N-CSRS 1 lp1.htm SEMI-ANNUAL REPORT lp1.htm - Generated by SEC Publisher for SEC Filing

 

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act file number

811-06325

 

 

 

BNY Mellon Midcap Index Fund, 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)

 

 

 

 

 

Bennett A. MacDougall, Esq.

240 Greenwich Street

New York, New York  10286

 

 

(Name and address of agent for service)

 

 

Registrant's telephone number, including area code: 

(212) 922-6400

 

 

Date of fiscal year end:

 

10/31

 

Date of reporting period:

04/30/2020

 

 

             

 

 

 

 


 

FORM N-CSR

Item 1.          Reports to Stockholders.

 


 

BNY Mellon Midcap Index Fund, Inc.

 

SEMIANNUAL REPORT

April 30, 2020

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.bnymellonim.com/us 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

T H E F U N D

   

                                    A Letter from the President of

 

BNY Mellon Investment Adviser, Inc.

2

Discussion of Fund Performance

3

Understanding Your Fund’s Expenses

6

                                    Comparing Your Fund’s Expenses

 

With Those of Other Funds

6

Statement of Investments

7

                                    Statement of Investments

 

in Affiliated Issuers

19

Statement of Futures

20

Statement of Assets and Liabilities

21

Statement of Operations

22

Statement of Changes in Net Assets

23

Financial Highlights

24

Notes to Financial Statements

26

                                     Information About the Renewal of

 

the Fund’s Management Agreement

35

F O R  M O R E  I N F O R M AT I O N

 

Back Cover

 

       
 


BNY Mellon Midcap Index Fund, Inc.

 

The Fund

A LETTER FROM THE PRESIDENT OF BNY MELLON INVESTMENT ADVISER, INC.

Dear Shareholder:

We are pleased to present this semiannual report for BNY Mellon Midcap Index Fund, Inc., covering the six-month period from November 1, 2019 through April 30, 2020. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

Stock markets performed well over the last several months of 2019. Accommodative policies from the U.S. Federal Reserve (the “Fed”), paired with healthy U.S. consumer spending, helped support valuations. Despite periodic investor concern regarding trade relations with China and global growth rates, the rally continued through the end of the calendar year, supported in part by a December announcement that the first phase of a trade deal with China was in process. U.S. equity markets reached new highs during the final months of 2019. However, the euphoria was short-lived, as concerns over the spread of COVID-19 and widespread quarantine roiled markets during the first several months of 2020; stocks posted historic losses in March 2020 but regained some ground in April.

In fixed-income markets, interest rates were heavily influenced by changes in Fed policy and investor concern over COVID-19. As stocks rallied in November and December 2019, Treasury bond prices declined, and rates across much of the yield curve rose until early in 2020, when the threat posed by COVID-19 began to emerge. A flight to quality ensued, and rates fell significantly. March 2020 brought high volatility and risk-asset spread widened. The Fed cut rates twice in March, and the government launched a large stimulus package. In April 2020, bond prices began to recover some of their prior losses.

The near-term outlook for the U.S. will be challenging, as the country continues to face COVID-19. However, we believe that once the economic effects have been mitigated, the economy will rebound. As always, we will monitor relevant data for signs of change. We encourage you to discuss the risks and opportunities in today’s investment environment with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,

Renee LaRoche-Morris
President
BNY Mellon Investment Adviser, Inc.

May 15, 2020

2

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from November 1, 2019 through April 30, 2020, as provided by Thomas J. Durante, CFA, Karen Q. Wong, CFA and Richard A. Brown, CFA, Portfolio Managers

Market and Fund Performance Overview

For the six-month period ended April 30, 2020, BNY Mellon Midcap Index Fund, Inc. Investor shares returned -15.24%, and its Class I shares produced a total return of -15.16%.1 In comparison, the S&P MidCap 400® Index (the “Index”), the fund’s benchmark, produced a total return of -15.02% for the same period.2,3

Mid-cap stocks fell during the reporting period, due largely to volatility brought on by the spread of COVID-19. The difference in returns between the fund and the Index during the reporting period was primarily the result of transaction costs and operating expenses that are not reflected in the Index’s results.

The Fund’s Investment Approach

The fund seeks to match the performance of the Index. To pursue its goal, the fund generally is fully invested in stocks included in the Index and in futures whose performance is tied to the Index. The fund generally invests in all 400 stocks in the Index, in proportion to their weighting in the Index.

The Index is an unmanaged index of 400 common stocks of medium-sized companies. S&P weights each company’s stock in the Index by its market capitalization (i.e., the share price times the number of shares outstanding), adjusted by the number of available float shares (i.e., those shares available to public investors). Companies included in the Index generally have market capitalizations ranging between approximately $2.4 billion and $8.2 billion, to the extent consistent with market conditions.

Geopolitics, Pandemic and Central Banks Influence Markets

Equity markets were affected by an array of geopolitical developments in late 2019, ranging from civil protests in Hong Kong to an impeachment inquiry against the U.S. president and the Brexit saga in the U.K. The continuing trade tensions between the U.S. and China remained an influencer of investor sentiment and equity market valuations early in the period. Alternating signs of progress and deterioration in the trade dispute occurred, although the year concluded with President Trump indicating that he would sign the first phase of a deal. Investor optimism helped fuel a rally that pushed U.S. equity indices to new record highs in December 2019.

Volatility reentered equity markets in January 2020, due to concerns over the spread of COVID-19 and the resulting economic implications. Although some indices hit new record highs in early February 2020, investor sentiment shifted later in the month, due to increasing

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

COVID-19 cases in the U.S. A sell-off began that accelerated through late March 2020, eliminating gains for many areas of the capital markets, and sending some equity indices into bear market territory. Asset valuations came under additional pressure from the Russia and Saudi Arabia oil conflict, which caused the price of oil to fall precipitously. The U.S. Federal Reserve (the “Fed”) cut the federal funds target rate twice in March 2020, in an effort to support the economy. Large numbers of people were laid off after several states ordered non-essential businesses closed. A landmark $2 trillion-dollar stimulus deal was signed on March 27th, in an effort to provide much needed cash to households and loans to small businesses. Markets stabilized, and many indices gained ground in April 2020.

In this environment, mid-cap stocks produced lower returns than their large-cap counterparts but outperformed small-cap equities.

Financials Stocks Weigh on the Market

In a falling rate environment, financials stocks struggled. Mid-sized banks were particularly hard hit, and several were downgraded during the period. Lower rates generally reduce the profitability of lending products. Insurance companies also came under pressure, as investors speculated over the possible extent of costs associated with COVID-19 claims. As people sheltered in place, real estate securities were also hit. Business, retail and college housing REITs were particularly affected as people stayed home. Within the consumer discretionary sector, hotels, restaurants and leisure, along with specialty retail, were the worst performing industries. People are generally not traveling for business or pleasure and are not currently using hotels. Restaurants are not allowing in-house dining. Consumer spending has shifted online, taking business away from more footfall-dependent, specialty retail businesses, particularly those without strong online presence.

