N-CSR 1 lp1-250.htm 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 811-07123
   
  BNY Mellon Advantage 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:

 

10/31  
Date of reporting period:

10/31/2021

 

 

 

 
             

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 Dynamic Total Return Fund

BNY Mellon Global Dynamic Bond Income Fund

BNY Mellon Global Real Return Fund

BNY Mellon Sustainable Balanced Fund

 

 

 
 

FORM N-CSR

Item 1. Reports to Stockholders.

 

BNY Mellon Dynamic Total Return Fund

 

ANNUAL REPORT

October 31, 2021

 

 

 

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

Fund Performance

6

Understanding Your Fund’s Expenses

9

Comparing Your Fund’s Expenses
With Those of Other Funds

9

Consolidated Statement of Investments

10

Consolidated Statement of Investments
in Affiliated Issuers

12

Consolidated Statement of Futures

13

Consolidated Statement of
Options Written

15

Consolidated Statement of Forward
Foreign Currency Exchange Contracts

16

Consolidated Statement of
Assets and Liabilities

19

Consolidated Statement of Operations

20

Consolidated Statement of
Changes in Net Assets

21

Consolidated Financial Highlights

23

Notes to Consolidated
Financial Statements

27

Report of Independent Registered
Public Accounting Firm

45

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

46

Liquidity Risk Management Program

54

Board Members Information

55

Officers of the Fund

57

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from November 1, 2020 through October 31, 2021, as provided by portfolio managers Dimitri Curtil, Vassilis Dagioglu, James Stavena and Torrey Zaches of Newton Investment Management North America, LLC, Sub-Investment Adviser

Market and Fund Performance Overview

For the 12-month period ended October 31, 2021, the BNY Mellon Dynamic Total Return Fund’s Class A shares produced a total return of 13.79%, Class C shares returned 12.93%, Class I shares returned 14.02% and Class Y shares returned 14.05%.1 In comparison, the FTSE Three-Month U.S. Treasury Bill Index, the MSCI World Index, and an index comprised of 60% MSCI World Index and 40% FTSE World Government Bond Index (the “Hybrid Index”) returned 0.05%, 40.42% and 21.18%, respectively.2,3,4,5

The main event over the reporting period has been the economic recovery after the pandemic-related lockdown that started in March 2020. The increase in vaccinations and more effective treatments have led to greater economic openings and recovery.

The fund has navigated the aftereffects of the lockdown and subsequent recovery reasonably well. The fund re-risked and maintained a growth exposure of 53% over the period. Global equity earnings recovered strongly, moving from declines of -20% or more at the height of the pandemic in the second quarter of 2020 to growth of more than 20%, especially in the U.S., where earning rose by 25%. Earnings are now substantially higher than before the pandemic.

In some respects, the equity market recovery was ahead of the overall economic recovery by several quarters. Global equities were up over 40% over the period. In the U.S., the S&P 500 Index was up a staggering 42.91%. The big winners have been large-cap technology stocks, commonly referred to as FAANGM (Facebook, Amazon, Apple, Netflix, Google, Microsoft), growing to comprise 26% of the S&P 500. However, we are starting to see greater differentiation within FAANGM, with both Apple and Amazon providing lower guidance and lower valuations. There is also a broader recovery in cyclical and less-favored value stocks.

The Fund’s Investment Approach

The fund seeks total return. To pursue its goal, the fund normally invests in instruments that provide investment exposure to global equity, bond, currency and commodity markets, and in fixed-income securities. The fund may invest in instruments that provide economic exposure to developed and, to a limited extent, emerging-debt and equity markets.

The fund will seek to achieve investment exposure primarily through long and short positions in futures, options, forward contracts, swap agreements or exchange-traded funds (ETFs) and normally will use economic leverage as part of its investment strategy. The fund also may invest in fixed-income securities, such as bonds, notes (including structured notes) and money market instruments, including foreign government obligations and securities of supranational entities, to provide exposure to bond markets and for liquidity and income, as well as hold cash.

The fund’s portfolio managers apply a systematic investment approach designed to identify and exploit relative misevaluations across and within global capital markets. The portfolio

2

 

managers update, monitor and follow buy or sell recommendations using proprietary investment models. Among equity markets, the portfolio managers employ a bottom-up valuation approach using proprietary models to derive market-level expected returns. For bond markets, the portfolio managers use proprietary models to identify temporary mispricing among global bond markets. For currency markets, the portfolio managers evaluate currencies on a relative valuation basis and overweight exposure to currencies that are undervalued. For commodities, the portfolio managers seek to identify opportunities in commodity markets by measuring and evaluating inventory and term structure, hedging and speculative activity, as well as momentum.

Equity Rally Continues Despite Stubbornly High Inflation

Other than a brief correction in September 2021, global equities trended positively throughout the period. Not only were earnings recovering from pandemic-related lockdowns, but companies with a significant online strategy benefited from increased operational leverage. Many of these technology plays experienced top-line sales growth in the 20-40% range, amply supporting the earnings growth story.

Both loose monetary policy and significant fiscal stimulus also supported a broader and more sustained recovery than they did in the aftermath of the Great Financial Crisis (GFC). The Federal Reserve (the “Fed”) also announced a change in its inflation policy, raising the target rate from an upper limit of 2% to an average of 2%, allowing inflation to run at a higher rate for some time. The Fed wants to avoid a situation in which it has no policy leeway during a recession. In other words, the Fed prefers high average nominal rates of growth so that it can cut interest rates in the event of an extended recession.

The economy is still running at less than its capacity; gross domestic product is below its pre-pandemic potential by 1-2%. However, workers are sitting on the sidelines, with U.S. labor participation stuck at an unusually low 62%. Just 10 years ago, this rate was as high as 67%. Thus, some inflation may be necessary to encourage workers to re-enter the labor force and to incentivize a clearing of supply bottlenecks.

Strong Fund Performance

The fund delivered a strong positive total return during the reporting period. Equities provided a large portion (17.78%) of the return, however, several other exposures were also positive. We entered a credit exposure, specifically to the BBB rated segment, which contributed positively (0.66%). We also increased exposure to commodities in response to higher inflation, which was also positive (1.31%). We also complemented the equity exposure with an allocation to U.S. small-cap stocks and maintained some upside exposure through out-of-the-money equity call options.

Within equities, the exposure to U.S. equities contributed positively (8.55%). In the UK, both the long and short exposure to equities was strongly positive (5.71%) as well as a long position in German equities (1.99%). Within bonds, the other top contributor was a short UK Gilt position (2.14%) and a short Bunds position (2.03%), offset by long U.S. Treasuries (-2.44%) and a long position in Australian government bonds (-3.61%), which detracted.

Among the other strategies, most were positive contributors over the period, with the exception of active currency (-1.52%). The active commodity strategy (1.31%), small cap

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

(0.33%), U.S. high yield (0.66%) and active volatility (0.33%) were up over the period, while emerging market equities were flat (0.00%).

The story, however, is the equity recovery from the bottom in April 2020 to new highs in 2021. All the equity positions combined contributed well over 10% to the fund’s returns during the period, with the overweight to U.S. equities the most significant positive contribution.

Over this period, we trailed the fund’s benchmarks, with MSCI World gaining 40.42% and the Hybrid Index gaining 21.18%. However, the fund finished ahead of the long-term annual return of 6%. We trailed the equity-centric portion of the Hybrid Index in large part due to our cautious growth and equity weight during the equity market’s recovery. We felt this was warranted given the uncertain nature of the global pandemic, the new vaccines and the virulent variants.

We believe the recovery will continue, but inflation has remained stubbornly high, and the Fed’s decision to tighten monetary conditions will give investors some uncertainty, particularly in the bond market.

Looking Forward: Inflation Worries

Headline inflation in the U.S. has remained stubbornly high, in excess of 5%. The Fed’s original forecast was for inflation to be high initially due mainly to base effects (i.e., the fact that prices were unusually low a year ago). However, supply bottlenecks kept U.S. inflation high, mainly through food and energy price increases but also through prices for durable goods. Another secondary source has been the rental-equivalent cost, which measures housing inflation. Looking forward, there is the likelihood that sustained wage inflation could be the next leg in the inflation catalyst. The bottom line is that U.S. headline inflation is likely to be higher than the Fed’s original forecast and more sustained, persisting until at least the end of 2022.

This inflation path will likely lead to an earlier-than-expected Fed rate increase in 2022, making bonds less attractive and pushing yields higher. It remains to be seen if this inflation will impact equities. We could see a rotation from “long-duration” growth equities to more cyclical and value equities. Commodities remain one of the better liquid hedges to inflation, and we anticipate continuing to hold commodities in the portfolio for this reason.

We believe the Dynamic Total Return fund continues to play a useful role in investor portfolios, striking a balance between positive returns provided by risky growth exposure and the loss-avoiding exposures that preserve capital during a crisis. The lockdown and subsequent recovery has been a rollercoaster ride for many. Nevertheless, with strong earnings growth this year and relatively high economic growth expected, we are very positive on future prospects. However, we continue to monitor developments regarding inflation and the knock-on effects to the equity/bond correlation. We do not expect runaway inflation, but expect that headline inflation will remain above 2% until at least the end of 2022. We

4

 

look forward to the remainder of 2021 to both add returns in times of growth and preserve capital as monetary conditions tighten.

November 15, 2021

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. Share price, yield and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. Past performance is no guarantee of future results. The fund’s returns reflect the absorption of certain fund expenses by BNY Mellon Investment Adviser pursuant to an agreement in effect through March 1, 2022, at which time it may be extended, terminated, or modified.

2 Source: Lipper Inc. — Reflects reinvestment of net dividends and, where applicable, capital gain distributions. 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. Investors cannot invest directly in any index.

3 Source: Lipper Inc. — The FTSE Three-Month U.S. Treasury Bill Index consists of the last three-month Treasury bill month-end rates. The FTSE Three-Month U.S. Treasury Bill Index measures return equivalents of yield averages. The instruments are not marked to market. Investors cannot invest directly in any index.

4 Source: Lipper Inc. — The FTSE World Government Bond Index (the “WGB Index”) measures the performance of fixed-rate, local-currency, investment-grade sovereign bonds. The WGB Index is a widely used benchmark that currently comprises sovereign debt from over 20 countries, denominated in a variety of currencies, and has more than 25 years of history available. The WGB Index provides a broad benchmark for the global sovereign, fixed-income market. Investors cannot invest directly in any index.

5 Source: FactSet —The Hybrid Index is an unmanaged hybrid index composed of 60% MSCI World Index and 40% WGB Index. 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.

Bonds are subject generally to interest-rate, credit, liquidity, call, sector and market risks, 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.

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.

Emerging markets tend to be more volatile than the markets of more mature economies and generally have less diverse and less mature economic structures and less stable political systems than those of developed countries. The securities of companies located in emerging markets are often subject to rapid and large changes in price. An investment in this fund should be considered only as a supplement to a complete investment program for those investors willing to accept the greater risks associated with investing in emerging-market countries.

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.

5

 

FUND PERFORMANCE (Unaudited)

Comparison of change in value of a $10,000 investment in Class A shares, Class C shares and Class I shares of BNY Mellon Dynamic Total Return Fund with a hypothetical investment of $10,000 in the MSCI World Index, FTSE Three-Month U.S. Treasury Bill Index and an index comprised of 60% MSCI World Index and 40% FTSE World Government Bond Index (the “Hybrid Index”).

 Source: FactSet

†† Source: Lipper Inc.

Past performance is not predictive of future performance.

The above graph compares a hypothetical investment of $10,000 made in each of the Class A shares, Class C shares and Class I shares of BNY Mellon Dynamic Total Return Fund on 10/31/11 to a hypothetical investment of $10,000 made on that date in each of the following: MSCI World Index, FTSE Three-Month U.S. Treasury Bill Index and the Hybrid Index. Returns assume all dividends and capital gain distributions are reinvested.

The fund’s performance shown in the line graph above takes into account the maximum initial sales charge on Class A shares and all other applicable fees and expenses on all classes. The MSCI World Index is a free floatadjusted market capitalization-weighted index that is designed to measure the equity market performance of developed markets. The FTSE Three-Month U.S. Treasury Bill Index consists of the last three-month Treasury bill month-end rates. The FTSE Three-Month U.S. Treasury Bill Index measures returns equivalent of yield averages. The instruments are not marked to market. The FTSE World Government Bond Index (the “WGB Index”) measures the performance of fixed-rate, local currency, investment-grade sovereign bonds. The WGB Index is a widely used benchmark that currently comprises sovereign debt from over 20 countries, denominated in a variety of currencies, and has more than 25 years of history available. The WGB Index provides a broad benchmark for the global sovereign fixed income market. Unlike a mutual fund, the indices are not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

6

 

Comparison of change in value of a $1,000,000 investment in Class Y shares of BNY Mellon Dynamic Total Return Fund with a hypothetical investment of $1,000,000 in the MSCI World Index, FTSE Three-Month U.S. Treasury Bill Index and an index comprised of 60% MSCI World Index and 40% FTSE World Government Bond Index (the “Hybrid Index”).

 Source: FactSet

†† Source: Lipper Inc.

††† The total return figures presented for Class Y shares of the fund reflect the performance of the fund’s Class A shares for the period prior to 7/1/13 (inception date for Class Y shares), not reflecting the applicable sales charges for Class A shares.

Past performance is not predictive of future performance.

The above graph compares a hypothetical investment of $1,000,000 made in Class Y shares of BNY Mellon Dynamic Total Return Fund on 10/31/11 to a hypothetical investment of $1,000,000 made on that date in each of the following: MSCI World Index, FTSE Three-Month U.S. Treasury Bill Index and the Hybrid Index. Returns assume all dividends and capital gain distributions are reinvested.

The fund’s performance shown in the line graph above takes into account all applicable fees and expenses of the fund’s Class Y shares. The MSCI World Index is a free floatadjusted market capitalization-weighted index that is designed to measure the equity market performance of developed markets. The FTSE Three-Month U.S. Treasury Bill Index consists of the last three-month Treasury bill month-end rates. The FTSE Three-Month U.S. Treasury Bill Index measures returns equivalent of yield averages. The instruments are not marked to market. The FTSE World Government Bond Index (the “WGB Index”) measures the performance of fixed-rate, local currency, investment-grade sovereign bonds. The WGB Index is a widely used benchmark that currently comprises sovereign debt from over 20 countries, denominated in a variety of currencies, and has more than 25 years of history available. The WGB Index provides a broad benchmark for the global sovereign fixed income market. Unlike a mutual fund, the indices are not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

7

 

FUND PERFORMANCE (Unaudited) (continued)

     

Average Annual Total Returns as of 10/31/2021

 

Inception

   
 

Date

1 Year

5 Years

10 Years

Class A shares

    

with maximum sales charge (5.75%)

5/2/06

7.27%

3.41%

4.71%

without sales charge

5/2/06

13.79%

4.64%

5.34%

Class C shares

    

with applicable redemption charge

5/2/06

11.93%

3.86%

4.55%

without redemption

5/2/06

12.93%

3.86%

4.55%

Class I shares

5/2/06

14.02%

4.89%

5.63%

Class Y shares

7/1/13

14.05%

4.94%

5.73%††

MSCI World Index

 

40.42%

15.45%

12.19%

FTSE Three-Month U.S. Treasury Bill Index

0.05%

1.12%

0.60%

Hybrid Index

 

21.18%

10.18%

7.80%

 The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the date of purchase.

†† The total return performance figures presented for Class Y shares of the fund reflect the performance of the fund’s Class A shares for the period prior to 7/1/13 (inception date for Class Y shares), not reflecting the applicable sales charges for class A shares.

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

The fund’s performance shown in the graphs and table does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. In addition to the performance of Class A shares shown with and without a maximum sales charge, the fund’s performance shown in the table takes into account all other applicable fees and expenses on all classes.

8

 

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 Dynamic Total Return Fund from May 1, 2021 to October 31, 2021. 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 October 31, 2021

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$7.29

$11.17

$5.99

$5.99

 

Ending value (after expenses)

$1,065.10

$1,061.10

$1,066.10

$1,066.90

 

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 October 31, 2021

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$7.12

$10.92

$5.85

$5.85

 

Ending value (after expenses)

$1,018.15

$1,014.37

$1,019.41

$1,019.41

 

Expenses are equal to the fund’s annualized expense ratio of 1.40% for Class A, 2.15% for Class C, 1.15% for Class I and 1.15% for Class Y, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

9

 

CONSOLIDATED STATEMENT OF INVESTMENTS

October 31, 2021

          
 

Description/
Number of Contracts

Exercise
Price

 

Expiration
Date

 

Notional

Amount ($)

 

Value ($)

 

Options Purchased - .5%

     

Call Options - .3%

     

Standard & Poor's 500 E-mini End of Month Options December Future, Contracts 309

 

4,600

 

11/30/2021

 

71,070,000

 

996,525

 

Put Options - .2%

     

Standard & Poor's 500 E-mini 3rd Week March Future, Contracts 142

 

4,340

 

1/21/2022

 

30,814,000

 

500,550

 

Standard & Poor's 500 E-mini End of Month Options December Future, Contracts 150

 

4,270

 

11/30/2021

 

32,025,000

 

121,875

 
 

622,425

 

Total Options Purchased
(cost $2,199,918)

 

1,618,950

 
 

Annualized
Yield (%)

 

 Maturity Date

 

Principal Amount ($)

 

  

Short-Term Investments - 85.9%

     

U.S. Government Securities

     

U.S. Treasury Bills

 

0.18

 

11/18/2021

 

85,888,400

a 

85,886,575

 

U.S. Treasury Bills

 

0.11

 

12/16/2021

 

76,197,500

a,b 

76,190,594

 

U.S. Treasury Bills

 

0.09

 

12/30/2021

 

86,596,100

a 

86,584,748

 

U.S. Treasury Bills

 

0.20

 

5/19/2022

 

24,358,000

a 

24,348,911

 

Total Short-Term Investments
(cost $273,021,243)

 

273,010,828

 
 

1-Day
Yield (%)

   

Shares

 

  

Investment Companies - 12.3%

     

Registered Investment Companies - 12.3%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $39,021,299)

 

0.06

   

39,021,299

c 

39,021,299

 

Total Investments (cost $314,242,460)

 

98.7%

313,651,077

 

Cash and Receivables (Net)

 

1.3%

4,272,149

 

Net Assets

 

100.0%

317,923,226

 

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

b These securities are wholly-owned by the Subsidiary referenced in Note 1.

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.

10

 

  

Portfolio Summary (Unaudited)

Value (%)

Government

85.9

Investment Companies

12.3

Options Purchased

.5

 

98.7

 Based on net assets.

See notes to consolidated financial statements.

11

 

CONSOLIDATED STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS

       

Investment Companies

Value
10/31/20 ($)

Purchases ($)

Sales ($)

Value
10/31/21 ($)

Net
Assets (%)

Dividends/
Distributions ($)

Registered Investment Companies;

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares

33,701,726

337,499,640

(332,180,067)

39,021,299

12.3

24,842

 Includes reinvested dividends/distributions.

See notes to consolidated financial statements.

12

 

CONSOLIDATED STATEMENT OF FUTURES

October 31, 2021

       

Description

Number of
Contracts

Expiration

Notional
Value ($)

Market
Value ($)

Unrealized Appreciation (Depreciation) ($)

 

Futures Long

  

Amsterdam Exchange Index

22

11/19/2021

4,083,687a

4,113,473

29,786

 

Australian 10 Year Bond

668

12/15/2021

71,072,784a

67,763,223

(3,309,561)

 

Brent Crude

12

2/28/2022

975,537b

965,400

(10,137)

 

CAC 40 10 Euro

302

11/19/2021

22,944,907a

23,832,131

887,224

 

Canadian 10 Year Bond

349

12/20/2021

40,306,898a

39,747,536

(559,362)

 

Cocoa

33

3/16/2022

898,110b

851,400

(46,710)

 

Copper

2

12/29/2021

212,148b

218,400

6,252

 

Corn No. 2 Yellow

37

3/14/2022

1,010,213b

1,066,063

55,850

 

Cotton No. 2

27

3/9/2022

1,352,745b

1,501,470

148,725

 

Crude Oil

16

2/22/2022

1,258,277b

1,255,360

(2,917)

 

DAX

22

12/17/2021

9,661,680a

9,959,171

297,491

 

E-mini Russell 2000

76

12/17/2021

8,446,307

8,722,140

275,833

 

FTSE 100

328

12/17/2021

31,762,031a

32,427,409

665,378

 

FTSE/MIB Index

30

12/17/2021

4,563,567a

4,637,930

74,363

 

Gasoline

17

2/28/2022

1,687,677b

1,637,845

(49,832)

 

Gold 100 oz

16

12/29/2021

2,857,456b

2,854,240

(3,216)

 

Hard Red Winter Wheat

31

3/14/2022

1,191,913b

1,222,950

31,037

 

Japanese 10 Year Bond

54

12/13/2021

71,687,624a

71,693,617

5,993

 

Live Cattle

4

2/28/2022

213,130b

214,760

1,630

 

LME Primary Aluminum

5

3/16/2022

361,952b

339,406

(22,546)

 

LME Primary Nickel

1

3/16/2022

107,481b

116,436

8,955

 

LME Refined Pig Lead

1

3/16/2022

53,591b

59,188

5,597

 

LME Zinc

2

3/16/2022

151,631b

167,500

15,869

 

Low Sulphur Gas Oil

24

3/10/2022

1,661,460b

1,659,600

(1,860)

 

Mini MSCI Emerging Markets Index

104

12/17/2021

6,762,823

6,562,400

(200,423)

 

Natural Gas

14

2/24/2022

751,111b

720,300

(30,811)

 

NY Harbor ULSD

7

2/28/2022

727,551b

707,893

(19,658)

 

Platinum

29

1/27/2022

1,456,439b

1,480,015

23,576

 

Soybean Meal

8

3/14/2022

261,450b

265,120

3,670

 

Standard & Poor's 500 E-mini

276

12/17/2021

61,513,585

63,438,600

1,925,015

 

Topix

175

12/9/2021

30,793,846a

30,593,332

(200,514)

 

U.S. Treasury 10 Year Notes

1,051

12/21/2021

137,971,405

137,368,990

(602,415)

 

Futures Short

  

ASX SPI 200

143

12/16/2021

19,616,012a

19,578,059

37,953

 

Chicago SRW Wheat

58

3/14/2022

2,208,246b

2,276,500

(68,254)

 

13

 

CONSOLIDATED STATEMENT OF FUTURES (continued)

       

Description

Number of
Contracts

Expiration

Notional
Value ($)

Market
Value ($)

Unrealized Appreciation (Depreciation) ($)

 

Futures Short (continued)

  

Coffee "C"

4

3/21/2022

305,011b

309,975

(4,964)

 

Crude Soybean Oil

5

3/14/2022

182,274b

181,320

954

 

Euro-Bond

287

12/8/2021

56,970,019a

55,777,509

1,192,510

 

Hang Seng

40

11/29/2021

6,675,441a

6,504,466

170,975

 

IBEX 35 Index

35

11/19/2021

3,614,426a

3,659,850

(45,424)

 

Lean Hog

4

2/14/2022

122,475b

125,880

(3,405)

 

Long Gilt

417

12/29/2021

71,058,988a

71,290,014

(231,026)

 

NYMEX Palladium

2

12/29/2021

375,605b

396,060

(20,455)

 

S&P/Toronto Stock Exchange 60 Index

11

12/16/2021

2,248,448a

2,240,708

7,740

 

Soybean

37

3/14/2022

2,302,910b

2,329,150

(26,240)

 

Sugar No. 11

52

2/28/2022

1,152,488b

1,122,285

30,203

 

Swiss Market Index

79

12/17/2021

10,208,949a

10,434,109

(225,160)

 

Gross Unrealized Appreciation

 

5,902,579

 

Gross Unrealized Depreciation

 

(5,684,890)

 

a Notional amounts in foreign currency have been converted to USD using relevant foreign exchange rates.

b These securities are wholly-owned by the Subsidiary referenced in Note 1.

See notes to consolidated financial statements.

14

 

CONSOLIDATED STATEMENT OF OPTIONS WRITTEN

October 31, 2021

       

Description/ Contracts/ Counterparties

Exercise Price

Expiration Date

Notional Amount

 

Value ($)

 

Put Options:

      

Standard & Poor's 500 E-mini 3rd Week March Future,
Contracts 284

3,870

1/21/2022

54,954,000

 

(362,100)

 

Total Options Written

(premiums received $405,035)

   

(362,100)

 

See notes to consolidated financial statements.

