N-CSRS 1 lp1-0856155.htm SEMI-ANNUAL REPORTS

 

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act file number 811-03940
   
  BNY Mellon Strategic Funds, Inc.  
  (Exact name of Registrant as specified in charter)  
     
 

 

c/o BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, New York 10286

 
  (Address of principal executive offices)        (Zip code)  
     
 

Deirdre Cunnane, Esq.

240 Greenwich Street

New York, New York 10286

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

Date of fiscal year end:

 

11/30  
Date of reporting period:

05/31/22

 

 
             

 

 

 

The following N-CSR relates only to the Registrant's series listed below and does not relate to any series of the Registrant with a different fiscal year end and, therefore, different N-CSR reporting requirements. A separate N-CSR will be filed for any series with a different fiscal year end, as appropriate.

 

BNY Mellon Global Stock Fund

BNY Mellon International Stock Fund

BNY Mellon Select Managers Small Cap Value Fund

BNY Mellon U.S. Equity Fund

 

 
 

 

FORM N-CSR

Item 1.Reports to Stockholders.

 

 

 

 

BNY Mellon Global Stock Fund

 

SEMI-ANNUAL REPORT

May 31, 2022

 

 

 

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

 

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

 

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

 

Contents

THE FUND

  

Discussion of Fund Performance

2

Understanding Your Fund’s Expenses

5

Comparing Your Fund’s Expenses
With Those of Other Funds

5

Statement of Investments

6

Statement of Assets and Liabilities

10

Statement of Operations

11

Statement of Changes in Net Assets

12

Financial Highlights

14

Notes to Financial Statements

18

Liquidity Risk Management Program

27

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from December 1, 2021, through May 31, 2022, as provided by Charlie Macquaker, Roy Leckie and Jane Henderson, the three members of the Investment Executive at Walter Scott & Partners Limited (WS), sub-adviser

Market and Fund Performance Overview

For the six-month period ended May 31, 2022, the BNY Mellon Global Stock Fund’s (the “fund”) Class A shares achieved a total return of −11.92%, Class C shares returned −12.31%, Class I shares returned −11.81% and Class Y shares returned −11.81%.1 For the same period, the fund’s benchmark, the MSCI World Index (the “Index”), achieved a total return of −9.25%.2

Global stocks lost ground during the reporting period under pressure from increasing inflation and uncertainties related to Russia’s invasion of Ukraine. The fund underperformed the Index largely due to the fund’s tilt in favor of growth at a time when markets favored value-oriented stocks over their growth-oriented counterparts.

The Fund’s Investment Approach

The fund seeks long-term total return. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in stocks. The fund’s investments will be focused on companies located in developed markets. The fund ordinarily invests in at least three countries and is not geographically limited in its investment selection but, at times, may invest a substantial portion of its assets in a single country. The fund may invest in the securities of companies of any market capitalization. Walter Scott seeks investment opportunities in companies with fundamental strengths that indicate the potential for sustainable growth. Walter Scott focuses on individual stock selection, building the fund’s portfolio from the bottom up through extensive fundamental research. The investment process begins with the screening of reported company financials. Companies that meet certain broad, absolute and trend criteria are candidates for more detailed financial analysis. The fund’s Investment Team collectively reviews and selects those stocks that meet Walter Scott’s criteria, and where the expected growth rate is combined with a reasonable valuation for the underlying equity. Geographic and sector allocations are the result of, not part of, the investment process, because the Investment Team’s sole focus is on the analysis of, and investment in, individual companies.

Equities Decline as Inflation Mounts

Global equities encountered challenging conditions from the start of the reporting period as mounting inflationary pressures resulted in market weakness. A robust post-pandemic demand recovery, intensified by supportive monetary policy and government stimulus in recent years, has met with tight labor markets, supply-chain bottlenecks and rising commodity prices. These inflationary forces were exacerbated by the Russian invasion of Ukraine in early 2022. As the largest land war in Europe since World War II continued with no sign of an early resolution, European markets began contemplating the possibility of reduced or curtailed oil and natural gas exports from Russia, a leading source of energy commodities to the continent. Energy costs, already at elevated levels, spiked higher, along with prices of crucial agricultural chemicals and industrial metals. Central banks responded with increasingly hawkish rhetoric regarding interest-rate increases. The Bank of England

2

 

took the lead in December 2021 and has since increased its benchmark rate five times, from 0.15% to 1.25%. Also in December 2021, the U.S. Federal Reserve (the “Fed”) announced its intention to scale back its asset purchases earlier in 2022 than previously planned and signaled a more rapid increase in interest rates in the coming year. The Fed has subsequently increased its benchmark rate to a range of 1.5%-1.75% and has signaled further hikes are likely.

As a result of these conditions, stocks in energy producers surged during the period, along with oil and gas prices, while some other sectors, including utilities, materials and consumer staples, produced more modest gains. Growth-oriented shares have suffered however, as the threat of rising interest rates caused investors to question the pace of future growth and the relative value of future earnings. Consumer discretionary, communication services and information technology stocks experienced the most significant declines, and most other sectors lost ground as well.

Market Rotation to Value from Growth Causes Headwind

The market’s shift from favoring growth-oriented shares with high p/e (price/earnings) multiples to favoring value-oriented shares with lower p/e multiples raised headwinds for the fund, which held a number of positions in high valuation companies with growth characteristics. Some holdings also encountered issues related to the fallout from adverse macroeconomic conditions, including inflation, supply-chain constraints and slowing growth in China. The three most significant detractors from relative returns included Japan-based automation equipment maker Keyence, U.S.-based digital document company Adobe and U.S.-based medical equipment maker Intuitive Surgical. All three entered the reporting period with relatively high valuations in the wake of strong 2021 performance, and all three were punished by the market despite reasonably strong financial performance, solid fundamentals and, in our opinion, favorable growth prospects. From a sector perspective, lack of exposure to energy detracted the most from relative performance, followed by positioning in health care, industrials and utilities. From a country perspective, positions in Japan, the UK and the United States lagged by the greatest margins. However, we believe it important to reiterate that the fund’s sector and country exposures are a function of individual stock selections, and performance within sectors and countries is determined by those individual selections.

On a more positive note, several holdings contributed positively to the fund’s returns relative to the Index. Among the most notable, Canada-based international convenience store chain Alimentation Couche-Tard entered 2022 with positive business fundamentals and a relatively low valuation that the market rewarded. UK-based food services support company Compass Group recovered from pandemic-related shutdowns as a return from lockdowns benefited business. U.S.-based payment processing company Mastercard gained ground as the company’s profitable cross-border payments business experienced increasing traffic from a resumption of international travel, while other business segments also performed well. The fund’s top-performing sector by a wide margin, relative to the Index, was consumer discretionary, while returns by country were led by Canada.

Remaining Focused on the Long Term

Over the shorter term, we believe asset prices are likely to continue to be influenced by the inflationary forces we see in the United States and around the world. The Ukraine conflict,

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

commodity prices and developments in China, especially in relation to COVID-19 lockdowns and macroeconomic conditions will also play an important role in determining the trajectory of global equities in the months ahead. Given the level of uncertainty associated with these issues, we anticipate high levels of volatility in global equities immediately ahead.

Our focus however, remains on the long-term prospects of the individual companies in which the fund invests. We do not alter our investment course in the face of macroeconomic or equity market ebbs and flows. Key to the fund’s long-term performance is consistency in the application of our investment approach, irrespective of the short-term equity market gyrations. We do not put companies into ‘growth’ or ‘value’ buckets. Instead, thorough assessment and analysis of all fundamental aspects of a company lie at the heart of our research effort. We believe that, over time, and looking through periods of volatility, share prices will reflect the earnings generated by companies. In our opinion, short-term volatility highlights the importance of investing in high-quality companies that operate substantially above breakeven levels with entrenched and defendable market positions, that are in control of their pricing and enjoy good cash generation and strong balance sheets.

June 15, 2022

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price, yield and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.

2 Source: Lipper Inc. — The MSCI World Index is a free float-adjusted, market capitalization-weighted index that is designed to measure the equity market performance of developed markets. It reflects reinvestment of net dividends and, where applicable, capital gain distributions. Investors cannot invest directly in any index.

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

Investing internationally involves special risks, including changes in currency exchange rates, political, economic, and social instability, a lack of comprehensive company information, differing auditing and legal standards, and less market liquidity. These risks generally are greater with emerging-market countries than with more economically and politically established foreign countries.

Small and midsized company stocks tend to be more volatile and less liquid than larger company stocks as these companies are less established and have more volatile earnings histories.

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

4

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Global Stock Fund from December 1, 2021 to May 31, 2022. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

       

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended May 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$5.67

$9.31

$4.13

$4.13

 

Ending value (after expenses)

$880.80

$876.90

$881.90

$881.90

 

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

Using the SEC’s method to compare expenses

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

       

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended May 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$6.09

$10.00

$4.43

$4.43

 

Ending value (after expenses)

$1,018.90

$1,015.01

$1,020.54

$1,020.54

 

Expenses are equal to the fund’s annualized expense ratio of 1.21% for Class A, 1.99% for Class C, .88% for Class I and .88% for Class Y, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

5

 

STATEMENT OF INVESTMENTS

May 31, 2022 (Unaudited)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 97.9%

     

Australia - 2.3%

     

CSL

   

141,100

 

 27,452,951

 

Canada - 4.6%

     

Alimentation Couche-Tard

   

643,400

 

29,233,663

 

Canadian National Railway

   

229,100

 

26,049,857

 
    

55,283,520

 

Denmark - 3.4%

     

Novo Nordisk, Cl. B

   

372,400

 

 41,232,013

 

Finland - 1.2%

     

Kone, Cl. B

   

273,000

 

 13,938,846

 

France - 4.7%

     

L'Oreal

   

70,700

 

24,993,572

 

LVMH

   

49,200

 

31,640,299

 
    

56,633,871

 

Hong Kong - 3.7%

     

AIA Group

   

2,828,600

 

28,932,806

 

Jardine Matheson Holdings

   

264,500

 

15,314,828

 
    

44,247,634

 

Ireland - 1.8%

     

Experian

   

662,200

 

 22,185,440

 

Japan - 7.1%

     

FANUC

   

70,900

 

11,561,727

 

Keyence

   

83,228

 

33,193,736

 

Shin-Etsu Chemical

   

177,700

 

25,180,873

 

SMC

   

29,600

 

15,235,333

 
    

85,171,669

 

Spain - 1.0%

     

Industria de Diseno Textil

   

481,600

 

 11,585,110

 

Switzerland - 6.6%

     

Nestle

   

215,100

 

26,320,375

 

Roche Holding

   

96,100

 

32,713,612

 

SGS

   

7,900

 

19,662,615

 
    

78,696,602

 

Taiwan - 3.0%

     

Taiwan Semiconductor Manufacturing, ADR

   

376,300

 

 35,861,390

 

United Kingdom - 6.1%

     

Compass Group

   

1,306,100

 

29,294,878

 

Linde

   

102,800

 

33,377,104

 

Prudential

   

759,900

 

9,928,104

 
    

72,600,086

 

6

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 97.9% (continued)

     

United States - 52.4%

     

Adobe

   

71,600

a 

29,819,968

 

Alphabet, Cl. C

   

14,297

a 

32,608,312

 

Amphenol, Cl. A

   

470,400

 

33,332,544

 

Automatic Data Processing

   

158,700

 

35,380,578

 

Booking Holdings

   

11,560

a 

25,935,554

 

Cisco Systems

   

494,900

 

22,295,245

 

Cognex

   

173,200

 

8,386,344

 

Cognizant Technology Solutions, Cl. A

   

353,600

 

26,413,920

 

Colgate-Palmolive

   

161,300

 

12,712,053

 

Edwards Lifesciences

   

284,100

a 

28,651,485

 

Fastenal

   

508,500

 

27,235,260

 

Fortinet

   

71,700

a 

21,089,838

 

Illumina

   

50,500

a 

12,093,740

 

Intuitive Surgical

   

115,800

a 

26,360,712

 

IPG Photonics

   

78,700

a 

8,302,063

 

Johnson & Johnson

   

121,100

 

21,741,083

 

Mastercard, Cl. A

   

99,100

 

35,464,917

 

Microsoft

   

174,700

 

47,495,689

 

NIKE, Cl. B

   

231,000

 

27,454,350

 

Paychex

   

148,100

 

18,339,223

 

Stryker

   

95,700

 

22,441,650

 

Texas Instruments

   

176,100

 

31,127,436

 

The TJX Companies

   

476,200

 

30,272,034

 

The Walt Disney Company

   

171,600

a 

18,951,504

 

Waters

   

75,700

a 

24,825,815

 
    

628,731,317

 

Total Common Stocks (cost $518,802,751)

   

1,173,620,449

 
  

1-Day
Yield (%)

     

Investment Companies - 1.7%

     

Registered Investment Companies - 1.7%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $20,629,741)

 

0.80

 

20,629,741

b 

 20,629,741

 

Total Investments (cost $539,432,492)

 

99.6%

 

1,194,250,190

 

Cash and Receivables (Net)

 

.4%

 

4,644,582

 

Net Assets

 

100.0%

 

1,198,894,772

 

ADR—American Depository Receipt

a Non-income producing security.

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

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

  

Portfolio Summary (Unaudited)

Value (%)

Software & Services

17.9

Pharmaceuticals Biotechnology & Life Sciences

13.4

Technology Hardware & Equipment

8.8

Capital Goods

6.9

Health Care Equipment & Services

6.5

Semiconductors & Semiconductor Equipment

5.6

Consumer Durables & Apparel

4.9

Materials

4.9

Consumer Services

4.6

Media & Entertainment

4.3

Retailing

3.5

Commercial & Professional Services

3.5

Insurance

3.2

Household & Personal Products

3.1

Food & Staples Retailing

2.4

Food, Beverage & Tobacco

2.2

Transportation

2.2

Investment Companies

1.7

 

99.6

 Based on net assets.

See notes to financial statements.

8

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS (Unaudited)

       

Affiliated Issuers

   

Description

Value ($) 11/30/2021

Purchases ($)

Sales ($)

Value ($) 5/31/2022

Dividends/
Distributions ($)

 

Registered Investment Companies - 1.7%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - 1.7%

19,642,602

100,000,105

(99,012,966)

20,629,741

20,985

 

Investment of Cash Collateral for Securities Loaned - .0%

  

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

-

9,556,320

(9,556,320)

-

45

†† 

Total - 1.7%

19,642,602

109,556,425

(108,569,286)

20,629,741

21,030

 

 Includes reinvested dividends/distributions.

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

See notes to financial statements.

9

 

STATEMENT OF ASSETS AND LIABILITIES

May 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments

 

 

 

Unaffiliated issuers

518,802,751

 

1,173,620,449

 

Affiliated issuers

 

20,629,741

 

20,629,741

 

Tax reclaim receivable—Note 1(b)

 

3,578,523

 

Dividends and securities lending income receivable

 

1,241,138

 

Receivable for shares of Common Stock subscribed

 

947,762

 

Prepaid expenses

 

 

 

 

44,708

 

 

 

 

 

 

1,200,062,321

 

Liabilities ($):

 

 

 

 

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

 

896,137

 

Cash overdraft due to Custodian
denominated in foreign currency

 

 

41

 

41

 

Payable for shares of Common Stock redeemed

 

149,440

 

Directors’ fees and expenses payable

 

23,979

 

Other accrued expenses

 

 

 

 

97,952

 

 

 

 

 

 

1,167,549

 

Net Assets ($)

 

 

1,198,894,772

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

478,160,285

 

Total distributable earnings (loss)

 

 

 

 

720,734,487

 

Net Assets ($)

 

 

1,198,894,772

 

      

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

36,989,247

2,745,182

702,537,245

456,623,098

 

Shares Outstanding

1,619,663

127,066

30,173,007

19,656,630

 

Net Asset Value Per Share ($)

22.84

21.60

23.28

23.23

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

10

 

STATEMENT OF OPERATIONS

Six Months Ended May 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $976,645 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

9,909,332

 

Affiliated issuers

 

 

20,985

 

Income from securities lending—Note 1(c)

 

 

45

 

Total Income

 

 

9,930,362

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

5,710,025

 

Professional fees

 

 

59,709

 

Directors’ fees and expenses—Note 3(d)

 

 

55,829

 

Custodian fees—Note 3(c)

 

 

41,854

 

Shareholder servicing costs—Note 3(c)

 

 

37,280

 

Registration fees

 

 

36,932

 

Distribution fees—Note 3(b)

 

 

13,849

 

Chief Compliance Officer fees—Note 3(c)

 

 

10,722

 

Loan commitment fees—Note 2

 

 

10,605

 

Prospectus and shareholders’ reports

 

 

9,068

 

Miscellaneous

 

 

22,854

 

Total Expenses

 

 

6,008,727

 

Net Investment Income

 

 

3,921,635

 

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

 

 

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

62,360,599

 

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

(232,278,562)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(169,917,963)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(165,996,328)

 

 

 

 

 

 

 

 

See notes to financial statements.

     

11

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2022 (Unaudited)

 

Year Ended
November 30, 2021

 

Operations ($):

 

 

 

 

 

 

 

 

Net investment income

 

 

3,921,635

 

 

 

4,328,273

 

Net realized gain (loss) on investments

 

62,360,599

 

 

 

129,620,725

 

Net change in unrealized appreciation
(depreciation) on investments

 

(232,278,562)

 

 

 

95,827,464

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(165,996,328)

 

 

 

229,776,462

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(4,038,293)

 

 

 

(2,168,361)

 

Class C

 

 

(402,809)

 

 

 

(430,557)

 

Class I

 

 

(77,813,997)

 

 

 

(58,199,516)

 

Class Y

 

 

(51,099,609)

 

 

 

(19,314,782)

 

Total Distributions

 

 

(133,354,708)

 

 

 

(80,113,216)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

1,733,983

 

 

 

8,851,272

 

Class C

 

 

151,996

 

 

 

352,897

 

Class I

 

 

40,471,514

 

 

 

121,824,623

 

Class Y

 

 

21,161,055

 

 

 

267,649,784

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

3,707,708

 

 

 

1,974,862

 

Class C

 

 

356,095

 

 

 

403,712

 

Class I

 

 

72,709,117

 

 

 

54,658,318

 

Class Y

 

 

36,669,026

 

 

 

9,350,319

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(4,727,565)

 

 

 

(8,911,012)

 

Class C

 

 

(1,307,426)

 

 

 

(4,918,843)

 

Class I

 

 

(97,609,391)

 

 

 

(453,235,891)

 

Class Y

 

 

(50,435,696)

 

 

 

(84,245,826)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

22,880,416

 

 

 

(86,245,785)

 

Total Increase (Decrease) in Net Assets

(276,470,620)

 

 

 

63,417,461

 

Net Assets ($):

 

Beginning of Period

 

 

1,475,365,392

 

 

 

1,411,947,931

 

End of Period

 

 

1,198,894,772

 

 

 

1,475,365,392

 

12

 

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2022 (Unaudited)

 

Year Ended
November 30, 2021

 

Capital Share Transactions (Shares):

 

Class Aa,b

 

 

 

 

 

 

 

 

Shares sold

 

 

67,509

 

 

 

336,361

 

Shares issued for distributions reinvested

 

 

139,036

 

 

 

79,793

 

Shares redeemed

 

 

(184,769)

 

 

 

(326,563)

 

Net Increase (Decrease) in Shares Outstanding

21,776

 

 

 

89,591

 

Class Ca

 

 

 

 

 

 

 

 

Shares sold

 

 

6,162

 

 

 

13,892

 

Shares issued for distributions reinvested

 

 

14,064

 

 

 

16,970

 

Shares redeemed

 

 

(55,512)

 

 

 

(196,604)

 

Net Increase (Decrease) in Shares Outstanding

(35,286)

 

 

 

(165,742)

 

Class Ib

 

 

 

 

 

 

 

 

Shares sold

 

 

1,588,591

 

 

 

4,478,588

 

Shares issued for distributions reinvested

 

 

2,679,150

 

 

 

2,173,293

 

Shares redeemed

 

 

(3,900,729)

 

 

 

(16,052,071)

 

Net Increase (Decrease) in Shares Outstanding

367,012

 

 

 

(9,400,190)

 

Class Yb

 

 

 

 

 

 

 

 

Shares sold

 

 

815,728

 

 

 

9,222,646

 

Shares issued for distributions reinvested

 

 

1,354,201

 

 

 

372,523

 

Shares redeemed

 

 

(1,981,186)

 

 

 

(3,048,463)

 

Net Increase (Decrease) in Shares Outstanding

188,743

 

 

 

6,546,706

 

 

 

 

 

 

 

 

 

 

 

a

During the period ended November 30, 2021, 5,638 Class C shares representing $138,532 were automatically converted to 5,413 Class A shares.