There were spots of resilience within the mid-cap markets. The health care sector posted a positive return and led the Index for the period. Equipment and supplies companies, particularly those that produce diagnostic testing supplies, generally performed well. In addition, injectable medicines companies rose on technology innovation that was rolled out during the period. Remote body systems monitoring companies were able to benefit from an increase in demand, due to the shift to more medical care being provided through online applications. Of course, companies producing antibody tests for COVID-19 also rose during the period. Lastly, beer and pizza companies fared well within the consumer staples sector. The defensive nature of alcohol companies and the deliverability of pizza led to high demand for these products.

Replicating the Performance of the Index

Although we do not actively manage the fund’s investments in response to macroeconomic trends, it is worth noting that while the spread of COVID-19 and resulting economic implications continue to impact markets and the economy, the U.S. government and Fed

4

 

remain dedicated to support capital markets and the economy with various fiscal and monetary techniques. As always, we continue to monitor factors that affect the fund’s investments.

May 15, 2020

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

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

3 “Standard & Poor’s®,” “S&P®,” and “S&P MidCap 400®” are registered trademarks of Standard & Poor’s Financial Services LLC and have been licensed for use on behalf of the fund. The fund is not sponsored, endorsed, managed, advised, sold or promoted by Standard & Poor’s and its affiliates, and Standard & Poor’s and its affiliates make no representation regarding the advisability of investing in the fund.

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

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

The prices of mid-cap 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.

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

5

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) 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 Midcap Index Fund, Inc. from November 1, 2019 to April 30, 2020. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

         

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended April 30, 2020

 

 

 

 

 

 

 

 

Investor Shares

Class I

 

Expense paid per $1,000

$2.30

$1.15

 

Ending value (after expenses)

$847.60

$848.40

 

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 April 30, 2020

 

 

 

 

 

 

 

 

Investor Shares

Class I

 

Expense paid per $1,000

$2.51

$1.26

 

Ending value (after expenses)

$1,022.38

$1,023.62

 

Expenses are equal to the fund’s annualized expense ratio of .50% for Investor Shares and .25% for Class I, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period).

6

 

STATEMENT OF INVESTMENTS

April 30, 2020 (Unaudited)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.3%

         

Automobiles & Components - 1.5%

         

Adient

     

119,533

a

1,790,604

 

Dana

     

195,147

 

2,244,191

 

Delphi Technologies

     

113,413

a

1,132,996

 

Gentex

     

340,828

 

8,261,671

 

Lear

     

74,274

 

7,252,856

 

The Goodyear Tire & Rubber Company

     

311,363

 

2,232,473

 

Thor Industries

     

74,819

b

4,953,018

 

Visteon

     

37,355

a

2,252,507

 
       

30,120,316

 

Banks - 6.8%

         

Associated Banc-Corp

     

213,772

 

3,022,736

 

BancorpSouth Bank

     

129,821

 

2,841,782

 

Bank of Hawaii

     

54,143

 

3,691,470

 

Bank OZK

     

162,468

 

3,675,026

 

Cathay General Bancorp

     

101,518

 

2,834,383

 

CIT Group

     

128,112

 

2,431,566

 

Commerce Bancshares

     

139,739

b

8,550,629

 

Cullen/Frost Bankers

     

76,731

b

5,513,890

 

East West Bancorp

     

196,127

 

6,878,174

 

F.N.B.

     

436,699

 

3,532,895

 

First Financial Bankshares

     

184,252

 

5,131,418

 

First Horizon National

     

418,323

b

3,798,373

 

Fulton Financial

     

223,527

 

2,613,031

 

Hancock Whitney

     

116,800

 

2,442,288

 

Home BancShares

     

208,311

 

3,193,408

 

International Bancshares

     

76,927

 

2,230,114

 

New York Community Bancorp

     

629,399

 

6,835,273

 

PacWest Bancorp

     

162,206

 

3,283,049

 

Pinnacle Financial Partners

     

97,536

 

3,925,824

 

Prosperity Bancshares

     

127,167

 

7,621,118

 

Signature Bank

     

72,731

 

7,795,309

 

Sterling Bancorp

     

271,197

 

3,343,859

 

Synovus Financial

     

197,098

 

4,141,029

 

TCF Financial

     

206,874

 

6,142,089

 

Texas Capital Bancshares

     

67,364

a

1,871,372

 

Trustmark

     

85,961

 

2,287,422

 

UMB Financial

     

58,447

 

2,971,445

 

Umpqua Holdings

     

295,978

 

3,707,124

 

United Bankshares

     

138,592

b

4,152,216

 

Valley National Bancorp

     

530,850

 

4,437,906

 

Washington Federal

     

106,769

 

2,855,003

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

         

Banks - 6.8% (continued)

         

Webster Financial

     

123,679

 

3,493,932

 

Wintrust Financial

     

76,630

 

3,210,797

 
       

134,455,950

 

Capital Goods - 11.1%

         

Acuity Brands

     

53,733

 

4,652,740

 

AECOM

     

211,604

a

7,672,761

 

AGCO

     

84,986

 

4,490,660

 

Axon Enterprise

     

80,553

a

5,857,009

 

Carlisle

     

76,373

 

9,238,078

 

Colfax

     

113,801

a,b

2,934,928

 

Crane

     

68,534

 

3,731,676

 

Curtiss-Wright

     

57,566

 

5,966,716

 

Donaldson

     

170,479

 

7,472,095

 

Dycom Industries

     

42,480

a,b

1,384,848

 

EMCOR Group

     

76,162

 

4,838,572

 

EnerSys

     

57,657

 

3,366,592

 

Fluor

     

188,828

b

2,209,288

 

GATX

     

47,084

b

2,792,081

 

Generac Holdings

     

84,267

a

8,210,976

 

Graco

     

224,783

 

10,038,809

 

Hubbell

     

73,285

 

9,118,853

 

ITT

     

119,028

 

6,275,156

 

Kennametal

     

112,799

 

2,888,782

 

Lennox International

     

47,246

 

8,819,883

 

Lincoln Electric Holdings

     

82,347

 

6,629,757

 

MasTec

     

80,907

a,b

2,904,561

 

Mercury Systems

     

74,792

a

6,668,455

 

MSC Industrial Direct, Cl. A

     

61,028

 

3,639,710

 

Nordson

     

68,969

 

11,097,802

 

NOW

     

142,495

a,b

879,194

 

nVent Electric

     

209,208

 

3,901,729

 

Oshkosh

     

91,643

 

6,188,652

 

Owens Corning

     

146,704

 

6,361,085

 

Regal Beloit

     

55,472

 

3,939,067

 

Resideo Technologies

     

164,267

a

842,690

 

Teledyne Technologies

     

49,336

a

16,067,255

 

Terex

     

86,923

 

1,320,360

 

The Timken Company

     

91,081

 

3,422,824

 

The Toro Company

     

143,656

 

9,166,689

 

Trex

     

78,585

a,b

7,482,864

 

Trinity Industries

     

133,436

 

2,573,980

 

Valmont Industries

     

29,360

 

3,442,166

 

Watsco

     

43,971

 

7,078,891

 

8

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

         

Capital Goods - 11.1% (continued)

         

Woodward

     

76,453

 

4,629,994

 
       

220,198,228

 

Commercial & Professional Services - 2.8%

         

ASGN

     