15

 

CONSOLIDATED STATEMENT OF FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS October 31, 2021

      

Counterparty/ Purchased
Currency

Purchased Currency
Amounts

Currency
Sold

Sold
Currency
Amounts

Settlement Date

Unrealized Appreciation (Depreciation) ($)

Citigroup

United States Dollar

1,174,847

Swedish Krona

10,144,000

12/15/2021

(7,164)

British Pound

13,846,651

United States Dollar

19,008,010

12/15/2021

(54,470)

United States Dollar

17,655,291

British Pound

12,842,000

12/15/2021

76,935

Swiss Franc

1,858,000

United States Dollar

2,013,634

12/15/2021

18,533

Euro

4,339,000

United States Dollar

5,103,627

12/15/2021

(81,833)

United States Dollar

18,645,914

Euro

16,015,000

12/15/2021

110,759

Japanese Yen

1,618,032,000

United States Dollar

14,500,427

12/15/2021

(296,084)

United States Dollar

969,381

Japanese Yen

109,806,000

12/15/2021

5,419

Swiss Franc

1,011,000

United States Dollar

1,092,732

12/15/2021

13,038

United States Dollar

466,575

Swiss Franc

427,000

12/15/2021

(452)

Canadian Dollar

13,651,000

United States Dollar

10,938,695

12/15/2021

92,546

New Zealand Dollar

2,391,000

United States Dollar

1,717,007

12/15/2021

(4,876)

United States Dollar

12,828,542

New Zealand Dollar

18,264,000

12/15/2021

(249,819)

Norwegian Krone

15,377,000

United States Dollar

1,781,221

12/15/2021

38,344

United States Dollar

540,816

Norwegian Krone

4,507,000

12/15/2021

7,501

Australian Dollar

7,776,000

United States Dollar

5,747,665

12/15/2021

102,909

United States Dollar

224,036

Australian Dollar

304,000

12/15/2021

(4,690)

Goldman Sachs

New Zealand Dollar

15,787,000

United States Dollar

11,113,684

12/15/2021

190,964

United States Dollar

883,613

New Zealand Dollar

1,264,000

12/15/2021

(21,504)

Euro

2,661,000

United States Dollar

3,139,706

12/15/2021

(59,965)

United States Dollar

5,193,518

Euro

4,457,000

12/15/2021

35,155

United States Dollar

3,653,950

Euro

3,146,000

12/15/2021

12,889

16

 

      

Counterparty/ Purchased
Currency

Purchased Currency
Amounts

Currency
Sold

Sold
Currency
Amounts

Settlement Date

Unrealized Appreciation (Depreciation) ($)

Goldman Sachs(continued)

Japanese Yen

1,136,420,000

United States Dollar

10,226,915

12/15/2021

(250,536)

United States Dollar

20,377,349

Japanese Yen

2,249,514,985

12/15/2021

629,357

Swiss Franc

2,664,000

United States Dollar

2,895,628

12/15/2021

18,092

Norwegian Krone

21,058,000

United States Dollar

2,428,810

12/15/2021

62,990

United States Dollar

3,188,680

Norwegian Krone

27,296,000

12/15/2021

(41,264)

Australian Dollar

2,441,000

United States Dollar

1,754,118

12/15/2021

82,463

United States Dollar

36,294,869

Australian Dollar

49,219,874

12/15/2021

(737,606)

British Pound

2,041,000

United States Dollar

2,801,436

12/15/2021

(7,679)

United States Dollar

15,207,142

British Pound

11,066,000

12/15/2021

59,806

Swedish Krona

9,259,000

United States Dollar

1,064,547

12/15/2021

14,341

United States Dollar

875,586

Swedish Krona

7,695,000

12/15/2021

(21,060)

Canadian Dollar

2,496,000

United States Dollar

1,958,269

12/15/2021

58,725

United States Dollar

2,203,050

Canadian Dollar

2,726,000

12/15/2021

196

HSBC

Swedish Krona

16,199,000

United States Dollar

1,849,032

12/15/2021

38,526

Canadian Dollar

5,222,000

United States Dollar

4,176,825

12/15/2021

43,023

Japanese Yen

905,660,000

United States Dollar

8,109,821

12/15/2021

(159,233)

Norwegian Krone

111,672,218

United States Dollar

12,786,842

12/15/2021

427,367

United States Dollar

1,079,283

Norwegian Krone

9,085,000

12/15/2021

4,252

Swiss Franc

925,000

United States Dollar

996,461

12/15/2021

15,247

New Zealand Dollar

807,000

United States Dollar

559,953

12/15/2021

17,918

United States Dollar

7,332,501

New Zealand Dollar

10,349,183

12/15/2021

(78,272)

Australian Dollar

1,341,000

United States Dollar

981,169

12/15/2021

27,784

Euro

19,148,635

United States Dollar

22,601,664

12/15/2021

(439,758)

United States Dollar

8,120,724

Euro

7,001,000

12/15/2021

18,031

17

 

CONSOLIDATED STATEMENT OF FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS (continued)

      

Counterparty/ Purchased
Currency

Purchased Currency
Amounts

Currency
Sold

Sold
Currency
Amounts

Settlement Date

Unrealized Appreciation (Depreciation) ($)

HSBC(continued)

United States Dollar

8,142,287

British Pound

5,966,000

12/15/2021

(24,079)

Morgan Stanley

United States Dollar

4,044,281

Euro

3,501,000

12/15/2021

(7,644)

Swedish Krona

131,080,085

United States Dollar

15,220,244

12/15/2021

53,620

United States Dollar

1,106,587

Japanese Yen

125,708,000

12/15/2021

3,024

Swiss Franc

403,000

United States Dollar

434,085

12/15/2021

6,692

British Pound

1,173,000

United States Dollar

1,590,557

12/15/2021

15,066

RBC Capital Markets

United States Dollar

12,000,647

Canadian Dollar

15,294,513

12/15/2021

(358,701)

Standard Chartered Bank

United States Dollar

565,071

British Pound

419,000

12/15/2021

(8,464)

Swiss Franc

17,919,559

United States Dollar

19,482,844

12/15/2021

116,475

Japanese Yen

293,721,000

United States Dollar

2,679,965

12/15/2021

(101,454)

Canadian Dollar

1,467,000

United States Dollar

1,156,076

12/15/2021

29,393

United States Dollar

7,299,520

Euro

6,279,000

12/15/2021

32,443

United States Dollar

870,433

Swedish Krona

7,514,000

12/15/2021

(5,122)

Gross Unrealized Appreciation

  

2,479,823

Gross Unrealized Depreciation

  

(3,021,729)

See notes to consolidated financial statements.

18

 

CONSOLIDATED STATEMENT OF ASSETS AND LIABILITIES

October 31, 2021

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Consolidated Statement of Investments

 

 

 

Unaffiliated issuers

275,221,161

 

274,629,778

 

Affiliated issuers

 

39,021,299

 

39,021,299

 

Cash

 

 

 

 

3,845,739

 

Cash denominated in foreign currency

 

 

465,449

 

464,603

 

Unrealized appreciation on forward foreign
currency exchange contracts—Note 4

 

2,479,823

 

Cash collateral held by broker—Note 4

 

2,394,199

 

Receivable for shares of Common Stock subscribed

 

96,856

 

Dividends receivable

 

1,954

 

Prepaid expenses

 

 

 

 

36,943

 

 

 

 

 

 

322,971,194

 

Liabilities ($):

 

 

 

 

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

 

283,903

 

Unrealized depreciation on forward foreign
currency exchange contracts—Note 4

 

3,021,729

 

Payable for shares of Common Stock redeemed

 

710,675

 

Payable for futures variation margin—Note 4

 

534,722

 

Outstanding options written, at value
(premiums received $405,035)—Note 4

 

362,100

 

Directors’ fees and expenses payable

 

19,250

 

Other accrued expenses

 

 

 

 

115,589

 

 

 

 

 

 

5,047,968

 

Net Assets ($)

 

 

317,923,226

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

283,924,258

 

Total distributable earnings (loss)

 

 

 

 

33,998,968

 

Net Assets ($)

 

 

317,923,226

 

      

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

38,354,224

16,334,181

141,383,596

121,851,225

 

Shares Outstanding

2,132,743

989,712

7,626,784

6,585,090

 

Net Asset Value Per Share ($)

17.98

16.50

18.54

18.50

 

 

 

 

 

 

 

See notes to consolidated financial statements.

 

 

 

 

 

19

 

CONSOLIDATED STATEMENT OF OPERATIONS

Year Ended October 31, 2021

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Interest

 

 

1,090,934

 

Dividends from affiliated issuers

 

 

24,842

 

Total Income

 

 

1,115,776

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

4,114,790

 

Shareholder servicing costs—Note 3(c)

 

 

321,984

 

Subsidiary management fee—Note 3(a)

 

 

205,776

 

Distribution fees—Note 3(b)

 

 

149,490

 

Professional fees

 

 

143,060

 

Registration fees

 

 

71,981

 

Prospectus and shareholders’ reports

 

 

49,526

 

Directors’ fees and expenses—Note 3(d)

 

 

33,203

 

Custodian fees—Note 3(c)

 

 

16,685

 

Chief Compliance Officer fees—Note 3(c)

 

 

14,062

 

Loan commitment fees—Note 2

 

 

12,085

 

Miscellaneous

 

 

39,309

 

Total Expenses

 

 

5,171,951

 

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

 

 

(517,497)

 

Net Expenses

 

 

4,654,454

 

Investment (Loss)—Net

 

 

(3,538,678)

 

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

 

 

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

6,232,171

 

Net realized gain (loss) on futures

46,167,997

 

Net realized gain (loss) on options transactions

1,078,007

 

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

(4,698,572)

 

Net Realized Gain (Loss)

 

 

48,779,603

 

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

(3,226,456)

 

Net change in unrealized appreciation (depreciation) on futures

12,614,191

 

Net change in unrealized appreciation (depreciation) on
options transactions

(1,669,531)

 

Net change in unrealized appreciation (depreciation) on
forward foreign currency exchange contracts

(1,637,291)

 

Net Change in Unrealized Appreciation (Depreciation)

 

 

6,080,913

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

54,860,516

 

Net Increase in Net Assets Resulting from Operations

 

51,321,838

 

 

 

 

 

 

 

 

See notes to consolidated financial statements.

     

20

 

CONSOLIDATED STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

Year Ended October 31,

 

 

 

 

2021

 

2020

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income (loss)—net

 

 

(3,538,678)

 

 

 

822,653

 

Net realized gain (loss) on investments

 

48,779,603

 

 

 

9,601,200

 

Net change in unrealized appreciation
(depreciation) on investments

 

6,080,913

 

 

 

(9,354,219)

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

51,321,838

 

 

 

1,069,634

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

-

 

 

 

(1,173,298)

 

Class C

 

 

-

 

 

 

(764,108)

 

Class I

 

 

-

 

 

 

(10,458,201)

 

Class Y

 

 

-

 

 

 

(18,608,979)

 

Total Distributions

 

 

-

 

 

 

(31,004,586)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

5,745,871

 

 

 

8,707,854

 

Class C

 

 

266,084

 

 

 

784,893

 

Class I

 

 

34,565,477

 

 

 

49,194,073

 

Class Y

 

 

5,109,784

 

 

 

29,963,103

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

-

 

 

 

1,034,501

 

Class C

 

 

-

 

 

 

639,905

 

Class I

 

 

-

 

 

 

9,177,640

 

Class Y

 

 

-

 

 

 

7,468,482

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(7,102,212)

 

 

 

(11,802,115)

 

Class C

 

 

(8,965,935)

 

 

 

(9,725,038)

 

Class I

 

 

(83,483,341)

 

 

 

(204,998,518)

 

Class Y

 

 

(145,730,889)

 

 

 

(343,915,965)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

(199,595,161)

 

 

 

(463,471,185)

 

Total Increase (Decrease) in Net Assets

(148,273,323)

 

 

 

(493,406,137)

 

Net Assets ($):

 

Beginning of Period

 

 

466,196,549

 

 

 

959,602,686

 

End of Period

 

 

317,923,226

 

 

 

466,196,549

 

21

 

CONSOLIDATED STATEMENT OF CHANGES IN NET ASSETS (continued)

          

 

 

 

 

Year Ended October 31,

 

 

 

 

2021

 

2020

 

Capital Share Transactions (Shares):

 

Class Aa,b

 

 

 

 

 

 

 

 

Shares sold

 

 

334,928

 

 

 

556,989

 

Shares issued for distributions reinvested

 

 

-

 

 

 

64,295

 

Shares redeemed

 

 

(418,968)

 

 

 

(747,234)

 

Net Increase (Decrease) in Shares Outstanding

(84,040)

 

 

 

(125,950)

 

Class Ca,b

 

 

 

 

 

 

 

 

Shares sold

 

 

16,641

 

 

 

53,501

 

Shares issued for distributions reinvested

 

 

-

 

 

 

42,746

 

Shares redeemed

 

 

(568,980)

 

 

 

(664,437)

 

Net Increase (Decrease) in Shares Outstanding

(552,339)

 

 

 

(568,190)

 

Class Ib

 

 

 

 

 

 

 

 

Shares sold

 

 

1,965,293

 

 

 

3,033,576

 

Shares issued for distributions reinvested

 

 

-

 

 

 

555,884

 

Shares redeemed

 

 

(4,761,687)

 

 

 

(12,606,500)

 

Net Increase (Decrease) in Shares Outstanding

(2,796,394)

 

 

 

(9,017,040)

 

Class Yb

 

 

 

 

 

 

 

 

Shares sold

 

 

292,371

 

 

 

1,853,635

 

Shares issued for distributions reinvested

 

 

-

 

 

 

453,460

 

Shares redeemed

 

 

(8,443,227)

 

 

 

(21,421,708)

 

Net Increase (Decrease) in Shares Outstanding

(8,150,856)

 

 

 

(19,114,613)

 

 

 

 

 

 

 

 

 

 

 

a

During the period ended October 31, 2021, 31 Class C shares representing $482 were automatically converted to 29 Class A shares and during the period ended October 31, 2020 .42 Class C shares representing $6 were automatically converted to .39 Class A shares.

 

b

During the period ended October 31, 2021, 180,047 Class Y shares representing $3,164,338 were exchanged for 179,705 Class I share and 396 Class Y shares representing $6,706 were exchanged for 406 Class A share. During the period ended October 31, 2020, 948,419 Class Y shares representing $15,260,502 were exchanged for 946,758 Class I share, 993 Class A shares representing $15,789 were exchanged for 966 Class I share and 820 Class C shares representing $11,301 were exchanged for 741 Class I share.

 

See notes to consolidated financial statements.

        

22

 

CONSOLIDATED 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 consolidated financial statements.

       
   
  

Year Ended October 31,

Class A Shares

 

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

 

15.82

16.26

15.08

16.63

15.73

Investment Operations:

      

Investment income (loss)—neta

 

(.19)

(.02)

.15

.08

(.09)

Net realized and unrealized
gain (loss) on investments

 

2.35

.08

1.16

(.81)

1.02

Total from
Investment Operations

 

2.16

.06

1.31

(.73)

.93

Distributions:

      

Dividends from
investment income—net

 

-

(.17)

(.13)

Dividends from
net realized gain on investments

 

-

(.33)

(.82)

(.03)

Total Distributions

 

-

(.50)

(.13)

(.82)

(.03)

Net asset value, end of period

 

17.98

15.82

16.26

15.08

16.63

Total Return (%)b

 

13.79

.28

8.82

(4.63)

5.92

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

 

1.60

1.58

1.55

1.59

1.55

Ratio of net expenses
to average net assets

 

1.42

1.44

1.44

1.44

1.47

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

 

(1.12)

(.14)

.96

.48

(.56)

Portfolio Turnover Rate

 

82.12

176.12

26.17

17.55

69.80

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

 

38,354

35,061

38,100

47,280

73,458

a Based on average shares outstanding.

b Exclusive of sales charge.

See notes to consolidated financial statements.

23

 

CONSOLIDATED FINANCIAL HIGHLIGHTS (continued)

       
   
  

Year Ended October 31,

Class C Shares

 

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

 

14.62

15.06

13.96

15.56

14.83

Investment Operations:

      

Investment income (loss)—neta

 

(.29)

(.13)

.03

(.04)

(.19)

Net realized and unrealized
gain (loss) on investments

 

2.17

.06

1.09

(.74)

.95

Total from
Investment Operations

 

1.88

(.07)

1.12

(.78)

.76

Distributions:

      

Dividends from
investment income—net

 

-

(.04)

(.02)

Dividends from
net realized gain on investments

 

-

(.33)

(.82)

(.03)

Total Distributions

 

-

(.37)

(.02)

(.82)

(.03)

Net asset value, end of period

 

16.50

14.62

15.06

13.96

15.56

Total Return (%)b

 

12.93

(.50)

8.01

(5.30)

5.14

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

 

2.36

2.33

2.29

2.31

2.32

Ratio of net expenses
to average net assets

 

2.17

2.19

2.19

2.19

2.23

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

 

(1.87)

(.87)

.22

(.27)

(1.26)

Portfolio Turnover Rate

 

82.12

176.12

26.17

17.55

69.80

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

 

16,334

22,548

31,771

46,681

80,834

a Based on average shares outstanding.

b Exclusive of sales charge.

See notes to consolidated financial statements.

24

 

       
   
  

Year Ended October 31,

Class I Shares

 

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

 

16.26

16.71

15.51

17.04

16.08

Investment Operations:

      

Investment income (loss)—neta

 

(.15)

.02

.19

.12

(.03)

Net realized and unrealized
gain (loss) on investments

 

2.43

.08

1.20

(.83)

1.02

Total from
Investment Operations

 

2.28

.10

1.39

(.71)

.99

Distributions:

      

Dividends from
investment income—net

 

-

(.22)

(.19)

Dividends from
net realized gain on investments

 

-

(.33)

(.82)

(.03)

Total Distributions

 

-

(.55)

(.19)

(.82)

(.03)

Net asset value, end of period

 

18.54

16.26

16.71

15.51

17.04

Total Return (%)

 

14.02

.53

9.04

(4.33)

6.17

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

 

1.34

1.31

1.29

1.31

1.30

Ratio of net expenses
to average net assets

 

1.17

1.19

1.19

1.19

1.21

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

 

(.88)

.13

1.20

.73

(.17)

Portfolio Turnover Rate

 

82.12

176.12

26.17

17.55

69.80

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

 

141,384

169,485

324,848

472,940

653,752

a Based on average shares outstanding.

See notes to consolidated financial statements.

25

 

CONSOLIDATED FINANCIAL HIGHLIGHTS (continued)

       
   
  

Year Ended October 31,

Class Y Shares

 

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

 

16.23

16.69

15.53

17.04

16.07

Investment Operations:

      

Investment income (loss)—neta

 

(.15)

.03

.20

.13

(.02)

Net realized and unrealized
gain (loss) on investments

 

2.42

.07

1.19

(.82)

1.02

Total from
Investment Operations

 

2.27

.10

1.39

(.69)

1.00

Distributions:

      

Dividends from
investment income—net

 

-

(.23)

(.23)

Dividends from
net realized gain on investments

 

-

(.33)

(.82)

(.03)

Total Distributions

 

-

(.56)

(.23)

(.82)

(.03)

Net asset value, end of period

 

18.50

16.23

16.69

15.53

17.04

Total Return (%)

 

14.05

.54

9.13

(4.27)

6.23

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

 

1.26

1.22

1.22

1.21

1.21

Ratio of net expenses
to average net assets

 

1.17

1.17

1.15

1.14

1.15

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

 

(.86)

.18

1.25

.78

(.14)

Portfolio Turnover Rate

 

82.12

176.12

26.17

17.55

69.80

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

 

121,851

239,102

564,884

733,373

787,909

a Based on average shares outstanding.

See notes to consolidated financial statements.

26

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

BNY Mellon Dynamic Total Return Fund (the “fund”) is a separate diversified series of BNY Mellon Advantage 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 nine series, including the fund. The fund’s investment objective is to seek 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. Prior to September 1, 2021, Mellon Investments Corporation (“Mellon”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, served as the fund’s sub-investment adviser. Effective September 1, 2021 (the “Effective Date”), Newton Investment Management North America LLC (the “Sub-Adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-investment adviser. As the fund’s sub-investment adviser, the Sub-Adviser provides the day-to-day management of the fund’s investments, subject to the Adviser’s supervision and approval. As was the case under the sub-investment advisory agreement between the Adviser and Mellon, the Adviser (and not the fund) pays the Sub-Adviser for its sub-investment advisory services. The rate of sub-investment advisory fee payable by the Adviser to the Sub-Adviser is the same as was paid by the Adviser to Mellon pursuant to the respective sub-investment advisory agreements. As of the Effective Date, portfolio managers responsible for managing the fund’s investments as employees of Mellon became employees of the Sub-Adviser and are no longer employees of Mellon.

The fund may gain investment exposure to global commodity markets through investments in DTR Commodity Fund Ltd., (the “Subsidiary”), a wholly-owned and controlled subsidiary of the fund organized under the laws of the Cayman Islands. The Subsidiary has the ability to invest in commodities and securities consistent with the investment objective of the fund. The Adviser serves as investment adviser for the Subsidiary, the Sub-Adviser serves as the Subsidiary’s sub-investment advisor and Citibank N.A. serves as the Subsidiary’s custodian. The financial statements have been consolidated and include the accounts of the fund and the Subsidiary. Accordingly, all inter-company transactions and balances have been eliminated. A subscription agreement was entered into between the fund and the Subsidiary, comprising the entire issued share capital of the Subsidiary, with the intent that the fund will remain the sole shareholder and retain all rights. Under the Amended and Restated Memorandum and

27

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

Articles of Association, shares issued by the Subsidiary confer upon a shareholder the right to receive notice of, to attend and to vote at general meetings of the Subsidiary and shall confer upon the shareholder rights in a winding-up or repayment of capital and the right to participate in the profits or assets of the Subsidiary. The following summarizes the structure and relationship of the Subsidiary at October 31, 2021:

    
 

Subsidiary Activity

Consolidated fund Net Assets ($)

 

317,923,226

 

Subsidiary Percentage of fund Net Assets

 

5.08%

 

Subsidiary Financial Statement Information ($)

   

Total assets

 

16,271,150

 

Total liabilities

 

127,888

 

Net assets

 

16,143,262

 

Total income

 

5,302

 

Total expenses

 

246,933

 

Investment income—net

 

(241,631)

 

Net realized gain (loss)

 

5,128,231

 

Net change in unrealized appreciation (depreciation)

 

53,098

 

Net increase (decrease) in net assets resulting from operations

 

4,939,698

 

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 (200 million shares authorized), Class C (100 million shares authorized), Class I (150 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 The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, 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

28

 

certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

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

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the 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 consolidated 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:

29

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

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:

Registered investment companies that are not traded on an exchange are valued at their net asset value and are generally categorized within Level 1 of the fair value hierarchy.

Investments in debt securities, excluding short-term investments (other than U.S. Treasury Bills), futures, options and forward foreign currency exchange contracts (“forward contracts”) are valued each business day by one or more independent pricing services (each, a “Service”) approved by the Company’s Board of Directors (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.

U.S. Treasury Bills are valued at the mean price between quoted bid prices and asked prices by a Service. 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.

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

30

 

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.

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

Forward contracts are valued at the forward rate and are generally categorized within Level 2 of the fair value hierarchy. Futures and options, 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. Options traded over-the-counter (“OTC”) are valued at the mean between the bid and asked price and are generally categorized within Level 2 of the fair value hierarchy.

The following is a summary of the inputs used as of October 31, 2021 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:

  

Investment Companies

39,021,299

-

 

-

39,021,299

 

U.S. Treasury Securities

-

273,010,828

 

-

273,010,828

 

Other Financial Instruments:

  

Forward Foreign Currency Exchange Contracts††

-

2,479,823

 

-

2,479,823

 

31

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)(continued)

  

Other Financial Instruments:(continued)

  

Futures††

5,902,579

-

 

-

5,902,579

 

Options Purchased

1,618,950

-

 

-

1,618,950

 

Liabilities ($)

  

Other Financial Instruments:

  

Forward Foreign Currency Exchange Contracts††

-

(3,021,729)

 

-

(3,021,729)

 

Futures††

(5,684,890)

-

 

-

(5,684,890)

 

Options Written

(362,100)

-

 

-

(362,100)

 

 See Consolidated 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 Consolidated Statement of Assets and Liabilities.

(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.

(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.

32

 

(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 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.

The fund’s investments in commodity-linked financial derivatives instruments may subject the fund to greater market price volatility than investments in traditional securities. The value of commodity-linked financial derivative instruments may be affected by changes in overall market movements, commodity index volatility, changes in interest rates, or factors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments.

33

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

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

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

The Subsidiary is classified as a controlled foreign corporation under Subchapter N of the Code. Therefore, the fund is required to increase its taxable income by its share of the Subsidiary’s income. Net investment losses of the Subsidiary cannot be deducted by the fund in the current period nor carried forward to offset taxable income in future periods.

As of and during the period ended October 31, 2021, 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 Consolidated Statement of Operations. During the period ended October 31, 2021, the fund did not incur any interest or penalties.

Each tax year in the four-year period ended October 31, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At October 31, 2021, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $20,357,825, undistributed capital gains $25,237,998, accumulated other losses $566 and unrealized depreciation $11,596,289.

The tax character of distributions paid to shareholders during the fiscal periods ended October 31, 2021 and October 31, 2020 were as follows: ordinary income $0 and $24,417,490, and long-term capital gains $0 and $6,587,096, respectively.

34

 

During the period ended October 31, 2021, as a result of permanent book to tax differences, primarily due to the tax treatment for Subpart F income from subsidiary, and treating a portion of the proceeds from redemptions as a distribution for tax purposes, the fund decreased total distributable earnings (loss) by $18,458,975 and increased paid-in capital by the same amount. Net assets and net asset value per share were not affected by this reclassification.

(h) New accounting pronouncements: In March 2020, the FASB issued Accounting Standards Update 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”), and in January 2021, the FASB issued Accounting Standards Update 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”), which provides optional, temporary relief with respect to the financial reporting of contracts subject to certain types of modifications due to the planned discontinuation of the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates as of the end of 2021. The temporary relief provided by ASU 2020-04 and ASU 2021-01 is effective for certain reference rate-related contract modifications that occur during the period from March 12, 2020 through December 31, 2022. Management is evaluating the impact of ASU 2020-04 and ASU 2021-01 on the fund’s investments, derivatives, debt and other contracts that will undergo reference rate-related modifications as a result of the reference rate reform. Management is also currently actively working with other financial institutions and counterparties to modify contracts as required by applicable regulation and within the regulatory deadlines.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by The Bank of New York Mellon (the “BNYM Credit Facility”), a subsidiary of BNY Mellon and an affiliate of the Adviser, 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

35

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

Facility at the time of borrowing. During the period ended October 31, 2021, the fund did not borrow under the Facilities.

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

(a) The Adviser has entered into separate management agreements with the fund and the Subsidiary pursuant to which the Adviser receives a management fee computed at the annual rate of 1.10% of the value of the average daily net assets of each of the fund and the Subsidiary which is payable monthly. In addition, the Adviser has contractually agreed for as long as the fund invests in the Subsidiary, to waive the management fee it receives from the fund in an amount equal to the management fee paid to the Adviser by the Subsidiary. The reduction in expenses, pursuant to the undertaking, amounted to $205,776 during the period ended October 31, 2021.

In addition, the Adviser had contractually agreed, from November 1, 2020 through March 31, 2021, 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) exceeded 1.19% of the value of the fund’s average daily net assets. The Adviser has contractually agreed, from April 1, 2021 through March 1, 2022, 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 expense describe above) exceed 1.15% of the value of the fund’s average daily net assets. On or after March 1, 2022, the Adviser may terminate this expense limitation at any time. The reduction in expenses, pursuant to the undertaking, amounted to $311,721 during the period ended October 31, 2021.

Prior to the Effective Date, pursuant to a sub-investment advisory agreement between the Adviser and Mellon, the Adviser had paid Mellon an annual fee of the value of the fund’s average daily net assets of each fund and the Subsidiary which is payable monthly. As of the Effective Date, pursuant to a sub-investment advisory agreement between the Adviser and the Sub-Adviser, the Adviser pay the Sub Adviser an annual fee of .65% of the value of the fund’s average daily net assets of each fund and the Subsidiary which is payable monthly.

During the period ended October 31, 2021, the Distributor retained $1,267 from commissions earned on sales of the fund’s Class A shares and $501 from CDSC fees on redemptions of the fund’s Class C shares.

36

 

(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 October 31, 2021, Class C shares were charged $149,490 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 October 31, 2021, Class A and Class C shares were charged $90,962 and $49,830, respectively, pursuant to the Shareholder Services Plan.

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

The fund has an arrangement with the custodian 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 Consolidated Statement of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended October 31, 2021, the fund was charged $11,588 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Consolidated Statement of Operations.

37

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended October 31, 2021, the fund was charged $16,685 pursuant to the custody agreement.

During the period ended October 31, 2021, the fund was charged $14,062 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Consolidated Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Consolidated Statement of Assets and Liabilities consist of: management fees of $299,824, Subsidiary management fees of $19,404, Distribution Plan fees of $10,542, Shareholder Services Plan fees of $11,598, custodian fees of $5,000, Chief Compliance Officer fees of $4,718 and transfer agency fees of $1,866, which are offset against an expense reimbursement currently in effect in the amount of $69,049.

(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, futures, options transactions and forward contracts, during the period ended October 31, 2021, amounted to $28,548,027 and $72,653,969, respectively.

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

Each type of derivative instrument that was held by the fund during the period ended October 31, 2021 is discussed below.

Futures: In the normal course of pursuing its investment objective, the fund is exposed to market risk, including equity price risk, interest rate risk

38

 

and commodity 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 Consolidated Statement of Operations. When the contracts are closed, the fund recognizes a realized gain or loss which is reflected in the Consolidated 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 October 31, 2021 are set forth in the Consolidated Statement of Futures.