 

b

During the period ended May 31, 2022, 1,971 Class Y shares representing $55,393 were exchanged for 2,001 Class A shares, and 98,154 Class Y shares representing $2,517,543 were exchanged for 97,943 Class I shares. During the period ended November 30, 2021, 235,093 Class Y shares representing $6,509,609 were exchanged for 234,700 Class I shares.

 

See notes to financial statements.

        

13

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.

       

Six Months Ended

 
 

May 31, 2022

Year Ended November 30,

Class A Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

28.41

25.74

23.07

21.08

21.53

17.51

Investment Operations:

      

Net investment incomea

.03

.01

.06

.10

.11

.11

Net realized and unrealized
gain (loss) on investments

(3.07)

4.09

3.71

3.17

1.02

4.06

Total from Investment Operations

(3.04)

4.10

3.77

3.27

1.13

4.17

Distributions:

      

Dividends from
net investment income

(.00)b

(.08)

(.10)

(.12)

(.15)

(.09)

Dividends from net realized
gain on investments

(2.53)

(1.35)

(1.00)

(1.16)

(1.43)

(.06)

Total Distributions

(2.53)

(1.43)

(1.10)

(1.28)

(1.58)

(.15)

Net asset value, end of period

22.84

28.41

25.74

23.07

21.08

21.53

Total Return (%)c

(11.92)d

16.72

17.00

17.04

5.61

24.04

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.21e

1.20

1.23

1.21

1.20

1.22

Ratio of net investment income
to average net assets

.26e

.03

.27

.46

.52

.60

Portfolio Turnover Rate

.99d

9.79

4.13

6.62

8.15

6.50

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

36,989

45,402

38,828

35,891

29,369

25,477

a Based on average shares outstanding.

b Amount represents less than $.001 per share.

c Exclusive of sales charge.

d Not annualized

e Annualized.

See notes to financial statements.

14

 

       

Six Months End

 
 

May 31, 2022

Year Ended November 30,

Class C Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

27.11

24.73

22.26

20.41

20.89

17.03

Investment Operations:

      

Net investment (loss)a

(.06)

(.19)

(.10)

(.05)

(.05)

(.02)

Net realized and unrealized
gain (loss) on investments

(2.92)

3.92

3.57

3.06

1.00

3.94

Total from Investment Operations

(2.98)

3.73

3.47

3.01

.95

3.92

Distributions:

      

Dividends from net realized
gain on investments

(2.53)

(1.35)

(1.00)

(1.16)

(1.43)

(.06)

Net asset value, end of period

21.60

27.11

24.73

22.26

20.41

20.89

Total Return (%)b

(12.31)c

15.83

16.15

16.12

4.85

23.11

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.99d

1.97

1.98

1.96

1.97

1.99

Ratio of net investment
(loss) to average net assets

(.54)d

(.77)

(.45)

(.25)

(.22)

(.10)

Portfolio Turnover Rate

.99c

9.79

4.13

6.62

8.15

6.50

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

2,745

4,401

8,114

11,260

11,008

13,132

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

15

 

FINANCIAL HIGHLIGHTS (continued)

       

Six Months Ended

 
 

May 31, 2022

Year Ended November 30,

Class I Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

28.95

26.19

23.44

21.41

21.83

17.76

Investment Operations:

      

Net investment incomea

.08

.09

.12

.15

.17

.18

Net realized and unrealized
gain (loss) on investments

(3.14)

4.16

3.78

3.21

1.04

4.10

Total from Investment Operations

(3.06)

4.25

3.90

3.36

1.21

4.28

Distributions:

      

Dividends from
net investment income

(.08)

(.14)

(.15)

(.17)

(.20)

(.15)

Dividends from net realized
gain on investments

(2.53)

(1.35)

(1.00)

(1.16)

(1.43)

(.06)

Total Distributions

(2.61)

(1.49)

(1.15)

(1.33)

(1.63)

(.21)

Net asset value, end of period

23.28

28.95

26.19

23.44

21.41

21.83

Total Return (%)

(11.81)b

17.07

17.32

17.32

5.89

24.40

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.88c

.93

.96

.97

.94

.98

Ratio of net investment income
to average net assets

.60c

.31

.53

.71

.78

.92

Portfolio Turnover Rate

.99b

9.79

4.13

6.62

8.15

6.50

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

702,537

862,835

1,026,985

965,481

858,817

901,556

a Based on average shares outstanding.

b Not annualized

c Annualized.

See notes to financial statements.

16

 

       

Six Months Ended

 
 

May 31,2022

Year Ended November 30,

Class Y Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

28.91

26.16

23.41

21.38

21.81

17.74

Investment Operations:

      

Net investment incomea

.08

.08

.14

.17

.18

.19

Net realized and unrealized
gain (loss) on investments

(3.14)

4.17

3.78

3.20

1.04

4.10

Total from Investment Operations

(3.06)

4.25

3.92

3.37

1.22

4.29

Distributions:

      

Dividends from
net investment income

(.09)

(.15)

(.17)

(.18)

(.22)

(.16)

Dividends from net realized
gain on investments

(2.53)

(1.35)

(1.00)

(1.16)

(1.43)

(.06)

Total Distributions

(2.62)

(1.50)

(1.17)

(1.34)

(1.65)

(.22)

Net asset value, end of period

23.23

28.91

26.16

23.41

21.38

21.81

Total Return (%)

(11.81)b

17.11

17.43

17.36

5.98

24.47

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.88c

.89

.89

.89

.89

.90

Ratio of net investment income
to average net assets

.59c

.29

.62

.80

.85

.99

Portfolio Turnover Rate

.99b

9.79

4.13

6.62

8.15

6.50

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

456,623

562,727

338,021

398,977

358,526

355,729

a Based on average shares outstanding.

b Not annualized.

b Annualized.

See notes to financial statements.

17

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon Global Stock Fund (the “fund”) is a separate diversified series of BNY Mellon Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering six series, including the fund. The fund’s investment objective is to seek long-term total return. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Walter Scott & Partners Limited (the “Sub-Adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-adviser.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue 600 million shares of $.001 par value Common Stock. The fund currently has authorized four classes of shares: Class A (100 million shares authorized), Class C (100 million shares authorized), Class I (250 million shares authorized) and Class Y (150 million shares authorized). Class A and Class C shares are sold primarily to retail investors through financial intermediaries and bear Distribution and/or Shareholder Services Plan fees. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class A shares bought without an initial sales charge as part of an investment of $1 million or more may be charged a contingent deferred sales charge (“CDSC”) of 1.00% if redeemed within one year. Class C shares are subject to a CDSC imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares eight years after the date of purchase, without the imposition of a sales charge. Class I shares are sold primarily to bank trust departments and other financial service providers (including BNY Mellon and its affiliates), acting on behalf of customers having a qualified trust or an investment account or relationship at such institution, and bear no Distribution or Shareholder Services Plan fees. Class Y shares are sold at net asset value per share generally to institutional investors, and bear no Distribution or Shareholder Services Plan fees. Class I and Class Y shares are offered without a front-end sales charge or CDSC. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses

18

 

on investments are allocated to each class of shares based on its relative net assets.

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

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

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

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

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

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

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

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

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

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

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

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

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

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

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

20

 

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

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

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

The following is a summary of the inputs used as of May 31, 2022 in valuing the fund’s investments:

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)

  

Investments in Securities:

  

Equity Securities - Common Stocks

753,253,331

420,367,118

†† 

-

1,173,620,449

 

Investment Companies

20,629,741

-

 

-

20,629,741

 

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

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

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

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

Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statement of Operations, if applicable. Foreign taxes payable or deferred or those subject to reclaims as of May 31, 2022, if any, are disclosed in the fund’s Statement of Assets and Liabilities.

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

Pursuant to a securities lending agreement with BNY Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, BNY Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended May 31, 2022, BNY Mellon earned $6 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

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

(e) Risk: Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S. These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political, economic developments and public health conditions. Moreover, securities issued in these markets may be less liquid, subject to government ownership controls and delayed settlements, and their prices may be more volatile

22

 

than those of comparable securities in the U.S. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. The COVID-19 pandemic has had, and any other outbreak of an infectious disease or other serious public health concern could have, a significant negative impact on economic and market conditions and could trigger a prolonged period of global economic slowdown. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

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

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

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

As of and during the period ended May 31, 2022, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2022, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2021 was as follows: ordinary income $11,198,204 and long-term capital gains $68,915,012. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $688.5 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $135 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended May 31, 2022, the fund did not borrow under the Facilities.

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

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .85% of the value of the fund’s average daily net assets and is payable monthly.

Pursuant to a sub-advisory agreement between the Adviser and the Sub-Adviser, the Adviser pays the Sub-Adviser a monthly fee at an annual rate of .41% of the value of the fund’s average daily net assets.

24

 

During the period ended May 31, 2022, the Distributor retained $1,020 from commissions earned on sales of the fund’s Class A shares and $150 from CDSC fees on redemptions of the fund’s Class C shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. The Distributor may pay one or more Service Agents in respect of advertising, marketing and other distribution services, and determines the amounts, if any, to be paid to Service Agents and the basis on which such payments are made. During the period ended May 31, 2022, Class C shares were charged $13,849 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2022, Class A and Class C shares were charged $51,439 and $4,616, respectively, pursuant to the Shareholder Services Plan.

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

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

The fund compensates the Transfer Agent, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of Transfer Agent fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions.

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

During the period ended May 31, 2022, the fund was charged $12,468 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates the Custodian under a custody agreement, for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2022, the fund was charged $41,854 pursuant to the custody agreement.

During the period ended May 31, 2022, the fund was charged $10,722 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees of $850,647, Distribution Plan fees of $1,908, Shareholder Services Plan fees of $8,310, Custodian fees of $27,075, Chief Compliance Officer fees of $4,162 and Transfer Agent fees of $4,035.

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

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended May 31, 2022, amounted to $13,204,119 and $122,808,320, respectively.

At May 31, 2022, accumulated net unrealized appreciation on investments was $654,817,698, consisting of $671,171,143 gross unrealized appreciation and $16,353,445 gross unrealized depreciation.

At May 31, 2022, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

26

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

Effective June 1, 2019, the fund adopted a liquidity risk management program (the “Liquidity Risk Management Program”) pursuant to the requirements of Rule 22e-4 under the Investment Company Act of 1940, as amended. Rule 22e-4 requires registered open-end funds, including mutual funds and exchange-traded funds but not money market funds, to establish liquidity risk management programs in order to effectively manage fund liquidity and shareholder redemptions. The rule is designed to mitigate the risk that a fund could not meet redemption requests without significantly diluting the interests of remaining investors.

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

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

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

Assessment of Program

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

During the period from January 1, 2021 to December 31, 2021, there were no material changes to the Program and no material liquidity events that impacted the fund. During the period, the fund held sufficient highly liquid assets to meet fund redemptions.

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

27

 

This page intentionally left blank.

28

 

This page intentionally left blank.

29

 

For More Information

BNY Mellon Global Stock Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-Adviser

Walter Scott & Partners Limited

One Charlotte Square

Edinburgh, Scotland, UK

Custodian

The Bank of New York Mellon

240 Greenwich Street

New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.

240 Greenwich Street

New York, NY 10286

Distributor

BNY Mellon Securities Corporation

240 Greenwich Street

New York, NY 10286

  

Ticker Symbols:

Class A: DGLAX      Class C: DGLCX     Class I: DGLRX      Class Y: DGLYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

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

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

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

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

  

© 2022 BNY Mellon Securities Corporation
6159SA0522

 

BNY Mellon International Stock Fund

 

SEMI-ANNUAL REPORT

May 31, 2022

 

 

 

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

 

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

 

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

 

Contents

THE FUND

  

Discussion of Fund Performance

2

Understanding Your Fund’s Expenses

5

Comparing Your Fund’s Expenses
With Those of Other Funds

5

Statement of Investments

6

Statement of Assets and Liabilities

10

Statement of Operations

11

Statement of Changes in Net Assets

12

Financial Highlights

14

Notes to Financial Statements

18

Liquidity Risk Management Program

27

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from December 1, 2021, through May 31, 2022, as provided by Charlie Macquaker, Roy Leckie and Jane Henderson, the three members of the Investment Executive at Walter Scott & Partners Limited (WS), sub-adviser

Market and Fund Performance Overview

For the six-month period ended May 31, 2022, the BNY Mellon International Stock Fund’s (the “fund”) Class A shares achieved a total return of −14.54%, Class C shares returned −14.82%, Class I shares returned −14.40% and Class Y shares returned −14.36%.1 In comparison, the fund’s benchmark index, the MSCI EAFE® Index (the “Index”), achieved a return of −6.80% for the same period.2

International markets lost ground during the reporting period under pressure from increasing inflation and uncertainties related to Russia’s invasion of Ukraine. The fund underperformed the Index largely due to the fund’s tilt in favor of growth at a time when markets favored value-oriented stocks over their growth-oriented counterparts.

The Fund’s Investment Approach

The fund seeks long-term total returns. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in stocks. The fund normally invests primarily in foreign companies located in developed markets. The fund ordinarily invests in at least three countries and is not geographically limited in its investment selection but, at times, may invest a substantial portion of its assets in a single country. The fund may invest in the securities of companies of any market capitalization. Walter Scott seeks investment opportunities in companies with fundamental strengths that indicate the potential for sustainable growth. Walter Scott focuses on individual stock selection, building the fund’s portfolio from the bottom up through extensive fundamental research. The investment process begins with the screening of reported company financials. Companies that meet certain broad, absolute and trend criteria are candidates for more detailed financial analysis. The fund’s Investment Team collectively reviews and selects those stocks that meet Walter Scott’s criteria, and where the expected growth rate is combined with a reasonable valuation for the underlying equity. Geographic and sector allocations are results of, not part of, the investment process, because the Investment Team’s sole focus is on the analysis of, and investment in, individual companies.

Equities Decline as Inflation Mounts

International developed-markets equities encountered challenging conditions from the start of the reporting period as mounting inflationary pressures resulted in market weakness. A robust post-pandemic demand recovery, intensified by supportive monetary policy and government stimulus in recent years, has met with tight labor markets, supply-chain bottlenecks and rising commodity prices. These inflationary forces were exacerbated by the Russian invasion of Ukraine in early 2022. As the largest land war in Europe since World War II continued with no sign of an early resolution, European markets began contemplating the possibility of reduced or curtailed oil and natural gas exports from Russia, a leading source of energy commodities to the continent. Energy costs, already at elevated levels, spiked higher, along with prices of crucial agricultural chemicals and industrial metals. Central banks responded with increasingly hawkish rhetoric regarding interest-rate increases.

2

 

The Bank of England took the lead in December 2021 and has since increased its benchmark rate five times, from 0.15% to 1.25%. Also in December 2021, the U.S. Federal Reserve (the “Fed”) announced its intention to scale back its asset purchases earlier in 2022 than previously planned and signaled a more rapid increase in interest rates in the coming year. The Fed has subsequently increased its benchmark rate to a range of 1.5%-1.75% and has signaled further hikes are likely.

As a result of these conditions, stocks in energy producers surged along with oil and gas prices, while some other sectors, including materials and utilities, produced more modest gains. Growth-oriented have shares suffered however, as the threat of rising interest rates caused investors to question the pace of future growth and the relative value of future earnings. Information technology, consumer discretionary and industrials stocks experienced the most significant declines, and most other sectors lost ground as well.

Market Rotation to Value from Growth Causes Headwind

The market’s shift from favoring growth-oriented shares with high p/e (price/earnings) multiples to favoring value-oriented shares with lower p/e multiples raised headwinds for the fund, which held a number of positions in high valuation companies with growth characteristics. Some holdings also encountered challenges related to the fallout from adverse macroeconomic conditions, including inflation, supply-chain constraints and slowing growth in China. The three most significant detractors from relative returns, all based in Japan, included medical testing equipment producer Sysmex, automation equipment maker Keyence and medical technology producer Hoya Corporation. All three entered the reporting period with relatively high valuations in the wake of strong 2021 performance, and all three were punished by the market despite reasonably strong financial performance, solid fundamentals and, in our opinion, favorable growth prospects. Sysmex suffered additionally due to concerns regarding a slow-down in post-pandemic testing and declining sales in China due to that country’s slowing growth, lockdowns and a move toward domestic suppliers. From a sector perspective, health care, information technology and industrials detracted most, while from a country perspective, positions in Japan and the UK lagged by the greatest margins. However, we believe it important to reiterate that the fund’s sector and country exposures are a function of individual stock selections, and performance within sectors and countries is determined by those individual selections.

On a more positive note, several holdings contributed positively to the fund’s returns relative to the Index. Among the most notable, Canada-based international convenience store chain Alimentation Couche-Tard entered 2022 with positive business fundamentals and a relatively low valuation that the market rewarded. France-based integrated oil and gas company TotalEnergies, the fund’s sole energy sector holding, benefited from soaring oil and gas prices. UK-based food services support company Compass Group recovered from pandemic-related shutdowns as lockdowns have been removed and volumes have returned. The fund’s top-performing sectors relative to the Index included consumer discretionary and consumer staples, while returns by country were led by Canada.

Remaining Focused on the Long Term

Over the shorter term, we believe asset prices are likely to continue to be influenced by the inflationary forces we see in the United States and around the world. The Ukraine conflict, commodity prices and developments in China, especially in relation to COVID-19

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

lockdowns and macroeconomic conditions will also play an important role in determining the trajectory of international equities in the months ahead. Given the level of uncertainty associated with these issues, we anticipate high levels of volatility in international equities immediately ahead.

Our focus remains on the long-term prospects of the individual companies in which the fund invests. We do not alter our investment course in the face of macroeconomic or equity market ebbs and flows. Key to the fund’s long-term performance is consistency in the application of our investment approach, irrespective of the short-term equity market gyrations. We do not put companies into ‘growth’ or ‘value’ buckets. Instead, thorough assessment and analysis of all fundamental aspects of a company lie at the heart of our research effort. We believe that, over time, and looking through periods of volatility, share prices will reflect the earnings generated by companies. In our opinion, short-term volatility highlights the importance of investing in high-quality companies that operate substantially above breakeven levels with entrenched and defendable market positions, that are in control of their pricing and enjoy good cash generation and strong balance sheets.

June 15, 2022

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.

2 Source: Lipper Inc. — The MSCI EAFE® Index (Europe, Australasia, Far East) is a free float-adjusted, market capitalization-weighted index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. It reflects reinvestment of net dividends and, where applicable, capital gain distributions. Investors cannot invest directly in any index.