71,931

a

3,341,195

 

Clean Harbors

     

69,027

a

3,688,113

 

CoreLogic

     

107,776

 

4,140,754

 

Deluxe

     

57,023

 

1,606,338

 

FTI Consulting

     

50,675

a

6,453,968

 

Healthcare Services Group

     

100,150

b

2,552,824

 

Herman Miller

     

80,982

 

1,825,334

 

HNI

     

57,900

 

1,409,286

 

Insperity

     

51,053

 

2,435,739

 

KAR Auction Services

     

175,164

b

2,623,957

 

Manpowergroup

     

79,502

 

5,902,228

 

MSA Safety

     

48,019

 

5,403,578

 

Stericycle

     

123,682

a,b

6,035,682

 

Tetra Tech

     

73,610

 

5,541,361

 

The Brink's Company

     

67,221

 

3,436,338

 
       

56,396,695

 

Consumer Durables & Apparel - 2.7%

         

Brunswick

     

110,600

 

5,277,832

 

Carter's

     

59,869

b

4,681,756

 

Columbia Sportswear

     

39,009

b

2,843,366

 

Deckers Outdoor

     

37,960

a

5,646,930

 

Helen of Troy

     

34,132

a

5,607,205

 

KB Home

     

116,620

 

3,060,109

 

Mattel

     

470,092

a,b

4,099,202

 

Polaris

     

77,512

 

5,497,926

 

Skechers USA, Cl. A

     

181,616

a

5,117,939

 

Taylor Morrison Home

     

177,126

a

2,577,183

 

Tempur Sealy International

     

61,018

a

3,279,718

 

Toll Brothers

     

162,322

 

3,898,974

 

TRI Pointe Group

     

187,891

a

2,156,989

 
       

53,745,129

 

Consumer Services - 5.1%

         

Adtalem Global Education

     

72,897

a

2,315,938

 

Boyd Gaming

     

108,349

 

1,808,345

 

Brinker International

     

49,115

b

1,143,397

 

Caesars Entertainment

     

751,752

a

7,261,924

 

Choice Hotels International

     

43,008

b

3,227,750

 

Churchill Downs

     

48,076

 

4,818,177

 

Cracker Barrel Old Country Store

     

32,562

b

3,171,539

 

Domino's Pizza

     

52,151

 

18,875,011

 

9

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

         

Consumer Services - 5.1% (continued)

         

Dunkin' Brands Group

     

111,576

 

7,011,436

 

Eldorado Resorts

     

88,388

a,b

1,895,039

 

Graham Holdings, Cl. B

     

5,914

 

2,306,519

 

Grand Canyon Education

     

64,913

a

5,583,816

 

Jack in the Box

     

31,898

b

1,923,449

 

Marriott Vacations Worldwide

     

50,320

 

4,176,560

 

Papa John's International

     

29,766

b

2,140,771

 

Penn National Gaming

     

145,823

a,b

2,598,566

 

Scientific Games

     

75,559

a,b

952,799

 

Service Corp. International

     

246,319

 

9,049,760

 

Six Flags Entertainment

     

106,469

 

2,130,445

 

Texas Roadhouse

     

87,833

 

4,136,056

 

The Cheesecake Factory

     

54,275

b

1,209,790

 

The Wendy's Company

     

247,936

 

4,924,009

 

WW International

     

61,691

a

1,573,737

 

Wyndham Destinations

     

121,701

 

3,111,895

 

Wyndham Hotels & Resorts

     

129,036

 

4,865,948

 
       

102,212,676

 

Diversified Financials - 3.7%

         

Affiliated Managers Group

     

66,345

b

4,641,496

 

Eaton Vance

     

152,512

 

5,597,190

 

Evercore, Cl. A

     

53,266

 

2,748,526

 

FactSet Research Systems

     

51,318

b

14,112,450

 

Federated Hermes

     

129,988

 

2,959,827

 

FirstCash

     

57,868

 

4,157,237

 

Interactive Brokers Group, Cl. A

     

104,093

b

4,267,813

 

Janus Henderson Group

     

209,060

b

3,742,174

 

Jefferies Financial Group

     

324,280

 

4,449,122

 

Legg Mason

     

110,726

 

5,517,477

 

LendingTree

     

10,262

a,b

2,559,035

 

Navient

     

226,652

 

1,727,088

 

SEI Investments

     

170,065

 

8,666,512

 

SLM

     

572,231

b

4,772,407

 

Stifel Financial

     

92,673

 

4,103,560

 
       

74,021,914

 

Energy - 1.5%

         

Antero Midstream

     

400,438

b

1,902,081

 

Apergy

     

102,287

a

942,063

 

Cimarex Energy

     

136,711

 

3,475,194

 

CNX Resources

     

250,133

a

2,651,410

 

EQT

     

346,896

 

5,061,213

 

Equitrans Midstream

     

278,911

b

2,337,274

 

Matador Resources

     

145,569

a,b

1,024,806

 

10

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

         

Energy - 1.5% (continued)

         

Murphy Oil

     

204,120

b

2,420,863

 

Patterson-UTI Energy

     

269,623

b

994,909

 

PBF Energy, Cl. A

     

134,796

 

1,536,674

 

Transocean

     

761,825

a,b

975,136

 

World Fuel Services

     

87,392

 

2,184,800

 

WPX Energy

     

565,742

a

3,467,998

 
       

28,974,421

 

Food & Staples Retailing - .8%

         

BJ's Wholesale Club Holdings

     

165,661

a,b

4,358,541

 

Casey's General Stores

     

49,547

 

7,501,911

 

Sprouts Farmers Market

     

158,730

a

3,298,409

 
       

15,158,861

 

Food, Beverage & Tobacco - 2.4%

         

Darling Ingredients

     

220,477

a

4,539,621

 

Flowers Foods

     

261,269

 

5,821,073

 

Ingredion

     

89,927

 

7,302,072

 

Lancaster Colony

     

26,822

 

3,611,046

 

Pilgrim's Pride

     

71,729

a

1,578,038

 

Post Holdings

     

89,546

a

8,224,800

 

Sanderson Farms

     

26,709

b

3,636,163

 

The Boston Beer Company, Cl. A

     

12,504

a,b

5,833,241

 

The Hain Celestial Group

     

109,416

a

2,827,309

 

Tootsie Roll Industries

     

23,542

b

827,030

 

TreeHouse Foods

     

76,180

a

3,940,791

 
       

48,141,184

 

Health Care Equipment & Services - 7.4%

         

Acadia Healthcare

     

119,856

a,b

2,877,743

 

Allscripts Healthcare Solutions

     

215,688

a,b

1,401,972

 

Amedisys

     

43,454

a

8,002,489

 

Avanos Medical

     

64,722

a

2,009,618

 

Cantel Medical

     

49,887

b

1,845,819

 

Chemed

     

21,573

 

8,986,665

 

Encompass Health

     

132,862

 

8,802,107

 

Globus Medical, Cl. A

     

103,701

a

4,921,649

 

Haemonetics

     

68,276

a

7,768,443

 

HealthEquity

     

96,132

a

5,409,348

 

Hill-Rom Holdings

     

89,978

 

10,121,625

 