Options Transactions: The fund purchases and writes (sells) put and call options to hedge against changes in the values of equities and interest or as a substitute for an investment. The fund is subject to market risk and interest risk in the course of pursuing its investment objectives through its investments in options contracts. A call option gives the purchaser of the option the right (but not the obligation) to buy, and obligates the writer to sell, the underlying financial instrument at the exercise price at any time during the option period, or at a specified date. Conversely, a put option gives the purchaser of the option the right (but not the obligation) to sell, and obligates the writer to buy the underlying financial instrument at the exercise price at any time during the option period, or at a specified date.

As a writer of call options, the fund receives a premium at the outset and then bears the market risk of unfavorable changes in the price of the financial instrument underlying the option. Generally, the fund realizes a gain, to the extent of the premium, if the price of the underlying financial instrument decreases between the date the option is written and the date on which the option is terminated. Generally, the fund incurs a loss if the price of the financial instrument increases between those dates. The maximum payout for those contracts is limited to the number of call option contracts written and the related strike prices, respectively.

As a writer of put options, the fund receives a premium at the outset and then bears the market risk of unfavorable changes in the price of the financial instrument underlying the option. Generally, the fund realizes a gain, to the extent of the premium, if the price of the underlying financial instrument increases between the date the option is written and the date on

39

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

which the option is terminated. Generally, the fund incurs a loss if the price of the financial instrument decreases between those dates. The maximum payout for those contracts is limited to the number of put option contracts written and the related strike prices, respectively.

As a writer of an option, the fund has no control over whether the underlying financial instrument may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the financial instrument underlying the written option. There is a risk of loss from a change in value of such options which may exceed the related premiums received. This risk may be mitigated by Master Agreements, if any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. The Consolidated Statement of Operations reflects any unrealized gains or losses which occurred during the period as well as any realized gains or losses which occurred upon the expiration or closing of the option transaction. Options purchased open at October 31, 2021 are set forth in the Consolidated Statements of Investments and options written open at October 31, 2021 are set forth in the Consolidated Statement of Options Written.

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract decreases between those dates. With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Consolidated Statement of Operations. The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited to the unrealized gain on each open contract. This risk may be mitigated by Master Agreements, if any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. Forward contracts open at October 31, 2021

40

 

are set forth in the Consolidated Statement of Forward Foreign Currency Exchange Contracts.

The following tables show the fund’s exposure to different types of market risk as it relates to the Consolidated Statement of Assets and Liabilities and the Consolidated Statement of Operations, respectively.

Fair value of derivative instruments as of October 31, 2021 is shown below:

        

 

 

Derivative
Assets ($)

 

 

 

Derivative
Liabilities ($)

 

Interest rate risk

1,198,503

1 

Interest rate risk

(4,702,364)

1 

Equity risk

5,990,708

1,2 

Equity risk

(1,033,621)

1,3 

Foreign exchange risk

2,479,823

4 

Foreign exchange risk

(3,021,729)

4 

Commodity risk

332,318

1 

Commodity risk

(311,005)

1 

Gross fair value of
derivative contracts

10,001,352

 

 

 

(9,068,719)

 

 

 

 

 

 

 

 

 

Consolidated Statement of Assets and Liabilities location:

 

1

Includes cumulative appreciation (depreciation) on futures as reported in the
Consolidated Statement of Futures, but only the unpaid variation margin is reported in
the Consolidated Statement of Assets and Liabilities.

2

Options purchased are included in Investments in securities—Unaffiliated issuers, at value.

3

Outstanding options written, at value.

 

4

Unrealized appreciation (depreciation) on forward foreign currency exchange contracts.

The effect of derivative instruments in the Consolidated Statement of Operations during the period ended October 31, 2021 is shown below:

         

Amount of realized gain (loss) on derivatives recognized in income ($)

 

Underlying
risk

Futures

1 

Options
Transactions

2 

Forward
Contracts

3 

Total

 

Interest rate

(8,698,440)

 

(281,645)

 

-

 

(8,980,085)

 

Equity

49,737,523

 

1,359,652

 

-

 

51,097,175

 

Foreign
exchange

-

 

-

 

(4,543,520)

 

(4,543,520)

 

Commodity

5,128,914

 

-

 

-

 

5,128,914

 

Total

46,167,997

 

1,078,007

 

(4,543,520)

 

42,702,484

 

 

 

 

 

 

 

 

 

 

41

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

          

Net change in unrealized appreciation (depreciation)
on derivatives recognized in income ($)

 

Underlying
risk

Futures

4 

Options
Transactions

5 

Forward
Contracts

6 

Total

 

Interest rate

(2,473,366)

 

(1,131,498)

 

-

 

(3,604,864)

 

Equity

15,033,873

 

(538,033)

 

-

 

14,495,840

 

Foreign
exchange

-

 

-

 

(1,637,291)

 

(1,637,291)

 

Commodity

53,684

 

-

 

-

 

53,684

 

Total

12,614,191

 

(1,669,531)

 

(1,637,291)

 

9,307,369

 

 

 

 

 

 

 

 

 

 

 

 

Consolidated Statement of Operations location:

 

1

Net realized gain (loss) on futures.

2

Net realized gain (loss) on options transactions.

3

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

4

Net change in unrealized appreciation (depreciation) on futures.

5

Net change in unrealized appreciation (depreciation) on options transactions.

6

Net change in unrealized appreciation (depreciation) on forward foreign currency exchange contracts.

The provisions of ASC Topic 210 “Disclosures about Offsetting Assets and Liabilities” require disclosure on the offsetting of financial assets and liabilities. These disclosures are required for certain investments, including derivative financial instruments subject to Master Agreements which are eligible for offsetting in the Consolidated Statement of Assets and Liabilities and require the fund to disclose both gross and net information with respect to such investments. For financial reporting purposes, the fund does not offset derivative assets and derivative liabilities that are subject to Master Agreements in the Consolidated Statement of Assets and Liabilities.

At October 31, 2021, derivative assets and liabilities (by type) on a gross basis are as follows:

      

Derivative Financial Instruments:

 

Assets ($)

 

Liabilities ($)

 

Futures

 

5,902,579

 

(5,684,890)

 

Options

 

1,618,950

 

(362,100)

 

Forward contracts

 

2,479,823

 

(3,021,729)

 

Total gross amount of derivative

     

assets and liabilities in the

     

Consolidated Statement of

Assets and Liabilities

 

10,001,352

 

(9,068,719)

 

Derivatives not subject to

     

Master Agreements

 

(7,521,529)

 

6,046,990

 

Total gross amount of assets

     

and liabilities subject to

     

Master Agreements

 

2,479,823

 

(3,021,729)

 

42

 

The following tables present derivative assets and liabilities net of amounts available for offsetting under Master Agreements and net of related collateral received or pledged, if any, as of October 31, 2021:

       

 

 

 

Financial

 

 

 

 

 

 

Instruments

 

 

 

 

 

 

and Derivatives

 

 

 

 

Gross Amount of

 

Available

Collateral

 

Net Amount of

Counterparty

Assets ($)

1 

for Offset ($)

Received ($)

2 

Assets ($)

Citigroup

465,984

 

(465,984)

-

 

-

Goldman Sachs

1,164,978

 

(1,139,614)

-

 

25,364

HSBC

592,148

 

(592,148)

-

 

-

Morgan Stanley

78,402

 

(7,644)

-

 

70,758

Standard
Chartered Bank

178,311

 

(115,040)

-

 

63,271

Total

2,479,823

 

(2,320,430)

-

 

159,393

 

 

 

 

 

 

 

 

 

 

Financial

 

 

 

 

 

 

Instruments

 

 

 

 

 

 

and Derivatives

 

 

 

 

Gross Amount of

 

Available

Collateral

 

Net Amount of

Counterparty

Liabilities ($)

1 

for Offset ($)

Pledged ($)

2 

Liabilities ($)

Citigroup

(699,388)

 

465,984

233,404

 

-

Goldman Sachs

(1,139,614)

 

1,139,614

-

 

-

HSBC

(701,342)

 

592,148

-

 

(109,194)

Morgan Stanley

(7,644)

 

7,644

-

 

-

RBC Capital Markets

(358,701)

 

-

270,000

 

(88,701)

Standard
Chartered Bank

(115,040)

 

115,040

-

 

-

Total

(3,021,729)

 

2,320,430

503,404

 

(197,895)

 

 

 

 

 

 

 

1 Absent a default event or early termination, OTC derivative assets and liabilities are presented at gross amounts
and are not offset in the Consolidated Statement of Assets and Liabilities.

2 In some instances, the actual collateral received and/or pledged may be more than the amount shown due to
over collateralization.

The following summarizes the average market value of derivatives outstanding during the period ended October 31, 2021:

   

 

 

Average Market Value ($)

Equity futures

 

328,075,340

Equity options contracts

 

2,282,829

Interest rate futures

 

843,741,568

Interest rate options contracts

 

21,484

Forward contracts

 

549,142,947

Commodity futures

 

28,169,146

At October 31, 2021, the cost of investments for federal income tax purposes was $322,367,007; accordingly, accumulated net unrealized

43

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

depreciation on investments inclusive of derivative contracts was $11,595,443, consisting of $8,464,331 gross unrealized appreciation and $20,059,774 gross unrealized depreciation.

44

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of BNY Mellon Dynamic Total Return Fund

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of BNY Mellon Dynamic Total Return Fund (the “Fund”) (one of the funds constituting BNY Mellon Advantage Funds, Inc.), including the consolidated statements of investments, investments in affiliated issuers, futures, options written and forward foreign currency exchange contracts, as of October 31, 2021, and the related consolidated statement of operations for the year then ended, the consolidated statements of changes in net assets for each of the two years in the period then ended, the consolidated financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of the Fund (one of the funds constituting BNY Mellon Advantage Funds, Inc.) at October 31, 2021, the consolidated results of its operations for the year then ended, the consolidated changes in its net assets for each of the two years in the period then ended and its consolidated financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2021, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

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

New York, New York
December 23, 2021

45

 

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

At a meeting of the fund’s Board of Directors held on May 11, 2021 (the “Meeting”), the Board discussed with representatives of the Adviser plans to realign Mellon Investments Corporation’s (“Mellon”) equities and multi-asset capabilities with Newton Investment Management North America, LLC (“Newton US”) (the “Firm Realignment”), with such realignment scheduled to occur, subject to regulatory requirements, in the third quarter of 2021 (the “Effective Date”). The Adviser noted that, as a result of the Firm Realignment, the portfolio managers who are currently responsible for managing the investments of the fund as employees of Mellon as a sub-investment adviser pursuant to a sub-investment advisory agreement with the Adviser (the “Current Sub-Advisory Agreement”), will become employees of Newton US as of the Effective Date. Consequently, the Adviser proposed to engage Newton US to serve as the fund’s sub-investment adviser, pursuant to a sub-investment advisory agreement between the Adviser and Newton US (the “New Sub-Advisory Agreement”), to be effective on the Effective Date. In addition, the Adviser proposed amending the fund’s current management agreement (the “Current Management Agreement”) to reflect the engagement of Newton US as sub-investment adviser to the fund (as proposed to be amended, the “Amended Management Agreement”), to be effective on the Effective Date.

At the Meeting, the Adviser recommended the approval of the New Sub-Advisory Agreement, pursuant to which Newton US would serve as sub-investment adviser to the fund, and the Amended Management Agreement. The recommendation for the approval of the New Sub-Advisory Agreement and the Amended Management Agreement was based on the following considerations, among others: (i) approval of the New Sub-Advisory Agreement and the Amended Management Agreement would permit the fund’s current portfolio managers to continue to be responsible for the day-to-day management of the fund’s portfolio after the Effective Date as employees of Newton US; (ii) there will be no material changes to the fund’s investment objective, strategies or policies, no reduction in the nature or level of services provided to the fund, and no increases in the management fee payable by the fund as a result of the proposed changes to the investment advisory arrangements; and (iii) the rate of the sub-investment advisory fee payable by the Adviser to Newton US under the New Sub-Advisory Agreement will be the same as that currently payable by the Adviser to Mellon under the Current Sub-Advisory Agreement and all material terms and conditions of the New Sub-Advisory Agreement are substantially identical to those of the Current Sub-Advisory Agreement, and the Adviser (and not the fund) will pay Newton US for its sub-investment advisory services. The Board also considered the fact that the Adviser stated that it believes there are no material changes to the information the Board had previously considered at a Board meeting on March 8-9, 2021 (the “15(c) Meeting”), at which the Board re-approved the Current Sub-Advisory Agreement and the Current Management Agreement through September 30, 2021, other than the information about the Firm Realignment and Newton US.

46

 

At the Meeting, the Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “1940 Act”)) of the fund (the “Independent Directors”) considered and approved the New Sub-Advisory Agreement and the Amended Management Agreement. In determining whether to approve the New Sub-Advisory Agreement and the Amended Management Agreement, the Board considered the materials prepared by the Adviser received in advance of the Meeting and other information presented at the Meeting, which included: (i) a form of the New Sub-Advisory Agreement and a form of the Amended Management Agreement; (ii) information regarding the Firm Realignment and how it is expected to enhance investment capabilities; (iii) information regarding Newton US; and (iv) an opinion of counsel that the proposed changes to the investment advisory arrangements would not result in an “assignment” of the Current Sub-Advisory Agreement or the Current Management Agreement under the 1940 Act and the Investment Advisers Act of 1940, as amended, and, therefore, do not require the approval of fund shareholders. The Board also considered the substance of discussions with representatives of the Adviser at the Meeting and the 15(c) Meeting.

Nature, Extent and Quality of Services to be Provided. In examining the nature, extent and quality of the services that were expected to be provided by Newton US to the fund under the New Sub-Advisory Agreement, the Board considered: (i) Newton US’s organization, qualification and background, as well as the qualifications of its personnel; (ii) the expertise of the personnel providing portfolio management services, which would remain the same after the Effective Date; and (iii) the investment strategy for the fund, which would remain the same after the Effective Date. 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-investment advisory services expected to be provided to the fund by Newton US after the Effective Date. Based on their consideration and review of the foregoing information, the Board concluded that the nature, extent and quality of the sub-investment advisory services to be provided by Newton US under the New Sub-Advisory Agreement, as well as Newton US’s ability to render such services based on its resources and the experience of the investment team, which will include the fund’s current portfolio managers, 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. The Board also considered, as it related to the Amended Management Agreement, that the nature, extent and quality of the services that are provided by the Adviser are expected to remain the same, including the Adviser’s extensive administrative, accounting and compliance infrastructures, as well as the Adviser’s supervisory activities over the fund’s portfolio management personnel.

Investment Performance. The Board had considered the fund’s investment performance and that of the investment team managing the fund’s portfolio at the 15(c) Meeting (including comparative data provided by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data). The Board considered the performance and that the same investment professionals would continue to manage the fund’s assets after the Effective Date, as factors in evaluating the services to be provided by Newton US under the New Sub-Advisory Agreement after the

47

 

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

Effective Date, and determined that these factors, when viewed together with the other factors considered by the Board, supported a decision to approve the New Sub-Advisory Agreement and the Amended Management Agreement.

Costs of Services to be Provided and Profitability. The Board considered the proposed fee payable under the New Sub-Advisory Agreement (which was the same as that payable under the Current Sub-Advisory Agreement and had been considered at the 15(c) Meeting), noting that the proposed fee would be paid by the Adviser and, thus, would not impact the fees paid by the fund or the Adviser’s profitability. The Board considered the fee payable to Newton US in relation to the fee paid to the Adviser by the fund and the respective services provided by Newton US and the Adviser. The Board recognized that, because Newton US’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 consideration of the fund’s Current Management Agreement, and that the Board had received and considered a profitability analysis of the Adviser and its affiliates, including Newton US, at the 15(c) Meeting. The Board concluded that the proposed fee payable to Newton US by the Adviser was appropriate and the Adviser’s profitability was not excessive in light of the nature, extent and quality of the services to be provided to the fund by the Adviser under the Amended Management Agreement and Newton US under the New Sub-Advisory Agreement.

Economies of Scale to be Realized. The Board recognized that, because the fee payable to Newton US 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 Current Management Agreement, which had been done at the 15(c) Meeting. At the 15(c) Meeting, the Board determined that the economies of scale which may accrue to the Adviser and its affiliates in connection with the management of the fund had been adequately considered by the Adviser in connection with the fee rate charged to the fund pursuant to the Current Management Agreement and that, to the extent in the future it were determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.

The Board also considered whether there were any ancillary benefits that would accrue to Newton US as a result of its relationship with the fund, and such ancillary benefits, if any, were determined to be 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-investment advisory agreements.

After full consideration of the factors discussed above, with no single factor identified as being of paramount importance, the Board members, all of whom are Independent Directors, with the assistance of independent legal counsel, approved the New Sub-Advisory Agreement and Amended Management Agreement for the fund effective as of the Effective Date.

48

 

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

At a meeting of the fund’s Board of Directors held on August 17, 2021, the Board considered the renewal of the fund’s Current Management Agreement pursuant to which the Adviser provides the fund with investment advisory and administrative services, and the Current Sub-Investment Advisory Agreement (together, the “Current Agreements”), pursuant to which Mellon (the “Subadviser”) provides day-to-day management of the fund’s investments. The Board members, all of whom are Independent Directors, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of the Adviser and the Subadviser. The fund may gain investment exposure to global commodity markets through investments in a wholly-owned and controlled subsidiary of the fund (the “Subsidiary”) that principally invests directly in commodity-related instruments, including futures and options contracts, swap agreements and other derivatives that provide exposure to the commodity markets. The Subsidiary has the same investment objective, investment adviser and sub-investment adviser as the fund, although the Subsidiary’s agreements with the Adviser and the Subadviser are not subject to approval by the Board. In considering the renewal of the Current Agreements, the Board considered several factors that it believed to be relevant, including those discussed below. The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to it at the meeting and in previous presentations from representatives of the Adviser regarding the nature, extent, and quality of the services provided to funds in the BNY Mellon fund complex, including the fund. The Adviser provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. The Adviser also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the BNY Mellon fund complex (such as 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, as well as the Adviser’s supervisory activities over the Subadviser. 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 based on classifications

49

 

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

provided by Thomson Reuters Lipper, which included information comparing (1) the performance of the fund’s Class I shares with the performance of a group of institutional alternative global macro funds selected by Broadridge as comparable to the fund (the “Performance Group”) and with a broader group of funds consisting of all retail and institutional alternative global macro funds (the “Performance Universe”), all for various periods ended June 30, 2021, and (2) the fund’s actual and contractual management fees and total expenses with those of the same group of funds in the Performance Group (the “Expense Group”) and with a broader group of all institutional alternative global macro 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 had furnished the Board with a description of the methodology Broadridge used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Performance Comparisons. Representatives of the Adviser stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations and policies that may be applicable to the fund and comparison funds and the end date selected. They also considered that performance generally should be considered over longer periods of time, although it is possible that long-term performance can be adversely affected by even one period of significant underperformance so that a single investment decision or theme has the ability to affect disproportionately long-term performance. The Board discussed with representatives of the Adviser and the Subadviser the results of the comparisons and considered that the fund’s total return performance was above the Performance Group median and at the Performance Universe median for the ten-year period and below the Performance Group and Performance Universe medians for all other 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 and that the fund’s total return performance ranked in the third quartile of the Performance Group and Performance Universe for all periods when performance was below median. It also was noted that, based on its risk-adjusted returns, the fund had a five star Morningstar rating for the ten-year period and four star ratings overall and for the five-year period. The Adviser also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index, and it was noted that the fund’s returns were above the returns of the index in four of the ten calendar years shown.

Management Fee and Expense Ratio Comparisons. The Board reviewed and considered the contractual management fee rate payable by the fund to the Adviser in light of the nature, extent and quality of the management and sub-advisory services provided by the Adviser and the Subadviser, respectively. In addition, the Board reviewed and considered the actual management fee rate paid by the fund over the fund’s last fiscal year which included reductions for a fee waiver arrangement in place that reduced the investment advisory fee paid to the Adviser. The Board also reviewed the range of actual and contractual management fees and total expenses as a percentage of average

50

 

net assets of the Expense Group and Expense Universe funds and discussed the results of the comparisons.

The Board considered that the fund’s contractual management fee was higher than the Expense Group median contractual management fee, the fund’s actual management fee was higher than the Expense Group median and the Expense Universe median actual management fee and the fund’s total expenses were higher than the Expense Group median and the Expense Universe median total expenses.

Representatives of the Adviser stated that the Adviser has contractually agreed, until March 1, 2022, to waive receipt of its fees and/or assume the direct expenses of the fund so that the direct expenses of none of its classes (excluding Rule 12b-1 fees, shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed 1.15% of the fund’s average daily net assets. In addition, the Adviser has contractually agreed, for so long as the fund invests in the Subsidiary, to waive the management fee it receives from the fund in the amount equal to the management fee paid to the Adviser by the Subsidiary.

Representatives of the Adviser reviewed with the Board the management or investment advisory fees paid to the Adviser or the Subadviser or its affiliates for advising the one separate account or other type of client portfolio that is considered to have similar investment strategies and policies as the fund (the “Similar Client”), and explained the nature of the Similar Client. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors. The Board considered the relevance of the fee information provided for the Similar Client to evaluate the appropriateness of the fund’s management fee. Representatives of the Adviser noted that there were no other funds advised or administered by the Adviser that are in the same Lipper category as the fund.

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

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

51

 

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

The Board considered, on the advice of its counsel, the profitability analysis (1) as part of its evaluation of whether the fees under the Current Agreements, considered in relation to the mix of services provided by the Adviser and the Subadviser, including the nature, extent and quality of such services, supported the renewal of the Current Agreements and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Since the Adviser, and not the fund, pays the Subadviser pursuant to the Sub-Investment Advisory Agreement, the Board did not consider the Subadviser’s profitability to be relevant to its deliberations. 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 and the Subadviser from acting as investment adviser and sub-investment adviser, respectively, and took into consideration the soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Current Agreements. 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 and the Subadviser are adequate and appropriate.

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

· The Board concluded that the fees paid to the Adviser and the Subadviser 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 Current Agreements, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with the Adviser and its affiliates and the Subadviser, of the Adviser

52

 

and the Subadviser and the services provided to the fund by the Adviser and the Subadviser. 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 Current Agreements, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, the Board’s consideration of the contractual fee arrangements for the fund had the benefit of a number of years of reviews of the Current Agreements for the fund, or substantially similar agreements for other BNY Mellon funds that the Board oversees, during which lengthy discussions took place between the Board and representatives of the Adviser. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on 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 Current Agreements for the remainder of the one-year term.

53

 

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, 2020 to December 31, 2020, there were no material changes to the Program and no material liquidity events that impacted the fund. During the period, the fund held sufficient highly liquid assets to meet fund redemptions.

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

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BOARD MEMBERS INFORMATION (Unaudited)

Independent Board Members

Joseph S. DiMartino (78)

Chairman of the Board (1995)

Principal Occupation During Past 5 Years:

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

Other Public Company Board Memberships During Past 5 Years:

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

No. of Portfolios for which Board Member Serves: 98

———————

Peggy C. Davis (78)

Board Member (2006)

Principal Occupation During Past 5 Years:

· Shad Professor of Law, New York University School of Law (1983-Present)

No. of Portfolios for which Board Member Serves: 35

———————

Gina D. France (63)

Board Member (2019)

Principal Occupation During Past 5 Years:

· France Strategic Partners, a strategy and advisory firm serving corporate clients across the United States, Founder, President and Chief Executive Officer (2003-Present)

Other Public Company Board Memberships During Past 5 Years:

· Huntington Bancshares, a bank holding company headquartered in Columbus, Ohio, Director (2016-Present)

· Cedar Fair, L.P., a publicly-traded partnership that owns and operates amusement parks and hotels in the U.S. and Canada, Director (2011-Present)

· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (2015-Present)

· FirstMerit Corporation, a diversified financial services company, Director (2004-2016)

No. of Portfolios for which Board Member Serves: 25

———————

Joan Gulley (74)

Board Member (2017)

Principal Occupation During Past 5 Years:

· Nantucket Atheneum, public library, Chair (2018-June 2021) and Director (2015-June 2021)

· Orchard Island Club, golf and beach club, Governor (2016-Present)

No. of Portfolios for which Board Member Serves: 43

———————

55

 

BOARD MEMBERS INFORMATION (Unaudited) (continued)

Robin A. Melvin (58)

Board Member (2012)

Principal Occupation During Past 5 Years:

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

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

· JDRF, a non-profit juvenile diabetes research foundation, Board Member (June 2021-Present)

Other Public Company Board Memberships During Past 5 Years:

· HPS Corporate Lending Fund, a closed-end management investment company regulated as a business development company, Trustee (August 2021-Present)

No. of Portfolios for which Board Member Serves: 76

———————

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

David P. Feldman, Emeritus Board Member
Ehud Houminer, Emeritus Board Member
Lynn Martin, Emeritus Board Member
Dr. Martin Peretz, Emeritus Board Member
Philip L. Toia, Emeritus Board Member

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OFFICERS OF THE FUND (Unaudited)

DAVID DIPETRILLO, President since January 2021.

Vice President and Director of the Adviser since February 2021; Head of North America Product, BNY Mellon Investment Management since January 2018; Director of Product Strategy, BNY Mellon Investment Management from January 2016 to December 2017. He is an officer of 57 investment companies (comprised of 107 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 43 years old and has been an employee of BNY Mellon since 2005.

JAMES WINDELS, Treasurer since November 2001.

Vice President of the Adviser since September 2020; Director - BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 63 years old and has been an employee of the Adviser since April 1985.

PETER M. SULLIVAN, Chief Legal Officer since July 2021 and Vice President and Assistant Secretary since March 2019.

Chief Legal Officer of the Adviser since July 2021, Associate General Counsel of BNY Mellon since July 2021; Senior Managing Counsel of BNY Mellon from December 2020 to July 2021; Managing Counsel of BNY Mellon from March 2009 to December 2020, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of BNY Mellon since April 2004.

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

Senior Managing Counsel of BNY Mellon since December 2019; Managing Counsel of BNY Mellon from April 2014 to December 2019; Secretary of the Adviser, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of the Adviser since December 1996.

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

Counsel of BNY Mellon since August 2018; Senior Regulatory Specialist at BNY Mellon Investment Management Services from February 2016 to August 2018. She is an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 31 years old and has been an employee of the Adviser since August 2018.

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

Vice President since February 2020 of BNY Mellon ETF Investment Adviser; LLC, Senior Managing Counsel of BNY Mellon since September 2021; Managing Counsel from December 2017 to September 2021; Senior Counsel of BNY Mellon from March 2013 to December 2017. She is an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 46 years old and has been an employee of the Adviser since March 2013.

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

Senior Managing Counsel of BNY Mellon, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 56 years old and has been an employee of the Adviser since October 1990.

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

Counsel of BNY Mellon since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019; Senior Regulatory Specialist at BNY Mellon Investment Management Services from April 2015 to August 2018. She is an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 36 years old and has been an employee of the Adviser since June 2019.

57

 

OFFICERS OF THE FUND (Unaudited) (continued)

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

Chief Compliance Officer since August 2021 and Vice President since February 2020 of BNY Mellon ETF Investment Adviser, LLC; Chief Compliance Officer since August 2021 and Vice President and Assistant Secretary since February 2020 of BNY Mellon ETF Trust; Managing Counsel from December 2019 to August 2021 of BNY Mellon; Counsel from May 2016 to December 2019 of BNY Mellon; Assistant Secretary of the Adviser from April 2018 to August 2021. She is an officer of 57 investment companies (comprised of 128 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 36 years old and has been an employee of BNY Mellon since May 2016.