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

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

Small and midsized company stocks tend to be more volatile and less liquid than larger company stocks as these companies are less established and have more volatile earnings histories.

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

4

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon International Stock Fund from December 1, 2021 to May 31, 2022. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

       

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended May 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$5.92

$9.10

$4.26

$4.07

 

Ending value (after expenses)

$854.60

$851.80

$856.00

$856.40

 

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

Using the SEC’s method to compare expenses

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

       

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended May 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$6.44

$9.90

$4.63

$4.43

 

Ending value (after expenses)

$1,018.55

$1,015.11

$1,020.34

$1,020.54

 

Expenses are equal to the fund’s annualized expense ratio of 1.28% for Class A, 1.97% for Class C, .92% for Class I and .88% for Class Y, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

5

 

STATEMENT OF INVESTMENTS

May 31, 2022 (Unaudited)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 97.3%

     

Australia - 3.4%

     

Cochlear

   

431,100

 

68,542,455

 

CSL

   

686,800

 

133,626,412

 
    

202,168,867

 

Canada - 5.1%

     

Alimentation Couche-Tard

   

3,644,800

 

165,605,926

 

Canadian National Railway

   

1,218,400

 

138,538,394

 
    

304,144,320

 

Denmark - 9.3%

     

Chr. Hansen Holding

   

1,592,000

a 

119,275,018

 

Coloplast, Cl. B

   

684,800

 

81,365,968

 

Novo Nordisk, Cl. B

   

2,033,000

 

225,093,133

 

Novozymes, Cl. B

   

2,005,512

 

127,150,049

 
    

552,884,168

 

Finland - 1.6%

     

Kone, Cl. B

   

1,819,500

 

 92,900,108

 

France - 11.9%

     

Air Liquide

   

893,400

 

156,415,206

 

Dassault Systemes

   

3,026,000

 

127,472,490

 

L'Oreal

   

391,800

 

138,507,517

 

LVMH

   

256,400

 

164,889,690

 

TotalEnergies

   

2,042,104

 

120,736,851

 
    

708,021,754

 

Germany - 6.0%

     

adidas

   

566,400

 

112,229,473

 

Merck

   

748,400

 

140,639,541

 

SAP

   

1,047,700

 

104,366,952

 
    

357,235,966

 

Hong Kong - 6.5%

     

AIA Group

   

15,578,600

 

159,348,303

 

CLP Holdings

   

9,862,500

b 

98,363,394

 

Hang Lung Properties

   

40,583,000

 

75,792,408

 

Jardine Matheson Holdings

   

983,100

 

56,922,524

 
    

390,426,629

 

Ireland - 2.1%

     

Experian

   

3,750,400

 

 125,648,256

 

Japan - 19.3%

     

Daikin Industries

   

862,800

 

137,988,150

 

FANUC

   

661,200

 

107,822,480

 

Hoya

   

1,120,900

 

119,649,650

 

Keyence

   

427,280

 

170,411,634

 

Makita

   

2,050,900

 

55,893,624

 

6

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 97.3% (continued)

     

Japan - 19.3% (continued)

     

MISUMI Group

   

1,837,800

 

41,421,747

 

Murata Manufacturing

   

1,900,000

 

122,422,289

 

Shin-Etsu Chemical

   

1,011,600

 

143,348,176

 

SMC

   

314,100

 

161,669,529

 

Sysmex

   

1,382,900

 

89,826,027

 
    

1,150,453,306

 

Netherlands - 4.2%

     

ASM International

   

194,000

 

60,353,906

 

ASML Holding

   

331,990

 

191,442,283

 
    

251,796,189

 

Spain - 1.8%

     

Industria de Diseno Textil

   

4,400,000

b 

 105,844,029

 

Switzerland - 15.4%

     

Givaudan

   

33,400

 

122,959,884

 

Kuehne + Nagel International

   

542,700

 

143,299,804

 

Lonza Group

   

144,800

 

87,317,463

 

Nestle

   

1,219,000

 

149,161,027

 

Novartis

   

1,630,100

 

147,986,266

 

Roche Holding

   

482,300

 

164,180,803

 

SGS

   

42,000

 

104,535,421

 
    

919,440,668

 

Taiwan - 3.5%

     

Taiwan Semiconductor Manufacturing, ADR

   

2,177,200

 

 207,487,160

 

United Kingdom - 7.2%

     

Compass Group

   

6,860,800

 

153,882,782

 

Diageo

   

3,553,000

 

164,991,471

 

Prudential

   

8,449,600

 

110,394,138

 
    

429,268,391

 

Total Common Stocks (cost $4,035,340,599)

   

5,797,719,811

 
  

1-Day
Yield (%)

     

Investment Companies - 1.7%

     

Registered Investment Companies - 1.7%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $104,237,217)

 

0.80

 

104,237,217

c 

 104,237,217

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment of Cash Collateral for Securities Loaned - .1%

     

Registered Investment Companies - .1%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares
(cost $3,155,980)

 

0.80

 

3,155,980

c 

 3,155,980

 

Total Investments (cost $4,142,733,796)

 

99.1%

 

5,905,113,008

 

Cash and Receivables (Net)

 

.9%

 

51,247,499

 

Net Assets

 

100.0%

 

5,956,360,507

 

ADR—American Depository Receipt

a Non-income producing security.

b Security, or portion thereof, on loan. At May 31, 2022, the value of the fund’s securities on loan was $2,983,740 and the value of the collateral was $3,155,980. In addition, the value of collateral may include pending sales that are also on loan.

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

  

Portfolio Summary (Unaudited)

Value (%)

Pharmaceuticals Biotechnology & Life Sciences

15.1

Materials

11.2

Capital Goods

11.0

Semiconductors & Semiconductor Equipment

7.7

Health Care Equipment & Services

6.0

Food, Beverage & Tobacco

5.3

Technology Hardware & Equipment

4.9

Transportation

4.7

Consumer Durables & Apparel

4.7

Insurance

4.5

Software & Services

3.9

Commercial & Professional Services

3.9

Food & Staples Retailing

2.8

Consumer Services

2.6

Household & Personal Products

2.3

Energy

2.0

Investment Companies

1.8

Retailing

1.8

Utilities

1.6

Real Estate

1.3

 

99.1

 Based on net assets.

See notes to financial statements.

8

 

       

Affiliated Issuers

   

Description

Value ($) 11/30/2021

Purchases ($)

Sales ($)

Value ($) 5/31/2022

Dividends/
Distributions ($)

 

Registered Investment Companies - 1.7%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - 1.7%

155,670,618

406,671,041

(458,104,442)

104,237,217

140,312

 

Investment of Cash Collateral for Securities Loaned - .1%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - .1%

244,138

39,718,213

(36,806,371)

3,155,980

3,918

†† 

Total - 1.8%

155,914,756

446,389,254

(494,910,813)

107,393,197

144,230

 

 Includes reinvested dividends/distributions.

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

See notes to financial statements.

9

 

STATEMENT OF ASSETS AND LIABILITIES

May 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $229,390)—Note 1(c):

 

 

 

Unaffiliated issuers

4,035,340,599

 

5,797,719,811

 

Affiliated issuers

 

107,393,197

 

107,393,197

 

Receivable for shares of Common Stock subscribed

 

23,506,450

 

Tax reclaim receivable—Note 1(b)

 

21,732,438

 

Receivable for investment securities sold

 

11,210,318

 

Dividends and securities lending income receivable

 

8,419,005

 

Prepaid expenses

 

 

 

 

105,096

 

 

 

 

 

 

5,970,086,315

 

Liabilities ($):

 

 

 

 

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

 

4,489,455

 

Cash overdraft due to Custodian
denominated in foreign currency

 

 

679

 

676

 

Payable for shares of Common Stock redeemed

 

5,602,461

 

Liability for securities on loan—Note 1(c)

 

3,155,980

 

Directors’ fees and expenses payable

 

89,744

 

Other accrued expenses

 

 

 

 

387,492

 

 

 

 

 

 

13,725,808

 

Net Assets ($)

 

 

5,956,360,507

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

4,128,970,068

 

Total distributable earnings (loss)

 

 

 

 

1,827,390,439

 

Net Assets ($)

 

 

5,956,360,507

 

      

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

61,787,821

9,292,558

3,314,548,347

2,570,731,781

 

Shares Outstanding

2,832,754

436,767

150,909,446

118,479,421

 

Net Asset Value Per Share ($)

21.81

21.28

21.96

21.70

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

10

 

STATEMENT OF OPERATIONS

Six Months Ended May 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $10,114,045 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

75,277,982

 

Affiliated issuers

 

 

140,312

 

Income from securities lending—Note 1(c)

 

 

3,918

 

Total Income

 

 

75,422,212

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

27,711,856

 

Shareholder servicing costs—Note 3(c)

 

 

772,434

 

Custodian fees—Note 3(c)

 

 

404,495

 

Directors’ fees and expenses—Note 3(d)

 

 

277,630

 

Registration fees

 

 

64,699

 

Professional fees

 

 

63,383

 

Prospectus and shareholders’ reports

 

 

58,255

 

Loan commitment fees—Note 2

 

 

52,117

 

Distribution fees—Note 3(b)

 

 

39,155

 

Chief Compliance Officer fees—Note 3(c)

 

 

10,722

 

Miscellaneous

 

 

110,936

 

Total Expenses

 

 

29,565,682

 

Net Investment Income

 

 

45,856,530

 

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

 

 

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

20,738,973

 

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

(1,079,128,330)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(1,058,389,357)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(1,012,532,827)

 

 

 

 

 

 

 

 

See notes to financial statements.

     

11

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2022 (Unaudited)

 

Year Ended
November 30, 2021

 

Operations ($):

 

 

 

 

 

 

 

 

Net investment income

 

 

45,856,530

 

 

 

38,878,822

 

Net realized gain (loss) on investments

 

20,738,973

 

 

 

24,281,507

 

Net change in unrealized appreciation
(depreciation) on investments

 

(1,079,128,330)

 

 

 

558,399,994

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(1,012,532,827)

 

 

 

621,560,323

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(413,959)

 

 

 

(1,696,616)

 

Class C

 

 

(39,893)

 

 

 

(375,053)

 

Class I

 

 

(34,258,850)

 

 

 

(97,424,371)

 

Class Y

 

 

(28,298,432)

 

 

 

(89,046,864)

 

Total Distributions

 

 

(63,011,134)

 

 

 

(188,542,904)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

11,257,185

 

 

 

35,480,358

 

Class C

 

 

868,657

 

 

 

3,064,589

 

Class I

 

 

563,413,200

 

 

 

1,040,617,933

 

Class Y

 

 

246,929,720

 

 

 

430,889,367

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

385,478

 

 

 

1,518,997

 

Class C

 

 

39,848

 

 

 

374,478

 

Class I

 

 

32,404,933

 

 

 

89,308,231

 

Class Y

 

 

13,658,420

 

 

 

50,927,635

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(13,510,477)

 

 

 

(26,337,872)

 

Class C

 

 

(1,051,583)

 

 

 

(7,735,220)

 

Class I

 

 

(528,864,577)

 

 

 

(653,938,900)

 

Class Y

 

 

(296,566,911)

 

 

 

(429,445,723)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

28,963,893

 

 

 

534,723,873

 

Total Increase (Decrease) in Net Assets

(1,046,580,068)

 

 

 

967,741,292

 

Net Assets ($):

 

Beginning of Period

 

 

7,002,940,575

 

 

 

6,035,199,283

 

End of Period

 

 

5,956,360,507

 

 

 

7,002,940,575

 

12

 

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2022 (Unaudited)

 

Year Ended
November 30, 2021

 

Capital Share Transactions (Shares):

 

Class Aa

 

 

 

 

 

 

 

 

Shares sold

 

 

480,105

 

 

 

1,385,645

 

Shares issued for distributions reinvested

 

 

14,809

 

 

 

63,985

 

Shares redeemed

 

 

(573,732)

 

 

 

(1,018,315)

 

Net Increase (Decrease) in Shares Outstanding

(78,818)

 

 

 

431,315

 

Class Ca

 

 

 

 

 

 

 

 

Shares sold

 

 

34,419

 

 

 

124,220

 

Shares issued for distributions reinvested

 

 

1,565

 

 

 

16,045

 

Shares redeemed

 

 

(45,626)

 

 

 

(307,896)

 

Net Increase (Decrease) in Shares Outstanding

(9,642)

 

 

 

(167,631)

 

Class Ib

 

 

 

 

 

 

 

 

Shares sold

 

 

23,720,040

 

 

 

41,047,907

 

Shares issued for distributions reinvested

 

 

1,238,247

 

 

 

3,744,580

 

Shares redeemed

 

 

(22,748,007)

 

 

 

(25,557,823)

 

Net Increase (Decrease) in Shares Outstanding

2,210,280

 

 

 

19,234,664

 

Class Yb

 

 

 

 

 

 

 

 

Shares sold

 

 

10,450,656

 

 

 

17,225,498

 

Shares issued for distributions reinvested

 

 

528,372

 

 

 

2,161,614

 

Shares redeemed

 

 

(12,546,081)

 

 

 

(16,845,441)

 

Net Increase (Decrease) in Shares Outstanding

(1,567,053)

 

 

 

2,541,671

 

 

 

 

 

 

 

 

 

 

 

a

During the period ended November 30, 2021, 3,040 Class C shares representing $72,467 were automatically converted to 2,986 Class A shares.

 

b

During the period ended May 31, 2022, 2,783,876 Class Y shares representing $70,562,657 were exchanged for 2,749,821 Class I shares and during the period ended November 30, 2021, 829,473 Class I shares representing $24,242,105 were exchanged for 840,306 Class Y shares.

 

See notes to financial statements.

        

13

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.

       

 

  
 

Six Months Ended

 
 

May 31, 2022

Year Ended November 30,

Class A Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

25.66

24.09

20.76

17.86

18.51

14.77

Investment Operations:

      

Net investment incomea

.12

.05

.08

.15

.15

.10

Net realized and unrealized
gain (loss) on investments

(3.83)

2.21

3.72

2.98

(.67)

3.77

Total from
Investment Operations

(3.71)

2.26

3.80

3.13

(.52)

3.87

Distributions:

      

Dividends from
net investment income

(.05)

(.08)

(.15)

(.15)

(.13)

(.13)

Dividends from net realized
gain on investments

(.09)

(.61)

(.32)

(.08)

-

-

Total Distributions

(.14)

(.69)

(.47)

(.23)

(.13)

(.13)

Net asset value, end of period

21.81

25.66

24.09

20.76

17.86

18.51

Total Return (%)b

(14.54)c

9.58

18.67

17.81

(2.84)

26.39

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.28d

1.27

1.30

1.24

1.22

1.26

Ratio of net investment income
to average net assets

1.02d

.20

.35

.77

.81

.64

Portfolio Turnover Rate

2.67c

8.72

7.20

7.38

7.47

12.49

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

61,788

74,707

59,740

37,036

25,981

29,414

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

14

 

       
   
 

Six Months Ended

 
 

May 31, 2022

Year Ended November 30,

Class C Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

25.07

23.63

20.38

17.53

18.17

14.49

Investment Operations:

      

Net investment income (loss)a

.04

(.12)

(.06)

.02

.01

.02

Net realized and unrealized
gain (loss) on investments

(3.74)

2.17

3.65

2.92

(.65)

3.66

Total from
Investment Operations

(3.70)

2.05

3.59

2.94

(.64)

3.68

Distributions:

      

Dividends from
net investment income

-

-

(.02)

(.01)

-

-

Dividends from net realized
gain on investments

(.09)

(.61)

(.32)

(.08)

-

-

Total Distributions

(.09)

(.61)

(.34)

(.09)

-

-

Net asset value, end of period

21.28

25.07

23.63

20.38

17.53

18.17

Total Return (%)b

(14.82)c

8.85

17.84

16.96

(3.58)

25.40

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.97d

1.97

1.98

1.98

1.96

2.02

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

.32d

(.47)

(.30)

.12

.07

.10

Portfolio Turnover Rate

2.67c

8.72

7.20

7.38

7.47

12.49

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

9,293

11,190

14,510

12,001

12,050

14,852

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

15

 

FINANCIAL HIGHLIGHTS (continued)

       
  

Six Months Ended

 

May 31, 2022

Year Ended November 30,

Class I Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

25.88

24.27

20.90

17.98

18.64

14.88

Investment Operations:

      

Net investment incomea

.17

.14

.15

.22

.21

.20

Net realized and unrealized
gain (loss) on investments

(3.86)

2.23

3.75

2.99

(.67)

3.74

Total from
Investment Operations

(3.69)

2.37

3.90

3.21

(.46)

3.94

Distributions:

      

Dividends from
net investment income

(.14)

(.15)

(.21)

(.21)

(.20)

(.18)

Dividends from net realized
gain on investments

(.09)

(.61)

(.32)

(.08)

-

-

Total Distributions

(.23)

(.76)

(.53)

(.29)

(.20)

(.18)

Net asset value, end of period

21.96

25.88

24.27

20.90

17.98

18.64

Total Return (%)

(14.40)b

10.01

19.07

18.23

(2.53)

26.81

Ratios/Supplemental Data (%):

     

Ratio of total expenses
to average net assets

.92c

.91

.91

.91

.91

.93

Ratio of net investment income

     

to average net assets

1.40c

.56

.72

1.13

1.11

1.20

Portfolio Turnover Rate

2.67b

8.72

7.20

7.38

7.47

12.49

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

3,314,548

3,847,708

3,142,203

2,191,801

1,953,256

1,968,366

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

16

 

       
   

Six Months Ended

 

May 31, 2022

Year Ended November 30,

Class Y Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

25.57

23.99

20.66

17.78

18.43

14.72

Investment Operations:

      

Net investment incomea

.17

.15

.16

.21

.21

.20

Net realized and unrealized
gain (loss) on investments

(3.80)

2.19

3.71

2.97

(.66)

3.70

Total from Investment Operations

(3.63)

2.34

3.87

3.18

(.45)

3.90

Distributions:

      

Dividends from
net investment income

(.15)

(.15)

(.22)

(.22)

(.20)

(.19)

Dividends from net realized
gain on investments

(.09)

(.61)

(.32)

(.08)

-

-

Total Distributions

(.24)

(.76)

(.54)

(.30)

(.20)

(.19)

Net asset value, end of period

21.70

25.57

23.99

20.66

17.78

18.43

Total Return (%)

(14.36)b

10.02

19.12

18.24

(2.48)

26.80

Ratios/Supplemental Data (%):

     

Ratio of total expenses
to average net assets

.88c

.88

.89

.89

.89

.91

Ratio of net investment income
to average net assets

1.43c

.59

.77

1.12

1.16

1.22

Portfolio Turnover Rate

2.67b

8.72

7.20

7.38

7.47

12.49

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

2,570,732

3,069,335

2,818,746

2,284,939

1,801,389

2,083,569

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

17

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon International Stock Fund (the “fund”) is a separate diversified series of BNY Mellon Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering six series, including the fund. The fund’s investment objective is to seek long-term total return. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Walter Scott & Partners Limited (the “Sub-Adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-adviser.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue 700 million shares of $.001 par value Common Stock. The fund currently has authorized four classes of shares: Class A (100 million shares authorized), Class C (100 million shares authorized), Class I (250 million shares authorized) and Class Y (250 million shares authorized). Class A and Class C shares are sold primarily to retail investors through financial intermediaries and bear Distribution and/or Shareholder Services Plan fees. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class A shares bought without an initial sales charge as part of an investment of $1 million or more may be charged a contingent deferred sales charge (“CDSC”) of 1.00% if redeemed within one year. Class C shares are subject to a CDSC imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares eight years after the date of purchase, without the imposition of a sales charge. Class I shares are sold primarily to bank trust departments and other financial service providers (including BNY Mellon and its affiliates), acting on behalf of customers having a qualified trust or an investment account or relationship at such institution, and bear no Distribution or Shareholder Services Plan fees. Class Y shares are sold at net asset value per share generally to institutional investors, and bear no Distribution or Shareholder Services Plan fees. Class I and Class Y shares are offered without a front-end sales charge or CDSC. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses

18

 

on investments are allocated to each class of shares based on its relative net assets.