ICU Medical

     

26,092

a

5,722,237

 

Integra LifeSciences Holdings

     

96,669

a

4,934,952

 

LHC Group

     

39,904

a

5,187,121

 

LivaNova

     

65,029

a

3,454,340

 

Masimo

     

66,351

a

14,193,142

 

MEDNAX

     

115,231

a

1,673,154

 

11

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

         

Health Care Equipment & Services - 7.4% (continued)

         

Molina Healthcare

     

84,799

a

13,904,492

 

NuVasive

     

70,032

a

4,263,548

 

Patterson Companies

     

115,393

b

2,109,384

 

Penumbra

     

43,268

a,b

7,672,282

 

Tenet Healthcare

     

140,642

a

2,838,156

 

West Pharmaceutical Services

     

99,793

 

18,886,823

 
       

146,987,109

 

Household & Personal Products - .4%

         

Edgewell Personal Care

     

73,160

a

2,019,948

 

Energizer Holdings

     

86,436

b

3,367,547

 

Nu Skin Enterprises, Cl. A

     

76,105

 

2,223,027

 
       

7,610,522

 

Insurance - 4.8%

         

Alleghany

     

19,400

 

10,353,974

 

American Financial Group

     

100,801

 

6,677,058

 

Brighthouse Financial

     

146,923

a

3,777,390

 

Brown & Brown

     

315,222

 

11,319,622

 

CNO Financial Group

     

205,891

 

2,894,827

 

First American Financial

     

151,305

 

6,978,187

 

Genworth Financial, Cl. A

     

684,669

a

2,485,348

 

Kemper

     

85,026

 

5,715,448

 

Mercury General

     

37,175

 

1,522,688

 

Old Republic International

     

387,340

 

6,178,073

 

Primerica

     

56,124

 

5,831,845

 

Reinsurance Group of America

     

84,370

 

8,831,852

 

RenaissanceRe Holdings

     

59,506

 

8,688,471

 

RLI

     

53,693

 

3,910,461

 

Selective Insurance Group

     

80,528

 

4,036,869

 

The Hanover Insurance Group

     

53,447

 

5,365,010

 
       

94,567,123

 

Materials - 5.9%

         

Allegheny Technologies

     

170,717

a

1,282,085

 

AptarGroup

     

86,145

 

9,224,407

 

Ashland Global Holdings

     

81,135

 

5,005,218

 

Cabot

     

77,483

 

2,625,899

 

Carpenter Technology

     

64,478

 

1,429,477

 

Commercial Metals

     

161,570

 

2,575,426

 

Compass Minerals International

     

45,306

b

2,227,243

 

Domtar

     

77,604

 

1,812,829

 

Eagle Materials

     

56,362

 

3,438,646

 

Greif, Cl. A

     

34,723

 

1,176,762

 

Ingevity

     

55,993

a

2,907,157

 

Louisiana-Pacific

     

160,044

 

3,200,880

 

12

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

         

Materials - 5.9% (continued)

         

Minerals Technologies

     

47,265

 

2,081,551

 

NewMarket

     

10,010

 

4,118,514

 

O-I Glass

     

217,721

 

1,794,021

 

Olin

     

217,768

b

2,907,203

 

PolyOne

     

120,996

 

2,817,997

 

Reliance Steel & Aluminum

     

89,807

 

8,044,911

 

Royal Gold

     

88,416

 

10,833,612

 

RPM International

     

174,811

 

11,609,199

 

Sensient Technologies

     

56,726

 

2,710,936

 

Silgan Holdings

     

104,203

 

3,595,003

 

Sonoco Products

     

134,798

 

6,583,534

 

Steel Dynamics

     

290,203

 

7,043,227

 

The Chemours Company

     

222,408

b

2,608,846

 

The Scotts Miracle-Gro Company

     

53,357

 

6,617,869

 

United States Steel

     

232,735

b

1,787,405

 

Valvoline

     

253,409

 

4,356,101

 

Worthington Industries

     

50,427

 

1,333,290

 
       

117,749,248

 

Media & Entertainment - 1.8%

         

AMC Networks, Cl. A

     

60,358

a,b

1,439,538

 

Cable One

     

6,796

 

12,999,797

 

Cinemark Holdings

     

142,400

 

2,033,472

 

John Wiley & Sons, Cl. A

     

59,093

 

2,218,942

 

TEGNA

     

291,291

b

3,122,640

 

The New York Times Company, Cl. A

     

195,128

b

6,345,563

 

TripAdvisor

     

140,863

a

2,813,034

 

World Wrestling Entertainment, Cl. A

     

63,655

b

2,830,738

 

Yelp

     

85,141

a

1,902,901

 
       

35,706,625

 

Pharmaceuticals Biotechnology & Life Sciences - 5.0%

         

Arrowhead Pharmaceuticals

     

135,831

a,b

4,676,661

 

Bio-Rad Laboratories, Cl. A

     

29,215

a

12,857,521

 

Bio-Techne

     

51,369

 

11,558,025

 

Catalent

     

209,267

a

14,470,813

 

Charles River Laboratories International

     

65,815

a

9,521,456

 

Exelixis

     

409,528

a

10,113,294

 

Ligand Pharmaceuticals

     

22,300

a,b

2,198,111

 

Nektar Therapeutics

     

238,632

a,b

4,581,734

 

PRA Health Sciences

     

85,212

a

8,222,958

 

Prestige Consumer Healthcare

     

67,350

a

2,740,472

 

Repligen

     

63,106

a,b

7,329,762

 

Syneos Health

     

84,441

a,b

4,710,963

 

13

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

         

Pharmaceuticals Biotechnology & Life Sciences - 5.0% (continued)

         

United Therapeutics

     

59,172

a

6,482,884

 
       

99,464,654

 

Real Estate - 9.3%

         

American Campus Communities

     

185,365

c

6,541,531

 

Brixmor Property Group

     

400,917

c

4,590,500

 

Camden Property Trust

     

130,528

c

11,495,601

 

CoreCivic

     

160,703

c

2,108,423

 

CoreSite Realty

     

51,156

c

6,199,596

 

Corporate Office Properties Trust

     

150,655

c

3,980,305

 

Cousins Properties

     

197,910

b,c

5,970,945

 

CyrusOne

     

152,578

c

10,703,347

 

Diversified Healthcare Trust

     

319,769

c

994,482

 

Douglas Emmett

     

221,971

c

6,767,896

 

EastGroup Properties

     

52,121

c

5,524,826

 

EPR Properties

     

106,115

c

3,121,903

 

First Industrial Realty Trust

     

170,944

c

6,456,555

 

Healthcare Realty Trust

     

181,466

b,c

5,333,286

 

Highwoods Properties

     

139,822

c

5,426,492

 

JBG SMITH Properties

     

159,086

b,c

5,400,970

 

Jones Lang LaSalle

     

69,418

 

7,329,152

 

Kilroy Realty

     

131,402

c

8,181,089

 

Lamar Advertising, Cl. A

     

116,051

c

6,690,340

 

Life Storage

     

62,895

c

5,508,973

 

Mack-Cali Realty

     

122,970

c

1,990,884

 

Medical Properties Trust

     

697,536

c

11,955,767

 