GAVIN C. REILLY, Assistant Treasurer since December 2005.

Tax Manager-BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of the Adviser since April 1991.

ROBERT SALVIOLO, Assistant Treasurer since July 2007.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Adviser since June 1989.

ROBERT SVAGNA, Assistant Treasurer since December 2002.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Adviser since November 1990.

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

Chief Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust since 2004, Chief Compliance Officer of the Adviser from 2004 until June 2021. He is an officer of 57 investment companies (comprised of 120 portfolios) managed by the Adviser. He is 64 years old.

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

Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust. She is an officer of 50 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 53 years old and has been an employee of the Distributor since 1997.

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For More Information

BNY Mellon Dynamic Total Return Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-Adviser

Newton Investment Management

North America, LLC

BNY Mellon Center

201 Washington Place

Boston, MA 02108

Custodian

The Bank of New York Mellon

240 Greenwich Street

New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.

240 Greenwich Street

New York, NY 10286

Distributor

BNY Mellon Securities Corporation

240 Greenwich Street

New York, NY 10286

  

Ticker Symbols:

Class A: AVGAX      Class C: AVGCX       Class I: AVGRX       Class Y: AVGYX

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.

  

© 2021 BNY Mellon Securities Corporation
6140AR1021

 

BNY Mellon Global Dynamic Bond Income Fund

 

ANNUAL REPORT

October 31, 2021

 

 

 

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

Fund Performance

5

Understanding Your Fund’s Expenses

8

Comparing Your Fund’s Expenses
With Those of Other Funds

8

Statement of Investments

9

Statement of Investments
in Affiliated Issuers

20

Statement of Futures

21

Statement of Forward Foreign
Currency Exchange Contracts

22

Statement of Assets and Liabilities

25

Statement of Operations

26

Statement of Changes in Net Assets

27

Financial Highlights

29

Notes to Financial Statements

33

Report of Independent Registered
Public Accounting Firm

49

Liquidity Risk Management Program

50

Board Members Information

51

Officers of the Fund

53

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from November 1, 2020 through October 31, 2021, as provided by portfolio managers Paul Brain, Parmeshwar Chadha, and Howard Cunningham of Newton Investment Management Limited, Sub-Investment Adviser.

Market and Fund Performance Overview

For the 12-month period ended October 31, 2021, BNY Mellon Global Dynamic Bond Income Fund’s Class A shares produced a total return of 1.71%, Class C shares returned 0.91%, Class I shares returned 1.96% and Class Y shares returned 2.18%.1 In comparison, the fund’s benchmark, the FTSE One-Month U.S. Treasury Bill Index (the “Index”), produced a total return of 0.04% for the same period.2

Global bond markets produced mixed performance during the period, with the negative impact of rising rates pitted against central bank accommodation, improving corporate earnings and economic re-openings. The fund outperformed the Index, largely due to positions in corporate bonds.

The Fund’s Investment Approach

The fund seeks total return (consisting of income and capital appreciation). To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in bonds and other instruments that provide investment exposure to global bond markets. The fund normally invests opportunistically in bonds and derivatives and other instruments that provide investment exposure to global bond and currency markets, in seeking to produce positive returns across economic cycles. The fund’s investments will be focused globally among the developed- and emerging-capital markets of the world. The fund ordinarily invests in at least three countries, and, at times, may invest a substantial portion of its assets in a single country.

The fund’s investments are focused globally among the developed and emerging capital markets of the world. The fund’s portfolio managers employ a dynamic approach in allocating the fund’s assets globally, principally among government bonds, foreign country sovereign debt, debt obligations of supranational entities, emerging market sovereign debt, investment grade and high yield (“junk”) corporate instruments, and currencies. Under normal market conditions, the fund invests significantly (at least 40% of its net assets) in issuers organized or located outside the United States, whose primary listing exchange for securities is located outside the United States, whose largest amount of revenues are derived from countries outside the United States or whose reporting currencies are other than U.S. dollars.

The fund’s portfolio managers have considerable latitude in allocating the fund’s investments and in selecting securities and derivative instruments to implement the fund’s investment approach. The fund, however, normally invests at least 10% of its net assets in each of government bonds, emerging market sovereign debt, and investment grade and high yield corporate instruments

2

 

Economic Improvement and Rising Rates Drive Bond Markets

November 2020 began with all eyes watching the approach of the U.S. election and market expectations of a ‘blue wave’ (Democrat control of both Congress and the White House). The election results, which were favorably received by the market, were quickly followed by news that the COVID-19 vaccines under development by Pfizer and Moderna had achieved efficacy rates above 90%. These positive developments drove a sharp sell-off in government bonds, as investors bet on an accelerating economic rebound, a trend soon accentuated by the rollout of COVID-19 vaccines and President Biden’s proposed US$1.9 trillion relief package. In early 2021, a spike in real yields drove bond-market volatility higher. Equity-market volatility followed suit, to the detriment of ‘risk’ appetite, particularly with respect to emerging markets as the U.S. dollar rallied. However, in the second quarter of 2021, volatility and inflation concerns moderated, supporting both government bonds and risk assets. Meanwhile, global growth continued to recover, with activity particularly strong in developed markets, aided by relatively advanced vaccination programs versus much of the developing world. Later in the period, concerns surfaced regarding the spread of the Delta variant of the COVID-19 virus. Emerging-markets corporate bonds also came under pressure due to widening concerns regarding a crisis in the Chinese real estate sector.

High Yield Holdings Drive Outperformance

The standout contribution to performance during the period came from the fund’s exposure to the high yield asset class. Within high yield, the fund saw positive performance across the board, with the strongest contributors in the lower-rated, single-B category. Travel-sector exposure made a strong contribution to relative performance, led by holding such as the American Airlines 2025 bond and the Carnival Corporation 2023 bond. The fund’s holdings in bank-contingent convertible capital instruments (CoCos) also enhanced performance.

The main detractors from performance included the fund’s exposure to government bonds as well as some emerging-markets sovereign bonds. Short positions in certain government bond markets, maintained through derivatives, helped offset some of these losses. The fund also maintained a short position in the U.S. dollar in the first half of the period, which detracted from performance. Toward the end of the period, the fund’s Chinese corporate real estate exposure, which represented less than 2% of portfolio, was undermined by the stress in the country’s overall real estate sector due to uncertainty regarding the potentially imminent default of Evergrande, the largest corporate borrower in the world.

Anticipating Global Growth

We believe bonds will continue to face headwinds into the year-end, with inflation remaining a key risk and the drumbeat of central banks’ hawkish statements getting louder. However, these trends may abate if evidence shows that the current inflation surge is transitory. While the impact of the slowdown in China needs watching, and growth is decelerating elsewhere, overall, we expect the economic backdrop to remain

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

supportive of higher-yielding, shorter-maturity corporate bonds. Given prevailing conditions, we favor high yield credit, floating-rate notes and inflation-linked securities.

Accordingly, as of the end of the reporting period, the fund is predominantly weighted toward high yield and shorter maturity corporate bonds, as well as maintaining some exposure to inflation-linked securities. In case of a sudden, unexpected slowdown in global growth, the fund also continues to hold U.S. Treasury 30-year bond call options as protection. Among currencies, the fund is long a small number of Euro-funded emerging-markets currencies in which we believe there is potential for appreciation.

November 15, 2021

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. Class I and Class Y shares are not subject to any initial or deferred sales charge. 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 1, 2022, 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 FTSE One-Month U.S. Treasury Bill Index consists of the last, one-month, Treasury bill month-end rates. The FTSE One-Month U.S. Treasury Bill Index measures return equivalents of yield averages. The instruments are not marked to market. Investors cannot invest directly in any index.

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

Bonds are subject generally to interest-rate, credit, liquidity and market risks, to varying degrees, all of which are more fully described in the fund’s prospectus. Generally, all other factors being equal, bond prices are inversely related to interest-rate changes, and rate increases can cause price declines.

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.

High yield bonds are subject to increased credit risk and are considered speculative in terms of the issuer’s perceived ability to continue making interest payments on a timely basis and to repay principal upon maturity.

Foreign bonds are subject to special risks, including exposure to currency fluctuations, changing political and economic conditions, and potentially less liquidity.

Investments in foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar, or, in the case of hedged positions, that the U.S. dollar will decline relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time. A decline in the value of foreign currencies relative to the U.S. dollar will reduce the value of securities held by the fund and denominated in those currencies. The use of leverage may magnify the fund’s gains or losses. For derivatives with a leveraging component, adverse changes in the value or level of the underlying asset can result in a loss that is much greater than the original investment in the derivative.

The fund may at times invest a substantial portion of its assets in a single country.

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.

4

 

FUND PERFORMANCE (Unaudited)


Comparison of change in value of a $10,000 investment in Class A shares, Class C shares, and Class I shares of BNY Mellon Global Dynamic Bond Income Fund with a hypothetical investment of $10,000 in the FTSE One-Month U.S. Treasury Bill Index (the “Index”).

 Source: Lipper Inc.

Past performance is not predictive of future performance.

The above graph compares a hypothetical investment of $10,000 made in each of the Class A shares, Class C shares, and Class I shares of BNY Mellon Global Dynamic Bond Income Fund on 10/31/11 to a hypothetical investment of $10,000 made in the Index on that date. All dividends and capital gain distributions are reinvested.

The fund’s performance shown in the line graph above takes into account the maximum initial sales charge on Class A shares and all other applicable fees and expenses on Class A shares, Class C shares, and Class I shares. The Index consists of the last one-month Treasury bill month-end rates. The FTSE One-Month U.S. Treasury Bill Index measures return equivalents of yield averages. The instruments are not marked to market. Unlike a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

5

 

FUND PERFORMANCE (Unaudited) (continued)


Comparison of change in value of a $1,000,000 investment in Class Y shares of BNY Mellon Global Dynamic Bond Income Fund with a hypothetical investment of $1,000,000 in the FTSE One-Month U.S. Treasury Bill Index (the “Index”).

 Source: Lipper Inc.

††  The total return figures presented for Class Y shares of the fund reflect the performance of the fund’s Class A shares for the period prior to 7/1/13 (the inception date for Class Y shares), not reflecting the applicable sales charges for Class A shares.

Past performance is not predictive of future performance.

The above graph compares a hypothetical investment of $1,000,000 made in Class Y shares of BNY Mellon Global Dynamic Bond Income Fund on 10/31/11 to a hypothetical investment of $1,000,000 made in the Index on that date. All dividends and capital gain distributions are reinvested.

The fund’s performance shown in the line graph above takes into account all applicable fees and expenses of the fund’s Class Y shares. The Index consists of the last one-month Treasury bill month-end rates. The FTSE One-Month U.S. Treasury Bill Index measures return equivalents of yield averages. The instruments are not marked to market. Unlike a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

6

 

      

Average Annual Total Returns as of 10/31/2021

 

Inception
Date

1 Year

5 Years

10 Years

 

Class A shares

     

with maximum sales charge (4.5%)

3/25/11

-2.85%

2.13%

2.64%

 

without sales charge

3/25/11

1.71%

3.07%

3.11%

 

Class C shares

     

with applicable redemption charge

3/25/11

-0.09%

2.29%

2.34%

 

without redemption

3/25/11

0.91%

2.29%

2.34%

 

Class I shares

3/25/11

1.96%

3.31%

3.36%

 

Class Y shares

7/1/13

2.18%

3.37%

3.36%††

 

FTSE One-Month U.S. Treasury Bill Index

 

0.04%

1.07%

0.56%

 

 The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the date of purchase.

††  The total return performance figures presented for Class Y shares of the fund reflect the performance of the fund’s Class A shares for the period prior to 7/1/13 (the inception date for Class Y shares), not reflecting the applicable sales charges for Class A shares.

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

The fund’s performance shown in the graphs and table does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. In addition to the performance of Class A shares shown with and without a maximum sales charge, the fund’s performance shown in the table takes into account all other applicable fees and expenses on all classes.

7

 

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 Dynamic Bond Income Fund from May 1, 2021 to October 31, 2021. 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 October 31, 2021

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$5.29

$9.05

$4.03

$3.18

 

Ending value (after expenses)

$999.20

$995.00

$1,000.00

$1,000.80

 

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

Using the SEC’s method to compare expenses

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

       

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended October 31, 2021

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$5.35

$9.15

$4.08

$3.21

 

Ending value (after expenses)

$1,019.91

$1,016.13

$1,021.17

$1,022.03

 

Expenses are equal to the fund’s annualized expense ratio of 1.05% for Class A, 1.80% for Class C, .80% for Class I and .63% for Class Y, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

8

 

STATEMENT OF INVESTMENTS

October 31, 2021

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

a 

Value ($)

 

Bonds and Notes - 90.5%

     

Australia - 1.7%

     

Australia, Bonds, Ser. 133

AUD

5.50

 

4/21/2023

 

1,290,000

 

1,040,145

 

Australia, Sr. Unscd. Bonds, Ser. 25CI

AUD

3.00

 

9/20/2025

 

1,340,000

b 

1,480,114

 
 

2,520,259

 

Austria - .2%

     

CA Immobilien Anlagen, Sr. Unscd. Notes

EUR

0.88

 

2/5/2027

 

200,000

 

231,793

 

Azerbaijan - 1.1%

     

Azerbaijan, Sr. Unscd. Bonds

 

5.13

 

9/1/2029

 

693,000

 

771,920

 

Azerbaijan, Sr. Unscd. Notes

 

4.75

 

3/18/2024

 

734,000

 

788,316

 
 

1,560,236

 

Bahrain - .6%

     

Bahrain, Sr. Unscd. Notes

 

4.25

 

1/25/2028

 

881,000

 

867,895

 

Bolivia - .4%

     

Bolivia, Sr. Unscd. Notes

 

4.50

 

3/20/2028

 

700,000

 

630,350

 

British Virgin - .3%

     

Greenland Global Investment, Gtd. Notes

 

6.13

 

4/22/2023

 

640,000

 

446,365

 

Canada - 4.5%

     

Canada, Bonds

CAD

4.00

 

12/1/2031

 

1,342,004

b 

1,554,652

 

Canada Housing Trust No. 1, Govt. Gtd. Bonds

CAD

2.35

 

9/15/2023

 

5,340,000

c 

4,414,177

 

First Quantum Minerals, Gtd. Notes

 

6.88

 

3/1/2026

 

530,000

c 

552,525

 
 

6,521,354

 

Cayman Islands - 2.1%

     

Agile Group Holdings, Sr. Scd. Notes

 

6.70

 

3/7/2022

 

465,000

d 

425,475

 

Country Garden Holdings, Sr. Scd. Notes

 

7.13

 

1/27/2022

 

460,000

 

462,064

 

CSN Inova Ventures, Gtd. Notes

 

6.75

 

1/28/2028

 

329,000

 

349,809

 

Sable International Finance, Sr. Scd. Notes

 

5.75

 

9/7/2027

 

476,000

c 

496,230

 

Shimao Group Holdings, Sr. Scd. Bonds

 

4.75

 

7/3/2022

 

465,000

 

450,985

 

Wynn Macau, Sr. Unscd. Notes

 

5.50

 

1/15/2026

 

870,000

 

819,444

 
 

3,004,007

 

Chile - .5%

     

VTR Comunicaciones, Sr. Scd. Notes

 

4.38

 

4/15/2029

 

703,000

c 

709,819

 

Colombia - 2.1%

     

Colombia, Bonds

COP

6.00

 

4/28/2028

 

2,876,000,000

 

701,361

 

Colombia, Bonds

COP

7.00

 

6/30/2032

 

5,750,800,000

 

1,417,890

 

Colombia, Sr. Unscd. Notes

 

4.50

 

3/15/2029

 

880,000

 

931,330

 
 

3,050,581

 

9

 

STATEMENT OF INVESTMENTS (continued)

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

a 

Value ($)

 

Bonds and Notes - 90.5% (continued)

     

Czech Republic - 2.1%

     

Czech Republic, Bonds, Ser. 120

CZK

1.25

 

2/14/2025

 

39,050,000

 

1,673,646

 

Czech Republic, Bonds, Ser. 97

CZK

0.45

 

10/25/2023

 

32,770,000

 

1,410,499

 
 

3,084,145

 

Denmark - .1%

     

Orsted, Sub. Notes

GBP

2.50

 

2/18/2033

 

132,000

 

174,884

 

Dominican Republic - .8%

     

Dominican Republic, Sr. Unscd. Bonds

 

7.45

 

4/30/2044

 

520,000

 

620,755

 

Dominican Republic, Sr. Unscd. Notes

 

4.88

 

9/23/2032

 

500,000

 

506,875

 
 

1,127,630

 

Ecuador - .4%

     

Ecuador, Sr. Unscd. Notes

 

0.00

 

7/31/2030

 

64,221

c,e 

34,600

 

Ecuador, Sr. Unscd. Notes

 

0.50

 

7/31/2040

 

224,730

c 

134,978

 

Ecuador, Sr. Unscd. Notes

 

1.00

 

7/31/2035

 

490,347

c 

325,473

 

Ecuador, Sr. Unscd. Notes

 

5.00

 

7/31/2030

 

187,110

c 

155,769

 
 

650,820

 

France - 6.3%

     

Altice France, Sr. Scd. Bonds

EUR

4.13

 

1/15/2029

 

363,000

 

414,033

 

Altice France, Sr. Scd. Notes

EUR

3.38

 

1/15/2028

 

143,000

 

158,758

 

Banijay Entertainment, Sr. Scd. Bonds

EUR

3.50

 

3/1/2025

 

694,000

 

802,529

 

BNP Paribas, Jr. Sub. Notes

 

7.38

 

8/19/2025

 

550,000

f 

631,507

 

Chrome Bidco SASU, Sr. Scd. Bonds

EUR

3.50

 

5/31/2028

 

186,000

 

215,430

 

Electricite de France, Jr. Sub. Notes

GBP

6.00

 

1/29/2026

 

200,000

f 

298,768

 

France, Bonds

EUR

0.10

 

3/1/2025

 

3,509,385

b 

4,307,218

 

Iliad Holding, Sr. Scd. Notes

EUR

5.63

 

10/15/2028

 

313,000

 

374,040

 

Loxam, Sr. Scd. Notes

EUR

2.88

 

4/15/2026

 

580,000

 

660,923

 

Picard Groupe SAS, Sr. Scd. Bonds

EUR

3.88

 

7/1/2026

 

347,000

 

403,084

 

Societe Generale, Jr. Sub. Bonds

 

7.88

 

12/18/2023

 

800,000

f 

883,440

 
 

9,149,730

 

Germany - 1.7%

     

Infineon Technologies, Jr. Sub. Bonds

EUR

3.63

 

4/1/2028

 

200,000

f 

253,336

 

Infineon Technologies, Jr. Sub. Notes

EUR

2.88

 

4/1/2025

 

300,000

f 

361,641

 

KION Group, Sr. Unscd. Notes

EUR

1.63

 

9/24/2025

 

300,000

 

363,559

 

PCF GmbH, Sr. Scd. Bonds

EUR

4.75

 

4/15/2026

 

350,000

 

412,469

 

Peach Property Finance, Sr. Unscd. Notes

EUR

4.38

 

11/15/2025

 

396,000

 

468,322

 

TK Elevator Midco GmbH, Sr. Scd. Bonds

EUR

4.38

 

7/15/2027

 

563,000

 

670,564

 
 

2,529,891

 

Guernsey - .5%

     

Summit Properties, Sr. Unscd. Bonds

EUR

2.00

 

1/31/2025

 

700,000

 

792,478

 

10

 

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

a 

Value ($)

 

Bonds and Notes - 90.5% (continued)

     

India - 1.0%

     

GMR Hyderabad International Airport, Sr. Scd. Notes

 

4.25

 

10/27/2027

 

776,000

 

749,229

 

Housing Development Finance, Sr. Unscd. Notes

INR

8.22

 

3/28/2022

 

30,000,000

 

404,826

 

National Highways Authority of India, Sr. Unscd. Bonds

INR

7.30

 

5/18/2022

 

20,000,000

 

269,852

 
 

1,423,907

 

Indonesia - 2.0%

     

Indonesia, Bonds, Ser. FR81

IDR

6.50

 

6/15/2025

 

23,277,000,000

 

1,732,528

 

Indonesia, Sr. Unscd. Notes

 

5.88

 

1/15/2024

 

1,050,000

 

1,163,036

 
 

2,895,564

 

Ireland - 1.2%

     

Bank of Ireland Group, Jr. Sub. Notes

EUR

7.50

 

11/19/2025

 

280,000

f 

377,572

 

LCPR Senior Secured Financing DAC, Sr. Scd. Notes

 

5.13

 

7/15/2029

 

200,000

c 

201,770

 

Silverback Finance, Sr. Scd. Bonds

EUR

3.13

 

2/25/2037

 

400,614

 

483,735

 

Virgin Media Vendor Financing Notes III, Gtd. Bonds

GBP

4.88

 

7/15/2028

 

530,000

 

729,230

 
 

1,792,307

 

Italy - 2.4%

     

Cedacri Mergeco, Sr. Scd. Notes, 3 Month EURIBOR +4.63%

EUR

4.63

 

5/15/2028

 

204,000

g 

237,593

 

Intesa Sanpaolo, Gtd. Notes

 

7.70

 

9/17/2025

 

325,000

c,f 

363,594

 

Leather 2, Sr. Scd. Bonds, 3 Month EURIBOR +4.50%

EUR

4.50

 

9/30/2028

 

380,000

g 

439,192

 

Nexi, Sr. Unscd. Notes

EUR

1.63

 

4/30/2026

 

624,000

 

718,549

 

Telecom Italia, Sr. Unscd. Notes

 

5.30

 

5/30/2024

 

400,000

c 

426,500

 

UniCredit, Jr. Sub. Bonds

 

8.00

 

6/3/2024

 

560,000

f 

612,945

 

UniCredit, Jr. Sub. Notes

EUR

3.88

 

6/3/2027

 

600,000

f 

667,326

 
 

3,465,699

 

Japan - 1.6%

     

Japan, Bonds, Ser. 23

JPY

0.10

 

3/10/2028

 

175,350,300

b 

1,590,191

 

Softbank Group Corp., Sr. Unscd. Notes

EUR

2.88

 

1/6/2027

 

610,000

 

685,447

 
 

2,275,638

 

Jersey - .5%

     

CPUK Finance, Scd. Notes

GBP

4.88

 

8/28/2025

 

500,000

 

686,829

 

Luxembourg - 4.5%

     

Adler Group, Sr. Unscd. Notes

EUR

2.25

 

4/27/2027

 

300,000

 

302,193

 

Adler Group, Sr. Unscd. Notes

EUR

3.25

 

8/5/2025

 

300,000

d 

322,004

 

Albion Financing 1, Sr. Scd. Notes

EUR

5.25

 

10/15/2026

 

119,000

 

138,327

 

Altice Financing, Sr. Scd. Bonds

EUR

3.00

 

1/15/2028

 

340,000

 

373,660

 

AnaCap Financial Europe, Sr. Scd. Notes, 3 Month EURIBOR +5.00%

EUR

5.00

 

8/1/2024

 

400,000

g 

446,431

 

11

 

STATEMENT OF INVESTMENTS (continued)

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

a 

Value ($)

 

Bonds and Notes - 90.5% (continued)

     

Luxembourg - 4.5% (continued)

     

CBRE Global Investors Open-Ended Fund SCA SICAV-SIF Pan European Core Fund, Sr. Unscd. Notes

EUR

0.50

 

1/27/2028

 

294,000

 

330,619

 

Cirsa Finance International, Sr. Scd. Bonds

EUR

4.75

 

5/22/2025

 

492,000

 

567,344

 

Dana Financing Luxembourg, Gtd. Notes

EUR

3.00

 

7/15/2029

 

618,000

 

719,470

 

DH Europe Finance II, Gtd. Bonds

EUR

0.45

 

3/18/2028

 

293,000

 

336,829

 

Kleopatra Finco, Sr. Scd. Bonds

EUR

4.25

 

3/1/2026

 

410,000

 

455,901

 

Matterhorn Telecom, Sr. Scd. Notes

EUR

3.13

 

9/15/2026

 

339,000

 

388,416

 

Millicom International Cellular, Sr. Unscd. Notes

 

4.50

 

4/27/2031

 

201,000

c 

206,532

 

Prologis International Funding II, Gtd. Notes

EUR

1.63

 

6/17/2032

 

126,000

 

153,193

 

Sani/Ikos Financial Holdings 1 Sarl, Sr. Scd. Bonds

EUR

5.63

 

12/15/2026

 

500,000

 

591,005

 

SELP Finance, Gtd. Bonds

EUR

1.25

 

10/25/2023

 

535,000

 

632,025

 

Summer BC Holdco B, Sr. Scd. Bonds

EUR

5.75

 

10/31/2026

 

536,000

 

648,041

 
 

6,611,990

 

Malaysia - 1.4%

     

Malaysia, Bonds, Ser. 419

MYR

3.83

 

7/5/2034

 

8,550,000

 

2,001,594

 

Mexico - 2.7%

     

Cemex, Gtd. Notes

 

3.88

 

7/11/2031

 

1,000,000

 

1,004,950

 

Mexican Bonos, Bonds, Ser. M

MXN

7.75

 

5/29/2031

 

22,100,000

 

1,090,981

 

Mexican Bonos, Sr. Unscd. Bonds, Ser. M20

MXN

8.50

 

5/31/2029

 

21,724,100

 

1,119,124

 

Sigma Alimentos, Gtd. Bonds

EUR

2.63

 

2/7/2024

 

536,000

 

647,801

 
 

3,862,856

 

Mongolia - .7%

     

Mongolia, Sr. Unscd. Bonds

 

5.13

 

4/7/2026

 

930,000

 

966,878

 

Netherlands - 4.3%

     

H&M Finance, Gtd. Notes

EUR

0.25

 

8/25/2029

 

192,000

 

215,105

 

IHS Netherlands Holdco, Gtd. Notes

 

7.13

 

3/18/2025

 

675,000

 

699,469

 

ING Groep, Jr. Sub. Bonds

 

6.75

 

4/16/2024

 

850,000

f 

926,225

 

Nobel Bidco, Sr. Scd. Bonds

EUR

3.13

 

6/15/2028

 

625,000

 

696,306

 

Nobian Finance BV, Sr. Scd. Bonds

EUR

3.63

 

7/15/2026

 

867,000

 

973,437

 

Telefonica Europe, Gtd. Notes

EUR

4.38

 

3/14/2025

 

400,000

f 

498,113

 

United Group, Sr. Scd. Notes

EUR

4.88

 

7/1/2024

 

247,000

 

289,093

 

United Group, Sr. Scd. Notes, 3 Month EURIBOR +4.13%

EUR

4.13

 

5/15/2025

 

370,000

g 

428,948

 

Volkswagen International Finance, Gtd. Notes

EUR

3.88

 

6/17/2029

 

600,000

f 

757,212

 

Ziggo, Sr. Scd. Notes

 

5.50

 

1/15/2027

 

710,000

c 

728,638

 
 

6,212,546

 

12

 

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

a 

Value ($)

 

Bonds and Notes - 90.5% (continued)

     

New Zealand - 1.8%

     

New Zealand, Bonds, Ser. 551

NZD

2.75

 

5/15/2051

 

1,420,000

 

968,002

 

New Zealand, Bonds, Ser. 930

NZD

3.00

 

9/20/2030

 

1,750,000

b 

1,719,560

 
 

2,687,562

 

Oman - .3%

     