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

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

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

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

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

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

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

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

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

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

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

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

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

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

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

20

 

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

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

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

The following is a summary of the inputs used as of May 31, 2022 in valuing the fund’s investments:

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)

  

Investments in Securities:

  

Equity Securities - Common Stocks

511,631,480

5,286,088,331

†† 

-

5,797,719,811

 

Investment Companies

107,393,197

-

 

-

107,393,197

 

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

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

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

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

Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statement of Operations, if applicable. Foreign taxes payable or deferred or those subject to reclaims as of May 31, 2022, if any, are disclosed in the fund’s Statement of Assets and Liabilities.

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

Pursuant to a securities lending agreement with BNY Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, BNY Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended May 31, 2022, BNY Mellon earned $534 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

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

(e) Risk: Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S. These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political, economic developments and public health conditions. Moreover, securities issued in these markets may be less liquid, subject to government ownership controls and delayed settlements, and their prices may be more volatile

22

 

than those of comparable securities in the U.S. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. The COVID-19 pandemic has had, and any other outbreak of an infectious disease or other serious public health concern could have, a significant negative impact on economic and market conditions and could trigger a prolonged period of global economic slowdown. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

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

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

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

As of and during the period ended May 31, 2022, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2022, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2021 was as follows: ordinary income $42,376,927 and long-term capital gains $146,165,977. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $688.5 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $135 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended May 31, 2022, the fund did not borrow under the Facilities.

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

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .85% of the value of the fund’s average daily net assets and is payable monthly.

Pursuant to a sub-advisory agreement between the Adviser and the Sub-Adviser, the Adviser pays the Sub-Adviser a monthly fee at an annual rate of .41% of the value of the fund’s average daily net assets.

24

 

During the period ended May 31, 2022, the Distributor retained $881 from commissions earned on sales of the fund’s Class A shares and $1,412 from CDSC fees on redemptions of the fund’s Class C shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. The Distributor may pay one or more Service Agents in respect of advertising, marketing and other distribution services, and determines the amounts, if any, to be paid to Service Agents and the basis on which such payments are made. During the period ended May 31, 2022, Class C shares were charged $39,155 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2022, Class A and Class C shares were charged $85,365 and $13,052, respectively, pursuant to the Shareholder Services Plan.

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

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

The fund compensates the Transfer Agent, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of Transfer Agent fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions.

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

During the period ended May 31, 2022, the fund was charged $25,015 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates the Custodian under a custody agreement, for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2022, the fund was charged $404,495 pursuant to the custody agreement.

During the period ended May 31, 2022, the fund was charged $10,722 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees of $4,184,084, Distribution Plan fees of $5,793, Shareholder Services Plan fees of $14,597, Custodian fees of $272,869, Chief Compliance Officer fees of $4,162 and Transfer Agent fees of $7,950.

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

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities during the period ended May 31, 2022, amounted to $203,836,302 and $171,299,891, respectively.

At May 31, 2022, accumulated net unrealized appreciation on investments was $1,762,379,212, consisting of $1,948,289,647 gross unrealized appreciation and $185,910,435 gross unrealized depreciation.

At May 31, 2022, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

26

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

Effective June 1, 2019, the fund adopted a liquidity risk management program (the “Liquidity Risk Management Program”) pursuant to the requirements of Rule 22e-4 under the Investment Company Act of 1940, as amended. Rule 22e-4 requires registered open-end funds, including mutual funds and exchange-traded funds but not money market funds, to establish liquidity risk management programs in order to effectively manage fund liquidity and shareholder redemptions. The rule is designed to mitigate the risk that a fund could not meet redemption requests without significantly diluting the interests of remaining investors.

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

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

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

Assessment of Program

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

During the period from January 1, 2021 to December 31, 2021, there were no material changes to the Program and no material liquidity events that impacted the fund. During the period, the fund held sufficient highly liquid assets to meet fund redemptions.

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

27

 

This page intentionally left blank.

28

 

This page intentionally left blank.

29

 

For More Information

BNY Mellon International Stock Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-Adviser

Walter Scott & Partners Limited
One Charlotte Square

Edinburgh, Scotland, UK

Custodian

The Bank of New York Mellon

240 Greenwich Street

New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.

240 Greenwich Street

New York, NY 10286

Distributor

BNY Mellon Securities Corporation

240 Greenwich Street

New York, NY 10286

  

Ticker Symbols:

Class A: DISAX      Class C: DISCX       Class I: DISRX      Class Y: DISYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

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

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

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

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

  

© 2022 BNY Mellon Securities Corporation
6155SA0522

 

BNY Mellon Select Managers Small Cap Value Fund

 

SEMI-ANNUAL REPORT

May 31, 2022

 

 

 

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

 

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

 

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

 

Contents

THE FUND

  

Discussion of Fund Performance

2

Understanding Your Fund’s Expenses

5

Comparing Your Fund’s Expenses
With Those of Other Funds

5

Statement of Investments

6

Statement of Assets and Liabilities

17

Statement of Operations

18

Statement of Changes in Net Assets

19

Financial Highlights

21

Notes to Financial Statements

25

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

35

Liquidity Risk Management Program

38

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from December 1, 2021, through May 31, 2022, as provided by portfolio allocation manager Elena Goncharova

Market and Fund Performance Overview

For the six-month period ended May 31, 2022, BNY Mellon Select Managers Small Cap Value Fund’s (the “fund”) Class A, Class C, Class I and Class Y shares at NAV produced total returns of −6.71%, −7.07%, −6.56% and −6.53%, respectively.1 In comparison, the Russell 2000® Value Index (the “Index”), the fund’s benchmark, returned −4.50% for the same period.2

Small-cap value stocks lost ground over the reporting period as markets began to take into account rising inflation and interest rates. The fund lagged the Index, mainly due to unfavorable asset allocation decisions.

The Fund’s Investment Approach

The fund seeks capital appreciation. To pursue its goal, the fund normally invests at least 80% of its net assets in the stocks of small-cap companies. The fund currently considers small-cap companies to be those companies with market capitalizations that fall within the range of companies in the Index, the fund’s benchmark index. The fund's portfolio is constructed to have a value tilt.

The fund uses a “multi-manager” approach by selecting various sub-advisers to manage its assets. We may hire, terminate or replace sub-advisers and modify material terms and conditions of sub-advisory arrangements without shareholder approval.

The fund’s assets will be allocated among six subadvisers— Channing Capital Management, LLC, Eastern Shore Capital Management, Neuberger Berman Investment Advisers LLC, Walthausen & Co. LLC, Heartland Advisors, Inc., and Rice, Hall James & Associates LLC. The target percentage of the fund’s assets to be allocated over time to the sub-advisers is approximately 23% to Channing; 20% to Eastern Shore; 18% to Neuberger Berman; 22% to Walthausen; 15% to Heartland and 2% to RHJ. In addition, BNYM Investment Adviser, Inc., the fund’s investment adviser & portfolio allocation manager, is permitted to adjust those allocations by up to 20% of the fund's assets without board approval. Subject to board approval, the fund may hire, terminate or replace sub-advisers and modify material terms and conditions of sub-advisory arrangements without shareholder approval.

Inflation, Tightening Monetary Policy Weigh on Markets

Markets reached new all-time highs in the first half of the reporting period before a shift in market sentiment in January 2022 led to steep declines. The strong performance early in the period stemmed from robust consumer spending and corporate earnings. Economic data showed continued strength in consumer demand, and companies reported resilient margins.

Four concerns led to a shift in markets early in 2022: monetary policy, COVID-19 in China, commodities prices and the Ukraine war. As inflation data continued to trend upward, central banks around the globe began tightening monetary policy, though the pace varied across countries. In the U.S., the Federal Reserve (the “Fed”) implemented a 0.25% rate hike and signaled potential 0.50% and 0.25% hikes for the remainder of 2022.

2

 

In Europe, the European Central Bank announced it would conclude tapering by March 2022 and start interest-rate hikes in 2023. The Bank of England surprised many by hiking rates as a response to inflationary pressures.

Bucking the trend, China was instead focused on easing policies to support growth as its economy faced multiple challenges, including lockdowns due to a resurgence of COVID-19, regulatory overhaul of the technology industry and a weakened real estate sector. Burgeoning demand, coupled with supply-chain issues, pushed up prices of commodities around the globe, as reflected by inflation data from the U.S., Europe and Asia.

Geopolitics returned to the forefront when Russia invaded Ukraine, amplifying a sell-off in the global equity markets as the impact of war complicated global inflation. As the markets digested the winding down of accommodative pandemic-related policies, the lingering supply-chain snags, COVID-19 flare-ups and high inflation have dampened the growth and margin outlook.

This myriad of concerns impacted valuations, resulting in market weakness. Most sectors were challenged in the period, but the energy sector was a notable outperformer, driven by high oil increases.

Fund Performance Hindered by Asset Allocation Decisions

The fund’s underperformance versus the Index stemmed mainly from unfavorable asset allocation. The fund’s relative results were hampered primarily by an underweight to the energy sector, which was the Index’s best-performing sector. An underweight to the utilities sector, which also performed well, also detracted from returns, as did an overweight to the information technology sector, which lagged the Index.

On a more positive note, the fund benefited from stock selection decisions, primarily in the health care and materials sectors. In the health care sector, the fund’s decision to avoid many underperforming stocks all across this sector was beneficial. In contrast, the fund’s holdings in the materials sector, especially in the chemical industry, which includes fertilizers and other agricultural chemicals, were generally advantageous. A position in American Vanguard, a manufacturer of a variety of agricultural chemicals, was especially beneficial. Selection in the consumer discretionary sector also added to the fund’s performance. A decision to avoid automotive retailers, in particular, added to relative returns.

Positioned for Uncertainty

We are anticipating a period of uncertainty as the Fed’s efforts to combat inflation proceed over the coming months. The Fed will need to proceed carefully to halt inflation without putting the economy into recession. One positive feature of the current economic environment is the job market, which appears healthy enough to allow the Fed to continue to implement interest-rate increases. On the other hand, some signs indicate that consumer

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

spending may be weakening, potentially hindering the broader economy. On balance, we are positioned neutrally as to the likely result of the Fed’s policy.

June 15, 2022

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. Return figures provided reflect the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an undertaking in effect through March 31, 2023, at which time it may be extended, terminated or modified. Had these expenses not been absorbed, the fund’s returns would have been lower.

2 Source: Lipper Inc. — The Russell 2000® Value Index measures the performance of the small-cap value segment of the U.S. equity universe. It includes those Russell 2000 companies that are considered more value-oriented relative to the overall market as defined by Russell’s leading style methodology. The Russell 2000® Value Index is constructed to provide a comprehensive and unbiased barometer for the small-cap value segment. The index is completely reconstituted annually to ensure larger stocks do not distort the performance and characteristics of the true small-cap opportunity set, and that the represented companies continue to reflect value characteristics. Investors cannot invest directly in any index.

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

Multi-manager risk means each sub-adviser makes investment decisions independently, and it is possible that the investment styles of the sub advisers may not complement one another. Consequently, the fund's exposure to given stock, industry or investment style could be greater or smaller than if the fund had a single adviser.

Investing in foreign denominated and/or domiciled securities involves special risks, including changes in currency exchange rates, political, economic and social instability, limited company information, differing auditing and legal standards, and less market liquidity. These risks are generally greater with emerging market countries.

The prices of small company stocks tend to be more volatile than the prices of large company stocks, mainly because these companies have less established and more volatile earnings histories. They also tend to be less liquid than larger company stocks.

References to specific securities, asset classes and financial markets are for illustrative purposes only and are not intended to be and should not be interpreted as recommendations.

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

4

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Select Managers Small Cap Value Fund from December 1, 2021 to May 31, 2022. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

       

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended May 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$6.26

$9.86

$4.92

$4.68

 

Ending value (after expenses)

$932.90

$929.30

$934.40

$934.70

 

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

Using the SEC’s method to compare expenses

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

       

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended May 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$6.54

$10.30

$5.14

$4.89

 

Ending value (after expenses)

$1,018.45

$1,014.71

$1,019.85

$1,020.09

 

Expenses are equal to the fund’s annualized expense ratio of 1.30% for Class A, 2.05% for Class C, 1.02% for Class I and .97% for Class Y, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

5

 

STATEMENT OF INVESTMENTS

May 31, 2022 (Unaudited)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 96.8%

     

Automobiles & Components - 1.0%

     

Fox Factory Holding

   

3,675

a 

301,424

 

Harley-Davidson

   

56,450

b 

1,985,911

 

Holley

   

105,610

a,b 

1,107,849

 

LCI Industries

   

4,340

 

518,717

 

Visteon

   

5,790

a 

649,696

 
    

4,563,597

 

Banks - 14.0%

     

Associated Banc-Corp

   

92,708

 

1,919,056

 

BankUnited

   

37,870

 

1,577,664

 

Banner

   

63,740

 

3,703,931

 

Brookline Bancorp

   

51,600

 

731,172

 

Cadence Bank

   

121,179

 

3,239,115

 

Camden National

   

27,910

 

1,235,297

 

City Holding

   

17,340

 

1,423,441

 

Columbia Banking System

   

44,465

 

1,340,620

 

Eastern Bankshares

   

88,460

 

1,722,316

 

Federal Agricultural Mortgage, Cl. C

   

9,370

 

983,944

 

First Bancorp

   

31,990

 

1,198,665

 

First Financial

   

28,240

 

1,270,235

 

Glacier Bancorp

   

27,380

 

1,325,466

 

Hancock Whitney

   

23,940

 

1,193,170

 

Heartland Financial USA

   

18,300

 

809,409

 

Horizon Bancorp

   

63,400

 

1,139,298

 

Huntington Bancshares

   

90,792

 

1,260,193

 

Independent Bank

   

98,787

 

8,228,957

 

Independent Bank Group

   

15,570

 

1,137,856

 

Lakeland Financial

   

11,600

b 

837,056

 

NBT Bancorp

   

36,360

 

1,344,593

 

NMI Holdings, Cl. A

   

37,090

a 

690,245

 

OceanFirst Financial

   

58,860

 

1,187,206

 

Old National Bancorp

   

84,696

 

1,346,666

 

Pacific Premier Bancorp

   

81,318

 

2,647,714

 

PacWest Bancorp

   

26,180

 

826,764

 

Seacoast Banking Corp. of Florida

   

105,950

 

3,627,728

 

SouthState

   

36,062

 

2,914,531

 

Synovus Financial

   

68,526

 

2,922,634

 

Texas Capital Bancshares

   

41,893

a 

2,368,212

 

TriCo Bancshares

   

28,730

 

1,302,618

 

Triumph Bancorp

   

16,429

a 

1,195,045

 

Walker & Dunlop

   

11,030

 

1,172,599

 

Washington Trust Bancorp

   

24,560

 

1,232,912

 

6

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 96.8% (continued)

     

Banks - 14.0% (continued)

     

Webster Financial

   

20,940

 

1,027,945

 

WesBanco

   

34,450

 

1,173,367

 

Wintrust Financial

   

10,475

 

915,410

 

WSFS Financial

   

23,670

 

1,012,603

 
    

65,185,653

 

Capital Goods - 12.8%

     

AAON

   

8,920

 

477,934

 

AerCap Holdings

   

27,574

a 

1,363,259

 

Aerojet Rocketdyne Holdings

   

29,920

a 

1,218,941

 

Alamo Group

   

7,750

 

911,633

 

Albany International, Cl. A

   

9,695

 

818,258

 

Allied Motion Technologies

   

32,077

 

787,170

 

Astec Industries

   

30,077

 

1,406,701

 

AZZ

   

20,960

 

938,170

 

Babcock & Wilcox Enterprises

   

157,407

a,b 

1,031,016

 

Beacon Roofing Supply

   

23,730

a 

1,457,259

 

Bloom Energy, Cl. A

   

30,983

a 

542,822

 

Chart Industries

   

5,130

a 

902,264

 

Comfort Systems USA

   

21,260

 

1,907,447

 

Douglas Dynamics

   

29,292

 

920,355

 

EMCOR Group

   

9,300

 

982,359

 

Encore Wire

   

9,200

 

1,150,184

 

Enerpac Tool Group

   

80,836

a,b 

1,577,918

 

Franklin Electric

   

9,475

 

698,497

 

Granite Construction

   

93,585

b 

3,055,551

 

Great Lakes Dredge & Dock

   

72,404

a 

1,064,339

 

Griffon

   

15,475

 

496,283

 

H&E Equipment Services

   

18,160

 

647,404

 

Hayward Holdings

   

51,265

a,b 

784,355

 

Hillenbrand

   

47,145

 

1,972,547

 

Kratos Defense & Security Solutions

   

57,493

a 

829,049

 

LSI Industries

   

118,300

 

790,244

 

Markforged Holding

   

67,783

a,b 

178,947

 

McGrath RentCorp

   

14,080

 

1,157,517

 

Mercury Systems

   

20,309

a 

1,214,681

 

Mueller Industries

   

17,790

 

957,992

 

NOW

   

93,006

a 

1,026,786

 

Park Aerospace

   

148,203

 

1,805,113

 

Powell Industries

   

71,379

 

1,918,668

 

Regal Rexnord

   

21,804

 

2,724,410

 

Resideo Technologies

   

89,677

a 

2,118,171

 

Simpson Manufacturing

   

4,685

 

507,620

 

Spirit AeroSystems Holdings, Cl. A

   

31,405

 

986,745

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 96.8% (continued)

     

Capital Goods - 12.8% (continued)

     

SPX

   

65,057

a 

3,274,319

 

Tennant

   

17,336

 

1,078,993

 

Terex

   

17,495

 

619,148

 

Textainer Group Holdings

   

32,600

 

1,057,544

 

The AZEK Company

   

54,935

a 

1,157,480

 

Thermon Group Holdings

   

72,080

a 

1,134,539

 

Titan Machinery

   

59,110

a 

1,561,095

 

Triton International

   

17,140

 

1,093,018

 

Twin Disc

   

14,295

a 

142,950

 

Valmont Industries

   

3,439

 

882,963

 

WillScot Mobile Mini Holdings

   

25,300

a 

903,969

 

Zurn Water Solutions

   

119,107

 

3,432,663

 
    

59,667,290

 

Commercial & Professional Services - 4.7%

     

ABM Industries

   

18,510

 

894,959

 

Alight, Cl. A

   

118,910

a 

970,306

 

ASGN

   

7,470

a 

711,368

 

Brady, Cl. A

   

9,004

 

436,784

 

Clean Harbors

   

8,068

a 

753,551

 

CoreCivic

   

93,213

a 

1,199,651

 

Harsco

   

144,594

a 

1,200,130

 

Heritage-Crystal Clean

   

65,230

a 

1,798,391

 

KAR Auction Services

   

68,374

a 

1,091,933

 

KBR

   

45,057

 

2,242,036

 

MSA Safety

   

24,221

 

3,087,935

 

Resources Connection

   

106,751

 

1,971,691

 

Stericycle

   

22,005

a 

1,112,353

 

The Brink's Company

   

53,886

 