National Retail Properties

     

231,188

c

7,545,976

 

Omega Healthcare Investors

     

294,400

c

8,581,760

 

Park Hotels & Resorts

     

321,135

b,c

3,053,994

 

Pebblebrook Hotel Trust

     

174,980

b,c

2,071,763

 

Potlatchdeltic

     

90,983

c

3,194,413

 

PS Business Parks

     

27,134

c

3,502,728

 

Rayonier

     

175,306

c

4,212,603

 

Sabra Health Care REIT

     

275,863

c

3,536,564

 

Service Properties Trust

     

222,350

c

1,540,886

 

Spirit Realty Capital

     

134,099

c

4,124,885

 

Taubman Centers

     

82,928

c

3,574,197

 

The GEO Group

     

164,863

c

2,090,463

 

The Macerich Company

     

148,756

b,c

1,111,207

 

Urban Edge Properties

     

154,070

c

1,771,805

 

Weingarten Realty Investors

     

162,190

c

2,950,236

 
       

185,136,343

 

14

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

         

Retailing - 3.6%

         

Aaron's

     

91,288

 

2,913,000

 

American Eagle Outfitters

     

212,454

b

1,689,009

 

AutoNation

     

78,980

a,b

2,941,215

 

Bed Bath & Beyond

     

172,849

b

1,069,935

 

Dick's Sporting Goods

     

85,183

 

2,503,528

 

Dillard's, Cl. A

     

14,140

b

416,847

 

Etsy

     

159,706

a

10,360,128

 

Five Below

     

75,125

a,b

6,773,270

 

Foot Locker

     

143,909

 

3,688,388

 

Grubhub

     

124,084

a,b

5,929,974

 

Murphy USA

     

39,206

a

4,187,201

 

Ollie's Bargain Outlet Holdings

     

74,158

a,b

5,036,070

 

Pool

     

53,971

 

11,423,502

 

RH

     

21,944

a,b

3,155,108

 

Sally Beauty Holdings

     

154,664

a,b

1,501,787

 

Urban Outfitters

     

95,596

a,b

1,657,635

 

Williams-Sonoma

     

105,313

b

6,512,556

 
       

71,759,153

 

Semiconductors & Semiconductor Equipment - 4.4%

         

Cabot Microelectronics

     

39,189

 

4,802,220

 

Cirrus Logic

     

78,432

a

5,929,459

 

Cree

     

146,139

a,b

6,302,975

 

Enphase Energy

     

105,021

a

4,918,133

 

First Solar

     

102,899

a,b

4,528,585

 

MKS Instruments

     

73,431

 

7,359,989

 

Monolithic Power Systems

     

54,452

 

10,885,499

 

Semtech

     

89,084

a

4,030,160

 

Silicon Laboratories

     

58,849

a

5,721,300

 

SolarEdge Technologies

     

65,486

a,b

7,307,583

 

Synaptics

     

44,906

a

2,936,403

 

Teradyne

     

226,648

 

14,174,566

 

Universal Display

     

57,130

 

8,576,356

 
       

87,473,228

 

Software & Services - 6.7%

         

ACI Worldwide

     

156,710

a

4,293,854

 

Blackbaud

     

66,118

 

3,653,681

 

CACI International, Cl. A

     

33,740

a

8,439,724

 

CDK Global

     

164,764

 

6,471,930

 

Ceridian HCM Holding

     

135,775

a

8,006,652

 

Commvault Systems

     

56,392

a

2,407,374

 

Fair Isaac

     

39,161

a

13,821,483

 

j2 Global

     

62,359

a,b

5,028,630

 

KBR

     

190,535

 

3,860,239

 

15

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

         

Software & Services - 6.7% (continued)

         

Liveramp Holdings

     

91,646

a

3,469,718

 

LogMeIn

     

66,246

 

5,661,383

 

Manhattan Associates

     

86,680

a

6,149,079

 

MAXIMUS

     

86,826

 

5,845,126

 

Paylocity Holding

     

47,490

a

5,439,030

 

Perspecta

     

184,901

 

3,988,315

 

PTC

     

140,078

a

9,700,401

 

Sabre

     

372,802

 

2,710,271

 

Science Applications International

     

66,577

 

5,436,678

 

Teradata

     

151,247

a

3,719,164

 

Tyler Technologies

     

52,575

a

16,860,277

 

WEX

     

58,317

a

7,716,505

 
       

132,679,514

 

Technology Hardware & Equipment - 5.3%

         

Arrow Electronics

     

109,683

a

6,901,254

 

Avnet

     

136,815

 

4,107,186

 

Belden

     

53,208

 

1,819,182

 

Ciena

     

208,474

a

9,641,922

 

Cognex

     

231,085

 

12,765,135

 

Coherent

     

32,723

a

4,184,290

 

II-VI

     

117,307

a,b

4,037,707

 

InterDigital

     

42,245

 

2,440,494

 

Jabil

     

187,176

 

5,323,285

 

Littelfuse

     

33,029

 

4,797,132

 

Lumentum Holdings

     

104,017

a

8,416,015

 

National Instruments

     

160,094

 

6,150,811

 

NCR

     

171,507

a

3,519,324

 

NETSCOUT Systems

     

89,009

a

2,356,958

 

SYNNEX

     

55,013

 

4,816,938

 

Tech Data

     

47,700

a

6,708,528

 

Trimble

     

335,843

a

11,630,243

 

Viasat

     

77,492

a

3,285,661

 

Vishay Intertechnology

     

179,042

 

2,970,307

 
       

105,872,372

 

Telecommunication Services - .1%

         

Telephone & Data Systems

     

133,022

 

2,609,892

 

Transportation - 1.7%

         

Avis Budget Group

     

75,264

a,b

1,240,351

 

JetBlue Airways

     

388,091

a

3,780,006

 

Kirby

     

81,246

a

4,340,161

 

Knight-Swift Transportation Holdings

     

165,735

b

6,162,027

 

Landstar System

     

53,549

 

5,532,147

 

Ryder System

     

71,269

 

2,522,923

 

16

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

         

Transportation - 1.7% (continued)

         

Werner Enterprises

     

59,320

b

2,379,918

 

XPO Logistics

     

124,357

a,b

8,299,586

 
       

34,257,119

 

Utilities - 4.5%

         

ALLETE

     

70,028

 

4,030,812

 

Black Hills

     

83,386

 

5,164,929

 

Essential Utilities

     

291,852

b

12,196,495

 

Hawaiian Electric Industries

     

147,909

b

5,837,968

 

IDACORP

     

67,857

 

6,227,915

 

MDU Resources Group

     

271,981

 

6,108,693

 

National Fuel Gas

     

117,098

 

4,801,018

 

New Jersey Resources

     

129,469

 

4,373,463

 

NorthWestern

     

68,384

 

3,945,073

 

OGE Energy

     

269,711

 

8,501,291

 

ONE Gas

     

71,583

 

5,705,881

 

PNM Resources

     

108,015

 

4,373,527

 

Southwest Gas Holdings

     

73,662

b

5,583,580

 

Spire

     

69,161

 

5,045,987

 

UGI

     

281,617

 

8,499,201

 
       

90,395,833

 