Oman, Sr. Unscd. Notes

 

4.88

 

2/1/2025

 

444,000

 

463,994

 

Qatar - .8%

     

Qatar, Sr. Unscd. Notes

 

3.40

 

4/16/2025

 

1,042,000

 

1,116,545

 

Singapore - .5%

     

Mulhacen, Sr. Scd. Bonds

EUR

6.50

 

8/1/2023

 

422,840

h 

406,806

 

Singapore Airlines, Sr. Unscd. Notes

 

3.00

 

7/20/2026

 

328,000

 

334,431

 
 

741,237

 

Spain - 1.6%

     

Banco Bilbao Vizcaya Argentaria, Jr. Sub. Bonds

EUR

5.88

 

5/24/2022

 

600,000

f 

710,919

 

Banco Santander, Jr. Sub. Bonds

EUR

5.25

 

9/29/2023

 

400,000

f 

485,520

 

Cellnex Telecom, Sr. Unscd. Notes

EUR

1.88

 

6/26/2029

 

600,000

 

690,584

 

Lorca Telecom Bondco, Sr. Scd. Bonds

EUR

4.00

 

9/18/2027

 

431,000

 

502,396

 
 

2,389,419

 

Supranational - 6.6%

     

Ardagh Metal Packaging Finance USA, Sr. Unscd. Notes

EUR

3.00

 

9/1/2029

 

277,000

 

314,349

 

Ardagh Metal Packaging Finance USA, Sr. Unscd. Notes

 

4.00

 

9/1/2029

 

495,000

c 

492,847

 

Asian Development Bank, Sr. Unscd. Notes

CNH

2.72

 

1/16/2023

 

11,000,000

 

1,713,651

 

Asian Development Bank, Sr. Unscd. Notes

CNH

2.90

 

3/5/2024

 

5,500,000

 

854,916

 

Asian Development Bank, Sr. Unscd. Notes, 3 Month SOFR +1.00%

 

1.05

 

8/27/2026

 

1,460,000

g 

1,519,272

 

Clarios Global, Sr. Scd. Bonds

EUR

4.38

 

5/15/2026

 

555,000

 

657,696

 

European Bank for Reconstruction & Development, Sr. Unscd. Notes

IDR

6.45

 

12/13/2022

 

17,800,000,000

 

1,284,728

 

International Bank for Reconstruction & Development, Sr. Unscd. Notes

GBP

4.88

 

12/7/2028

 

870,000

 

1,491,268

 

International Finance, Sr. Unscd. Notes

INR

6.30

 

11/25/2024

 

98,010,000

 

1,341,234

 
 

9,669,961

 

Sweden - 1.4%

     

Akelius Residential Property, Sub. Notes

EUR

2.25

 

5/17/2081

 

640,000

 

729,937

 

Heimstaden Bostad, Jr. Sub. Bonds

EUR

2.63

 

5/1/2027

 

450,000

f 

493,113

 

Samhallsbyggnadsbolaget i Norden, Jr. Sub. Notes

EUR

2.63

 

3/14/2026

 

355,000

f 

400,281

 

13

 

STATEMENT OF INVESTMENTS (continued)

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

a 

Value ($)

 

Bonds and Notes - 90.5% (continued)

     

Sweden - 1.4% (continued)

     

Verisure Holding, Sr. Scd. Bonds

EUR

3.25

 

2/15/2027

 

324,000

 

374,081

 
 

1,997,412

 

Switzerland - 1.1%

     

Credit Suisse Group, Jr. Sub. Notes

 

7.25

 

9/12/2025

 

570,000

f 

632,694

 

Credit Suisse Group, Jr. Sub. Notes

 

7.50

 

12/11/2023

 

340,000

f 

371,450

 

UBS Group, Jr. Sub. Bonds

 

5.00

 

1/31/2023

 

630,000

f 

634,478

 
 

1,638,622

 

United Kingdom - 14.2%

     

Anglian Water Services Financing, Sr. Scd. Notes

GBP

1.63

 

8/10/2025

 

435,000

 

606,024

 

BCP V Modular Services Finance II, Sr. Scd. Bonds

EUR

4.75

 

11/30/2028

 

296,000

 

342,210

 

Bellis Acquisition, Sr. Scd. Bonds

GBP

3.25

 

2/16/2026

 

529,000

 

695,070

 

Coventry Building Society, Jr. Sub. Bonds

GBP

6.88

 

9/18/2024

 

450,000

f 

672,428

 

Coventry Building Society, Sr. Unscd. Notes

GBP

1.00

 

9/21/2025

 

640,000

 

862,574

 

Deuce Finco, Sr. Scd. Bonds

GBP

5.50

 

6/15/2027

 

306,000

 

417,081

 

eG Global Finance, Sr. Scd. Notes

EUR

4.38

 

2/7/2025

 

491,000

 

561,854

 

Heathrow Finance, Sr. Scd. Notes

GBP

6.25

 

3/3/2025

 

266,000

 

393,970

 

Iceland Bondco, Sr. Scd. Bonds

GBP

4.38

 

5/15/2028

 

250,000

d 

299,798

 

Iceland Bondco, Sr. Scd. Notes

GBP

4.63

 

3/15/2025

 

350,000

d 

442,469

 

INEOS Quattro Finance 2, Sr. Scd. Bonds

EUR

2.50

 

1/15/2026

 

236,000

 

272,697

 

International Finance Facility for Immunisation, Sr. Unscd. Notes

 

1.00

 

4/21/2026

 

869,000

 

859,804

 

Investec, Jr. Sub. Notes

GBP

6.75

 

12/5/2024

 

400,000

f 

570,453

 

Iron Mountain UK, Gtd. Notes

GBP

3.88

 

11/15/2025

 

289,000

 

398,922

 

Jerrold Finco, Sr. Scd. Bonds

GBP

4.88

 

1/15/2026

 

165,000

 

229,614

 

Jerrold Finco, Sr. Scd. Bonds

GBP

5.25

 

1/15/2027

 

375,000

 

523,822

 

Lloyds Banking Group, Jr. Sub. Bonds

EUR

4.95

 

6/27/2025

 

550,000

f 

693,779

 

Lloyds Banking Group, Jr. Sub. Notes

GBP

5.13

 

12/27/2024

 

760,000

f 

1,081,624

 

Mitchells & Butlers Finance, Scd. Bonds, Ser. B2

GBP

6.01

 

12/15/2028

 

421,939

 

628,090

 

National Express Group, Gtd. Notes

GBP

2.38

 

11/20/2028

 

644,000

 

894,049

 

National Express Group, Gtd. Notes

GBP

2.50

 

11/11/2023

 

520,000

 

727,635

 

National Express Group, Sub. Notes

GBP

4.25

 

11/26/2025

 

160,000

f 

224,328

 

Nationwide Building Society, Jr. Sub. Bonds

GBP

5.88

 

6/20/2025

 

650,000

f 

962,946

 

Natwest Group, Jr. Sub. Notes

 

6.00

 

12/29/2025

 

613,000

f 

679,161

 

Nomad Foods Bondco, Sr. Scd. Bonds

EUR

2.50

 

6/24/2028

 

244,000

 

280,775

 

Ocado Group, Gtd. Notes

GBP

3.88

 

10/8/2026

 

534,000

 

715,287

 

14

 

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

a 

Value ($)

 

Bonds and Notes - 90.5% (continued)

     

United Kingdom - 14.2% (continued)

     

Pinewood Finance, Sr. Scd. Bonds

GBP

3.25

 

9/30/2025

 

287,000

 

394,133

 

Stonegate Pub Co. Financing, Sr. Scd. Bonds

GBP

8.25

 

7/31/2025

 

303,000

 

431,263

 

TESCO, Sr. Unscd. Notes

GBP

3.32

 

11/5/2025

 

100,000

b 

294,355

 

Tesco Property Finance 3, Sr. Scd. Bonds

GBP

5.74

 

4/13/2040

 

141,002

 

252,533

 

Travis Perkins, Sr. Unscd. Notes

GBP

3.75

 

2/17/2026

 

163,000

 

232,759

 

Tritax Big Box REIT, Sr. Unscd. Notes

GBP

1.50

 

11/27/2033

 

389,000

 

504,490

 

Tritax EuroBox , Gtd. Notes

EUR

0.95

 

6/2/2026

 

446,000

 

517,726

 

UNITE USAF II, Mortgage Backed Notes

GBP

3.37

 

6/30/2023

 

500,000

 

708,639

 

Virgin Money UK, Sr. Unscd. Notes

GBP

3.13

 

6/22/2025

 

580,000

 

820,837

 

Vmed O2 UK Financing I, Sr. Scd. Bonds

GBP

4.00

 

1/31/2029

 

273,000

 

369,785

 

Vodafone Group, Jr. Sub. Bonds

EUR

3.10

 

1/3/2079

 

120,000

 

143,521

 

Vodafone Group, Jr. Sub. Bonds

GBP

4.88

 

10/3/2078

 

194,000

 

281,117

 

Vodafone Group, Jr. Sub. Notes

 

7.00

 

4/4/2079

 

400,000

 

483,965

 

Vodafone Group, Sub. Notes

 

3.25

 

6/4/2081

 

200,000

 

200,344

 
 

20,671,931

 

United States - 13.4%

     

American Airlines, Sr. Scd. Notes

 

11.75

 

7/15/2025

 

671,000

c 

832,041

 

Apple, Sr. Unscd. Notes

 

1.13

 

5/11/2025

 

684,000

 

684,013

 

Ball, Gtd. Notes

 

2.88

 

8/15/2030

 

360,000

 

346,500

 

Best Buy, Sr. Unscd. Notes

 

4.45

 

10/1/2028

 

398,000

 

454,824

 

CCO Holdings, Sr. Unscd. Notes

 

4.75

 

3/1/2030

 

281,000

c 

290,484

 

CCO Holdings, Sr. Unscd. Notes

 

5.50

 

5/1/2026

 

360,000

c 

372,330

 

Citigroup, Sub. Notes

 

5.50

 

9/13/2025

 

700,000

 

798,717

 

CommScope, Sr. Scd. Notes

 

6.00

 

3/1/2026

 

420,000

c 

433,125

 

Dell International, Gtd. Notes

 

7.13

 

6/15/2024

 

602,000

c 

612,776

 

Diamond Sports Group, Sr. Scd. Notes

 

5.38

 

8/15/2026

 

620,000

c 

351,543

 

Ford Motor Credit, Sr. Unscd. Notes

GBP

2.75

 

6/14/2024

 

232,000

 

318,523

 

Ford Motor Credit, Sr. Unscd. Notes

 

3.37

 

11/17/2023

 

400,000

 

411,000

 

Ford Motor Credit, Sr. Unscd. Notes, 3 Month EURIBOR +.37%

EUR

0.00

 

12/1/2021

 

600,000

g 

693,454

 

General Electric, Sr. Unscd. Notes

GBP

6.44

 

11/15/2022

 

7,700

 

10,766

 

IQVIA, Gtd. Notes

EUR

2.88

 

6/15/2028

 

622,000

 

735,332

 

Iron Mountain, Gtd. Notes

 

4.50

 

2/15/2031

 

388,000

c 

392,382

 

JPMorgan Chase & Co., Sr. Unscd. Notes

 

2.08

 

4/22/2026

 

1,000,000

 

1,020,334

 

Lumen Technologies, Sr. Unscd. Notes, Ser. T

 

5.80

 

3/15/2022

 

800,000

 

810,104

 

Mauser Packaging Solutions Holding, Sr. Scd. Notes

 

5.50

 

4/15/2024

 

500,000

c 

501,725

 

15

 

STATEMENT OF INVESTMENTS (continued)

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

a 

Value ($)

 

Bonds and Notes - 90.5% (continued)

     

United States - 13.4% (continued)

     

Metropolitan Life Global Funding I, Sr. Scd. Notes

 

0.70

 

9/27/2024

 

469,000

 

466,134

 

Metropolitan Life Global Funding I, Sr. Scd. Notes

 

0.70

 

9/27/2024

 

307,000

c 

305,124

 

Mileage Plus Holdings, Sr. Scd. Notes

 

6.50

 

6/20/2027

 

90,000

c 

98,065

 

Mozart Debt Merger Sub, Sr. Scd. Notes

 

3.88

 

4/1/2029

 

281,000

c 

279,946

 

Mozart Debt Merger Sub, Sr. Unscd. Notes

 

5.25

 

10/1/2029

 

122,000

c 

123,983

 

Netflix, Sr. Unscd. Notes

EUR

3.63

 

6/15/2030

 

425,000

 

588,351

 

NextEra Energy Capital Holdings, Gtd. Notes

 

3.25

 

4/1/2026

 

101,000

 

107,910

 

Olympus Water US Holding Corp., Sr. Scd. Notes

EUR

3.88

 

10/1/2028

 

200,000

 

230,635

 

Olympus Water US Holding Corp., Sr. Unscd. Notes

EUR

5.38

 

10/1/2029

 

375,000

 

421,167

 

Pacific Life Global Funding II, Scd. Notes

 

1.38

 

4/14/2026

 

970,000

 

969,330

 

PG&E, Sr. Scd. Notes

 

5.00

 

7/1/2028

 

660,000

 

687,225

 

Radiate Holdco, Sr. Scd. Notes

 

4.50

 

9/15/2026

 

375,000

c 

381,484

 

Sprint, Gtd. Notes

 

7.88

 

9/15/2023

 

260,000

 

288,600

 

Sprint Capital, Gtd. Notes

 

8.75

 

3/15/2032

 

338,000

 

506,324

 

Sprint Communications, Gtd. Notes

 

11.50

 

11/15/2021

 

235,000

 

236,140

 

T-Mobile USA, Gtd. Notes

 

3.38

 

4/15/2029

 

471,000

 

484,541

 

U.S. Treasury Inflation Indexed Notes, US CPI Urban Consumers Not Seasonally Adjusted

 

0.63

 

4/15/2023

 

1,376,687

b 

1,447,859

 

Verizon Communications, Sr. Unscd. Notes, 3 Month SOFR +.79%

 

0.84

 

3/20/2026

 

491,000

g 

500,116

 

Viatris, Gtd. Notes

 

2.30

 

6/22/2027

 

150,000

c 

151,590

 

Windstream Escrow, Sr. Scd. Notes

 

7.75

 

8/15/2028

 

402,000

c,d 

425,710

 

Zayo Group Holdings, Sr. Scd. Notes

 

4.00

 

3/1/2027

 

660,000

c 

641,850

 
 

19,412,057

 

Uzbekistan - .9%

     

Uzbekistan, Sr. Unscd. Notes

 

4.75

 

2/20/2024

 

1,300,000

 

1,363,824

 

Vietnam - .2%

     

Vietnam, Sr. Unscd. Bonds

 

4.80

 

11/19/2024

 

213,000

 

234,248

 

Total Bonds and Notes
(cost $131,798,446)

 

131,634,857

 

Description /Number of Contracts

Exercise
Price

 

Expiration Date

 

Notional Amount ($)

 

Value ($)

 

Options Purchased - .1%

     

Call Options - .1%

     

U.S. Treasury Bond, Contracts 22

 

162.00

 

11/26/2021

 

2,200,000

 

24,063

 

16

 

          
 

Description /Number of Contracts

Exercise
Price

 

Expiration Date

 

Notional Amount ($)

 

Value ($)

 

Options Purchased - .1% (continued)

     

Call Options - .1% (continued)

     

U.S. Treasury Bond, Contracts 33

 

159.00

 

11/26/2021

 

3,300,000

 

91,265

 

Total Options Purchased
(cost $68,622)

 

115,328

 

Description

    

Shares

 

  

Exchange-Traded Funds - 1.7%

     

United States - 1.7%

     

iShares iBoxx High Yield Corporate Bond ETF

     

11,668

 

1,014,299

 

SPDR Bloomberg Emerging Markets Local Bond ETF

     

58,232

 

1,449,394

 

Total Exchange-Traded Funds
(cost $2,522,006)

 

2,463,693

 
 

1-Day
Yield (%)

       

Investment Companies - 5.2%

     

Registered Investment Companies - 5.2%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $7,554,811)

 

0.06

   

7,554,811

i 

7,554,811

 

17

 

STATEMENT OF INVESTMENTS (continued)

          
 

Description

1-Day
Yield (%)

   

Shares

 

Value ($)

 

Investment of Cash Collateral for Securities Loaned - 1.0%

     

Registered Investment Companies - 1.0%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares
(cost $1,458,222)

 

0.02

   

1,458,222

i 

1,458,222

 

Total Investments (cost $143,402,107)

 

98.5%

143,226,911

 

Cash and Receivables (Net)

 

1.5%

2,173,239

 

Net Assets

 

100.0%

145,400,150

 

ETF—Exchange-Traded Fund

EURIBOR—Euro Interbank Offered Rate

REIT—Real Estate Investment Trust

SOFR—Secured Overnight Financing Rate

SPDR—Standard & Poor's Depository Receipt

AUD—Australian Dollar

CAD—Canadian Dollar

COP—Colombian Peso

CZK—Czech Koruna

EUR—Euro

GBP—British Pound

IDR—Indonesian Rupiah

INR—Indian Rupee

JPY—Japanese Yen

MXN—Mexican Peso

MYR—Malaysian Ringgit

NZD—New Zealand Dollar

a Amount stated in U.S. Dollars unless otherwise noted above.

b Principal amount for accrual purposes is periodically adjusted based on changes in the Consumer Price Index.

c Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2021, these securities were valued at $15,437,610 or 10.62% of net assets.

d Security, or portion thereof, on loan. At October 31, 2021, the value of the fund’s securities on loan was $1,380,711 and the value of the collateral was $1,458,222. In addition, the value of collateral may include peding sales that are also on loan.

e Security issued with a zero coupon. Income is recognized through the accretion of discount.

f Security is a perpetual bond with no specified maturity date. Maturity date shown is next reset date of the bond.

g Variable rate security—interest rate resets periodically and rate shown is the interest rate in effect at period end. Security description also includes the reference rate and spread if published and available.

h Payment-in-kind security and interest may be paid in additional par.

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

18

 

  

Portfolio Summary (Unaudited)

Value (%)

Foreign Governmental

27.2

Banks

10.6

Investment Companies

7.9

Telecommunication Services

6.8

Supranational Bank

6.2

Real Estate

5.8

Consumer Discretionary

3.6

Media

2.8

Automobiles & Components

2.7

Food Products

2.6

Industrial

2.5

Diversified Financials

2.4

Retailing

1.6

Commercial & Professional Services

1.5

Materials

1.5

Chemicals

1.3

Utilities

1.3

Transportation

1.3

Health Care

1.3

Insurance

1.2

U.S. Treasury Securities

1.0

Building Materials

1.0

Internet Software & Services

.9

Technology Hardware & Equipment

.9

Airlines

.9

Metals & Mining

.6

Advertising

.4

Semiconductors & Semiconductor Equipment

.4

Information Technology

.2

Options Purchased

.1

 

98.5

 Based on net assets.

See notes to financial statements.

19

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS

       

Investment Companies

Value
10/31/20($)

Purchases($)

Sales ($)

Value
10/31/21($)

Net
Assets(%)

Dividends/
Distributions($)

Registered Investment Companies;

   

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares

1,443,494

110,760,253

(104,648,936)

7,554,811

5.2

3,863

Investment of Cash Collateral for Securities Loaned:††

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares

2,229,178

3,307,333

(5,536,511)

-

-

-

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares

-

41,391,492

(39,933,270)

1,458,222

1.0

14,813†††

Total

3,672,672

155,459,078

(150,118,717)

9,013,033

6.2

18,676

 Includes reinvested dividends/distributions.

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

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

See notes to financial statements.

20

 

STATEMENT OF FUTURES

October 31, 2021

       

Description

Number of
Contracts

Expiration

Notional
Value ($)

Market
Value ($)

Unrealized Appreciation (Depreciation) ($)

 

Futures Short

  

Euro-Bond

32

12/8/2021

6,386,613a

6,219,095

167,518

 

Long Gilt

22

12/29/2021

3,832,680a

3,761,104

71,576

 

U.S. Treasury 5 Year Notes

55

12/31/2021

6,692,196

6,696,250

(4,054)

 

Gross Unrealized Appreciation

 

239,094

 

Gross Unrealized Depreciation

 

(4,054)

 

a Notional amounts in foreign currency have been converted to USD using relevant foreign exchange rates.

See notes to financial statements.

21

 

STATEMENT OF FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS October 31, 2021

      

Counterparty/ Purchased
Currency

Purchased Currency
Amounts

Currency
Sold

Sold
Currency
Amounts

Settlement Date

Unrealized Appreciation (Depreciation) ($)

CIBC World Markets

Indian Rupee

8,367,000

United States Dollar

111,664

11/16/2021

(151)

Euro

652,798

United States Dollar

771,780

11/16/2021

(16,889)

United States Dollar

3,310,532

Euro

2,841,101

11/16/2021

25,100

British Pound

500,523

United States Dollar

689,671

11/16/2021

(4,672)

United States Dollar

6,039,839

Canadian Dollar

7,557,968

11/16/2021

(67,046)

Citigroup

United States Dollar

148,674

British Pound

107,034

11/16/2021

2,191

HSBC

United States Dollar

2,354,581

Mexican Peso

47,572,603

11/16/2021

50,163

United States Dollar

1,503,508

South African Rand

21,900,558

11/16/2021

72,739

United States Dollar

25,035,702

British Pound

18,033,415

11/16/2021

355,757

RBS Securities

British Pound

906,203

United States Dollar

1,249,809

11/16/2021

(9,609)

United States Dollar

360,850

British Pound

265,283

11/16/2021

(2,207)

United States Dollar

982,465

New Zealand Dollar

1,399,375

11/16/2021

(20,095)

Euro

1,024,626

United States Dollar

1,185,261

11/16/2021

(389)

United States Dollar

451,017

Euro

390,145

11/16/2021

(145)

Norwegian Krone

1,322,306

United States Dollar

154,305

11/16/2021

2,204

United States Dollar

149,630

Norwegian Krone

1,322,286

11/16/2021

(6,876)

State Street Bank and Trust Company

Hungarian Forint

661,891,639

United States Dollar

2,201,611

11/16/2021

(76,888)

United States Dollar

1,629,400

Japanese Yen

178,477,010

11/16/2021

63,283

United States Dollar

2,190,533

Indian Rupee

165,035,817

11/16/2021

(9,013)

British Pound

1,363,463

United States Dollar

1,856,023

11/16/2021

9,968

22

 

      

Counterparty/ Purchased
Currency

Purchased Currency
Amounts

Currency
Sold

Sold
Currency
Amounts

Settlement Date

Unrealized Appreciation (Depreciation) ($)

State Street Bank and Trust Company(continued)

United States Dollar

247,316

British Pound

179,858

11/16/2021

1,169

United States Dollar

2,615,814

Chinese Yuan Renminbi

17,018,484

11/16/2021

(40,171)

Australian Dollar

5,522,819

United States Dollar

4,112,444

11/16/2021

42,394

United States Dollar

3,763,895

Australian Dollar

5,101,661

11/16/2021

(74,104)

South Korean Won

1,577,205,000

United States Dollar

1,378,193

11/16/2021

(29,149)

Canadian Dollar

2,740,818

United States Dollar

2,187,270

11/16/2021

27,328

United States Dollar

2,159,805

Canadian Dollar

2,669,725

11/16/2021

2,651

United States Dollar

1,484,120

Czech Koruna

31,833,112

11/16/2021

51,616

Philippine Peso

112,062,087

United States Dollar

2,205,513

11/16/2021

16,784

United States Dollar

2,204,211

Philippine Peso

112,062,087

11/16/2021

(18,086)

United States Dollar

2,040,355

Malaysian Ringgit

8,567,652

11/16/2021

(26,952)

Singapore Dollar

2,991,292

United States Dollar

2,219,845

11/16/2021

(1,779)

United States Dollar

2,193,206

Singapore Dollar

2,991,241

11/16/2021

(24,822)

United States Dollar

1,134,531

Indonesian Rupiah

16,611,808,458

11/16/2021

(36,020)

Mexican Peso

36,260,919

United States Dollar

1,805,068

11/16/2021

(48,588)

United States Dollar

3,198,750

New Zealand Dollar

4,482,384

11/16/2021

(12,583)

Colombian Peso

8,138,647,600

United States Dollar

2,143,950

11/16/2021

14,515

United States Dollar

2,110,645

Colombian Peso

8,138,647,600

11/16/2021

(47,820)

United States Dollar

726,039

South African Rand

10,871,347

11/16/2021

15,811

Euro

4,821,973

United States Dollar

5,669,281

11/16/2021

(93,181)

United States Dollar

49,758,346

Euro

41,929,914

11/16/2021

1,270,849

UBS Securities

Euro

129,609

United States Dollar

153,040

11/16/2021

(3,160)

United States Dollar

1,823,328

Czech Koruna

39,213,693

11/16/2021

58,695

23

 

STATEMENT OF FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS (continued)

      

Counterparty/ Purchased
Currency

Purchased Currency
Amounts

Currency
Sold

Sold
Currency
Amounts

Settlement Date

Unrealized Appreciation (Depreciation) ($)

UBS Securities(continued)

United States Dollar

1,395,794

New Zealand Dollar

1,977,627

11/16/2021

(21,046)

Swedish Krona

4,665

United States Dollar

542

11/16/2021

1

Gross Unrealized Appreciation

  

2,083,218

Gross Unrealized Depreciation

  

(691,441)

See notes to financial statements.

24

 

STATEMENT OF ASSETS AND LIABILITIES

October 31, 2021

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $1,380,711)—Note 1(c):

 

 

 

Unaffiliated issuers

134,389,074

 

134,213,878

 

Affiliated issuers

 

9,013,033

 

9,013,033

 

Cash denominated in foreign currency

 

 

87,915

 

88,102

 

Unrealized appreciation on forward foreign
currency exchange contracts—Note 4

 

2,083,218

 

Receivable for investment securities sold

 

1,702,379

 

Dividends, interest and securities lending income receivable

 

1,590,519

 

Cash collateral held by broker—Note 4

 

225,533

 

Receivable for shares of Common Stock subscribed

 

119,548

 

Receivable for futures variation margin—Note 4

 

50,645

 

Tax reclaim receivable—Note 1(b)

 

16,197

 

Prepaid expenses

 

 

 

 

25,361

 

 

 

 

 

 

149,128,413

 

Liabilities ($):

 

 

 

 

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

 

43,849

 

Cash overdraft due to Custodian

 

 

 

 

20,290

 

Liability for securities on loan—Note 1(c)

 

1,458,222

 

Payable for investment securities purchased

 

1,353,073

 

Unrealized depreciation on forward foreign
currency exchange contracts—Note 4

 

691,441

 

Payable for shares of Common Stock redeemed

 

22,024

 

Directors’ fees and expenses payable

 

3,225

 

Other accrued expenses

 

 

 

 

136,139

 

 

 

 

 

 

3,728,263

 

Net Assets ($)

 

 

145,400,150

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

144,007,844

 

Total distributable earnings (loss)

 

 

 

 

1,392,306

 

Net Assets ($)

 

 

145,400,150

 

      

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

4,392,711

193,451

45,867,704

94,946,284

 

Shares Outstanding

357,375

16,029

3,711,124

7,667,206

 

Net Asset Value Per Share ($)

12.29

12.07

12.36

12.38

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

25

 

STATEMENT OF OPERATIONS

Year Ended October 31, 2021

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Interest (net of $13,413 foreign taxes withheld at source)

 

 

4,336,513

 

Dividends:

 

Unaffiliated issuers

 

 

294,511

 

Affiliated issuers

 

 

3,863

 

Income from securities lending—Note 1(c)

 

 

14,813

 

Total Income

 

 

4,649,700

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

587,945

 

Shareholder servicing costs—Note 3(c)

 

 

375,061

 

Professional fees

 

 

125,713

 

Registration fees

 

 

65,562

 

Custodian fees—Note 3(c)

 

 

39,162

 

Chief Compliance Officer fees—Note 3(c)

 

 

14,062

 

Prospectus and shareholders’ reports

 

 

12,039

 

Directors’ fees and expenses—Note 3(d)

 

 

10,541

 

Loan commitment fees—Note 2

 

 

2,877

 

Distribution fees—Note 3(b)

 

 

1,686

 

Interest expense—Note 2

 

 

944

 

Miscellaneous

 

 

45,883

 

Total Expenses

 

 

1,281,475

 

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

 

 

(271,698)

 

Net Expenses

 

 

1,009,777

 

Investment Income—Net

 

 

3,639,923

 

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

 

 

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

1,847,856

 

Net realized gain (loss) on futures

141,301

 

Net realized gain (loss) on options transactions

95,370

 

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

(1,677,061)

 

Net Realized Gain (Loss)

 

 

407,466

 

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

(2,162,794)

 

Net change in unrealized appreciation (depreciation) on futures

281,977

 

Net change in unrealized appreciation (depreciation) on
options transactions

43,220

 

Net change in unrealized appreciation (depreciation) on
forward foreign currency exchange contracts

278,732

 

Net Change in Unrealized Appreciation (Depreciation)

 

 

(1,558,865)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(1,151,399)

 

Net Increase in Net Assets Resulting from Operations

 

2,488,524

 

 

 

 

 

 

 

 

See notes to financial statements.