3,277,885

 

VSE

   

25,340

 

984,712

 
    

21,733,685

 

Consumer Durables & Apparel - 2.6%

     

Acushnet Holdings

   

22,492

b 

915,424

 

Callaway Golf

   

120,274

a 

2,611,149

 

Carter's

   

12,548

b 

966,823

 

Cavco Industries

   

4,660

a 

1,035,266

 

G-III Apparel Group

   

41,020

a 

1,027,961

 

Installed Building Products

   

6,570

 

627,698

 

KB Home

   

13,150

 

453,544

 

Legacy Housing

   

43,330

a 

678,548

 

Skyline Champion

   

20,450

a 

1,086,508

 

Tempur Sealy International

   

35,441

 

934,579

 

Vista Outdoor

   

26,340

a 

1,015,144

 

8

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 96.8% (continued)

     

Consumer Durables & Apparel - 2.6% (continued)

     

Wolverine World Wide

   

34,430

 

734,736

 
    

12,087,380

 

Consumer Services - 2.7%

     

Bowlero

   

130,020

a 

1,453,624

 

Boyd Gaming

   

44,186

 

2,596,811

 

Hilton Grand Vacations

   

30,870

a 

1,412,302

 

International Game Technology

   

83,115

 

1,780,323

 

Marriott Vacations Worldwide

   

17,449

 

2,577,566

 

OneSpaWorld Holdings

   

242,468

a,b 

2,279,199

 

SeaWorld Entertainment

   

12,432

a 

673,566

 
    

12,773,391

 

Diversified Financials - 2.3%

     

Artisan Partners Asset Management, Cl. A

   

66,345

 

2,548,311

 

Cohen & Steers

   

24,630

 

1,877,052

 

Evercore, Cl. A

   

6,015

 

686,913

 

Focus Financial Partners, Cl. A

   

60,265

a 

2,271,990

 

Stifel Financial

   

51,785

 

3,323,043

 
    

10,707,309

 

Energy - 7.1%

     

Cactus, Cl. A

   

83,765

 

4,390,961

 

ChampionX

   

151,289

 

3,520,495

 

Chesapeake Energy

   

39,755

b 

3,871,342

 

CNX Resources

   

36,467

a 

792,063

 

Devon Energy

   

37,514

 

2,809,799

 

Dril-Quip

   

92,331

a 

2,902,887

 

Earthstone Energy, Cl. A

   

78,230

a 

1,409,705

 

Green Plains

   

11,590

a 

377,602

 

Gulfport Energy Operating

   

15,810

a 

1,529,617

 

Helmerich & Payne

   

57,883

 

2,914,409

 

ION Geophysical

   

13,048

a,b 

1,764

 

Oasis Petroleum

   

8,135

 

1,291,269

 

Oceaneering International

   

71,890

a 

914,441

 

Oil States International

   

59,508

a 

460,592

 

Patterson-UTI Energy

   

24,464

 

466,773

 

PDC Energy

   

39,938

 

3,160,693

 

ProPetro Holding

   

115,830

a 

1,511,581

 

TechnipFMC

   

73,940

a 

609,266

 

TETRA Technologies

   

75,102

a 

377,012

 
    

33,312,271

 

Food & Staples Retailing - .2%

     

BJ's Wholesale Club Holdings

   

16,605

a 

 960,931

 

9

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 96.8% (continued)

     

Food, Beverage & Tobacco - 1.9%

     

Darling Ingredients

   

48,768

a 

3,904,854

 

Lancaster Colony

   

2,895

 

352,901

 

Primo Water

   

41,398

 

592,819

 

Seaboard

   

311

 

1,287,347

 

The Hain Celestial Group

   

26,848

a 

707,445

 

TreeHouse Foods

   

54,213

a,b 

2,229,239

 
    

9,074,605

 

Health Care Equipment & Services - 8.5%

     

Acadia Healthcare

   

30,750

a 

2,188,477

 

Accuray

   

141,486

a 

294,291

 

Addus HomeCare

   

9,800

a 

818,300

 

AngioDynamics

   

56,669

a 

1,112,412

 

AtriCure

   

12,830

a 

521,283

 

Avanos Medical

   

92,128

a 

2,643,153

 

Axonics

   

7,130

a 

356,500

 

BioLife Solutions

   

24,515

a 

336,346

 

Cardiovascular Systems

   

17,159

a 

279,005

 

CONMED

   

8,360

 

972,184

 

Cross Country Healthcare

   

28,315

a 

499,760

 

CryoPort

   

20,055

a 

510,400

 

Cytosorbents

   

33,949

a,b 

65,522

 

Encompass Health

   

11,440

 

749,778

 

Enovis

   

43,584

a 

2,891,363

 

Haemonetics

   

81,146

a 

5,133,296

 

Hanger

   

44,957

a 

709,871

 

HealthStream

   

46,404

a 

945,249

 

Integer Holdings

   

40,986

a 

3,269,863

 

LHC Group

   

5,450

a 

908,297

 

Merit Medical Systems

   

67,872

a 

4,166,663

 

Mesa Laboratories

   

5,345

b 

1,118,441

 

Molina Healthcare

   

5,618

a 

1,630,456

 

NuVasive

   

82,440

a 

4,732,880

 

OraSure Technologies

   

68,551

a 

284,487

 

Patterson Companies

   

18,155

 

573,516

 

Shockwave Medical

   

5,015

a 

823,513

 

TransMedics Group

   

11,030

a,b 

321,745

 

Varex Imaging

   

23,706

a 

546,186

 
    

39,403,237

 

Household & Personal Products - 1.1%

     

Oil-Dri Corp. of America

   

22,114

 

525,650

 

Spectrum Brands Holdings

   

52,010

 

4,563,357

 
    

5,089,007

 

10

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 96.8% (continued)

     

Insurance - 1.9%

     

eHealth

   

15,496

a 

162,708

 

Horace Mann Educators

   

72,767

 

2,944,153

 

Old Republic International

   

37,497

 

896,928

 

ProAssurance

   

64,740

 

1,437,875

 

Stewart Information Services

   

16,760

 

930,012

 

The Hanover Insurance Group

   

15,723

 

2,304,992

 
    

8,676,668

 

Materials - 7.2%

     

AdvanSix

   

22,630

 

1,048,448

 

Allegheny Technologies

   

90,673

a 

2,493,507

 

American Vanguard

   

116,710

 

2,880,403

 

Avery Dennison

   

11,284

 

1,947,167

 

Avient

   

82,392

 

4,053,686

 

Balchem

   

7,695

 

957,489

 

Cleveland-Cliffs

   

138,786

a 

3,217,059

 

Commercial Metals

   

42,330

 

1,681,771

 

Crown Holdings

   

22,619

 

2,362,328

 

Eagle Materials

   

3,905

 

509,837

 

Livent

   

8,920

a,b 

283,567

 

Materion

   

38,642

 

3,167,872

 

Mercer International

   

90,850

 

1,341,854

 

MP Materials

   

16,940

a 

667,944

 

Orion Engineered Carbons

   

65,860

 

1,271,757

 

Schnitzer Steel Industries, Cl. A

   

38,034

 

1,544,941

 

Summit Materials, Cl. A

   

34,215

a 

934,412

 

TriMas

   

72,809

 

2,051,757

 

Valvoline

   

36,010

 

1,204,895

 
    

33,620,694

 

Media & Entertainment - 2.2%

     

Criteo, ADR

   

85,060

a 

2,204,755

 

Gray Television

   

161,637

 

3,187,482

 

Lions Gate Entertainment, Cl. B

   

130,805

a 

1,228,259

 

Loyalty Ventures

   

3,132

a 

33,199

 

Madison Square Garden Entertainment

   

48,662

a,b 

3,298,797

 

TechTarget

   

4,680

a 

332,701

 
    

10,285,193

 

Pharmaceuticals Biotechnology & Life Sciences - 1.8%

     

Amneal Pharmaceuticals

   

93,232

a 

338,432

 

Azenta

   

19,275

 

1,477,236

 

Charles River Laboratories International

   

4,823

a 

1,128,968

 

Cytokinetics

   

12,595

a,b 

502,541

 

Emergent BioSolutions

   

15,446

a 

509,100

 

Karuna Therapeutics

   

2,560

a,b 

267,059

 

11

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 96.8% (continued)

     

Pharmaceuticals Biotechnology & Life Sciences - 1.8% (continued)

     

Maravai LifeSciences Holdings, Cl. A

   

29,425

a 

916,589

 

Phibro Animal Health, Cl. A

   

146,622

 

2,816,609

 

Standard Biotools

   

126,785

a,b 

239,624

 
    

8,196,158

 

Real Estate - 5.4%

     

Chatham Lodging Trust

   

25,903

a,c 

330,004

 

Corporate Office Properties Trust

   

126,067

c 

3,484,492

 

DigitalBridge Group

   

49,255

a,c 

296,515

 

EPR Properties

   

23,300

c 

1,193,892

 

Global Medical REIT

   

76,010

c 

988,130

 

Healthcare Realty Trust

   

121,417

c 

3,529,592

 

Hudson Pacific Properties

   

52,490

c 

1,045,076

 

Industrial Logistics Properties Trust

   

36,350

c 

554,701

 

Lamar Advertising, Cl. A

   

13,932

c 

1,364,639

 

Physicians Realty Trust

   

198,296

c 

3,678,391

 

Potlatchdeltic

   

34,656

c 

1,818,054

 

PS Business Parks

   

9,612

c 

1,803,500

 

RLJ Lodging Trust

   

25,681

c 

344,896

 

Sunstone Hotel Investors

   

113,696

a,c 

1,360,941

 

Terreno Realty

   

19,395

c 

1,177,470

 

The Howard Hughes

   

11,030

a 

927,954

 

UMH Properties

   

65,500

c 

1,289,695

 
    

25,187,942

 

Retailing - 1.9%

     

Asbury Automotive Group

   

19,013

a,b 

3,444,205

 

Caleres

   

20,026

 

569,940

 

Chico's FAS

   

56,206

a 

278,220

 

Leslie's

   

37,775

a,b 

733,591

 

Monro

   

26,530

 

1,258,053

 

Signet Jewelers

   

15,130

 

901,748

 

The Children's Place

   

8,912

a 

423,142

 

The ODP

   

30,849

a 

1,178,123

 
    

8,787,022

 

Semiconductors & Semiconductor Equipment - 4.6%

     

Ambarella

   

7,915

a 

674,516

 

Axcelis Technologies

   

19,620

a 

1,217,617

 

CEVA

   

13,114

a 

473,022

 

Cohu

   

38,420

a 

1,169,121

 

FormFactor

   

60,194

a 

2,471,566

 

Kulicke & Soffa Industries

   

13,120

b 

710,710

 

MACOM Technology Solutions Holdings

   

46,755

a 

2,548,615

 

MaxLinear

   

78,117

a 

3,092,652

 

12

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 96.8% (continued)

     

Semiconductors & Semiconductor Equipment - 4.6% (continued)

     

Onto Innovation

   

20,190

a 

1,622,872

 

Power Integrations

   

14,490

 

1,222,666

 

Rambus

   

71,929

a 

1,805,418

 

Semtech

   

11,700

a 

749,853

 

Silicon Laboratories

   

13,260

a 

1,977,862

 

Synaptics

   

1,560

a,b 

231,067

 

Veeco Instruments

   

74,693

a 

1,600,671

 
    

21,568,228

 

Software & Services - 3.5%

     

BlackLine

   

5,465

a 

400,147

 

Box, Cl. A

   

31,555

a 

823,901

 

Bread Financial Holdings

   

7,826

 

431,213

 

Cerence

   

13,887

a 

441,051

 

Cognyte Software

   

96,166

a 

680,855

 

Concentrix

   

7,790

 

1,206,593

 

Conduent

   

289,555

a 

1,534,641

 

Kyndryl Holdings

   

75,259

a 

928,696

 

LivePerson

   

8,800

a 

147,664

 

MAXIMUS

   

14,110

 

915,598

 

New Relic

   

12,684

a 

594,372

 

OneSpan

   

36,430

a 

481,969

 

Ping Identity Holding

   

35,671

a 

674,182

 

Qualys

   

3,790

a 

495,277

 

The Hackett Group

   

59,900

 

1,227,351

 

Unisys

   

93,736

a 

1,118,270

 

Varonis Systems

   

10,700

a 

353,849

 

Verint Systems

   

29,671

a 

1,514,408

 

Workiva

   

7,805

a 

569,843

 

Xperi Holding

   

96,809

 

1,593,476

 
    

16,133,356

 

Technology Hardware & Equipment - 4.8%

     

Ciena

   

40,196

a 

2,042,761

 

Diebold Nixdorf

   

62,420

a 

194,126

 

EMCORE

   

53,405

a 

176,237

 

II-VI

   

50,321

a,b 

3,145,062

 

Infinera

   

61,525

a,b 

352,538

 

Innoviz Technologies

   

65,210

a,b 

318,225

 

Itron

   

18,867

a 

973,726

 

Kimball Electronics

   

20,220

a 

384,382

 

Knowles

   

132,180

a 

2,540,500

 

Methode Electronics

   

81,979

b 

3,693,154

 

OSI Systems

   

21,196

a 

1,778,769

 

13

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 96.8% (continued)

     

Technology Hardware & Equipment - 4.8% (continued)

     

Quantum

   

578,521

a,b 

1,104,975

 

Radware

   

17,823

a 

430,069

 

Ribbon Communications

   

95,849

a 

271,253

 

Stratasys

   

63,695

a 

1,270,078

 

Teledyne Technologies

   

1,623

a 

657,558

 

Viasat

   

25,937

a,b 

1,024,252

 

Viavi Solutions

   

70,222

a 

1,016,112

 

Vishay Precision Group

   

38,220

a 

1,161,888

 
    

22,535,665

 

Telecommunication Services - .5%

     

ATN International

   

54,672

 

 2,410,488

 

Transportation - 1.8%

     

Allegiant Travel

   

20,462

a 

3,058,046

 

Heartland Express

   

54,594

 

779,602

 

Hub Group, Cl. A

   

16,380

a 

1,195,412

 

Kirby

   

21,100

a 

1,424,883

 

Ryder System

   

16,160

 

1,293,123

 

Werner Enterprises

   

14,375

 

583,194

 
    

8,334,260

 

Utilities - 2.3%

     

American States Water

   

7,580

 

600,715

 

Chesapeake Utilities

   

14,515

 

1,938,768

 

Ormat Technologies

   

24,080

b 

2,021,757

 

Portland General Electric

   

97,858

 

4,819,506

 

Vistra Energy

   

54,413

 

1,434,871

 
    

10,815,617

 

Total Common Stocks (cost $378,024,134)

   

451,109,647

 
 

Coupon
Rate (%)

Maturity Date

     

Convertible Bonds - .0%

     

Energy - .0%

     

ION Geophysical
(cost $48,000)

8.00

12/15/2025

 

48,000

d 

 22,888

 
        

Exchange-Traded Funds - .9%

     

Registered Investment Companies - .9%

     

iShares Russell 2000 ETF
(cost $3,917,715)

   

22,000

b 

 4,076,820

 

14

 

        
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment Companies - 2.7%

     

Registered Investment Companies - 2.7%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $12,389,005)

 

0.80

 

12,389,005

e 

 12,389,005

 
        

Investment of Cash Collateral for Securities Loaned - 2.3%

     

Registered Investment Companies - 2.3%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares
(cost $10,944,224)

 

0.80

 

10,944,224

e 

 10,944,224

 

Total Investments (cost $405,323,078)

 

102.7%

 

478,542,584

 

Liabilities, Less Cash and Receivables

 

(2.7%)

 

(12,719,214)

 

Net Assets

 

100.0%

 

465,823,370

 

ADR—American Depository Receipt

ETF—Exchange-Traded Fund

a Non-income producing security.

b Security, or portion thereof, on loan. At May 31, 2022, the value of the fund’s securities on loan was $29,746,680 and the value of the collateral was $31,054,404, consisting of cash collateral of $10,944,224 and U.S. Government & Agency securities valued at $20,110,180. In addition, the value of collateral may include pending sales that are also on loan.

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

d Non-income producing—security in default.

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

  

Portfolio Summary (Unaudited)

Value (%)

Industrials

19.3

Financials

18.2

Information Technology

12.9

Health Care

10.2

Consumer Discretionary

8.2

Materials

7.2

Energy

7.2

Investment Companies

5.9

Real Estate

5.4

Consumer Staples

3.2

Communication Services

2.7

Utilities

2.3

 

102.7

 Based on net assets.

See notes to financial statements.

15

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

       

Affiliated Issuers

   

Description

Value ($) 11/30/2021

Purchases ($)

Sales ($)

Value ($) 5/31/2022

Dividends/
Distributions ($)

 

Registered Investment Companies - 2.7%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - 2.7%

10,825,043

241,123,271

(239,559,309)

12,389,005

17,732

 

Investment of Cash Collateral for Securities Loaned - 2.3%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - 2.3%

7,971,454

70,857,361

(67,884,591)

10,944,224

47,487

†† 

Total - 5.0%

18,796,497

311,980,632

(307,443,900)

23,333,229

65,219

 

 Includes reinvested dividends/distributions.

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

See notes to financial statements.

16

 

STATEMENT OF ASSETS AND LIABILITIES

May 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $29,746,680)—Note 1(c):

 

 

 

Unaffiliated issuers

381,989,849

 

455,209,355

 

Affiliated issuers

 

23,333,229

 

23,333,229

 

Receivable for investment securities sold

 

608,205

 

Dividends, interest and securities lending income receivable

 

417,461

 

Receivable for shares of Common Stock subscribed

 

238,199

 

Prepaid expenses

 

 

 

 

39,121

 

 

 

 

 

 

479,845,570

 

Liabilities ($):

 

 

 

 

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

 

375,720

 

Liability for securities on loan—Note 1(c)

 

10,944,224

 

Payable for shares of Common Stock redeemed

 

1,829,668

 

Payable for investment securities purchased

 

802,181

 

Directors’ fees and expenses payable

 

7,661

 

Other accrued expenses

 

 

 

 

62,746

 

 

 

 

 

 

14,022,200

 

Net Assets ($)

 

 

465,823,370

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

373,394,507

 

Total distributable earnings (loss)

 

 

 

 

92,428,863

 

Net Assets ($)

 

 

465,823,370

 

      

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

1,387,415

106,113

22,540,433

441,789,409

 

Shares Outstanding

60,448

5,427

957,747

18,818,536

 

Net Asset Value Per Share ($)

22.95

19.55

23.53

23.48

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

17

 

STATEMENT OF OPERATIONS

Six Months Ended May 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $1,096 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

3,816,871

 

Affiliated issuers

 

 

17,732

 

Income from securities lending—Note 1(c)

 

 

47,487

 

Total Income

 

 

3,882,090

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

2,478,622

 

Professional fees

 

 

60,833

 

Registration fees

 

 

33,462

 

Directors’ fees and expenses—Note 3(d)

 

 

23,359

 

Custodian fees—Note 3(c)

 

 

23,243

 

Chief Compliance Officer fees—Note 3(c)

 

 

21,443

 

Shareholder servicing costs—Note 3(c)

 

 

9,820

 

Prospectus and shareholders’ reports

 

 

7,617

 

Loan commitment fees—Note 2

 

 

4,563

 

Distribution fees—Note 3(b)

 

 

428

 

Miscellaneous

 

 

24,908

 

Total Expenses

 

 

2,688,298

 

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

 

 

(743)

 

Net Expenses

 

 

2,687,555

 

Net Investment Income

 

 

1,194,535

 

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

 

 

Net realized gain (loss) on investments

26,378,383

 

Net change in unrealized appreciation (depreciation) on investments

(61,518,901)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(35,140,518)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(33,945,983)

 

 

 

 

 

 

 

 

See notes to financial statements.