Total Common Stocks (cost $1,599,470,472)

     

1,975,694,109

 
       

Principal Amount ($)

     

Short-Term Investments - .1%

         

U.S. Treasury Bills - .1%

         

0.14%, 2/25/21
(cost $2,212,424)

     

2,215,000

d,e

2,212,277

 
   

1-Day
Yield (%)

         

Investment Companies - .2%

         

Registered Investment Companies - .2%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund
(cost $4,863,136)

 

0.33

 

4,863,136

f

4,863,136

 

17

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment of Cash Collateral for Securities Loaned - 1.1%

         

Registered Investment Companies - 1.1%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund
(cost $21,140,104)

 

0.33

 

21,140,104

f

21,140,104

 

Total Investments (cost $1,627,686,136)

 

100.7%

 

2,003,909,626

 

Liabilities, Less Cash and Receivables

 

(.7%)

 

(14,086,528)

 

Net Assets

 

100.0%

 

1,989,823,098

 

REIT—Real Estate Investment Trust
a Non-income producing security.
b Security, or portion thereof, on loan. At April 30, 2020, the value of the fund’s securities on loan was $211,259,895 and the value of the collateral was $225,768,232, consisting of cash collateral of $21,140,104 and U.S. Government & Agency securities valued at $204,628,128.
c Investment in real estate investment trust within the United States.
d Held by a counterparty for open exchange traded derivative contracts.
e Security is a discount security. Income is recognized through the accretion of discount.
f 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

16.4

Industrials

15.6

Financials

15.2

Consumer Discretionary

13.0

Health Care

12.4

Real Estate

9.3

Materials

5.9

Utilities

4.5

Consumer Staples

3.6

Communication Services

1.9

Energy

1.5

Investment Companies

1.3

Government

.1

 

100.7

 Based on net assets.
See notes to financial statements.

18

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS (Unaudited)

             

Investment Companies

Value
10/31/19 ($)

Purchases ($)

Sales ($)

Value
4/30/20 ($)

Net
Assets (%)

Dividends/
Distributions ($)

Registered Investment
Companies:

     

Dreyfus Institutional Preferred Government Plus Money Market Fund

11,652,384

331,683,416

(338,472,664)

4,863,136

.2

121,476

Investment of Cash
Collateral for Securities
Loaned:

     

Dreyfus Institutional Preferred Government Plus Money Market Fund

40,453,746

67,883,078

(87,196,720)

21,140,104

1.1

-

Total

52,106,130

399,566,494

(425,669,384)

26,003,240

1.3

121,476

See notes to financial statements.

19

 

STATEMENT OF FUTURES

April 30, 2020 (Unaudited)

             

Description

Number of
Contracts

Expiration

Notional
Value ($)

Value ($)

Unrealized Appreciation ($)

 

Futures Long

   

Standard & Poor's Midcap 400 E-mini

99

6/19/2020

15,788,463

16,248,870

460,407

 

Gross Unrealized Appreciation

 

460,407

 

See notes to financial statements.

20

 

STATEMENT OF ASSETS AND LIABILITIES

April 30, 2020 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $211,259,895)—Note 1(c):

 

 

 

Unaffiliated issuers

1,601,682,896

 

1,977,906,386

 

Affiliated issuers

 

26,003,240

 

26,003,240

 

Cash

 

 

 

 

641,953

 

Receivable for investment securities sold

 

18,397,632

 

Receivable for shares of Common Stock subscribed

 

1,487,521

 

Dividends and securities lending income receivable

 

1,005,798

 

Prepaid expenses

 

 

 

 

45

 

 

 

 

 

 

2,025,442,575

 

Liabilities ($):

 

 

 

 

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

 

620,719

 

Liability for securities on loan—Note 1(c)

 

21,140,104

 

Payable for investment securities purchased

 

10,357,011

 

Payable for shares of Common Stock redeemed

 

2,801,571

 

Payable for futures variation margin—Note 4

 

654,995

 

Directors’ fees and expenses payable

 

44,488

 

Interest payable—Note 2

 

589

 

 

 

 

 

 

35,619,477

 

Net Assets ($)

 

 

1,989,823,098

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

1,506,071,131

 

Total distributable earnings (loss)

 

 

 

 

483,751,967

 

Net Assets ($)

 

 

1,989,823,098

 

       

Net Asset Value Per Share

Investor Shares

Class I

 

Net Assets ($)

1,421,849,762

567,973,336

 

Shares Outstanding

54,500,518

21,849,246

 

Net Asset Value Per Share ($)

26.09

26.00

 

 

 

 

 

See notes to financial statements.

 

 

 

21

 

STATEMENT OF OPERATIONS

Six Months Ended April 30, 2020 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $2,396 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

23,133,632

 

Affiliated issuers

 

 

121,476

 

Income from securities lending—Note 1(c)

 

 

347,973

 

Interest

 

 

41,258

 

Total Income

 

 

23,644,339

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

3,037,969

 

Shareholder servicing costs—Note 3(b)

 

 

2,159,952

 

Directors’ fees—Note 3(a,c)

 

 

141,300

 

Loan commitment fees—Note 2

 

 

24,470

 

Interest expense—Note 2

 

 

589

 

Total Expenses

 

 

5,364,280

 

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

 

 

(141,300)

 

Net Expenses

 

 

5,222,980

 

Investment Income—Net

 

 

18,421,359

 

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

 

 

Net realized gain (loss) on investments

126,459,461

 

Net realized gain (loss) on futures

(5,093,778)

 

Net Realized Gain (Loss)

 

 

121,365,683

 

Net change in unrealized appreciation (depreciation) on investments

(514,596,406)

 

Net change in unrealized appreciation (depreciation) on futures

251,505

 

Net Change in Unrealized Appreciation (Depreciation)

 

 

(514,344,901)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(392,979,218)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(374,557,859)

 

 

 

 

 

 

 

 

See notes to financial statements.

         

22

 

STATEMENT OF CHANGES IN NET ASSETS

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
April 30, 2020 (Unaudited)

 

Year Ended
October 31, 2019

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

18,421,359

 

 

 

37,051,583

 

Net realized gain (loss) on investments

 

121,365,683

 

 

 

247,223,893

 

Net change in unrealized appreciation
(depreciation) on investments

 

(514,344,901)

 

 

 

(72,617,980)

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(374,557,859)

 

 

 

211,657,496

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Investor Shares

 

 

(194,638,214)

 

 

 

(244,574,349)

 

Class I

 

 

(81,299,384)

 

 

 

(108,705,932)

 

Total Distributions

 

 

(275,937,598)

 

 

 

(353,280,281)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Investor Shares

 

 

98,865,260

 

 

 

256,644,043

 

Class I

 

 

113,029,057

 

 

 

177,856,734

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Investor Shares

 

 

189,969,095

 

 

 

239,293,099

 

Class I

 

 

41,048,264

 

 

 

54,360,648

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Investor Shares

 

 

(347,954,045)

 

 

 

(662,985,612)

 

Class I

 

 

(198,024,314)

 

 

 

(483,237,429)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

(103,066,683)

 

 

 

(418,068,517)

 

Total Increase (Decrease) in Net Assets

(753,562,140)