     

26

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

Year Ended October 31,

 

 

 

 

2021

 

2020

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

3,639,923

 

 

 

3,322,993

 

Net realized gain (loss) on investments

 

407,466

 

 

 

(582,401)

 

Net change in unrealized appreciation
(depreciation) on investments

 

(1,558,865)

 

 

 

1,317,029

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

2,488,524

 

 

 

4,057,621

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(110,168)

 

 

 

(126,644)

 

Class C

 

 

(4,560)

 

 

 

(8,859)

 

Class I

 

 

(654,567)

 

 

 

(442,714)

 

Class Y

 

 

(2,480,618)

 

 

 

(4,421,224)

 

Total Distributions

 

 

(3,249,913)

 

 

 

(4,999,441)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

611,943

 

 

 

5,044,040

 

Class C

 

 

-

 

 

 

23,514

 

Class I

 

 

52,066,551

 

 

 

26,963,740

 

Class Y

 

 

19,854,322

 

 

 

43,512,518

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

109,565

 

 

 

123,083

 

Class C

 

 

2,939

 

 

 

6,198

 

Class I

 

 

594,347

 

 

 

331,724

 

Class Y

 

 

1,095,473

 

 

 

2,237,696

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(2,021,399)

 

 

 

(1,426,327)

 

Class C

 

 

(81,725)

 

 

 

(66,458)

 

Class I

 

 

(33,822,101)

 

 

 

(9,409,928)

 

Class Y

 

 

(30,082,421)

 

 

 

(47,252,513)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

8,327,494

 

 

 

20,087,287

 

Total Increase (Decrease) in Net Assets

7,566,105

 

 

 

19,145,467

 

Net Assets ($):

 

Beginning of Period

 

 

137,834,045

 

 

 

118,688,578

 

End of Period

 

 

145,400,150

 

 

 

137,834,045

 

27

 

STATEMENT OF CHANGES IN NET ASSETS (continued)

          

 

 

 

 

Year Ended October 31,

 

 

 

 

2021

 

2020

 

Capital Share Transactions (Shares):

 

Class A

 

 

 

 

 

 

 

 

Shares sold

 

 

49,386

 

 

 

415,772

 

Shares issued for distributions reinvested

 

 

8,846

 

 

 

10,122

 

Shares redeemed

 

 

(162,472)

 

 

 

(116,448)

 

Net Increase (Decrease) in Shares Outstanding

(104,240)

 

 

 

309,446

 

Class C

 

 

 

 

 

 

 

 

Shares sold

 

 

-

 

 

 

1,935

 

Shares issued for distributions reinvested

 

 

240

 

 

 

513

 

Shares redeemed

 

 

(6,643)

 

 

 

(5,465)

 

Net Increase (Decrease) in Shares Outstanding

(6,403)

 

 

 

(3,017)

 

Class Ia

 

 

 

 

 

 

 

 

Shares sold

 

 

4,179,089

 

 

 

2,182,436

 

Shares issued for distributions reinvested

 

 

47,805

 

 

 

27,078

 

Shares redeemed

 

 

(2,731,308)

 

 

 

(778,131)

 

Net Increase (Decrease) in Shares Outstanding

1,495,586

 

 

 

1,431,383

 

Class Ya

 

 

 

 

 

 

 

 

Shares sold

 

 

1,594,837

 

 

 

3,594,178

 

Shares issued for distributions reinvested

 

 

88,119

 

 

 

182,611

 

Shares redeemed

 

 

(2,420,879)

 

 

 

(3,881,369)

 

Net Increase (Decrease) in Shares Outstanding

(737,923)

 

 

 

(104,580)

 

 

 

 

 

 

 

 

 

 

 

a

During the period ended October 31, 2021, 134,605 Class Y shares representing $1,672,042 were exchanged for 134,708 Class I shares and during the period ended October 31, 2020, 26,412 Class Y shares representing $326,931 were exchanged for 26,418 Class I shares.

 

See notes to financial statements.

        

28

 

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.

       

 

 
  

Year Ended October 31,

Class A Shares

 

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

 

12.35

12.48

12.04

12.23

12.30

Investment Operations:

      

Investment income—neta

 

.26

.25

.29

.32

.19

Net realized and unrealized
gain (loss) on investments

 

(.05)

.09

.70

(.31)

.10

Total from Investment Operations

 

.21

.34

.99

.01

.29

Distributions:

      

Dividends from
investment income—net

 

(.27)

(.47)

(.55)

(.20)

(.36)

Dividends from net realized
gain on investments

 

-

-

-

-

(.00)b

Total Distributions

 

(.27)

(.47)

(.55)

(.20)

(.36)

Net asset value, end of period

 

12.29

12.35

12.48

12.04

12.23

Total Return (%)c

 

1.71

2.77

8.54

.08

2.45

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

 

6.80d

4.86

1.07

1.39

1.37

Ratio of net expenses
to average net assets

 

1.05d

1.00

.75

.75

.89

Ratio of net investment income
to average net assets

 

2.11d

2.03

2.42

2.60

1.65

Portfolio Turnover Rate

 

80.39

94.27

83.73

114.73

145.88

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

 

4,393

5,703

1,900

858

682

a Based on average shares outstanding.

b Amount represents less than $.01 per share.

c Exclusive of sales charge.

d Amounts do not include the expenses of the underlying funds.

See notes to financial statements.

29

 

FINANCIAL HIGHLIGHTS (continued)

        
   
  

Year Ended October 31,

Class C Shares

 

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

 

12.18

12.30

11.86

12.06

12.18

Investment Operations:

      

Investment income—neta

 

.17

.19

.25

.24

.11

Net realized and unrealized
gain (loss) on investments

 

(.06)

.06

.64

(.33)

.08

Total from Investment Operations

 

.11

.25

.89

(.09)

.19

Distributions:

      

Dividends from
investment income—net

 

(.22)

(.37)

(.45)

(.11)

(.31)

Dividends from net realized
gain on investments

 

-

-

-

-

(.00)b

Total Distributions

 

(.22)

(.37)

(.45)

(.11)

(.31)

Net asset value, end of period

 

12.07

12.18

12.30

11.86

12.06

Total Return (%)c

 

.91

2.06

7.70

(.64)

1.59

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

 

1.84d

1.81

1.85

2.07

2.09

Ratio of net expenses
to average net assets

 

1.80d

1.70

1.50

1.50

1.64

Ratio of net investment income
to average net assets

 

1.36d

1.59

2.11

2.00

.90

Portfolio Turnover Rate

 

80.39

94.27

83.73

114.73

145.88

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

 

193

273

313

428

702

a Based on average shares outstanding.

b Amount represents less than $.01 per share.

c Exclusive of sales charge.

d Amounts do not include the expenses of the underlying funds.

See notes to financial statements.

30

 

        
   
  

Year Ended October 31,

Class I Shares

 

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

 

12.41

12.53

12.09

12.27

12.33

Investment Operations:

      

Investment income—neta

 

.29

.24

.32

.37

.23

Net realized and unrealized
gain (loss) on investments

 

(.05)

.13

.71

(.33)

.08

Total from Investment Operations

 

.24

.37

1.03

.04

.31

Distributions:

      

Dividends from
investment income—net

 

(.29)

(.49)

(.59)

(.22)

(.37)

Dividends from net realized
gain on investments

 

-

-

-

-

(.00)b

Total Distributions

 

(.29)

(.49)

(.59)

(.22)

(.37)

Net asset value, end of period

 

12.36

12.41

12.53

12.09

12.27

Total Return (%)

 

1.96

3.06

8.79

.38

2.57

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

 

.81c

.70

.78

1.10

1.14

Ratio of net expenses
to average net assets

 

.80c

.64

.50

.50

.65

Ratio of net investment income
to average net assets

 

2.35c

2.01

2.63

3.03

1.91

Portfolio Turnover Rate

 

80.39

94.27

83.73

114.73

145.88

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

 

45,868

27,500

9,827

2,555

3,815

a Based on average shares outstanding.

b Amount represents less than $.01 per share.

c Amounts do not include the expenses of the underlying funds.

See notes to financial statements.

31

 

FINANCIAL HIGHLIGHTS (continued)

        
   
  

Year Ended October 31,

Class Y Shares

 

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

 

12.42

12.53

12.09

12.27

12.33

Investment Operations:

      

Investment income—neta

 

.32

.33

.37

.33

.23

Net realized and unrealized
gain (loss) on investments

 

(.06)

.05

.66

(.29)

.08

Total from Investment Operations

 

.26

.38

1.03

.04

.31

Distributions:

      

Dividends from
investment income—net

 

(.30)

(.49)

(.59)

(.22)

(.37)

Dividends from net realized
gain on investments

 

-

-

-

-

(.00)b

Total Distributions

 

(.30)

(.49)

(.59)

(.22)

(.37)

Net asset value, end of period

 

12.38

12.42

12.53

12.09

12.27

Total Return (%)

 

2.18

3.07

8.81

.30

2.67

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

 

.62c

.62

.68

.96

.98

Ratio of net expenses
to average net assets

 

.62c

.58

.50

.50

.64

Ratio of net investment income
to average net assets

 

2.55c

2.65

3.00

2.70

1.90

Portfolio Turnover Rate

 

80.39

94.27

83.73

114.73

145.88

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

 

94,946

104,358

106,649

64,151

40,741

a Based on average shares outstanding.

b Amount represents less than $.01 per share.

c Amounts do not include the expenses of the underlying funds.

See notes to financial statements.

32

 

NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

BNY Mellon Global Dynamic Bond Income Fund (the “fund”) is a separate diversified series of BNY Mellon Advantage 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 nine series, including the fund. The fund’s investment objective is to seek total return (consisting of income and capital appreciation). BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Newton Investment Management Limited (the “Sub-Adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the sub-investment 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 (150 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 The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, 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

33

 

NOTES TO FINANCIAL STATEMENTS (continued)

(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 October 31, 2021, MBC Investments Corporation, an indirect subsidiary of BNY Mellon, held 7,267 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 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.

34

 

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:

Registered investment companies that are not traded on an exchange are valued at their net asset value and are generally categorized within Level 1 of the fair value hierarchy.

Investments in debt securities, excluding short-term investments (other than U.S. Treasury Bills), futures, options and forward foreign currency exchange contracts (“forward contracts”) are valued each business day by one or more independent pricing services (each, a “Service”) approved by the Company’s Board of Directors (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.

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

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

35

 

NOTES TO FINANCIAL STATEMENTS (continued)

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.

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

Forward contracts are valued at the forward rate and are generally categorized within Level 2 of the fair value hierarchy. Futures and options, 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. Options traded over-the-counter (“OTC”) are valued at the mean between the bid and asked price and are generally categorized within Level 2 of the fair value hierarchy.

The following is a summary of the inputs used as of October 31, 2021 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:

  

Corporate Bonds

-

90,618,678

 

-

90,618,678

 

Exchange-Traded Funds

2,463,693

-

 

-

2,463,693

 

Foreign Governmental

-

39,568,320

 

-

39,568,320

 

Investment Companies

9,013,033

-

 

-

9,013,033

 

U.S. Treasury Securities

-

1,447,859

 

-

1,447,859

 

36

 

        
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)(continued)

  

Other Financial Instruments:

  

Forward Foreign Currency Exchange Contracts††

-

2,083,218

 

-

2,083,218

 

Futures††

239,094

-

 

-

239,094

 

Options Purchased

115,328

-

 

-

115,328

 

Liabilities ($)

  

Other Financial Instruments:

  

Forward Foreign Currency Exchange Contracts††

-

(691,441)

 

-

(691,441)

 

Futures††

(4,054)

-

 

-

(4,054)

 

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

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

Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund

37

 

NOTES TO FINANCIAL STATEMENTS (continued)

and are reflected in the Statement of Operations, if applicable. Foreign taxes payable or deferred or those subject to reclaims as of October 31, 2021, if any, are disclosed in the fund’s Statement of Assets and Liabilities.

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

Pursuant to a securities lending agreement with The Bank of New York Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended October 31, 2021, The Bank of New York Mellon earned $1,993 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.

Certain affiliated investment companies may also invest in the fund. At October 31, 2021, BNY Mellon Yield Enhancement Strategy Fund, an affiliate of the fund, held 2,326,235 Class Y shares representing approximately 19.8% of the fund’s net assets.

(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

38

 

these markets may be less liquid, subject to government ownership controls and delayed settlements, and their prices may be more volatile 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 investment income-net are normally declared and paid quarterly. 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.

On October 29, 2021, the Board declared a cash dividend of $.043, $.016, $.049 and $.055 per share from undistributed investment income-net for Class A, Class C, Class I and Class Y shares, respectively, payable on November 1, 2021, to shareholders of record as of the close of business on October 29, 2021. The ex-dividend date was November 1, 2021.

39

 

NOTES TO FINANCIAL STATEMENTS (continued)

(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 October 31, 2021, 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 October 31, 2021, the fund did not incur any interest or penalties.

Each tax year in the four-year period ended October 31, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At October 31, 2021, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $1,258,818, undistributed capital gains $1,831,775, accumulated other losses $244,584 and unrealized depreciation $1,453,703.

The tax character of distributions paid to shareholders during the fiscal periods ended October 31, 2021 and October 31, 2020 were as follows: ordinary income $3,249,913 and $4,999,441, respectively.

(h) New accounting pronouncements: In March 2020, the FASB issued Accounting Standards Update 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”), and in January 2021, the FASB issued Accounting Standards Update 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”), which provides optional, temporary relief with respect to the financial reporting of contracts subject to certain types of modifications due to the planned discontinuation of the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates as of the end of 2021. The temporary relief provided by ASU 2020-04 and ASU 2021-01 is effective for certain reference rate-related contract modifications that occur during the period from March 12, 2020 through December 31, 2022. Management is evaluating the impact of ASU 2020-04 and ASU 2021-01 on the fund’s investments, derivatives, debt and other contracts that will undergo reference rate-related modifications as a result of the reference rate reform. Management is also currently actively working with other financial institutions and counterparties to modify contracts as required by applicable regulation and within the regulatory deadlines.

40

 

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by The Bank of New York Mellon (the “BNYM Credit Facility”), a subsidiary of BNY Mellon and an affiliate of the Adviser, 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.

The average amount of borrowings outstanding under the Facilities during the period ended October 31, 2021 was approximately $76,712 with a related weighted average annualized interest rate of 1.23%.

NOTE 3—Management Fee, Sub-Investment 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 .40% of the value of the fund’s average daily net assets and is payable monthly. The Adviser had contractually agreed, from November 1, 2020 through March 1, 2022, to waive receipt of its fees and/or assume the direct expenses of the fund, so that the 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 .80% of the value of the fund’s average daily net assets. On or after March 1, 2022, the Adviser may terminate this expense limitation agreement at any time. The reduction in expenses, pursuant to the undertaking, amounted to $271,698 during the period ended October 31, 2021.

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-Adviser, the Adviser pays the Sub-Adviser a monthly fee at an annual rate of .19% of the value of the fund’s average daily net assets.

During the period ended October 31, 2021, the Distributor retained $1 from commissions earned on sales of the fund’s Class A shares.

41

 

NOTES TO FINANCIAL STATEMENTS (continued)

(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 October 31, 2021, Class C shares were charged $1,686 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 October 31, 2021, Class A and Class C shares were charged $11,749 and $562, respectively, pursuant to the Shareholder Services Plan.

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

The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statement of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended October 31, 2021, the fund was charged $3,642 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

42

 

The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended October 31, 2021, the fund was charged $39,162 pursuant to the custody agreement.

During the period ended October 31, 2021, the fund was charged $14,062 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 $49,445, Distribution Plan fees of $130, Shareholder Services Plan fees of $980, custodian fees of $9,000, Chief Compliance Officer fees of $4,718 and transfer agency fees of $585, which are offset against an expense reimbursement currently in effect in the amount of $21,009.

(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, futures, options transactions and forward contracts, during the period ended October 31, 2021, amounted to $111,851,997 and $111,493,414, respectively.

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

Each type of derivative instrument that was held by the fund during the period ended October 31, 2021 is discussed below.

Futures: In the normal course of pursuing its investment objective, the fund is exposed to market risk, including interest rate risk, as a result of changes in value of underlying financial instruments. The fund invests in

43

 

NOTES TO FINANCIAL STATEMENTS (continued)

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 October 31, 2021 are set forth in the Statement of Futures.

Options Transactions: The fund purchases and writes (sells) put and call options to hedge against changes in the values of interest rates, or as a substitute for an investment. The fund is subject to market risk and interest rate risk in the course of pursuing its investment objectives through its investments in options contracts. A call option gives the purchaser of the option the right (but not the obligation) to buy, and obligates the writer to sell, the underlying financial instrument at the exercise price at any time during the option period, or at a specified date. Conversely, a put option gives the purchaser of the option the right (but not the obligation) to sell, and obligates the writer to buy the underlying financial instrument at the exercise price at any time during the option period, or at a specified date.

As a writer of call options, the fund receives a premium at the outset and then bears the market risk of unfavorable changes in the price of the financial instrument underlying the option. Generally, the fund realizes a gain, to the extent of the premium, if the price of the underlying financial instrument decreases between the date the option is written and the date on which the option is terminated. Generally, the fund incurs a loss if the price of the financial instrument increases between those dates. The maximum payout for those contracts is limited to the number of call option contracts written and the related strike prices, respectively.

As a writer of put options, the fund receives a premium at the outset and then bears the market risk of unfavorable changes in the price of the financial instrument underlying the option. Generally, the fund realizes a gain, to the extent of the premium, if the price of the underlying financial instrument increases between the date the option is written and the date on which the option is terminated. Generally, the fund incurs a loss if the price of the financial instrument decreases between those dates. The

44

 

maximum payout for those contracts is limited to the number of put option contracts written and the related strike prices, respectively.

As a writer of an option, the fund has no control over whether the underlying financial instrument may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the financial instrument underlying the written option. There is a risk of loss from a change in value of such options which may exceed the related premiums received. This risk may be mitigated by Master Agreements, if any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. The Statement of Operations reflects any unrealized gains or losses which occurred during the period as well as any realized gains or losses which occurred upon the expiration or closing of the option transaction. Options purchased open at October 31, 2021 are set forth in the Statement of Investments and at October 31, 2021, there were no options written outstanding.

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract decreases between those dates. With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of Operations. The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited to the unrealized gain on each open contract. This risk may be mitigated by Master Agreements, if any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. Forward contracts open at October 31, 2021 are set forth in the Statement of Forward Foreign Currency Exchange Contracts.

45

 

NOTES TO FINANCIAL STATEMENTS (continued)

The following tables show the fund’s exposure to different types of market risk as it relates to the Statement of Assets and Liabilities and the Statement of Operations, respectively.

Fair value of derivative instruments as of October 31, 2021 is shown below:

        

 

 

Derivative
Assets ($)

 

 

 

Derivative
Liabilities ($)

 

Interest rate risk

354,422

1,2 

Interest rate risk

(4,054)

1 

Foreign exchange risk

2,083,218

3 

Foreign exchange risk

(691,441)

3 

Gross fair value of
derivative contracts

2,437,640

 

 

 

(695,495)

 

 

 

 

 

 

 

 

 

Statement of Assets and Liabilities location:

 

1

Includes cumulative appreciation (depreciation) on futures as reported in the Statement of Futures, but only the
unpaid variation margin is reported in the Statement of Assets and Liabilities.

2

Options purchased are included in Investments in securities—Unaffiliated issuers, at value.

3

Unrealized appreciation (depreciation) on forward foreign currency exchange contracts.

The effect of derivative instruments in the Statement of Operations during the period ended October 31, 2021 is shown below:

          

Amount of realized gain (loss) on derivatives recognized in income ($)

 

Underlying
risk

Futures

1 

Options
Transactions

2 

Forward
Contracts

3 

Total

 

Interest rate

141,301

 

95,370

 

-

 

236,671

 

Foreign
exchange

-

 

-

 

(1,677,061)

 

(1,677,061)

 

Total

141,301

 

95,370

 

(1,677,061)

 

(1,440,390)

 

 

 

 

 

 

 

 

 

 

Net change in unrealized appreciation (depreciation)
on derivatives recognized in income ($)

 

Underlying
risk

Futures

4 

Options
Transactions

5 

Forward
Contracts

6 

Total

 

Interest rate

281,977

 

43,220

 

-

 

325,197

 

Foreign
exchange

-

 

-

 

278,732

 

278,732

 

Total

281,977

 

43,220

 

278,732

 

603,929

 

 

 

 

 

 

 

 

 

 

 

 

Statement of Operations location:

 

1

Net realized gain (loss) on futures.

2

Net realized gain (loss) on options transactions.

3

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

4

Net change in unrealized appreciation (depreciation) on futures.

5

Net change in unrealized appreciation (depreciation) on options transactions.

6

Net change in unrealized appreciation (depreciation) on forward foreign currency exchange contracts.

The provisions of ASC Topic 210 “Disclosures about Offsetting Assets and Liabilities” require disclosure on the offsetting of financial assets and liabilities. These disclosures are required for certain investments, including

46

 

derivative financial instruments subject to Master Agreements which are eligible for offsetting in the Statement of Assets and Liabilities and require the fund to disclose both gross and net information with respect to such investments. For financial reporting purposes, the fund does not offset derivative assets and derivative liabilities that are subject to Master Agreements in the Statement of Assets and Liabilities.

At October 31, 2021, derivative assets and liabilities (by type) on a gross basis are as follows:

      

Derivative Financial Instruments:

 

Assets ($)

 

Liabilities ($)

 

Futures

 

239,094

 

(4,054)

 

Options

 

115,328

 

-

 

Forward contracts

 

2,083,218

 

(691,441)

 

Total gross amount of derivative

 

 

 

 

 

assets and liabilities in the

 

 

 

 

 

Statement of Assets and Liabilities

 

2,437,640

 

(695,495)

 

Derivatives not subject to

 

 

 

 

 

Master Agreements

 

(354,422)

 

4,054

 

Total gross amount of assets

 

 

 

 

 

and liabilities subject to

 

 

 

 

 

Master Agreements

 

2,083,218

 

(691,441)

 

The following tables present derivative assets and liabilities net of amounts available for offsetting under Master Agreements and net of related collateral received or pledged, if any, as of October 31, 2021:

       

 

 

 

Financial

 

 

 

 

 

 

Instruments

 

 

 

 

 

 

and Derivatives

 

 

 

 

Gross Amount of

 

Available

Collateral

 

Net Amount of

Counterparty

Assets ($)

1 

for Offset ($)

Received ($)

2 

Assets ($)

CIBC World Markets

25,100

 

(25,100)

-

 

-

Citigroup

2,191

 

-

-

 

2,191

HSBC

478,659

 

-

(180,000)

 

298,659

RBS Securities

2,204

 

(2,204)

-

 

-

State Street Bank
and Trust Company

1,516,368

 

(539,156)

(550,000)

 

427,212

UBS Securities

58,696

 

(24,206)

-

 

34,490

Total

2,083,218

 

(590,666)

(730,000)

 

762,552

 

 

 

 

 

 

 

47

 

NOTES TO FINANCIAL STATEMENTS (continued)

       

 

 

 

Financial

 

 

 

 

 

 

Instruments

 

 

 

 

 

 

and Derivatives

 

 

 

 

Gross Amount of

 

Available

Collateral

 

Net Amount of

Counterparty

Liabilities ($)

1 

for Offset ($)

Pledged ($)

2 

Liabilities ($)

CIBC World Markets

(88,758)

 

25,100

-

 

(63,658)

RBS Securities

(39,321)

 

2,204

-

 

(37,117)

State Street Bank
and Trust Company

(539,156)

 

539,156

-

 

-

UBS Securities

(24,206)

 

24,206

-

 

-

Total

(691,441)

 

590,666

-

 

(100,775)

 

 

 

 

 

 

 

1 Absent a default event or early termination, OTC derivative assets and liabilities are presented at gross amounts
and are not offset in the Statement of Assets and Liabilities.

2 In some instances, the actual collateral received and/or pledged may be more than the amount shown due to
over collateralization.

The following summarizes the average market value of derivatives outstanding during the period ended October 31, 2021:

   

 

 

Average Market Value ($)

Interest rate futures

 

13,651,247

Interest rate options contracts

 

74,653

Forward contracts

 

119,201,439

At October 31, 2021, the cost of investments for federal income tax purposes was $144,581,042; accordingly, accumulated net unrealized depreciation on investments inclusive of derivative contracts was $1,445,006, consisting of $4,669,125 gross unrealized appreciation and $6,114,131 gross unrealized depreciation.

48

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of BNY Mellon Global Dynamic Bond Income Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of BNY Mellon Global Dynamic Bond Income Fund (the “Fund”) (one of the funds constituting BNY Mellon Advantage Funds, Inc.), including the statements of investments, investments in affiliated issuers, futures and forward foreign currency exchange contracts, as of October 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting BNY Mellon Advantage Funds, Inc.) at October 31, 2021, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2021, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

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

New York, New York
December 23, 2021

49

 

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, 2020 to December 31, 2020, 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.