     

18

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2022 (Unaudited)

 

Year Ended
November 30, 2021

 

Operations ($):

 

 

 

 

 

 

 

 

Net investment income

 

 

1,194,535

 

 

 

819,773

 

Net realized gain (loss) on investments

 

26,378,383

 

 

 

103,670,400

 

Net change in unrealized appreciation
(depreciation) on investments

 

(61,518,901)

 

 

 

24,184,807

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(33,945,983)

 

 

 

128,674,980

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(272,534)

 

 

 

(62,778)

 

Class C

 

 

(23,235)

 

 

 

(7,152)

 

Class I

 

 

(3,636,404)

 

 

 

(788,385)

 

Class Y

 

 

(92,159,940)

 

 

 

(27,376,311)

 

Total Distributions

 

 

(96,092,113)

 

 

 

(28,234,626)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

30,780

 

 

 

730,978

 

Class C

 

 

2,994

 

 

 

104,994

 

Class I

 

 

9,050,778

 

 

 

15,957,249

 

Class Y

 

 

38,520,832

 

 

 

93,421,278

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

270,878

 

 

 

62,687

 

Class C

 

 

21,390

 

 

 

6,605

 

Class I

 

 

2,956,040

 

 

 

608,542

 

Class Y

 

 

45,640,635

 

 

 

12,863,987

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(312,485)

 

 

 

(266,381)

 

Class C

 

 

(18,417)

 

 

 

(120,675)

 

Class I

 

 

(7,401,859)

 

 

 

(10,091,327)

 

Class Y

 

 

(115,477,248)

 

 

 

(73,933,219)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

(26,715,682)

 

 

 

39,344,718

 

Total Increase (Decrease) in Net Assets

(156,753,778)

 

 

 

139,785,072

 

Net Assets ($):

 

Beginning of Period

 

 

622,577,148

 

 

 

482,792,076

 

End of Period

 

 

465,823,370

 

 

 

622,577,148

 

19

 

STATEMENT OF CHANGES IN NET ASSETS (continued)

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2022 (Unaudited)

 

Year Ended
November 30, 2021

 

Capital Share Transactions (Shares):

 

Class Aa,b

 

 

 

 

 

 

 

 

Shares sold

 

 

1,200

 

 

 

25,427

 

Shares issued for distributions reinvested

 

 

10,540

 

 

 

2,448

 

Shares redeemed

 

 

(12,199)

 

 

 

(9,458)

 

Net Increase (Decrease) in Shares Outstanding

(459)

 

 

 

18,417

 

Class Ca

 

 

 

 

 

 

 

 

Shares sold

 

 

142

 

 

 

4,009

 

Shares issued for distributions reinvested

 

 

971

 

 

 

293

 

Shares redeemed

 

 

(836)

 

 

 

(4,625)

 

Net Increase (Decrease) in Shares Outstanding

277

 

 

 

(323)

 

Class Ib

 

 

 

 

 

 

 

 

Shares sold

 

 

358,581

 

 

 

537,477

 

Shares issued for distributions reinvested

 

 

112,390

 

 

 

23,392

 

Shares redeemed

 

 

(291,170)

 

 

 

(345,897)

 

Net Increase (Decrease) in Shares Outstanding

179,801

 

 

 

214,972

 

Class Yb

 

 

 

 

 

 

 

 

Shares sold

 

 

1,413,743

 

 

 

3,230,714

 

Shares issued for distributions reinvested

 

 

1,738,871

 

 

 

495,982

 

Shares redeemed

 

 

(4,571,340)

 

 

 

(2,536,103)

 

Net Increase (Decrease) in Shares Outstanding

(1,418,726)

 

 

 

1,190,593

 

 

 

 

 

 

 

 

 

 

 

a

During the period ended November 30, 2021, 3,811 Class C shares representing $100,000 were automatically converted to 3,357 Class A shares.

 

b

During the period ended May 31, 2022, 265,446 Class Y shares representing $6,874,835 were exchanged for 264,810 Class I shares and 837 Class Y shares representing $22,518 were exchanged for 855 Class A shares. During the period ended November 30, 2021, 447,362 Class Y shares representing $13,260,930 were exchanged for 446,442 Class I shares.

 

See notes to financial statements.

        

20

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.

       
   
 

Six Months Ended

 
 

May 31, 2022

Year Ended November 30,

Class A Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

28.97

24.13

22.15

23.94

26.44

22.72

Investment Operations:

      

Net investment income (loss)a

.01

(.07)

.03

.02

(.01)

.00b

Net realized and unrealized
gain (loss) on investments

(1.54)

6.28

2.39

.86

(.98)

3.79

Total from Investment Operations

(1.53)

6.21

2.42

.88

(.99)

3.79

Distributions:

      

Dividends from net investment income

-

(.04)

(.01)

-

-

(.07)

Dividends from net realized
gain on investments

(4.49)

(1.33)

(.43)

(2.67)

(1.51)

-

Total Distributions

(4.49)

(1.37)

(.44)

(2.67)

(1.51)

(.07)

Net asset value, end of period

22.95

28.97

24.13

22.15

23.94

26.44

Total Return (%)c

(6.71)d

26.55

11.21

6.07

(3.93)

16.74

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.36e

1.33

1.44

1.38

1.35

1.30

Ratio of net expenses
to average net assets

1.30e

1.30

1.30

1.30

1.30

1.28

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

.11e

(.23)

.14

.12

(.05)

.01

Portfolio Turnover Rate

27.49d

70.67

86.50

57.74

58.85

67.90

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

1,387

1,765

1,025

1,125

1,048

1,076

a Based on average shares outstanding.

b Amount represents less than $.01 per share.

c Exclusive of sales charge.

d Not annualized.

e Annualized.

See notes to financial statements.

21

 

FINANCIAL HIGHLIGHTS (continued)

       
       
 

Six Months Ended

     
 

May 31, 2022

Year Ended November 30,

Class C Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

25.41

21.44

19.86

21.92

24.51

21.15

Investment Operations:

      

Net investment (loss)a

(.07)

(.24)

(.10)

(.12)

(.19)

(.16)

Net realized and unrealized
gain (loss) on investments

(1.30)

5.54

2.11

.73

(.89)

3.52

Total from Investment Operations

(1.37)

5.30

2.01

.61

(1.08)

3.36

Distributions:

      

Dividends from net realized
gain on investments

(4.49)

(1.33)

(.43)

(2.67)

(1.51)

-

Net asset value, end of period

19.55

25.41

21.44

19.86

21.92

24.51

Total Return (%)b

(7.07)c

25.58

10.42

5.28

(4.65)

15.89

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

2.56d

2.43

2.39

2.12

2.15

2.31

Ratio of net expenses
to average net assets

2.05d

2.05

2.05

2.05

2.05

2.04

Ratio of net investment (loss)
to average net assets

(.63)d

(.95)

(.55)

(.61)

(.82)

(.74)

Portfolio Turnover Rate

27.49c

70.67

86.50

57.74

58.85

67.90

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

106

131

117

430

553

179

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

22

 

       
       
 

Six Months Ended

     
 

May 31, 2022

Year Ended November 30,

Class I Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

29.59

24.60

22.61

24.41

26.90

23.09

Investment Operations:

      

Net investment incomea

.05

.03

.08

.10

.07

.07

Net realized and unrealized
gain (loss) on investments

(1.59)

6.39

2.44

.86

(1.00)

3.87

Total from Investment Operations

(1.54)

6.42

2.52

.96

(.93)

3.94

Distributions:

      

Dividends from
net investment income

(.03)

(.10)

(.10)

(.09)

(.05)

(.13)

Dividends from net realized
gain on investments

(4.49)

(1.33)

(.43)

(2.67)

(1.51)

-

Total Distributions

(4.52)

(1.43)

(.53)

(2.76)

(1.56)

(.13)

Net asset value, end of period

23.53

29.59

24.60

22.61

24.41

26.90

Total Return (%)

(6.56)b

26.95

11.53

6.40

(3.63)

17.14

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.02c

1.00

1.03

.99

.97

1.00

Ratio of net expenses
to average net assets

1.02c

1.00

1.03

.99

.97

.98

Ratio of net investment income
to average net assets

.39c

.09

.41

.45

.27

.29

Portfolio Turnover Rate

27.49b

70.67

86.50

57.74

58.85

67.90

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

22,540

23,019

13,851

15,955

24,890

20,566

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

23

 

FINANCIAL HIGHLIGHTS (continued)

       
       
 

Six Months Ended

     
 

May 31, 2022

Year Ended November 30,

Class Y Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

29.53

24.56

22.59

24.40

26.88

23.08

Investment Operations:

      

Net Investment incomea

.06

.04

.10

.10

.08

.08

Net realized and unrealized
gain (loss) on investments

(1.58)

6.37

2.42

.86

(.99)

3.86

Total from Investment Operations

(1.52)

6.41

2.52

.96

(.91)

3.94

Distributions:

      

Dividends
from net investment income

(.04)

(.11)

(.12)

(.10)

(.06)

(.14)

Dividends from net realized
gain on investments

(4.49)

(1.33)

(.43)

(2.67)

(1.51)

-

Total Distributions

(4.53)

(1.44)

(.55)

(2.77)

(1.57)

(.14)

Net asset value, end of period

23.48

29.53

24.56

22.59

24.40

26.88

Total Return (%)

(6.53)b

26.97

11.58

6.41

(3.56)

17.15

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.97c

.96

.98

.95

.94

.94

Ratio of net expenses
to average net assets

.97c

.96

.98

.95

.94

.93

Ratio of net investment income
to average net assets

.44c

.14

.46

.48

.31

.35

Portfolio Turnover Rate

27.49b

70.67

86.50

57.74

58.85

67.90

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

441,789

597,663

467,798

578,267

777,237

942,613

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

24

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon Select Managers Small Cap Value Fund (the “fund”) is a separate diversified series of BNY Mellon Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering six series, including the fund. The fund’s investment objective is to seek capital appreciation. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser and the fund’s portfolio allocation manager. Walthausen & Co., LLC (“Walthausen”), Neuberger Berman Investment Advisers LLC (“Neuberger Berman”), Channing Capital Management, LLC (“Channing”), Eastern Shore Capital Management (“Eastern Shore”), Heartland Advisors, Inc. (“Heartland”) and Rice Hall James & Associates, LLC (“RHJ”), serve as the fund’s sub-advisers (collectively, the “Sub-Advisers”), each managing an allocated portion of the fund’s portfolio.

At a March 7, 2022 meeting, after full consideration, the Company’s Board of Directors (the “Board”) voted to approve a new sub-advisory agreement between the Adviser and Heartland due to a change in the ownership and organizational structure of Heartland that was scheduled to occur during the second quarter of 2022.

In accordance with the terms of the Initial Sub-Advisory Agreement and the Investment Company Act of 1940, as amended. The Board , (the “Transaction”), the then-current sub-advisory agreement (the “Initial Sub-Advisory Agreement”) between the Adviser and Heartland would terminate upon consummation of the Transaction.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue 500 million shares of $.001 par value Common Stock. The fund currently has authorized four classes of shares: Class A (100 million shares authorized), Class C (100 million shares authorized), Class I (100 million shares authorized) and Class Y (200 million shares authorized). Class A and Class C shares are sold primarily to retail investors through financial intermediaries and bear Distribution and/or Shareholder Services Plan fees. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class A shares bought without an initial sales charge as part of an investment of $1 million or more may be charged a contingent deferred sales charge (“CDSC”) of

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

1.00% if redeemed within one year. Class C shares are subject to a CDSC imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares eight years after the date of purchase, without the imposition of a sales charge. Class I shares are sold primarily to bank trust departments and other financial service providers (including BNY Mellon and its affiliates), acting on behalf of customers having a qualified trust or an investment account or relationship at such institution, and bear no Distribution or Shareholder Services Plan fees. Class Y shares are sold at net asset value per share generally to institutional investors, and bear no Distribution or Shareholder Services Plan fees. Class I and Class Y shares are offered without a front-end sales charge or CDSC. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

As of May 31, 2022, MBC Investments Corporation, an indirect subsidiary of BNY Mellon, held 411 Class C shares of the fund.

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

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

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

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability

26

 

in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

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

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

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

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

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

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

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

Investments in debt securities excluding short-term investments (other than U.S. Treasury Bills), are valued each business day by one or more independent pricing services (each, a “Service”) approved by the Board. Investments for which quoted bid prices are readily available and are representative of the bid side of the market in the judgment of a Service are valued at the mean between the quoted bid prices (as obtained by a Service from dealers in such securities) and asked prices (as calculated by a Service based upon its evaluation of the market for such securities). Securities are valued as determined by a Service, based on methods which include consideration of the following: yields or prices of securities of comparable quality, coupon, maturity and type; indications as to values from dealers; and general market conditions. These securities are generally categorized within Level 2 of the fair value hierarchy.

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

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

Each Service and independent valuation firm is engaged under the general oversight of the Board.

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

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

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

The following is a summary of the inputs used as of May 31, 2022 in valuing the fund’s investments:

28

 

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)

  

Investments in Securities:

  

Corporate Bonds

-

22,888

 

-

22,888

 

Equity Securities - Common Stocks

451,109,647

-

 

-

451,109,647

 

Exchange-Traded Funds

4,076,820

-

 

-

4,076,820

 

Investment Companies

23,333,229

-

 

-

23,333,229

 

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

(b) Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statement of Operations, if applicable. Foreign taxes payable or deferred or those subject to reclaims as of May 31, 2022, if any, are disclosed in the fund’s Statement of Assets and Liabilities.

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

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

29

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended May 31, 2022, BNY Mellon earned $6,471 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

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

(e) Risk: Certain events particular to the industries in which the fund’s investments conduct their operations, as well as general economic, political and public health conditions, may have a significant negative impact on the investee’s operations and profitability. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. The COVID-19 pandemic has had, and any other outbreak of an infectious disease or other serious public health concern could have, a significant negative impact on economic and market conditions and could trigger a prolonged period of global economic slowdown. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from net investment income and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers,

30

 

it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

As of and during the period ended May 31, 2022, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2022, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2021 was as follows: ordinary income $2,066,443, and long-term capital gains $26,168,183. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $688.5 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $135 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended May 31, 2022, the fund did not borrow under the Facilities.

31

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .90% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has contractually agreed, from December 1, 2021 through March 31, 2023, to waive receipt of its fees and/or assume the direct expenses of the fund, so that the direct expenses of none of the classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed 1.05% of the value of the fund’s average daily net assets. On or after March 31, 2023, the Adviser may terminate this expense limitation at any time. The reduction in expenses, pursuant to the undertakings, amounted to $743 during the period ended May 31, 2022.

Pursuant to separate sub-advisory agreements between the Adviser and the Sub-Advisers, each serves as the fund’s sub-adviser responsible for the day-to-day management of a portion of the fund’s portfolio. The Adviser pays each sub-adviser a monthly fee at an annual percentage of the value of the fund’s average daily net assets. The Adviser has obtained an exemptive order from the SEC (the “Order”), upon which the fund may rely, to use a manager of managers approach that permits the Adviser, subject to certain conditions and approval by the Board, to enter into and materially amend sub-advisory agreements with one or more sub-advisers who are either unaffiliated with the Adviser or are wholly-owned subsidiaries (as defined under the Act) of the Adviser’s ultimate parent company, BNY Mellon, without obtaining shareholder approval. The Order also allows the fund to disclose the sub-advisory fee paid by the Adviser to any unaffiliated sub-adviser in the aggregate with other unaffiliated sub-advisers in documents filed with the SEC and provided to shareholders. In addition, pursuant to the Order, it is not necessary to disclose the sub-advisory fee payable by the Adviser separately to a sub-adviser that is a wholly-owned subsidiary of BNY Mellon in documents filed with the SEC and provided to shareholders; such fees are to be aggregated with fees payable to the Adviser. The Adviser has ultimate responsibility (subject to oversight by the Board) to supervise any sub-adviser and recommend the hiring, termination, and replacement of any sub-adviser to the Board.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. The Distributor may pay one or more Service Agents in respect of advertising,

32

 

marketing and other distribution services, and determines the amounts, if any, to be paid to Service Agents and the basis on which such payments are made. During the period ended May 31, 2022, Class C shares were charged $428 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2022, Class A and Class C shares were charged $1,938 and $143, respectively, pursuant to the Shareholder Services Plan.

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

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

The fund compensates the Transfer Agent, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of Transfer Agent fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2022, the fund was charged $3,393 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates the Custodian under a custody agreement, for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2022, the fund was charged $23,243 pursuant to the custody agreement.

33

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

During the period ended May 31, 2022, the fund was charged $21,443 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees of $352,250, Distribution Plan fees of $66, Shareholder Services Plan fees of $309, Custodian fees of $13,826, Chief Compliance Officer fees of $8,324 and Transfer Agent fees of $1,110, which are offset against an expense reimbursement currently in effect in the amount of $165.

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

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended May 31, 2022, amounted to $147,421,442 and $270,133,296, respectively.

At May 31, 2022, accumulated net unrealized appreciation on investments was $73,219,506, consisting of $97,781,718 gross unrealized appreciation and $24,562,212 gross unrealized depreciation.

At May 31, 2022, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

34

 

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

At a meeting of the fund’s Board of Directors held on March 7, 2022 (the “March Meeting”), the Board considered the approval of a new sub-advisory agreement (the “New Sub-Advisory Agreement”) between BNY Mellon Investment Adviser, Inc. (the “Adviser”) and Heartland Advisors, Inc. (“Heartland”), one of the Fund’s current sub-advisers. Due to a change in the ownership and organizational structure of Heartland that was scheduled to occur during the second quarter of 2022 (the “Transaction”), the then-current sub-advisory agreement (the “Initial Sub-Advisory Agreement”) between the Adviser and Heartland would terminate upon consummation of the Transaction in accordance with the terms of the Initial Sub-Advisory Agreement and the Investment Company Act of 1940, as amended (the “1940 Act”).

At the March Meeting, the Board discussed the Transaction with representatives of the Adviser, as well as the terms of the New Sub-Advisory Agreement and the implications, if any, that the closing of the Transaction would have for Heartland’s performance as a sub-adviser to the fund. At the March Meeting, representatives of the Adviser confirmed that there would be no change in Heartland’s investment process for managing its allocated portion of the fund’s investment portfolio as a result of the Transaction. Accordingly, to enable Heartland to continue to provide sub-advisory services to the fund after consummation of the Transaction, the Adviser recommended the approval of the New Sub-Advisory Agreement. The recommendation for the approval of the New Sub-Advisory Agreement was based on the following considerations, among others: (i) the Transaction was not expected to have a material impact on the nature, extent or quality of the sub-advisory services that Heartland provides to the fund; (ii) the Heartland personnel who have been principally responsible for managing Heartland’s allocated portion of the fund’s investment portfolio would continue to serve in their respective senior capacities with Heartland following the Transaction; and (iii) the terms of the New Sub-Advisory Agreement were substantially the same in material respects to the Initial Sub-Advisory Agreement. The Board also considered the fact that the Adviser continued to express confidence in Heartland and its investment management capabilities.

