, net of tax	$ 97