50

 

BOARD MEMBERS INFORMATION (Unaudited)

Independent Board Members

Joseph S. DiMartino (78)

Chairman of the Board (1995)

Principal Occupation During Past 5 Years:

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

Other Public Company Board Memberships During Past 5 Years:

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

No. of Portfolios for which Board Member Serves: 98

———————

Peggy C. Davis (78)

Board Member (2006)

Principal Occupation During Past 5 Years:

· Shad Professor of Law, New York University School of Law (1983-Present)

No. of Portfolios for which Board Member Serves: 35

———————

Gina D. France (63)

Board Member (2019)

Principal Occupation During Past 5 Years:

· France Strategic Partners, a strategy and advisory firm serving corporate clients across the United States, Founder, President and Chief Executive Officer (2003-Present)

Other Public Company Board Memberships During Past 5 Years:

· Huntington Bancshares, a bank holding company headquartered in Columbus, Ohio, Director (2016-Present)

· Cedar Fair, L.P., a publicly-traded partnership that owns and operates amusement parks and hotels in the U.S. and Canada, Director (2011-Present)

· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (2015-Present)

· FirstMerit Corporation, a diversified financial services company, Director (2004-2016)

No. of Portfolios for which Board Member Serves: 25

———————

Joan Gulley (74)

Board Member (2017)

Principal Occupation During Past 5 Years:

· Nantucket Atheneum, public library, Chair (2018-June 2021) and Director (2015-June 2021)

· Orchard Island Club, golf and beach club, Governor (2016-Present)

No. of Portfolios for which Board Member Serves: 43

———————

51

 

BOARD MEMBERS INFORMATION (Unaudited) (continued)

Robin A. Melvin (58)

Board Member (2012)

Principal Occupation During Past 5 Years:

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

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

· JDRF, a non-profit juvenile diabetes research foundation, Board Member (June 2021-Present)

Other Public Company Board Memberships During Past 5 Years:

· HPS Corporate Lending Fund, a closed-end management investment company regulated as a business development company, Trustee (August 2021-Present)

No. of Portfolios for which Board Member Serves: 76

———————

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

David P. Feldman, Emeritus Board Member
Ehud Houmier, Emeritus Board Member
Lynn Martin, Emeritus Board Member
Dr. Martin Peretz, Emeritus Board Member
Philip L. Toia, Emeritus Board Member

52

 

OFFICERS OF THE FUND (Unaudited)

DAVID DIPETRILLO, President since January 2021.

Vice President and Director of the Adviser since February 2021; Head of North America Product, BNY Mellon Investment Management since January 2018; Director of Product Strategy, BNY Mellon Investment Management from January 2016 to December 2017. He is an officer of 57 investment companies (comprised of 107 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 43 years old and has been an employee of BNY Mellon since 2005.

JAMES WINDELS, Treasurer since November 2001.

Vice President of the Adviser since September 2020; Director - BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 63 years old and has been an employee of the Adviser since April 1985.

PETER M. SULLIVAN, Chief Legal Officer since July 2021 and Vice President and Assistant Secretary since March 2019.

Chief Legal Officer of the Adviser since July 2021, Associate General Counsel of BNY Mellon since July 2021; Senior Managing Counsel of BNY Mellon from December 2020 to July 2021; Managing Counsel of BNY Mellon from March 2009 to December 2020, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of BNY Mellon since April 2004.

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

Senior Managing Counsel of BNY Mellon since December 2019; Managing Counsel of BNY Mellon from April 2014 to December 2019; Secretary of the Adviser, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of the Adviser since December 1996.

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

Counsel of BNY Mellon since August 2018; Senior Regulatory Specialist at BNY Mellon Investment Management Services from February 2016 to August 2018. She is an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 31 years old and has been an employee of the Adviser since August 2018.

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

Vice President since February 2020 of BNY Mellon ETF Investment Adviser; LLC, Senior Managing Counsel of BNY Mellon since September 2021; Managing Counsel from December 2017 to September 2021; Senior Counsel of BNY Mellon from March 2013 to December 2017. She is an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 46 years old and has been an employee of the Adviser since March 2013.

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

Senior Managing Counsel of BNY Mellon, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 56 years old and has been an employee of the Adviser since October 1990.

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

Counsel of BNY Mellon since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019; Senior Regulatory Specialist at BNY Mellon Investment Management Services from April 2015 to August 2018. She is an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 36 years old and has been an employee of the Adviser since June 2019.

53

 

OFFICERS OF THE FUND (Unaudited) (continued)

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

Chief Compliance Officer since August 2021 and Vice President since February 2020 of BNY Mellon ETF Investment Adviser, LLC; Chief Compliance Officer since August 2021 and Vice President and Assistant Secretary since February 2020 of BNY Mellon ETF Trust; Managing Counsel from December 2019 to August 2021 of BNY Mellon; Counsel from May 2016 to December 2019 of BNY Mellon; Assistant Secretary of the Adviser from April 2018 to August 2021. She is an officer of 57 investment companies (comprised of 128 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 36 years old and has been an employee of BNY Mellon since May 2016.

GAVIN C. REILLY, Assistant Treasurer since December 2005.

Tax Manager-BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of the Adviser since April 1991.

ROBERT SALVIOLO, Assistant Treasurer since July 2007.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Adviser since June 1989.

ROBERT SVAGNA, Assistant Treasurer since December 2002.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Adviser since November 1990.

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

Chief Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust since 2004, Chief Compliance Officer of the Adviser from 2004 until June 2021. He is an officer of 57 investment companies (comprised of 120 portfolios) managed by the Adviser. He is 64 years old.

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

Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust. She is an officer of 50 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 53 years old and has been an employee of the Distributor since 1997.

54

 

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55

 

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56

 

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57

 

For More Information

BNY Mellon Global Dynamic Bond Income Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-Adviser

Newton Investment Management Limited
160 Queen Victoria Street
London, EC4V, 4LA, 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: DGDAX       Class C: DGDCX        Class I: DGDIX        Class Y: DGDYX

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.

  

© 2021 BNY Mellon Securities Corporation
6298AR1021

 

BNY Mellon Global Real Return Fund

 

ANNUAL REPORT

October 31, 2021

 

 

 

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

Fund Performance

5

Understanding Your Fund’s Expenses

8

Comparing Your Fund’s Expenses
With Those of Other Funds

8

Consolidated Statement of Investments

9

Consolidated Statement of Investments
in Affiliated Issuers

17

Consolidated Statement of Futures

18

Consolidated Statement of
Options Written

19

Consolidated Statement of Forward
Foreign Currency Exchange Contracts

20

Consolidated Statement of
Assets and Liabilities

22

Consolidated Statement of Operations

23

Consolidated Statement of
Changes in Net Assets

24

Consolidated Financial Highlights

26

Notes to Consolidated
Financial Statements

30

Report of Independent Registered
Public Accounting Firm

48

Important Tax Information

49

Liquidity Risk Management Program

50

Board Members Information

51

Officers of the Fund

53

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from November 1, 2020 through October 31, 2021, as provided by portfolio managers Suzanne Hutchins, Aron Pataki and Andrew Warwick of Newton Investment Management Limited, Sub-Investment Adviser

Market and Fund Performance Overview

For the 12-month period ended October 31, 2021, BNY Mellon Global Real Return Fund’s Class A shares produced a total return of 14.60%, Class C shares returned 13.72%, Class I shares returned 14.83% and Class Y shares returned 15.03%.1 In comparison, the fund’s benchmark, the FTSE One-Month U.S. Treasury Bill Index, and the fund’s performance baseline benchmark, the USD One-Month LIBOR, produced total returns of 0.04% and 0.11%, respectively, for the same period.2,3

Global equity markets gained ground during the reporting period, while global bonds produced mixed returns amid accommodative central bank policies, strong corporate earnings, rising interest rates and improving investor sentiment as vaccines for the COVID-19 pandemic rolled out. The fund outperformed its benchmark, largely due to its positioning in the return-seeking core of the portfolio.

The Fund’s Investment Approach

The fund seeks total return (consisting of capital appreciation and income). To pursue its goal, the fund uses an actively managed, multi-asset strategy to produce absolute or real returns with less volatility than major equity markets over a complete market cycle, typically a period of five years. Rather than trying to track a benchmark index, the fund seeks to provide returns that are largely independent of market moves.

The fund allocates its investments among global equities, bonds and cash, and, generally to a lesser extent, other asset classes, including real estate, commodities, currencies, and alternative or non-traditional asset classes and strategies, primarily those accessed through derivative instruments.

The fund’s portfolio managers combine a top-down approach, emphasizing economic trends and current investment themes on a global basis, with bottom-up security selection, based on fundamental research, to allocate the fund’s investments among and within asset classes. In choosing investments, the portfolio managers consider key trends in global economic variables, such as gross domestic product, inflation and interest rates; investment themes, such as changing demographics, the impact of new technologies and the globalization of industries and brands; relative valuations of equity securities, bonds and cash; long-term trends in currency movements; and company fundamentals.

Stocks Outperform and Bond Yields Rise as Economies Reopen

The rebound in risk assets following the early-2020 pandemic-induced trough continued in November and December 2020, despite a sharp acceleration in COVID-19 infection rates and the reintroduction of further lockdowns. Investors, however, looked beyond these near-term challenges, thanks to a raft of positive vaccine news that heralded the

2

 

prospect of economic and social normalization, combined with a relatively benign outcome of the U.S. presidential election. As 2021 began, investors anticipated a dialing back of the exceptional levels of stimulus witnessed in the aftermath of the onset of the pandemic, resulting in a significant move in U.S. Treasury yields. The rise in bond yields was closely correlated with the marked outperformance of financials and energy stocks, while equities in areas such as technology, which had benefited from a combination of the stay-at-home economy and deeply negative real yields, relinquished some of their earlier gains. As the year progressed, a number of relatively short-lived bouts of equity-market weakness occurred as more hawkish commentary regarding the potential for asset-purchase tapering and interest-rate hikes emerged from the U.S. Federal Reserve. These comments prompted a resumption in the rise in bond yields and renewed fears of more prolonged inflationary pressures.

Equity Holdings Lead Gains

The return-seeking core of the portfolio produced robust performance over the reporting period, with the portfolio’s equity holdings doing the heavy lifting. More economically-sensitive stocks featured among the top performers, including oil and gas producer ConocoPhillips, semiconductor equipment maker ASML Holding, and capital markets firm The Goldman Sachs Group, although secular growth names such as Internet advertising firm Alphabet and enterprise software giant Microsoft also delivered robust returns. All other areas of the core, including alternatives, corporate bonds and emerging- markets debt also performed well, buoyed by the risk-on sentiment prevailing over much of the period.

Conversely, the stabilizing layer of the portfolio detracted from relative performance. Despite being accretive to returns in January 2021, derivative protection represented a cost over the period as a whole in the context of equity market strength. We use derivatives for risk management purposes, both for protection on the downside and selectively to gain upside exposure, when we consider it efficient to do so as a means of expressing a constructive view. Other areas of the stabilizing layer also detracted from relative returns. Gold traced a less glittering path than in previous quarters, taking a decisive leg down as 2021 progressed. Index-linked bonds were a marginal negative as yields drifted higher.

Adopting a Constructive Position

As of the end of the period, the Fund’s positioning reflects a constructive view of the prevailing economic backdrop, with a sizeable, return-seeking core versus historic levels. Equity exposure remains well balanced between cyclical, secular growth and defensive names, against the potential for a shift in market leadership. Within the stabilizing layer, we continue to employ a combination of direct and indirect protection, the former having gained proportionately more prominence after exiting our government bond and gold positions due to the headwind of rising real rates. Cash stands at relatively elevated levels to take advantage of opportunities as they emerge in both the return-seeking and risk-mitigating layers of the portfolio.

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

While the Fund currently maintains a constructive position, we are mindful of the absolute return nature of our mandate. We remain vigilant on behalf of clients, ready to take dynamic steps to change the fund’s asset allocations if required, as we have done in the past.

November 15, 2021

1 DUE TO RECENT MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE DIFFERENT THAN THE FIGURES SHOWN. 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 1, 2022, 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: FactSet — The London Interbank Offered Rate (LIBOR) is the average interest rate at which leading banks borrow funds of a sizable amount from other banks in the London market. LIBOR is the most widely used “benchmark” or reference rate for short-term interest rates. Investors cannot invest directly in any index.

3 Source: Lipper, Inc. — The FTSE One-Month U.S. Treasury Bill Index consists of the last one-month Treasury bill month-end rates. The FTSE One-Month U.S. Treasury Bill Index measures return equivalents of yield averages. The instruments are not marked to market. 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.

Bonds are subject generally to interest-rate, credit, liquidity and market risks, to varying degrees, all of which are more fully described in the fund’s prospectus. Generally, all other factors being equal, bond prices are inversely related to interest-rate changes, and rate increases can cause price declines.

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.

The fund’s performance will be influenced by political, social and economic factors affecting investments in foreign companies. Special risks associated with such companies include exposure to currency fluctuations, less liquidity, less developed or less efficient trading markets, lack of comprehensive company information, political instability and differing auditing and legal standards.

Because the fund seeks to provide exposure to alternative or non-traditional (i.e., satellite) asset categories or investment strategies, the fund’s performance will be linked to the performance of these highly volatile asset categories and strategies. Accordingly, investors should consider purchasing shares of the fund only as part of an overall diversified portfolio and should be willing to assume the risks of potentially significant fluctuations in the value of fund shares.

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.

4

 

FUND PERFORMANCE (Unaudited)

Comparison of change in value of a $10,000 investment in Class A shares, Class C shares, and Class I shares of BNY Mellon Global Real Return Fund with a hypothetical investment of $10,000 in the FTSE One-Month U.S. Treasury Bill Index and USD 1-Month LIBOR.

 Source: FactSet

†† Source: Lipper Inc.

Past performance is not predictive of future performance.

The above graph compares a hypothetical investment of $10,000 made in each of the Class A shares, Class C shares, and Class I shares of BNY Mellon Global Real Return Fund on 10/31/11 to a hypothetical investment of $10,000 made in the FTSE One-Month U.S. Treasury Bill Index and USD 1-Month LIBOR on that date. All dividends and capital gain distributions are reinvested.

The fund’s performance shown in the line graph above takes into account the maximum initial sales charge on Class A shares and all other applicable fees and expenses on Class A shares, Class C shares, and Class I shares. The FTSE One-Month U.S. Treasury Bill Index consists of the last one-month Treasury bill month-end rates. The FTSE One-Month U.S. Treasury Bill Index measures return equivalents of yield averages. The instruments are not marked to market. The London Interbank Offered Rate (LIBOR) is the average interest rate at which leading banks borrow funds of a sizable amount from other banks in the London market. LIBOR is the most widely used "benchmark" or reference rate for short-term interest rates. Unlike a mutual fund, the indices are not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

5

 

FUND PERFORMANCE (Unaudited) (continued)

Comparison of change in value of a $1,000,000 investment in Class Y shares of BNY Mellon Global Real Return Fund with a hypothetical investment of $1,000,000 in the FTSE One-Month U.S. Treasury Bill Index and USD 1-Month LIBOR.

 Source: FactSet

†† Source: Lipper Inc.

††† The total return figures presented for Class Y shares of the fund reflect the performance of the fund’s Class A shares for the period prior to 7/1/13 (the inception date for Class Y shares), not reflecting the applicable sales charges for Class A shares.

Past performance is not predictive of future performance.

The above graph compares a hypothetical investment of $1,000,000 made in Class Y shares of BNY Mellon Global Real Return Fund on 10/31/11 to a hypothetical investment of $1,000,000 made in the FTSE One-Month U.S. Treasury Bill Index and USD 1-Month LIBOR on that date. All dividends and capital gain distributions are reinvested.

The fund’s performance shown in the line graph above takes into account all applicable fees and expenses of the fund’s Class Y shares. The FTSE One-Month U.S. Treasury Bill Index consists of the last one-month Treasury bill month-end rates. The FTSE One-Month U.S. Treasury Bill Index measures return equivalents of yield averages. The instruments are not marked to market. The London Interbank Offered Rate (LIBOR) is the average interest rate at which leading banks borrow funds of a sizable amount from other banks in the London market. LIBOR is the most widely used "benchmark" or reference rate for short-term interest rates. Unlike a mutual fund, the indices are not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

6

 

     

Average Annual Total Returns as of 10/31/2021

 

Inception
Date

1 Year

5 Years

10 Years

Class A shares

    

with maximum sales charge (5.75%)

5/12/10

8.01%

4.47%

4.26%

without sales charge

5/12/10

14.60%

5.72%

4.88%

Class C shares

    

with applicable redemption charge

5/12/10

12.72%

4.91%

4.09%

without redemption

5/12/10

13.72%

4.91%

4.09%

Class I shares

5/12/10

14.83%

5.98%

5.16%

Class Y shares

7/1/13

15.03%

6.08%

5.20%††

USD 1-Month LIBOR Index

 

0.11%

1.24%

0.74%

FTSE One-Month U.S. Treasury
Bill Index

 

0.04%

1.07%

0.56%

 The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the date of purchase.

†† The total return performance figures presented for Class Y shares of the fund reflect the performance of the fund’s Class A shares for the period prior to 7/1/13 (the inception date for Class Y shares), not reflecting the applicable sales charges for Class A shares.

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

The fund’s performance shown in the graphs and table does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. In addition to the performance of Class A shares shown with and without a maximum sales charge, the fund's performance shown in the table takes into account all other applicable fees and expenses on all classes.

7

 

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 Real Return Fund from May 1, 2021 to October 31, 2021. 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 October 31, 2021

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$5.63

$9.55

$4.56

$4.05

 

Ending value (after expenses)

$1,031.60

$1,027.10

$1,032.70

$1,033.20

 

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 October 31, 2021

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$5.60

$9.50

$4.53

$4.02

 

Ending value (after expenses)

$1,019.66

$1,015.78

$1,020.72

$1,021.22

 

Expenses are equal to the fund’s annualized expense ratio of 1.10% for Class A, 1.87% for Class C, .89% for Class I and .79% for Class Y, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

8

 

CONSOLIDATED STATEMENT OF INVESTMENTS

October 31, 2021

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

a 

Value ($)

 

Bonds and Notes - 15.7%

     

France - .3%

     

Altice France, Sr. Scd. Bonds

EUR

4.13

 

1/15/2029

 

4,944,000

 

5,639,062

 

Banijay Entertainment, Sr. Scd. Notes

 

5.38

 

3/1/2025

 

500,000

b 

515,000

 

Iliad Holding, Sr. Scd. Notes

EUR

5.63

 

10/15/2028

 

5,576,000

 

6,663,404

 
 

12,817,466

 

Germany - .1%

     

TK Elevator Midco GmbH, Sr. Scd. Bonds

EUR

4.38

 

7/15/2027

 

2,718,000

 

3,237,289

 

India - .1%

     

National Highways Authority of India, Sr. Unscd. Bonds

INR

7.30

 

5/18/2022

 

160,000,000

 

2,158,813

 

Italy - .7%

     

Intesa Sanpaolo, Gtd. Notes

 

7.70

 

9/17/2025

 

9,506,000

b,c,d 

10,634,837

 

UniCredit, Jr. Sub. Bonds

 

8.00

 

6/3/2024

 

5,625,000

d 

6,156,816

 

UniCredit, Jr. Sub. Notes

EUR

3.88

 

6/3/2027

 

8,882,000

d 

9,878,645

 
 

26,670,298

 

Luxembourg - .2%

     

Summer BC Holdco B, Sr. Scd. Bonds

EUR

5.75

 

10/31/2026

 

6,583,000

 

7,959,054

 

Mexico - .4%

     

Sigma Alimentos, Gtd. Notes

 

4.13

 

5/2/2026

 

13,823,000

 

14,859,863

 

Netherlands - 2.5%

     

BNP Paribas Issuance, Bank Gtd., Ser. F

 

0.00

 

11/18/2021

 

87,561,000

e 

89,145,854

 

Ziggo, Sr. Scd. Bonds

EUR

2.88

 

1/15/2030

 

3,571,000

 

4,129,323

 
 

93,275,177

 

Spain - .8%

     

Banco Bilbao Vizcaya Argentaria, Jr. Sub. Bonds

EUR

5.88

 

9/24/2023

 

6,000,000

c,d 

7,404,180

 

Banco Bilbao Vizcaya Argentaria, Jr. Sub. Notes

EUR

6.00

 

3/29/2024

 

7,200,000

d 

8,999,460

 

Banco Santander, Jr. Sub. Bonds

EUR

4.75

 

3/19/2025

 

7,800,000

c,d 

9,333,109

 

Banco Santander, Jr. Sub. Bonds

EUR

5.25

 

9/29/2023

 

5,200,000

d 

6,311,760

 
 

32,048,509

 

United Kingdom - 4.4%

     

Barclays Bank, Structured Notes, Ser. 000S

 

0.00

 

8/15/2022

 

71,827,500

e 

73,240,477

 

Barclays Bank, Structured Notes, Ser. GN0U

 

0.00

 

8/12/2022

 

71,827,500

e 

73,757,278

 

Lloyds Banking Group, Jr. Sub. Bonds

EUR

4.95

 

6/27/2025

 

8,562,000

c,d 

10,800,241

 

TESCO, Sr. Unscd. Notes

GBP

6.13

 

2/24/2022

 

74,000

 

103,073

 

9

 

CONSOLIDATED STATEMENT OF INVESTMENTS (continued)

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

a 

Value ($)

 

Bonds and Notes - 15.7% (continued)

     

United Kingdom - 4.4% (continued)

     

Vmed O2 UK Financing I, Sr. Scd. Bonds

GBP

4.00

 

1/31/2029

 

7,588,000

 

10,278,116

 
 

168,179,185

 

United States - 6.2%

     

Ball, Gtd. Notes

 

2.88

 

8/15/2030

 

6,402,000

 

6,161,925

 

CCO Holdings, Sr. Unscd. Notes

 

5.50

 

5/1/2026

 

3,125,000

b 

3,232,031

 

Sprint, Gtd. Notes

 

7.13

 

6/15/2024

 

3,786,000

 

4,282,913

 

Sprint Capital, Gtd. Notes

 

8.75

 

3/15/2032

 

4,597,000

 

6,886,306

 

U.S. Treasury Notes

 

2.00

 

2/15/2022

 

211,000,000

c 

212,175,038

 

United Airlines, Sr. Scd. Notes

 

4.38

 

4/15/2026

 

1,224,000

b 

1,267,721

 
 

234,005,934

 

Total Bonds and Notes
(cost $578,783,906)

 

595,211,588

 

Description

    

Shares

 

Value ($)

 

Common Stocks - 64.6%

     

Australia - .2%

     

The Star Entertainment Group

     

3,436,921

 

9,462,651

 

China - 2.8%

     

Alibaba Group Holding

     

664,469

f 

13,920,500

 

Flat Glass Group, Cl. H

     

2,211,000

c 

11,935,223

 

Foshan Haitian Flavouring & Food, Cl. A

     

682,002

 

12,471,344

 

LONGi Green Energy Technology, CI. A

     

1,675,428

 

25,576,635

 

NARI Technology, Cl. A

     

1,871,440

 

11,384,864

 

Tencent Holdings

     

144,695

 

8,945,221

 

Tencent Music Entertainment Group, ADR

     

1,033,487

f 

8,123,208

 

Yum China Holdings

     

266,402

 

15,206,226

 
 

107,563,221

 

Denmark - 1.2%

     

Novozymes, Cl. B

     

267,368

 

19,661,000

 

Orsted

     

186,477

b 

26,312,528

 
 

45,973,528

 

France - 3.1%

     

Air Liquide

     

95,357

 

15,899,963

 

Bureau Veritas

     

622,501

 

19,760,522

 

Legrand

     

187,963

 

20,476,960

 

L'Oreal

     

65,629

 

29,963,721

 

LVMH

     

39,152

 

30,649,877

 
 

116,751,043

 

Germany - 2.5%

     

Bayer

     

510,172

 

28,703,562

 

10

 

          
 

Description

    

Shares

 

Value ($)

 

Common Stocks - 64.6% (continued)

     

Germany - 2.5% (continued)

     

Continental

     

244,820

 

28,731,370

 

RWE

     

976,704

 

37,564,153

 
 

94,999,085

 

Guernsey - .0%

     

Amedeo Air Four Plus

     

2,671,187

 

913,913

 

Hong Kong - 1.6%

     

AIA Group

     

3,373,800

 

38,093,738

 

Link REIT

     

2,685,500

 

23,815,886

 
 

61,909,624

 

India - .7%

     

Housing Development Finance

     

733,347

 

27,859,474

 

Ireland - 3.7%

     

Accenture, Cl. A

     

102,392

 

36,737,226

 

Kerry Group, Cl. A

     

113,701

 

15,259,993

 

Medtronic

     

345,807

 

41,448,427

 

Ryanair Holdings, ADR

     

296,488

f 

33,654,353

 

Trane Technologies

     

62,966

 

11,392,438

 
 

138,492,437

 

Japan - 2.3%

     

Advantest

     

307,100

 

25,139,224

 

Sony Group

     

376,200

 

43,371,511

 

Suzuki Motor

     

402,300

 

17,913,336

 
 

86,424,071

 

Netherlands - 1.7%

     

ASML Holding

     

58,577

 

47,434,366

 

Universal Music Group

     

645,649

 

18,745,089

 
 

66,179,455

 

Norway - .3%

     

TOMRA Systems

     

180,916

 

11,675,730

 

South Korea - .9%

     

Samsung SDI

     

53,033

 

33,311,559

 

Switzerland - 4.2%

     

Alcon

     

430,117

 

35,542,434

 

Lonza Group

     

32,341

 

26,512,838

 

Novartis

     

188,938

 

15,608,639

 

TE Connectivity

     

316,592

 

46,222,432

 

Zurich Insurance Group

     

77,838

 

34,506,820

 
 

158,393,163

 

Taiwan - .3%

     

Taiwan Semiconductor Manufacturing, ADR

     

84,107

 

9,562,966

 

United Kingdom - 12.6%

     

3i Group

     

916,362

 

17,105,750

 

11

 

CONSOLIDATED STATEMENT OF INVESTMENTS (continued)

          
 

Description

    

Shares

 

Value ($)

 

Common Stocks - 64.6% (continued)

     

United Kingdom - 12.6% (continued)

     

Associated British Foods

     

482,190

 

11,799,032

 

AstraZeneca

     

471,446

 

58,674,254

 

BAE Systems

     

1,874,492

 

14,155,524

 

Barratt Developments

     

1,834,268

 

16,643,206

 

Diageo

     

769,933

 

38,270,086

 

Ferguson

     

125,630

 

18,903,806

 

Informa

     

1,819,576

f 

12,933,999

 

Linde

     

211,913

 

67,642,630

 

Octopus Renewables Infrastructure Trust

     

19,607,364

 

29,356,022

 

Persimmon

     

498,248

 

18,553,881

 

Prudential

     

2,297,573

 

46,992,214

 

RELX

     

1,112,581

 

34,507,234

 

SDCL Energy Efficiency Income Trust

     

18,719,270

 

29,204,813

 

Taylor Wimpey

     

8,362,126

 

17,686,683

 

Travis Perkins

     

834,584

 

17,623,682

 

Unilever

     

475,814

 

25,472,398

 

Wickes Group

     

865,511

 

2,539,557

 
 

478,064,771

 

United States - 26.5%

     

Abbott Laboratories

     

228,286

 

29,423,783

 

Alphabet, Cl. A

     

18,171

f 

53,802,877

 

Amazon.com

     

10,285

f 

34,685,443

 

American Tower

     

35,041

g 

9,880,511

 

Brixmor Property Group

     

1,096,822

g 

25,709,508

 

Citigroup

     

437,580

 

30,263,033

 

CME Group

     

220,906

 

48,720,818

 

ConocoPhillips

     

1,204,750

 

89,741,827

 

Dominion Energy

     

232,634

 

17,663,900

 

Ecolab

     

171,288

 

38,063,619

 

Elanco Animal Health

     

470,699

f 

15,476,583

 

Eversource Energy

     

169,496

 

14,390,210

 

Fidelity National Information Services

     

225,891

 

25,015,169

 

IDEXX Laboratories

     

33,897

f 

22,580,148

 

JPMorgan Chase & Co.