At the March Meeting, the Board, including a majority of the Directors who are not “interested persons” (as that term is defined in the 1940 Act) of the fund or of any party to the New Sub-Advisory Agreement (“Independent Directors”), considered and approved the New Sub-Advisory Agreement. In determining whether to approve the New Sub-Advisory Agreement, the Board considered the materials prepared by the Adviser received in advance of the November 1-2, 2021 Board meeting, at which meeting the Board considered and re-approved the Initial Sub-Advisory Agreement (the “November Meeting”), and the March Meeting and other information, which included: (i) a copy of a form of the New Sub-Advisory Agreement; (ii) information regarding the Transaction and the Adviser’s rationale for retaining Heartland following the closing of the Transaction; (iii) information regarding Heartland’s investment process; (iv) information regarding Heartland’s reputation, investment management business, personnel, and operations, and the effect that the Transaction may have on Heartland’s business and operations; (v) information regarding Heartland’s brokerage

35

 

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

and trading policies and practices; (vi) information regarding the level of sub-advisory fees charged by Heartland; (vii) information regarding Heartland’s historical performance returns managing its allocated portion of the fund’s portfolio, including information comparing that performance to a relevant index; (viii) information regarding Heartland’s compliance program; and (ix) Heartland’s Form ADV. The Board also considered the substance of discussions with representatives of the Adviser at the November Meeting and the March Meeting. Additionally, the Board reviewed materials supplied by counsel that were prepared for use by the Board in fulfilling its duties under the 1940 Act.

Nature, Extent, and Quality of Services Provided by Heartland. In examining the nature, extent and quality of the services that had been furnished by Heartland to the fund under the Initial Sub-Advisory Agreement, and were expected to be provided by Heartland to the fund under the New Sub-Advisory Agreement, the Board considered: (i) Heartland’s organization, history, reputation, qualification and background, as well as the qualifications of its personnel; (ii) Heartland’s expertise in providing portfolio management services to the fund and the performance history of Heartland’s allocated portion of the fund’s portfolio; (iii) Heartland’s investment strategy for the fund; (iv) Heartland’s performance relative to unmanaged indices; and (v) Heartland’s compliance program. The Board also considered the review process undertaken by the Adviser and the Adviser’s favorable assessment of the nature and quality of the sub-advisory services provided and expected to be provided to the fund by Heartland after consummation of the Transaction. The Board also noted that the executive and portfolio management teams of Heartland were expected to stay in place after consummation of the Transaction. The Board concluded that the fund and its shareholders would continue to benefit from the quality and experience of Heartland’s investment professionals. Based on their consideration and review of the foregoing information, the Board concluded that the nature, extent and quality of the sub-advisory services provided by Heartland under the Initial Sub-Advisory Agreement, as well as Heartland’s ability to render such services based on its experience, operations and resources, were adequate and appropriate for the fund in light of the fund’s investment objective, and supported a decision to approve the New Sub-Advisory Agreement.

Investment Performance of Heartland. The Board considered Heartland’s investment performance in managing its allocated portion of the fund’s portfolio as a factor in evaluating the New Sub-Advisory Agreement. The Board compared this historical performance to a relevant benchmark and concluded that Heartland’s historical performance record in managing its allocated portion of the fund’s investment portfolio, when viewed together with the other factors considered by the Board, supported a decision to approve the New Sub-Advisory Agreement.

Costs of Services to be Provided and Profitability. The Board considered the proposed fee payable under the New Sub-Advisory Agreement, noting that the proposed fee would be paid by the Adviser and, thus, would not impact the fees paid by the fund. The Board recognized that, because Heartland’s fee would be paid by the Adviser, and not the fund, an analysis of profitability was more appropriate in the context of the Board’s

36

 

consideration of the Management Agreement with the Adviser and, therefore, the Board received and considered a profitability analysis of the Adviser and its affiliates. The Board noted that the fee payable to Heartland by the Adviser under the New Sub-Advisory Agreement was the same as that payable under the Initial Sub-Advisory Agreement and, thus, approval of the New Sub-Advisory Agreement had no impact on the Adviser’s profitability. The Board concluded that the proposed fee payable to Heartland by the Adviser with respect to the assets to be allocated to Heartland in its capacity as sub-adviser was reasonable and appropriate and the Adviser’s profitability was not excessive in light of the nature, extent and quality of the services provided to the fund by the Adviser and to be provided by Heartland under the New Sub-Advisory Agreement.

Economies of Scale to be Realized. The Board recognized that, because Heartland’s fee would continue to be paid by the Adviser, and not the fund, an analysis of economies of scale was more appropriate in the context of the Board’s consideration of the Management Agreement with the Adviser. Accordingly, consideration of economies of scale with respect to Heartland was not relevant to the Board’s determination to approve the New Sub-Advisory Agreement.

The Board also considered whether there were any ancillary benefits that accrued to Heartland as a result of Heartland’s relationship with the fund. The Board concluded that Heartland may direct fund brokerage transactions to certain brokers to obtain research and other services. However, the Board noted that Heartland was required to select brokers who met the fund’s requirements for seeking best execution, and that the Adviser monitored and evaluated Heartland’s trade execution with respect to fund brokerage transactions on a quarterly basis and provided reports to the Board on these matters. The Board concluded that the benefits that had accrued and were expected to continue to accrue to Heartland by virtue of its relationship with the fund were reasonable.

In considering the materials and information described above, the Independent Directors received assistance from, and met separately with, their independent legal counsel, and were provided with a written description of their statutory responsibilities and the legal standards that are applicable to the approval of investment advisory and sub-advisory agreements.

After full consideration of the factors discussed above, with no single factor identified as being of paramount importance, the Board, including a majority of the Independent Directors, with the assistance of independent legal counsel, concluded that the approval of the New Sub-Advisory Agreement was in the best interests of the fund, and approved the New Sub-Advisory Agreement for the fund.

37

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

Effective June 1, 2019, the fund adopted a liquidity risk management program (the “Liquidity Risk Management Program”) pursuant to the requirements of Rule 22e-4 under the Investment Company Act of 1940, as amended. Rule 22e-4 requires registered open-end funds, including mutual funds and exchange-traded funds but not money market funds, to establish liquidity risk management programs in order to effectively manage fund liquidity and shareholder redemptions. The rule is designed to mitigate the risk that a fund could not meet redemption requests without significantly diluting the interests of remaining investors.

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

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

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

Assessment of Program

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

During the period from January 1, 2021 to December 31, 2021, there were no material changes to the Program and no material liquidity events that impacted the fund. During the period, the fund held sufficient highly liquid assets to meet fund redemptions.

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

38

 

This page intentionally left blank.

39

 

This page intentionally left blank.

40

 

This page intentionally left blank.

41

 

For More Information

BNY Mellon Select Managers Small Cap Value Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-Advisers

Walthausen & Co., LLC

9 Executive Park Drive, Suite B

Clifton Park, NY 12065

Neuberger Berman Investment Advisers, LLC

605 Third Avenue

New York, NY 10158


Channing Capital Management, LLC

10 South LaSalle Street

Suite 2401

Chicago, IL 60633


Eastern Shore Capital Management

18 Sewall Street

Marblehead, MA 01945


Heartland Advisors, Inc.

790 North Water Street, Suite 1200

Milwaukee, WI 53202


Rice Hall James & Associates

600 West Broadway, suite 1000

San Diego, CA 92101

Custodian

The Bank of New York Mellon

240 Greenwich Street

New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.

240 Greenwich Street

New York, NY 10286

Distributor

BNY Mellon Securities Corporation

240 Greenwich Street

New York, NY 10286

  

Ticker Symbols:

Class A: DMVAX      Class C: DMECX      Class I: DMVIX      Class Y: DMVYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

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

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

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

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

  

© 2022 BNY Mellon Securities Corporation
6246SA0522

 

 

BNY Mellon U.S. Equity Fund

 

SEMI-ANNUAL REPORT

May 31, 2022

 

 

 

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

 

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

 

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

 

Contents

THE FUND

  

Discussion of Fund Performance

2

Understanding Your Fund’s Expenses

5

Comparing Your Fund’s Expenses
With Those of Other Funds

5

Statement of Investments

6

Statement of Assets and Liabilities

9

Statement of Operations

10

Statement of Changes in Net Assets

11

Financial Highlights

13

Notes to Financial Statements

17

Liquidity Risk Management Program

26

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from December 1, 2021, through May 31, 2022, as provided by Charlie Macquaker, Roy Leckie and Jane Henderson, the three members of the Investment Executive at Walter Scott & Partners Limited (WS), sub-adviser

Market and Fund Performance Overview

For the six-month period ended May 31, 2022, the BNY Mellon U.S. Equity Fund’s (the “fund”) Class A shares achieved a return of −14.09%, Class C shares returned −14.40%, Class I shares returned −13.92% and Class Y shares returned −13.91%.1 In comparison, the fund’s benchmark, the MSCI USA Index (the “Index”), achieved a return of −10.78 over the same period.2

U.S. stocks lost ground during the reporting period under pressure from increasing inflation and uncertainties related to Russia’s invasion of Ukraine. The fund underperformed the Index largely due to the fund’s tilt in favor of growth at a time when markets favored value-oriented stocks over their growth-oriented counterparts.

The Fund’s Investment Approach

The fund seeks long-term total return. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in equity securities of companies located in the United States. The fund may invest in the securities of companies of any market capitalization. Walter Scott seeks investment opportunities in companies with fundamental strengths that indicate the potential for sustainable growth. Walter Scott focuses on individual stock selection, building the fund’s portfolio from the bottom up through extensive fundamental research. The investment process begins with the screening of reported company financials. Companies that meet certain broad, absolute and trend criteria are candidates for more detailed financial analysis. The fund’s Investment Team collectively reviews and selects those stocks that meet Walter Scott’s criteria, and where the expected growth rate is combined with a reasonable valuation for the underlying equity. Market capitalization and sector allocations are a residual of, not part of, the investment process, because the Investment Team’s sole focus is on the analysis of, and investment in, individual companies.

Equities Decline as Inflation Mounts

Although U.S. equities started the reporting period on a positive note as investors looked for continued economic recovery from the COVID-19 pandemic, mounting inflationary pressures resulted in market weakness. A robust post-pandemic demand recovery, intensified by supportive monetary policy and government stimulus in recent years, has met with tight labor markets, supply-chain bottlenecks and rising commodity prices. These inflationary forces were exacerbated by the Russian invasion of Ukraine in early 2022. Energy costs, already at elevated levels, spiked higher, along with prices of crucial agricultural chemicals and industrial metals. Central banks responded with increasingly hawkish rhetoric regarding interest-rate increases. Prior to the start of the new year, the U.S. Federal Reserve (the “Fed”) announced its intention to scale back its asset purchases earlier in 2022 than previously planned and signaled a more rapid increase in interest rates ahead. The Fed has subsequently increased its benchmark rate to a range of 1.5%-1.75% and has signaled further hikes are likely.

Against this backdrop, stocks in energy producers surged along with oil and gas prices, while some other sectors, such as utilities, consumer staples and materials, produced more modest gains. However, growth-oriented shares suffered as the threat of rising interest rates caused investors to question the pace of future growth and the relative value of future earnings. Consumer discretionary, communication services and information technology stocks experienced the most significant declines, and most other sectors lost ground as well.

2

 

Market Rotation to Value from Growth Causes Headwind

The market’s shift from favoring growth-oriented shares with high p/e (price/earnings) multiples to favoring value-oriented shares with lower p/e multiples raised headwinds for the fund, which held a number of positions in high valuation companies with growth characteristics. The three most significant detractors from relative returns, all Information Technology holdings, included digital document company Adobe, electronic transaction processor PayPal Holdings and machine vision products maker Cognex. All three reported strong earnings in early 2022, but experienced sharp declines in stock price as investors favored more defensive areas of the market. Adobe, which had seen robust growth during the height of the pandemic as users depended on its products while working from home, faced a more challenging environment as more employees began moving back to the office. PayPal Holdings, which saw a boost from pandemic-related online spending in 2021, failed to increase earnings guidance in early 2022 as they had in years past. Cognex also issued disappointing guidance, cautioning on future growth momentum as some of the company’s customers scaled back their orders in the face of their own supply-chain disruptions. From a sector perspective, lack of exposure to energy detracted the most from relative performance, followed by positions in health care and consumer staples. However, we believe it important to emphasize that the fund’s sector exposures are a function of individual stock selections, and performance within sectors is determined by those individual selections.

On a more positive note, several holdings contributed positively to the fund’s returns relative to the Index. Among the most notable, shares in pharmaceutical firm Eli Lilly & Co. gained ground on the company’s solid earnings, as well as progress in its development of diabetes and obesity treatment Mounjaro, which performed well in clinical trials and was approved in May by the U.S. Food and Drug Administration. Financial industry software developer Jack Henry & Associates benefited from a rebound in the banking industry, which was seen as favorably positioned in a rising interest-rate environment. Payment processing company Mastercard gained ground as the company’s profitable cross-border payments business experienced increasing traffic as international travel resumed, while other business segments also performed well. The fund’s top-performing sector by a wide margin, relative to the Index, was consumer discretionary.

Remaining Focused on the Long Term

Over the shorter term, we believe asset prices will continue to be influenced by the inflationary forces we see in the United States and around the world. The Ukraine conflict, commodity prices and developments in China, especially in relation to COVID-19 lockdowns and macroeconomic conditions will also play an important role in determining the trajectory of US and global equities in the months ahead. Given the level of uncertainty associated with these issues, we anticipate high levels of volatility in global equities immediately ahead.

Our focus remains on the long-term prospects of the individual companies in which the fund invests. We do not alter our investment course in the face of macroeconomic or equity market ebbs and flows. Key to the fund’s long-term performance is consistency in the application of our investment approach, irrespective of short-term equity market gyrations. We do not put companies into ‘growth’ or ‘value’ buckets. Instead, thorough assessment and analysis of all fundamental aspects of a company lie at the heart of our research effort. We believe that, over time, and looking through periods of volatility, share prices will reflect the earnings generated by companies. In our opinion, short-term volatility highlights the importance of investing in high-quality companies that operate substantially above breakeven levels with entrenched and defendable market positions, that are in control of their pricing and enjoy good cash generation and strong balance sheets.

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

June 15, 2022

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. The fund’s return reflects the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an agreement in effect through March 31, 2023, at which time it may be extended, modified or terminated. Had these expenses not been absorbed, returns would have been lower. Past performance is no guarantee of future results.

2 Source: Lipper Inc. — The MSCI USA Index is designed to measure the performance of the large- and mid-cap segments of the U.S. market. It reflects reinvestment of net dividends and, where applicable, capital gain distributions. Investors cannot invest directly in any index.

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

Small and midsized company stocks tend to be more volatile and less liquid than larger company stocks as these companies are less established and have more volatile earnings histories.

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

4

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon U.S. Equity Fund from December 1, 2021 to May 31, 2022. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

       

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended May 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$5.33

$8.79

$3.80

$3.71

 

Ending value (after expenses)

$859.10

$856.00

$860.80

$860.90

 

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

Using the SEC’s method to compare expenses

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

       

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended May 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$5.79

$9.55

$4.13

$4.03

 

Ending value (after expenses)

$1,019.20

$1,015.46

$1,020.84

$1,020.94

 

Expenses are equal to the fund’s annualized expense ratio of 1.15% for Class A, 1.90% for Class C, .82% for Class I and .80% for Class Y, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

5

 

STATEMENT OF INVESTMENTS

May 31, 2022 (Unaudited)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 98.3%

     

Capital Goods - 6.3%

     

Fastenal

   

234,300

 

12,549,108

 

Hexcel

   

216,600

 

12,443,670

 

The Toro Company

   

116,000

 

9,568,840

 
    

34,561,618

 

Consumer Durables & Apparel - 2.4%

     

NIKE, Cl. B

   

110,400

 

 13,121,040

 

Consumer Services - 4.8%

     

Booking Holdings

   

6,300

a 

14,134,428

 

McDonald's

   

48,000

 

12,106,080

 
    

26,240,508

 

Diversified Financials - 3.9%

     

Intercontinental Exchange

   

93,900

 

9,614,421

 

Moody's

   

38,600

 

11,640,602

 
    

21,255,023

 

Food & Staples Retailing - 1.5%

     

Costco Wholesale

   

17,800

 

 8,298,716

 

Health Care Equipment & Services - 9.1%

     

Align Technology

   

13,000

a 

3,609,320

 

Edwards Lifesciences

   

123,900

a 

12,495,315

 

Intuitive Surgical

   

56,500

a 

12,861,660

 

ResMed

   

56,400

 

11,475,144

 

Stryker

   

40,700

 

9,544,150

 
    

49,985,589

 

Household & Personal Products - 3.3%

     

Colgate-Palmolive

   

83,200

 

6,556,992

 

The Estee Lauder Companies, Cl. A

   

44,800

 

11,408,320

 
    

17,965,312

 

Materials - 6.3%

     

Ecolab

   

64,900

 

10,637,759

 

FMC

   

86,500

 

10,603,170

 

Linde

   

41,700

 

13,539,156

 
    

34,780,085

 

Media & Entertainment - 6.2%

     

Alphabet, Cl. C

   

9,806

a 

22,365,329

 

Netflix

   

12,100

a 

2,389,024

 

The Walt Disney Company

   

83,800

a 

9,254,872

 
    

34,009,225

 

Pharmaceuticals Biotechnology & Life Sciences - 11.8%

     

Eli Lilly & Co.

   

48,400

 

15,170,496

 

Illumina

   

23,600

a 

5,651,728

 

Johnson & Johnson

   

70,700

 

12,692,771

 

6

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 98.3% (continued)

     

Pharmaceuticals Biotechnology & Life Sciences - 11.8% (continued)

     

Mettler-Toledo International

   

6,600

a 

8,488,392

 

Waters

   

39,100

a 

12,822,845

 

West Pharmaceutical Services

   

32,100

 

9,963,198

 
    

64,789,430

 

Retailing - 6.8%

     

Dollar General

   

57,600

 

12,691,584

 

O'Reilly Automotive

   

17,900

a 

11,405,343

 

The TJX Companies

   

209,200

 

13,298,844

 
    

37,395,771

 

Semiconductors & Semiconductor Equipment - 2.4%

     

Texas Instruments

   

73,900

 

 13,062,564

 

Software & Services - 23.4%

     

Adobe

   

36,800

a 

15,326,464

 

Ansys

   

35,200

a 

9,164,672

 

Automatic Data Processing

   

48,500

 

10,812,590

 

Cognizant Technology Solutions, Cl. A

   

107,000

 

7,992,900

 

Fortinet

   

23,300

a 

6,853,462

 

Jack Henry & Associates

   

61,100

 

11,494,132

 

Manhattan Associates

   

87,200

a 

10,545,096

 

Mastercard, Cl. A

   

54,500

 

19,503,915

 

Microsoft

   

84,600

 

23,000,202

 

Paychex

   

66,000

 

8,172,780

 

PayPal Holdings

   

64,800

a 

5,521,608

 
    

128,387,821

 

Technology Hardware & Equipment - 8.4%

     

Amphenol, Cl. A

   

205,700

 

14,575,902

 

Cisco Systems

   

226,900

 

10,221,845

 

Cognex

   

174,600

 

8,454,132

 

IPG Photonics

   

59,400

a 

6,266,106

 

TE Connectivity

   

50,100

 

6,482,439

 
    

46,000,424

 

Transportation - 1.7%

     

Old Dominion Freight Line

   

37,100

 

 9,580,704

 

Total Common Stocks (cost $263,414,484)

   

539,433,830

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment Companies - 1.7%

     

Registered Investment Companies - 1.7%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $9,120,460)

 

0.80

 

9,120,460

b 

 9,120,460

 

Total Investments (cost $272,534,944)

 

100.0%

 

548,554,290

 

Liabilities, Less Cash and Receivables

 

(.0%)

 

(67,090)

 

Net Assets

 

100.0%

 

548,487,200

 

a Non-income producing security.