 

 

 

(559,691,302)

 

Net Assets ($):

 

Beginning of Period

 

 

2,743,385,238

 

 

 

3,303,076,540

 

End of Period

 

 

1,989,823,098

 

 

 

2,743,385,238

 

Capital Share Transactions (Shares):

 

Investor Sharesa

 

 

 

 

 

 

 

 

Shares sold

 

 

3,559,779

 

 

 

7,777,767

 

Shares issued for distributions reinvested

 

 

5,842,156

 

 

 

8,423,823

 

Shares redeemed

 

 

(11,753,974)

 

 

 

(20,116,492)

 

Net Increase (Decrease) in Shares Outstanding

(2,352,039)

 

 

 

(3,914,902)

 

Class Ia

 

 

 

 

 

 

 

 

Shares sold

 

 

4,275,949

 

 

 

5,505,556

 

Shares issued for distributions reinvested

 

 

1,268,434

 

 

 

1,921,187

 

Shares redeemed

 

 

(7,260,129)

 

 

 

(14,807,228)

 

Net Increase (Decrease) in Shares Outstanding

(1,715,746)

 

 

 

(7,380,485)

 

 

 

 

 

 

 

 

 

 

 

aDuring the period ended April 30, 2020, 7,776 Class I shares representing $179,729 were exchanged for 7,744 Investor shares and during the period ended October 31, 2019, 27,964 Class I shares representing $957,373 were exchanged for 27,900 Investor shares.

 

See notes to financial statements.

               

23

 

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. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been derived from the fund’s financial statements.

                   
         

Six Months Ended

 

April 30, 2020

Year Ended October 31,

Investor Shares

(Unaudited)

2019

2018

2017

2016a

2015

Per Share Data ($):

           

Net asset value,
beginning of period

34.13

36.02

39.03

35.17

37.70

39.13

Investment Operations:

           

Investment income—netb

.22

.40

.42

.32

.42

.39

Net realized and unrealized
gain (loss) on investments

(4.73)

1.82

(.11)

7.30

1.45

.81

Total from Investment
Operations

(4.51)

2.22

.31

7.62

1.87

1.20

Distributions:

           

Dividends from investment
income—net

(.43)

(.44)

(.35)

(.38)

(.43)

(.40)

Dividends from net realized
gain on investments

(3.10)

(3.67)

(2.97)

(3.38)

(3.97)

(2.23)

Total Distributions

(3.53)

(4.11)

(3.32)

(3.76)

(4.40)

(2.63)

Net asset value, end of period

26.09

34.13

36.02

39.03

35.17

37.70

Total Return (%)

(15.24)c

8.48

.52

22.89

5.79

2.98

Ratios/Supplemental Data (%):

         

Ratio of total expenses
to average net assets

.51d

.51

.51

.51

.51

.51

Ratio of net expenses
to average net assets

.50d

.50

.50

.50

.50

.50

Ratio of net investment income
to average net assets

1.44d

1.19

1.09

.88

1.23

1.00

Portfolio Turnover Rate

6.30c

15.37

15.73

24.48

21.68

19.45

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

1,421,850

1,940,533

2,189,027

2,711,092

3,191,813

3,303,416

a On August 31, 2016, the fund redesignated existing shares as Investor shares.
b Based on average shares outstanding.
c Not annualized.
d Annualized.
See notes to financial statements.

24

 

                 
         

Six Months Ended

       

April 30, 2020

Year Ended October 31,

Class I Shares

(Unaudited)

2019

2018

2017

2016a

Per Share Data ($):

           

Net asset value, beginning of period

 

34.07

36.00

39.01

35.18

36.39

Investment Operations:

           

Investment income—netb

 

.26

.48

.50

.42

.02

Net realized and unrealized
gain (loss) on investments

 

(4.71)

1.81

(.08)

7.28

(1.23)

Total from Investment Operations

 

(4.45)

2.29

.42

7.70

(1.21)

Distributions:

           

Dividends from investment
income—net

 

(.52)

(.55)

(.46)

(.49)

-

Dividends from net realized
gain on investments

 

(3.10)

(3.67)

(2.97)

(3.38)

-

Total Distributions

 

(3.62)

(4.22)

(3.43)

(3.87)

-

Net asset value, end of period

 

26.00

34.07

36.00

39.01

35.18

Total Return (%)

 

(15.16)c

8.76

.79

23.17

(3.33)c

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

 

.26d

.26

.26

.26

.26d

Ratio of net expenses
to average net assets

 

.25d

.25

.25

.25

.25d

Ratio of net investment income
to average net assets

 

1.70d

1.46

1.31

1.10

.70d

Portfolio Turnover Rate

 

6.30c

15.37

15.73

24.48

21.68

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

 

567,973

802,852

1,114,049

1,024,602

5,867

a From August 31, 2016 (commencement of initial offering) to October 31, 2016.
b Based on average shares outstanding.
c Not annualized.
d Annualized.
See notes to financial statements.

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon Midcap Index Fund, Inc. (the “fund”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), is a non-diversified open-end management investment company. The fund’s investment objective is to seek to match the performance of the S&P’s MidCap 400® Index. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares, which are sold without a sales charge. The fund is authorized to issue 300 million shares of $.001 par value Common Stock. The fund currently has authorized two classes of shares: Investor shares (200 million shares authorized) and Class I (100 million shares authorized). Investor shares are sold primarily to retail investors through financial intermediaries and bear Shareholder Services Plan fees. Class I shares are sold at net asset value per share generally to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

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

The fund 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.

26

 

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

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

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

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

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

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

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

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

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid 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.

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. U.S. Treasury Bills are valued at the mean price between quoted bid prices and asked prices by an independent pricing service (the “Service”) approved by the fund’s Board of Directors (the “Board”). These securities are generally categorized within Level 2 of the fair value hierarchy.

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

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

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

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

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

The following is a summary of the inputs used as of April 30, 2020 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:

   

Equity Securities—
Common Stocks

1,975,694,109

-

-

1,975,694,109

Investment
Companies

26,003,240

-

-

26,003,240

U.S. Treasury Securities

-

2,212,277

-

2,212,277

Other Financial Instruments:

   

Futures††

460,407

-

-

460,407

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

(b) Foreign Taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the fund understanding of the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invest. These foreign taxes, if any, are paid by the fund and are reflected in the Statements of Operations. Foreign taxes payable or deferred as of April 30, 2020, if any, are disclosed in the fund’s Statements of Assets and Liabilities.

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

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on

29

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended April 30, 2020, The Bank of New York Mellon earned $73,320 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

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

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

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

30

 

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 April 30, 2020, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended April 30, 2020, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended October 31, 2019 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 October 31, 2019 was as follows: ordinary income $57,653,854 and long-term capital gains $295,626,427. 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 $927 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by The Bank of New York Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $747 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $180 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. Prior to March 11, 2020, the Citibank Credit Facility was $1.030 billion with Tranche A available in an amount equal to $830 million and Tranche B available in an amount equal to $200 million. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

31

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The average amount of borrowings outstanding under the Facilities during the period ended April 30, 2020 was approximately $70,880 with a related weighted average annualized interest rate of 1.67%.