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

  

Portfolio Summary (Unaudited)

Value (%)

Information Technology

34.2

Health Care

20.9

Consumer Discretionary

14.0

Industrials

8.0

Materials

6.3

Communication Services

6.2

Consumer Staples

4.8

Financials

3.9

Investment Companies

1.7

 

100.0

 Based on net assets.

See notes to financial statements.

       

Affiliated Issuers

   

Description

Value ($) 11/30/2021

Purchases ($)

Sales ($)

Value ($) 5/31/2022

Dividends/
Distributions ($)

 

Registered Investment Companies - 1.7%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - 1.7%

19,343,291

73,454,753

(83,677,584)

9,120,460

10,506

 

 Includes reinvested dividends/distributions.

See notes to financial statements.

8

 

STATEMENT OF ASSETS AND LIABILITIES

May 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments

 

 

 

Unaffiliated issuers

263,414,484

 

539,433,830

 

Affiliated issuers

 

9,120,460

 

9,120,460

 

Dividends and securities lending income receivable

 

411,862

 

Receivable for shares of Common Stock subscribed

 

237,857

 

Prepaid expenses

 

 

 

 

47,787

 

 

 

 

 

 

549,251,796

 

Liabilities ($):

 

 

 

 

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

 

354,662

 

Payable for shares of Common Stock redeemed

 

345,178

 

Directors’ fees and expenses payable

 

9,246

 

Other accrued expenses

 

 

 

 

55,510

 

 

 

 

 

 

764,596

 

Net Assets ($)

 

 

548,487,200

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

199,783,439

 

Total distributable earnings (loss)

 

 

 

 

348,703,761

 

Net Assets ($)

 

 

548,487,200

 

      

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

1,678,600

27,674

28,223,760

518,557,166

 

Shares Outstanding

77,322

1,429

1,288,816

23,700,512

 

Net Asset Value Per Share ($)

21.71

19.37

21.90

21.88

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

9

 

STATEMENT OF OPERATIONS

Six Months Ended May 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends:

 

Unaffiliated issuers

 

 

2,694,357

 

Affiliated issuers

 

 

10,506

 

Income from securities lending—Note 1(b)

 

 

157

 

Total Income

 

 

2,705,020

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

2,391,688

 

Professional fees

 

 

52,835

 

Registration fees

 

 

32,127

 

Directors’ fees and expenses—Note 3(d)

 

 

26,792

 

Chief Compliance Officer fees—Note 3(c)

 

 

10,722

 

Shareholder servicing costs—Note 3(c)

 

 

8,516

 

Custodian fees—Note 3(c)

 

 

6,008

 

Prospectus and shareholders’ reports

 

 

5,629

 

Loan commitment fees—Note 2

 

 

4,996

 

Interest expense—Note 2

 

 

339

 

Distribution fees—Note 3(b)

 

 

115

 

Miscellaneous

 

 

13,633

 

Total Expenses

 

 

2,553,400

 

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

 

 

(346)

 

Net Expenses

 

 

2,553,054

 

Net Investment Income

 

 

151,966

 

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

 

 

Net realized gain (loss) on investments

72,768,164

 

Net change in unrealized appreciation (depreciation) on investments

(163,249,570)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(90,481,406)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(90,329,440)

 

 

 

 

 

 

 

 

See notes to financial statements.

     

10

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2022 (Unaudited)

 

Year Ended
November 30, 2021

 

Operations ($):

 

 

 

 

 

 

 

 

Net investment income

 

 

151,966

 

 

 

1,163,910

 

Net realized gain (loss) on investments

 

72,768,164

 

 

 

98,997,094

 

Net change in unrealized appreciation
(depreciation) on investments

 

(163,249,570)

 

 

 

53,493,541

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(90,329,440)

 

 

 

153,654,545

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(257,595)

 

 

 

(23,045)

 

Class C

 

 

(4,667)

 

 

 

(1,102)

 

Class I

 

 

(4,396,588)

 

 

 

(342,545)

 

Class Y

 

 

(86,574,572)

 

 

 

(10,227,644)

 

Total Distributions

 

 

(91,233,422)

 

 

 

(10,594,336)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

202,037

 

 

 

546,801

 

Class C

 

 

-

 

 

 

4,230

 

Class I

 

 

9,594,097

 

 

 

12,235,825

 

Class Y

 

 

27,472,519

 

 

 

43,529,935

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

232,055

 

 

 

17,543

 

Class C

 

 

2,840

 

 

 

973

 

Class I

 

 

3,476,970

 

 

 

294,756

 

Class Y

 

 

38,736,237

 

 

 

4,006,640

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(295,257)

 

 

 

(568,630)

 

Class C

 

 

-

 

 

 

(85,765)

 

Class I

 

 

(9,885,855)

 

 

 

(7,923,388)

 

Class Y

 

 

(92,179,663)

 

 

 

(194,178,207)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

(22,644,020)

 

 

 

(142,119,287)

 

Total Increase (Decrease) in Net Assets

(204,206,882)

 

 

 

940,922

 

Net Assets ($):

 

Beginning of Period

 

 

752,694,082

 

 

 

751,753,160

 

End of Period

 

 

548,487,200

 

 

 

752,694,082

 

11

 

STATEMENT OF CHANGES IN NET ASSETS (continued)

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2022 (Unaudited)

 

Year Ended
November 30, 2021

 

Capital Share Transactions (Shares):

 

Class Aa

 

 

 

 

 

 

 

 

Shares sold

 

 

8,050

 

 

 

21,659

 

Shares issued for distributions reinvested

 

 

8,864

 

 

 

730

 

Shares redeemed

 

 

(12,053)

 

 

 

(22,345)

 

Net Increase (Decrease) in Shares Outstanding

4,861

 

 

 

44

 

Class C

 

 

 

 

 

 

 

 

Shares sold

 

 

-

 

 

 

191

 

Shares issued for distributions reinvested

 

 

121

 

 

 

45

 

Shares redeemed

 

 

-

 

 

 

(3,870)

 

Net Increase (Decrease) in Shares Outstanding

121

 

 

 

(3,634)

 

Class Ia

 

 

 

 

 

 

 

 

Shares sold

 

 

371,362

 

 

 

451,615

 

Shares issued for distributions reinvested

 

 

132,096

 

 

 

12,254

 

Shares redeemed

 

 

(405,499)

 

 

 

(299,075)

 

Net Increase (Decrease) in Shares Outstanding

97,959

 

 

 

164,794

 

Class Ya

 

 

 

 

 

 

 

 

Shares sold

 

 

1,165,112

 

 

 

1,652,859

 

Shares issued for distributions reinvested

 

 

1,470,926

 

 

 

166,721

 

Shares redeemed

 

 

(3,711,664)

 

 

 

(7,434,078)

 

Net Increase (Decrease) in Shares Outstanding

(1,075,626)

 

 

 

(5,614,498)

 

 

 

 

 

 

 

 

 

 

 

a

During the period ended May 31, 2022, 356,746 Class Y shares representing $9,110,757 were exchanged for 350,064 Class I shares, 6,365 Class Y shares representing $159,598 were exchanged for 6,409 Class A shares and during the period ended November 30, 2021, 404,317 Class Y shares representing $10,902,873 were exchanged for 404,000 Class I shares.

 

See notes to financial statements.

        

12

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.

       

Six Months Ended

 
 

May 31, 2022

Year Ended November 30,

Class A Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

28.74

23.75

20.85

20.44

20.85

18.29

Investment Operations:

      

Net investment income (loss)a

(.04)

(.05)

.00b

.04

.03

.06

Net realized and unrealized
gain (loss) on investments

(3.47)

5.32

3.16

2.30

1.77

4.00

Total from Investment Operations

(3.51)

5.27

3.16

2.34

1.80

4.06

Distributions:

      

Dividends from net
investment income

-

(.03)

(.07)

(.03)

(.04)

(.10)

Dividends from net realized
gain on investments

(3.52)

(.25)

(.19)

(1.90)

(2.17)

(1.40)

Total Distributions

(3.52)

(.28)

(.26)

(1.93)

(2.21)

(1.50)

Net asset value, end of period

21.71

28.74

23.75

20.85

20.44

20.85

Total Return (%)c

(14.09)d

22.41

15.28

13.77

9.49

24.07

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.18e

1.15

1.17

1.20

1.25

1.20

Ratio of net expenses
to average net assets

1.15e

1.15

1.15

1.15

1.15

1.15

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

(.30)e

(.20)

.02

.20

.17

.31

Portfolio Turnover Rate

5.76d

10.70

11.94

14.11

17.14

13.28

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

1,679

2,082

1,720

1,540

787

842

a Based on average shares outstanding.

b Amount represents less than $.01 per share.

c Exclusive of sales charge.

d Not annualized.

e Annualized.

See notes to financial statements.

13

 

FINANCIAL HIGHLIGHTS (continued)

       

Six Months Ended

 
 

May 31, 2022

Year Ended November 30,

Class C Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

26.10

21.74

19.18

19.07

19.70

17.38

Investment Operations:

      

Net investment (loss)a

(.12)

(.19)

(.14)

(.10)

(.11)

(.08)

Net realized and unrealized
gain (loss) on investments

(3.09)

4.80

2.89

2.11

1.65

3.80

Total from Investment Operations

(3.21)

4.61

2.75

2.01

1.54

3.72

Distributions:

      

Dividends from net realized
gain on investments

(3.52)

(.25)

(.19)

(1.90)

(2.17)

(1.40)

Net asset value, end of period

19.37

26.10

21.74

19.18

19.07

19.70

Total Return (%)b

(14.40)c

21.42

14.44

12.92

8.69

23.11

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

2.21d

2.34

2.35

2.40

2.35

2.16

Ratio of net expenses
to average net assets

1.90d

1.90

1.90

1.90

1.90

1.90

Ratio of net investment (loss)
to average net assets

(1.05)d

(.81)

(.72)

(.56)

(.57)

(.43)

Portfolio Turnover Rate

5.76c

10.70

11.94

14.11

17.14

13.28

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

28

34

107

121

86

138

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

14

 

       

Six Months Ended

 
 

May31, 2022

Year Ended November 30,

Class I Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

28.92

23.89

20.94

20.54

20.96

18.37

Investment Operations:

      

Net investment incomea

.00b

.03

.08

.10

.10

.12

Net realized and unrealized
gain (loss) on investments

(3.49)

5.34

3.17

2.31

1.77

4.02

Total from Investment Operations

(3.49)

5.37

3.25

2.41

1.87

4.14

Distributions:

      

Dividends from net
investment income

(.01)

(.09)

(.11)

(.11)

(.12)

(.15)

Dividends from net realized
gain on investments

(3.52)

(.25)

(.19)

(1.90)

(2.17)

(1.40)

Total Distributions

(3.53)

(.34)

(.30)

(2.01)

(2.29)

(1.55)

Net asset value, end of period

21.90

28.92

23.89

20.94

20.54

20.96

Total Return (%)

(13.92)c

22.75

15.71

14.17

9.85

24.46

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.82d

.81

.82

.82

.82

.83

Ratio of net expenses
to average net assets

.82d

.81

.82

.82

.82

.83

Ratio of net investment income
to average net assets

.03d

.12

.36

.53

.51

.61

Portfolio Turnover Rate

5.76c

10.70

11.94

14.11

17.14

13.28

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

28,224

34.445

24,508

26,577

22,755

20,963

a Based on average shares outstanding.

b Amount represents less than $.01 per share.

c Not annualized.

d Annualized.

See notes to financial statements.

15

 

FINANCIAL HIGHLIGHTS (continued)

       

Six Months Ended

 
 

May 31, 2022

Year Ended November 30,

Class Y Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

28.90

23.87

20.93

20.54

20.96

18.37

Investment Operations:

      

Net investment incomea

.01

.04

.08

.11

.11

.12

Net realized and unrealized
gain (loss) on investments

(3.49)

5.33

3.17

2.29

1.77

4.02

Total from Investment Operations

(3.48)

5.37

3.25

2.40

1.88

4.14

Distributions:

      

Dividends from net
investment income

(.02)

(.09)

(.12)

(.11)

(.13)

(.15)

Dividends from net realized
gain on investments

(3.52)

(.25)

(.19)

(1.90)

(2.17)

(1.40)

Total Distributions

(3.54)

(.34)

(.31)

(2.01)

(2.30)

(1.55)

Net asset value, end of period

21.88

28.90

23.87

20.93

20.54

20.96

Total Return (%)

(13.91)b

22.80

15.69

14.15

9.88

24.51

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.80c

.79

.80

.80

.80

.80

Ratio of net expenses
to average net assets

.80c

.79

.80

.80

.80

.80

Ratio of net investment income
to average net assets

.05c

.16

.37

.55

.53

.64

Portfolio Turnover Rate

5.76b

10.70

11.94

14.11

17.14

13.28

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

518,557

716,133

725,418

619,812

534,230

527,263

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

16

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon U.S. Equity Fund (the “fund”) is a separate diversified series of BNY Mellon Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering six series, including the fund. The fund’s investment objective is to seek long-term total return. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Walter Scott & Partners Limited (the “Sub-Adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-adviser.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue 500 million shares of $.001 par value Common Stock. The fund currently has authorized four classes of shares: Class A (100 million shares authorized), Class C (100 million shares authorized), Class I (100 million shares authorized) and Class Y (200 million shares authorized). Class A and Class C shares are sold primarily to retail investors through financial intermediaries and bear Distribution and/or Shareholder Services Plan fees. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class A shares bought without an initial sales charge as part of an investment of $1 million or more may be charged a contingent deferred sales charge (“CDSC”) of 1.00% if redeemed within one year. Class C shares are subject to a CDSC imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares eight years after the date of purchase, without the imposition of a sales charge. Class I shares are sold primarily to bank trust departments and other financial service providers (including BNY Mellon and its affiliates), acting on behalf of customers having a qualified trust or an investment account or relationship at such institution, and bear no Distribution or Shareholder Services Plan fees. Class Y shares are sold at net asset value per share generally to institutional investors, and bear no Distribution or Shareholder Services Plan fees. Class I and Class Y shares are offered without a front-end sales charge or CDSC. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses

17

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

on investments are allocated to each class of shares based on its relative net assets.

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

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

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

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

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

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

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

18

 

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

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

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

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

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

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

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

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

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

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

The following is a summary of the inputs used as of May 31, 2022 in valuing the fund’s investments:

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)

  

Investments in Securities:

  

Equity Securities - Common Stocks

539,433,830

-

 

-

539,433,830

 

Investment Companies

9,120,460

-

 

-

9,120,460

 

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

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

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

20

 

transactions are on an overnight and continuous basis. During the period ended May 31, 2022, BNY Mellon earned $21 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

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

(d) Risk: Certain events particular to the industries in which the fund’s investments conduct their operations, as well as general economic, political and public health conditions, may have a significant negative impact on the investee’s operations and profitability. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. The COVID-19 pandemic has had, and any other outbreak of an infectious disease or other serious public health concern could have, a significant negative impact on economic and market conditions and could trigger a prolonged period of global economic slowdown. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

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

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

As of and during the period ended May 31, 2022, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2022, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2021 was as follows: ordinary income $3,177,413 and long-term capital gains $7,416,923. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

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

22

 

The average amount of borrowings outstanding under the Facilities during the period ended May 31, 2022 was approximately $65,385 with a related weighted average annualized interest rate of 1.04%.

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

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .75% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has contractually agreed, from December 1, 2021 through March 31, 2023, to waive receipt of its fees and/or assume the direct expenses of the fund, so that the direct expenses of none of the classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed .90% of the value of the fund’s average daily net assets. On or after March 31, 2023, the Adviser may terminate this expense limitation at any time. The reduction in expenses, pursuant to the undertaking, amounted to $346 during the period ended May 31, 2022.

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

During the period ended May 31, 2022, the Distributor retained $11 from commissions earned on sales of the fund’s Class A shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. The Distributor may pay one or more Service Agents in respect of advertising, marketing and other distribution services, and determines the amounts, if any, to be paid to Service Agents and the basis on which such payments are made. During the period ended May 31, 2022, Class C shares were charged $115 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

the period ended May 31, 2022, Class A and Class C shares were charged $2,385 and $38, respectively, pursuant to the Shareholder Services Plan.

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

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

The fund compensates the Transfer Agent, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of Transfer Agent fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2022, the fund was charged $2,817 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates the Custodian under a custody agreement, for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2022, the fund was charged $6,008 pursuant to the custody agreement.

During the period ended May 31, 2022, the fund was charged $10,722 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees of $345,342, Distribution Plan fees of $17, Shareholder Services Plan fees of $356, Custodian fees of $3,910, Chief Compliance Officer fees of $4,162 and Transfer Agent fees of $952, which are offset against an expense reimbursement currently in effect in the amount of $77.

24

 

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

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended May 31, 2022, amounted to $36,649,342 and $140,396,753, respectively.

At May 31, 2022, accumulated net unrealized appreciation on investments was $276,019,346, consisting of $297,841,859 gross unrealized appreciation and $21,822,513 gross unrealized depreciation.

At May 31, 2022, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

25

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

Effective June 1, 2019, the fund adopted a liquidity risk management program (the “Liquidity Risk Management Program”) pursuant to the requirements of Rule 22e-4 under the Investment Company Act of 1940, as amended. Rule 22e-4 requires registered open-end funds, including mutual funds and exchange-traded funds but not money market funds, to establish liquidity risk management programs in order to effectively manage fund liquidity and shareholder redemptions. The rule is designed to mitigate the risk that a fund could not meet redemption requests without significantly diluting the interests of remaining investors.

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

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

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

Assessment of Program

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

During the period from January 1, 2021 to December 31, 2021, there were no material changes to the Program and no material liquidity events that impacted the fund. During the period, the fund held sufficient highly liquid assets to meet fund redemptions.

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

26

 

This page intentionally left blank.

27

 

This page intentionally left blank.

28

 

This page intentionally left blank.

29

 

For More Information

BNY Mellon U.S. Equity Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-Adviser

Walter Scott & Partners Limited
One Charlotte Square
Edinburgh, Scotland, UK

Custodian

The Bank of New York Mellon

240 Greenwich Street

New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.

240 Greenwich Street

New York, NY 10286

Distributor

BNY Mellon Securities Corporation

240 Greenwich Street

New York, NY 10286

  

Ticker Symbols:

Class A: DPUAX      Class C: DPUCX      Class I: DPUIX       Class Y: DPUYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

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

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

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

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

  

© 2022 BNY Mellon Securities Corporation
6011SA0522

 

 

 
 

 

 

Item 2.Code of Ethics.

Not applicable.

Item 3.Audit Committee Financial Expert.

Not applicable.

Item 4.Principal Accountant Fees and Services.

Not applicable.

Item 5.Audit Committee of Listed Registrants.

Not applicable.

Item 6.Investments.

(a)        Not applicable.

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

Not applicable.

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

Not applicable.

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

Not applicable.

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

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

Item 11.Controls and Procedures.

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

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

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

Not applicable.

Item 13.Exhibits.

(a)(1) Not applicable.

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

(a)(3) Not applicable.

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

 
 

 

SIGNATURES

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

BNY Mellon Strategic Funds, Inc.

By: /s/ David DiPetrillo

        David DiPetrillo

        President (Principal Executive Officer)

 

Date: July 21, 2022

 

 

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

 

By: /s/ David DiPetrillo

        David DiPetrillo

        President (Principal Executive Officer)

 

Date: July 21, 2022

 

 

By: /s/ James Windels

        James Windels

       Treasurer (Principal Financial Officer)

 

Date: July 21, 2022

 

 

 

 
 

EXHIBIT INDEX

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

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