NOTE 3—Management Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .25% of the value of the fund’s average daily net assets and is payable monthly. Out of its fee, the Adviser pays all of the expenses of the fund except management fees, Shareholder Services Plan fees, brokerage fees and commissions, taxes, interest expense, commitment fees on borrowings, fees and expenses of the interested Directors (including counsel fees) and extraordinary expenses. In addition, the Adviser required to reduce its fee in an amount equal to the fund’s allocable portion of fees and expenses of the non-interested Directors (including counsel fees). During the period ended April 30, 2020, fees reimbursed by the Adviser amounted to $141,300.

(b) Under the Shareholder Services Plan, Investor shares pay the Distributor at an annual rate of .25% of the value of its 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 providing reports and other information, and services related to the maintenance of shareholder accounts, such as recordkeeping and sub-accounting services. 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 April 30, 2020, the fund was charged $2,159,952 pursuant to the Shareholder Services Plan.

The fund has arrangements with the transfer agent and the custodian whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency and custody fees. For financial reporting purposes, the fund includes net earnings credits, if any, as an expense offset 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 $382,879 and Shareholder Services Plan fees of $271,640, which are offset against an expense reimbursement currently in effect in the amount of $33,800.

32

 

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

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities and futures, during the period ended April 30, 2020, amounted to $151,592,971 and $522,165,950, respectively.

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. Each type of derivative instrument that was held by the fund during the period ended April 30, 2020 is discussed below.

Futures: In the normal course of pursuing its investment objective, the fund is exposed to market risk, including equity price risk, as a result of changes in value of underlying financial instruments. The fund invests in futures in order to manage its exposure to or protect against changes in the market. A futures contract represents a commitment for the future purchase or a sale of an asset at a specified date. Upon entering into such contracts, these investments require initial margin deposits with a counterparty, which consist of cash or cash equivalents. The amount of these deposits is determined by the exchange or Board of Trade on which the contract is traded and is subject to change. Accordingly, variation margin payments are received or made to reflect daily unrealized gains or losses which are recorded in the Statement of Operations. When the contracts are closed, the fund recognizes a realized gain or loss which is reflected in the Statement of Operations. There is minimal counterparty credit risk to the fund with futures since they are exchange traded, and the exchange guarantees the futures against default. Futures open at April 30, 2020 are set forth in the Statement of Futures.

The following summarizes the average market value of derivatives outstanding during the period ended April 30, 2020:

     

 

 

Average Market Value ($)

Equity futures

 

20,772,279

 

 

 

At April 30, 2020, accumulated net unrealized appreciation on investments inclusive of derivative contracts was $376,683,897, consisting of $677,803,346 gross unrealized appreciation and $301,119,449 gross unrealized depreciation.

33

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

At April 30, 2020, the cost of investments inclusive of derivative contracts 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 RENEWAL OF THE FUND’S MANAGEMENT AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Directors held on February 10-11, 2020, the Board considered the renewal of the fund’s Management Agreement pursuant to which the Adviser provides the fund with investment advisory and administrative services (the “Agreement”). The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of the Adviser. In considering the renewal of the Agreement, the Board considered several factors that it believed to be relevant, including those discussed below. The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

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

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

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of retail no-load S&P Midcap 400 Index funds (the “Performance Group”) and with a broader group of retail and institutional S&P Midcap 400 Index funds (the “Performance Universe”), all for various periods ended December 31, 2019, and (2) the fund’s actual and contractual management fees and total expenses with those of the same group of funds in the Performance Group (the “Expense Group”) and with a broader group of retail no-load S&P Midcap 400 Index funds, excluding outliers (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Broadridge as of the date of its analysis. The Adviser previously

35

 

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

had furnished the Board with a description of the methodology Broadridge used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Representatives of the Adviser stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations and policies that may be applicable to the fund and comparison funds. The Board discussed with representatives of the Adviser the results of the comparisons and considered that the fund’s total return performance was at or below the Performance Group and Performance Universe median for all periods. The Board considered the relative proximity of the fund’s performance to the Performance Group and/or Performance Universe median in certain periods when performance was below median. It was noted that there were only three other funds in the Performance Group. The Adviser also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index.

The Board reviewed and considered the contractual management fee rate paid by the fund to the Adviser over the fund’s last fiscal year in light of the nature, extent and quality of the management services provided by the Adviser. The Board also reviewed the range of actual and contractual management fees and total expenses as a percentage of average net assets of the Expense Group and Expense Universe funds and discussed the results of the comparisons. Taking into account the fund’s “unitary” fee structure, the Board considered that the fund’s contractual management fee was lower than the Expense Group median contractual management fee, the fund’s actual management fee was slightly higher than the Expense Group and Expense Universe median actual management fee and the fund’s total expenses were lower than the Expense Group median and higher than the Expense Universe median total expenses.

Representatives of the Adviser reviewed with the Board the management or investment advisory fees (1) paid by funds advised or administered by the Adviser that are in the same Lipper category as the fund and (2) paid to the Adviser, or the primary employer of the fund’s primary portfolio manager(s) that is affiliated with the Adviser, for advising any separate accounts and/or other types of client portfolios that are considered to have similar investment strategies and policies as the fund (the “Similar Clients”), and explained the nature of the Similar Clients. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors, noting the fund’s “unitary” fee structure. The Board considered the relevance of the fee information provided for the Similar Clients to evaluate the appropriateness of the fund’s management fee.

Analysis of Profitability and Economies of Scale. Representatives of the Adviser reviewed the expenses allocated and profit received by the Adviser and its affiliates and the resulting profitability percentage for managing the fund and the aggregate profitability percentage to the Adviser and its affiliates for managing the funds in the BNY Mellon fund complex, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not excessive, given the services rendered and service levels provided by the Adviser and its affiliates. The Board also

36

 

had been provided with information prepared by an independent consulting firm regarding the Adviser’s approach to allocating costs to, and determining the profitability of, individual funds and the entire BNY Mellon fund complex. The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

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

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

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

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

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

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

In evaluating the Agreement, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and

37

 

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

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

38

 

NOTES

39

 

NOTES

40

 

NOTES

41

 

For More Information

BNY Mellon Midcap Index Fund, Inc.

240 Greenwich Street
New York, NY 10286

Adviser

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

Custodian

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

Transfer Agent &
Dividend Disbursing Agent

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

Distributor

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

   

Ticker Symbols:   Investor: PESPX  Class I: DMIDX

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.bnymellonim.com/us

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.bnymellonim.com/us and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

   

© 2020 BNY Mellon Securities Corporation
0113SA0420

 


 

 

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 second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.


 

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

Not applicable. 

Item 13.        Exhibits.

(a)(1)     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 Midcap Index Fund, Inc.

By:         /s/ Renee LaRoche-Morris

              Renee LaRoche-Morris

              President (Principal Executive Officer)

 

Date:      June 25, 2020

 

 

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/ Renee LaRoche-Morris

              Renee LaRoche-Morris

              President (Principal Executive Officer)

 

Date:      June 25, 2020

 

 

By:         /s/ James Windels

              James Windels

              Treasurer (Principal Financial Officer)

 

Date:      June 25, 2020

 

 

 


 

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)