     

390,944

 

66,417,476

 

Lockheed Martin

     

38,658

 

12,846,827

 

Mastercard, Cl. A

     

76,496

 

25,665,938

 

Microsoft

     

148,342

 

49,193,174

 

Morgan Stanley

     

190,288

 

19,557,801

 

NIKE, Cl. B

     

256,683

 

42,940,499

 

Norfolk Southern

     

205,258

 

60,150,857

 

Otis Worldwide

     

500,361

 

40,183,992

 

12

 

          
 

Description

    

Shares

 

Value ($)

 

Common Stocks - 64.6% (continued)

     

United States - 26.5% (continued)

     

salesforce.com

     

109,114

f 

32,700,375

 

Texas Instruments

     

136,567

 

25,603,581

 

The Cooper Companies

     

42,475

 

17,708,677

 

The Goldman Sachs Group

     

74,631

 

30,848,724

 

The Home Depot

     

99,061

 

36,824,936

 

The Sherwin-Williams Company

     

88,746

 

28,097,871

 

Thermo Fisher Scientific

     

68,352

 

43,271,601

 

Zoetis

     

75,020

 

16,219,324

 
 

1,003,649,082

 

Total Common Stocks
(cost $1,899,612,238)

 

2,451,185,773

 

Description /Number of Contracts

Exercise
Price

 

Expiration Date

 

Notional
Amount ($)

a 

  

Options Purchased - .3%

     

Call Options - .3%

     

Euro Stoxx 50 Price EUR, Contracts 7,690

EUR

4,200

 

12/17/2021

 

322,980,000

 

10,169,748

 

Put Options - .0%

     

Nasdaq 100 Stock Index, Contracts 62

 

14,250

 

11/19/2021

 

88,350,000

 

147,250

 

S&P 500 Index, Contracts 1,647

 

3,950

 

12/17/2021

 

650,565,000

 

2,141,100

 
 

2,288,350

 

Total Options Purchased
(cost $29,977,730)

 

12,458,098

 
 

Preferred Dividend
Yield (%)

   

Shares

 

  

Preferred Stocks - 1.3%

     

Germany - 1.3%

     

Volkswagen
(cost $42,191,354)

 

2.56

   

220,700

 

49,449,142

 
         

Exchange-Traded Funds - .3%

     

United States - .3%

     

U.S. Copper Index Fund
(cost $9,314,077)

     

370,235

f,h 

9,937,107

 

13

 

CONSOLIDATED STATEMENT OF INVESTMENTS (continued)

          
 

Description

1-Day
Yield (%)

   

Shares

 

Value ($)

 

Investment Companies - 15.5%

     

Closed-end Investment Companies - 5.1%

     

BBGI Global Infrastructure

     

5,358,752

 

12,643,333

 

Cordiant Digital Infrastructure

     

6,045,321

b,f 

9,390,223

 

Cordiant Digital Infrastructure, Cl. C

     

3,374,229

f 

4,917,958

 

Greencoat UK Wind

     

17,551,603

 

34,252,871

 

JLEN Environmental Assets Group

     

4,341,058

 

6,190,475

 

Riverstone Credit Opportunities Income

     

3,871,998

 

3,358,958

 

The Aquila European Renewables Income Fund

     

19,049,880

 

22,462,095

 

The BioPharma Credit Fund

     

19,756,560

 

19,262,646

 

The Gresham House Energy Storage Fund

     

7,915,000

 

14,190,016

 

The Hipgnosis Songs Fund

     

12,996,706

 

22,055,436

 

The Renewables Infrastructure Group

     

18,605,023

 

33,711,561

 

US Solar Fund

     

12,016,238

c 

11,944,141

 
 

194,379,713

 

Registered Investment Companies - 10.4%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares

 

0.06

   

395,768,872

i 

395,768,872

 

Total Investment Companies
(cost $576,036,119)

 

590,148,585

 

14

 

          
 

Description

1-Day
Yield (%)

   

Shares

 

Value ($)

 

Investment of Cash Collateral for Securities Loaned - .9%

     

Registered Investment Companies - .9%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares
(cost $33,593,991)

 

0.02

   

33,593,991

i 

33,593,991

 

Total Investments (cost $3,169,509,415)

 

98.6%

3,741,984,284

 

Cash and Receivables (Net)

 

1.4%

51,418,591

 

Net Assets

 

100.0%

3,793,402,875

 

ADR—American Depository Receipt

ETF—Exchange-Traded Fund

REIT—Real Estate Investment Trust

EUR—Euro

GBP—British Pound

INR—Indian Rupee

a Amount stated in U.S. Dollars unless otherwise noted above.

b Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2021, these securities were valued at $51,352,340 or 1.35% of net assets.

c Security, or portion thereof, on loan. At October 31, 2021, the value of the fund’s securities on loan was $40,602,728 and the value of the collateral was $43,350,413, consisting of cash collateral of $33,593,991 and U.S. Government & Agency securities valued at $9,756,422. In addition, the value of collateral may include pending sales that are also on loan.

d Security is a perpetual bond with no specified maturity date. Maturity date shown is next reset date of the bond.

e Security issued with a zero coupon. Income is recognized through the accretion of discount.

f Non-income producing security.

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

h These securities are wholly-owned by the Subsidiary referenced in Note 1.

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

15

 

CONSOLIDATED STATEMENT OF INVESTMENTS (continued)

  

Portfolio Summary (Unaudited)

Value (%)

Investment Companies

16.7

Banks

10.6

Health Care

9.3

U.S. Treasury Securities

5.6

Diversified Financials

5.6

Chemicals

4.5

Consumer Discretionary

4.3

Insurance

3.1

Information Technology

3.1

Energy

3.0

Internet Software & Services

2.9

Semiconductors & Semiconductor Equipment

2.8

Automobiles & Components

2.5

Utilities

2.5

Electronic Components

2.1

Consumer Durables & Apparel

1.9

Industrial

1.8

Telecommunication Services

1.8

Transportation

1.6

Real Estate

1.6

Consumer Staples

1.5

Retailing

1.4

Food Products

1.4

Commercial & Professional Services

1.4

Beverage Products

1.0

Technology Hardware & Equipment

1.0

Airlines

.9

Aerospace & Defense

.7

Media

.5

Financials

.4

Options Purchased

.3

Environmental Control

.3

Advertising

.2

Materials

.2

Foreign Governmental

.1

 

98.6

 Based on net assets.

See notes to consolidated financial statements.

16

 

CONSOLIDATED STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS

       

Investment Companies

Value
10/31/20($)

Purchases($)

Sales($)

Value
10/31/21($)

Net
Assets(%)

Dividends/
Distributions($)

Registered Investment Companies:

   

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares

166,110,617

2,131,863,951

(1,902,205,696)

395,768,872

10.4

162,943

Investment of Cash Collateral for Securities Loaned;††

   

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares

11,929,337

13,140,803

(25,070,140)

-

-

-

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares

-

157,925,451

(124,331,460)

33,593,991

.9

212,408†††

Total

178,039,954

2,302,930,205

(2,051,607,296)

429,362,863

11.3

375,351

 Includes reinvested dividends/distributions.

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

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

See notes to consolidated financial statements.

17

 

CONSOLIDATED STATEMENT OF FUTURES

October 31, 2021

       

Description

Number of
Contracts

Expiration

Notional
Value ($)

Market
Value ($)

Unrealized Appreciation (Depreciation) ($)

 

Futures Long

  

E-mini Russell 2000

529

12/17/2021

59,435,073

60,710,685

1,275,612

 

FTSE 250 Index

535

12/17/2021

34,873,855a

33,790,574

(1,083,281)

 

Nikkei 225 Index

348

12/9/2021

91,177,682a

87,874,007

(3,303,675)

 

Futures Short

  

E-mini Nasdaq-100

126

12/17/2021

36,598,283

39,913,020

(3,314,737)

 

Gross Unrealized Appreciation

 

1,275,612

 

Gross Unrealized Depreciation

 

(7,701,693)

 

a Notional amounts in foreign currency have been converted to USD using relevant foreign exchange rates.

See notes to consolidated financial statements.

18

 

CONSOLIDATED STATEMENT OF OPTIONS WRITTEN

October 31, 2021

       

Description/ Contracts/ Counterparties

Exercise Price

Expiration Date

Notional Amount

a 

Value ($)

 

Call Options:

      

Euro Stoxx 50 Price EUR,
Contracts 7,838

4,325

12/17/2021

338,993,500

EUR

(3,887,052)

 

Put Options:

      

Euro Stoxx 50 Price EUR,
Contracts 5,660

3,900

12/17/2021

220,740,000

EUR

(1,701,169)

 

Total Options Written

(premiums received $8,285,442)

   

(5,588,221)

 

a Notional amount stated in U.S. Dollars unless otherwise indicated.

EUR—Euro

See notes to consolidated financial statements.

19

 

CONSOLIDATED STATEMENT OF FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS October 31, 2021

      

Counterparty/ Purchased
Currency

Purchased Currency
Amounts

Currency
Sold

Sold
Currency
Amounts

Settlement Date

Unrealized Appreciation (Depreciation) ($)

Barclays Capital

United States Dollar

20,480,997

Swiss Franc

18,659,516

11/16/2021

92,192

United States Dollar

5,931,943

British Pound

4,295,835

1/14/2022

51,228

United States Dollar

34,797,882

Euro

29,637,484

11/16/2021

525,277

Euro

8,607,435

United States Dollar

9,972,001

1/14/2022

(1,761)

United States Dollar

44,686,820

Euro

38,010,539

11/16/2021

731,665

CIBC World Markets

Hungarian Forint

7,563,712,305

United States Dollar

25,283,716

11/16/2021

(1,003,619)

United States Dollar

492,075,884

British Pound

360,822,069

1/14/2022

(1,865,712)

Euro

33,120,597

United States Dollar

38,495,455

1/14/2022

(130,915)

United States Dollar

1,016,849

Euro

877,457

1/14/2022

465

Hong Kong Dollar

3,983,671

United States Dollar

511,917

11/16/2021

115

United States Dollar

73,775,449

Hong Kong Dollar

573,583,118

11/16/2021

51,277

Citigroup

United States Dollar

100,523,262

Swiss Franc

91,051,558

11/16/2021

1,033,410

Danish Krone

4,947,101

United States Dollar

771,243

12/15/2021

(1,505)

J.P. Morgan Securities

Swiss Franc

3,395,458

United States Dollar

3,695,327

11/16/2021

14,808

RBS Securities

United States Dollar

25,832,266

Japanese Yen

2,834,497,072

11/16/2021

959,848

United States Dollar

39,064,180

Danish Krone

244,437,072

12/15/2021

1,031,316

Swiss Franc

5,306,080

United States Dollar

5,728,567

11/16/2021

69,259

United States Dollar

13,059,249

Euro

11,246,933

1/14/2022

31,602

State Street Bank and Trust Company

United States Dollar

38,284,466

British Pound

27,891,119

1/14/2022

103,365

United States Dollar

1,167,269

Danish Krone

7,450,819

12/15/2021

7,969

20

 

      

Counterparty/ Purchased
Currency

Purchased Currency
Amounts

Currency
Sold

Sold
Currency
Amounts

Settlement Date

Unrealized Appreciation (Depreciation) ($)

State Street Bank and Trust Company(continued)

United States Dollar

30,442,956

Indian Rupee

2,306,723,652

1/14/2022

(85,072)

United States Dollar

2,919,459

Swiss Franc

2,681,419

11/16/2021

(10,463)

Russian Ruble

2,018,086,956

United States Dollar

27,977,577

1/14/2022

22,485

United States Dollar

44,883,806

Chinese Yuan Renminbi

289,186,362

1/14/2022

685

Euro

3,251,147

United States Dollar

3,800,041

1/14/2022

(34,144)

United States Dollar

649,807,851

Euro

558,971,106

1/14/2022

2,335,541

Indian Rupee

1,769,595,558

United States Dollar

23,862,664

12/15/2021

(357,507)

United States Dollar

23,331,757

Indian Rupee

1,769,595,558

12/15/2021

(173,400)

Indonesian Rupiah

400,468,400,096

United States Dollar

28,415,315

12/15/2021

(274,551)

United States Dollar

27,823,553

Indonesian Rupiah

400,881,745,000

12/15/2021

(346,257)

United States Dollar

19,311,667

Euro

16,409,008

11/16/2021

336,390

UBS Securities

United States Dollar

1,503,178

Hong Kong Dollar

11,687,488

11/16/2021

954

United States Dollar

24,083,155

Hungarian Forint

7,564,278,229

11/16/2021

(198,759)

Swiss Franc

666,789

United States Dollar

717,561

11/16/2021

11,024

Gross Unrealized Appreciation

  

7,410,875

Gross Unrealized Depreciation

  

(4,483,665)

See notes to consolidated financial statements.

21

 

CONSOLIDATED STATEMENT OF ASSETS AND LIABILITIES

October 31, 2021

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Consolidated Statement of Investments
(including securities on loan, valued at $40,602,728)—Note 1(c):

 

 

 

Unaffiliated issuers

2,740,146,552

 

3,312,621,421

 

Affiliated issuers

 

429,362,863

 

429,362,863

 

Cash

 

 

 

 

5,684,112

 

Cash denominated in foreign currency

 

 

6,361,642

 

6,326,982

 

Cash collateral held by broker—Note 4

 

55,647,523

 

Receivable for shares of Common Stock subscribed

 

10,713,255

 

Receivable for investment securities sold

 

9,314,397

 

Unrealized appreciation on forward foreign
currency exchange contracts—Note 4

 

7,410,875

 

Dividends, interest and securities lending income receivable

 

7,144,090

 

Tax reclaim receivable—Note 1(b)

 

2,347,670

 

Prepaid expenses

 

 

 

 

62,998

 

 

 

 

 

 

3,846,636,186

 

Liabilities ($):

 

 

 

 

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

 

2,558,300

 

Liability for securities on loan—Note 1(c)

 

33,593,991

 

Outstanding options written, at value
(premiums received $8,285,442)—Note 4

 

5,588,221

 

Payable for shares of Common Stock redeemed

 

5,385,780

 

Unrealized depreciation on forward foreign
currency exchange contracts—Note 4

 

4,483,665

 

Foreign capital gains tax payable—Note 1(b)

 

660,448

 

Payable for futures variation margin—Note 4

 

209,552

 

Payable for investment securities purchased

 

119,154

 

Directors’ fees and expenses payable

 

41,083

 

Other accrued expenses

 

 

 

 

593,117

 

 

 

 

 

 

53,233,311

 

Net Assets ($)

 

 

3,793,402,875

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

3,265,341,065

 

Total distributable earnings (loss)

 

 

 

 

528,061,810

 

Net Assets ($)

 

 

3,793,402,875

 

      

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

73,054,654

37,946,547

2,667,773,227

1,014,628,447

 

Shares Outstanding

4,146,120

2,226,744

150,797,753

57,230,430

 

Net Asset Value Per Share ($)

17.62

17.04

17.69

17.73

 

 

 

 

 

 

 

See notes to consolidated financial statements.

 

 

 

 

 

22

 

CONSOLIDATED STATEMENT OF OPERATIONS

Year Ended October 31, 2021

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Dividends (net of $1,360,930 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

45,289,977

 

Affiliated issuers

 

 

162,943

 

Interest (net of $420,415 foreign taxes withheld at source)

 

 

13,959,222

 

Income from securities lending—Note 1(c)

 

 

212,408

 

Total Income

 

 

59,624,550

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

25,406,700

 

Shareholder servicing costs—Note 3(c)

 

 

2,583,873

 

Subsidiary management fee—Note 3(a)

 

 

1,673,234

 

Custodian fees—Note 3(c)

 

 

352,405

 

Professional fees

 

 

332,327

 

Distribution fees—Note 3(b)

 

 

249,304

 

Registration fees

 

 

232,460

 

Directors’ fees and expenses—Note 3(d)

 

 

213,301

 

Prospectus and shareholders’ reports

 

 

193,990

 

Loan commitment fees—Note 2

 

 

84,551

 

Chief Compliance Officer fees—Note 3(c)

 

 

14,062

 

Miscellaneous

 

 

121,763

 

Total Expenses

 

 

31,457,970

 

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

 

 

(1,673,234)

 

Net Expenses

 

 

29,784,736

 

Investment Income—Net

 

 

29,839,814

 

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

 

 

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

190,563,372

 

Net realized gain (loss) on futures

(28,037,463)

 

Net realized gain (loss) on options transactions

(22,145,406)

 

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

(1,530,490)

 

Net Realized Gain (Loss)

 

 

138,850,013

 

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

317,083,190

 

Net change in unrealized appreciation (depreciation) on futures

(17,449,199)

 

Net change in unrealized appreciation (depreciation) on
options transactions

(17,394,313)

 

Net change in unrealized appreciation (depreciation) on
forward foreign currency exchange contracts

(2,932,111)

 

Net Change in Unrealized Appreciation (Depreciation)

 

 

279,307,567

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

418,157,580

 

Net Increase in Net Assets Resulting from Operations

 

447,997,394

 

 

 

 

 

 

 

 

See notes to consolidated financial statements.

     

23

 

CONSOLIDATED STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

Year Ended October 31,

 

 

 

 

2021

 

2020

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

29,839,814

 

 

 

40,253,690

 

Net realized gain (loss) on investments

 

138,850,013

 

 

 

(39,837,106)

 

Net change in unrealized appreciation
(depreciation) on investments

 

279,307,567

 

 

 

87,421,054

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

447,997,394

 

 

 

87,837,638

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(561,895)

 

 

 

(827,874)

 

Class C

 

 

(154,628)

 

 

 

(399,635)

 

Class I

 

 

(30,566,690)

 

 

 

(38,698,098)

 

Class Y

 

 

(13,223,639)

 

 

 

(30,081,580)

 

Total Distributions

 

 

(44,506,852)

 

 

 

(70,007,187)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

40,595,185

 

 

 

21,789,512

 

Class C

 

 

11,777,126

 

 

 

6,542,042

 

Class I

 

 

1,208,545,792

 

 

 

1,111,948,733

 

Class Y

 

 

273,834,891

 

 

 

185,422,581

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

539,652

 

 

 

744,385

 

Class C

 

 

126,788

 

 

 

331,035

 

Class I

 

 

28,393,091

 

 

 

36,636,497

 

Class Y

 

 

6,310,075

 

 

 

17,674,049

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(15,565,669)

 

 

 

(17,544,407)

 

Class C

 

 

(5,651,629)

 

 

 

(7,001,574)

 

Class I

 

 

(783,999,472)

 

 

 

(775,625,491)

 

Class Y

 

 

(260,449,611)

 

 

 

(597,200,783)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

504,456,219

 

 

 

(16,283,421)

 

Total Increase (Decrease) in Net Assets

907,946,761

 

 

 

1,547,030

 

Net Assets ($):

 

Beginning of Period

 

 

2,885,456,114

 

 

 

2,883,909,084

 

End of Period

 

 

3,793,402,875

 

 

 

2,885,456,114

 

24

 

          

 

 

 

 

Year Ended October 31,

 

 

 

 

2021

 

2020

 

Capital Share Transactions (Shares):

 

Class Aa,b

 

 

 

 

 

 

 

 

Shares sold

 

 

2,397,868

 

 

 

1,414,797

 

Shares issued for distributions reinvested

 

 

32,667

 

 

 

48,716

 

Shares redeemed

 

 

(915,321)

 

 

 

(1,163,981)

 

Net Increase (Decrease) in Shares Outstanding

1,515,214

 

 

 

299,532

 

Class Ca

 

 

 

 

 

 

 

 

Shares sold

 

 

715,629

 

 

 

440,063

 

Shares issued for distributions reinvested

 

 

7,885

 

 

 

22,232

 

Shares redeemed

 

 

(344,112)

 

 

 

(483,379)

 

Net Increase (Decrease) in Shares Outstanding

379,402

 

 

 

(21,084)

 

Class Ib

 

 

 

 

 

 

 

 

Shares sold

 

 

71,199,085

 

 

 

72,867,315

 

Shares issued for distributions reinvested

 

 

1,715,595

 

 

 

2,392,978

 

Shares redeemed

 

 

(46,297,262)

 

 

 

(52,277,731)

 

Net Increase (Decrease) in Shares Outstanding

26,617,418

 

 

 

22,982,562

 

Class Yb

 

 

 

 

 

 

 

 

Shares sold

 

 

16,063,664

 

 

 

12,111,223

 

Shares issued for distributions reinvested

 

 

380,584

 

 

 

1,153,659

 

Shares redeemed

 

 

(15,321,100)

 

 

 

(38,676,481)

 

Net Increase (Decrease) in Shares Outstanding

1,123,148

 

 

 

(25,411,599)

 

 

 

 

 

 

 

 

 

 

 

a

During the period ended October 31, 2021, 84 Class C shares representing $1,357 were automatically converted to 82 Class A shares.

 

b

During the period ended October 31, 2021, 647 Class Y shares representing $10,623 were exchanged for 650 Class A shares and 758,608 Class Y shares representing $12,882,167 were exchanged for 759,920 Class I shares. During the period ended October 31, 2020, 67,249 Class A shares representing $1,027,572 were exchanged for 66,899 Class Y shares and 846,764 Class Y shares representing $12,738,422 were exchanged for 847,747 Class I shares.

 

See notes to consolidated financial statements.

        

25

 

CONSOLIDATED 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 consolidated financial statements.

       
  
  

Year Ended October 31,

Class A Shares

 

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

 

15.56

15.37

14.32

14.39

14.72

Investment Operations:

      

Investment income—neta

 

.11

.17

.23

.22

.15

Net realized and unrealized
gain (loss) on investments

 

2.15

.35

1.29

(.23)

(.09)

Total from Investment Operations

 

2.26

.52

1.52

(.01)

.06

Distributions:

      

Dividends from
investment income—net

 

(.20)

(.33)

(.47)

(.06)

(.39)

Net asset value, end of period

 

17.62

15.56

15.37

14.32

14.39

Total Return (%)b

 

14.60

3.42

10.97

(.05)

.47

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

 

1.15c

1.21

1.12

1.13

1.17

Ratio of net expenses to
average net assets

 

1.10c

1.12

1.11

1.13

1.15

Ratio of net investment income
to average net assets

 

.66c

1.11

1.59

1.55

1.09

Portfolio Turnover Rate

 

71.67

91.18

99.45

85.64

79.00

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

 

73,055

40,929

35,843

26,380

41,008

a Based on average shares outstanding.

b Exclusive of sales charge.

c Amounts do not include the expenses of the underlying funds.

See notes to consolidated financial statements.

26

 

       
  
  

Year Ended October 31,

Class C Shares

 

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

 

15.06

14.89

13.87

13.99

14.34

Investment Operations:

      

Investment income (loss)—neta

 

(.02)

.05

.12

.11

.08

Net realized and unrealized
gain (loss) on investments

 

2.08

.33

1.26

(.23)

(.12)

Total from Investment Operations

 

2.06

.38

1.38

(.12)

(.04)

Distributions:

      

Dividends from
investment income—net

 

(.08)

(.21)

(.36)

-

(.31)

Net asset value, end of period

 

17.04

15.06

14.89

13.87

13.99

Total Return (%)b

 

13.72

2.57

10.17

(.86)

(.23)

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

 

1.93c

1.99

1.91

1.90

1.92

Ratio of net expenses
to average net assets

 

1.88c

1.90

1.90

1.89

1.90

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

 

(.12)c

.34

.84

.82

.58

Portfolio Turnover Rate

 

71.67

91.18

99.45

85.64

79.00

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

 

37,947

27,814

27,817

27,739

34,240

a Based on average shares outstanding.

b Exclusive of sales charge.

c Amounts do not include the expenses of the underlying funds.

See notes to consolidated financial statements.

27

 

CONSOLIDATED FINANCIAL HIGHLIGHTS (continued)

       
  
 

Year Ended October 31,

Class I Shares

 

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

 

15.62

15.42

14.36

14.47

14.78

Investment Operations:

      

Investment income—neta

 

.15

.20

.27

.26

.23

Net realized and unrealized
gain (loss) on investments

 

2.15

.36

1.30

(.24)

(.13)

Total from Investment Operations

 

2.30

.56

1.57

.02

.10

Distributions:

      

Dividends from
investment income—net

 

(.23)

(.36)

(.51)

(.13)

(.41)

Net asset value, end of period

 

17.69

15.62

15.42

14.36

14.47

Total Return (%)

 

14.83

3.65

11.28

.11

.82

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

 

.94b

1.00

.92

.90

.90

Ratio of net expenses
to average net assets

 

.89b

.90

.90

.90

.90

Ratio of net investment income
to average net assets

 

.86b

1.34

1.82

1.81

1.61

Portfolio Turnover Rate

 

71.67

91.18

99.45

85.64

79.00

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

 

2,667,773

1,939,181

1,560,814

688,369

701,598

a Based on average shares outstanding.

b Amounts do not include the expenses of the underlying funds.

See notes to consolidated financial statements.

28

 

       
  
 

Year Ended October 31,

Class Y Shares

 

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

 

15.64

15.45

14.39

14.49

14.79

Investment Operations:

      

Investment income—neta

 

.17

.22

.29

.28

.24

Net realized and unrealized
gain (loss) on investments

 

2.16

.34

1.29

(.25)

(.12)

Total from Investment Operations

 

2.33

.56

1.58

.03

.12

Distributions:

      

Dividends from
investment income—net

 

(.24)

(.37)

(.52)

(.13)

(.42)

Net asset value, end of period

 

17.73

15.64

15.45

14.39

14.49

Total Return (%)

 

15.03

3.66

11.36

.24

.92

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

 

.84b

.89

.81

.80

.82

Ratio of net expenses
to average net assets

 

.79b

.81

.80

.80

.82

Ratio of net investment income
to average net assets

 

.97b

1.44

1.92

1.92

1.67

Portfolio Turnover Rate

 

71.67

91.18

99.45

85.64

79.00

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

 

1,014,628

877,533

1,259,436

803,690

789,983

a Based on average shares outstanding.

b Amounts do not include the expenses of the underlying funds.

See notes to consolidated financial statements.

29

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

BNY Mellon Global Real Return Fund (the “fund”) is a separate diversified series of BNY Mellon Advantage 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 nine series, including the fund. The fund’s investment objective is to seek total return (consisting of capital appreciation and income). BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Newton Investment Management Limited (the “Sub-Adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-investment adviser.

The fund may gain investment exposure to global commodity markets through investments in GRR Commodity Fund Ltd., (the “Subsidiary”), a wholly-owned and controlled subsidiary of the fund organized under the laws of the Cayman Islands. The Subsidiary has the ability to invest in commodities and securities consistent with the investment objective of the fund. The Adviser serves as investment adviser for the Subsidiary, the Sub-Adviser serves as the Subsidiary’s sub-investment advisor and Citibank N.A. serves as the Subsidiary’s custodian. The financial statements have been consolidated and include the accounts of the fund and the Subsidiary. Accordingly, all inter-company transactions and balances have been eliminated. A subscription agreement was entered into between the fund and the Subsidiary, comprising the entire issued share capital of the Subsidiary, with the intent that the fund will remain the sole shareholder and retain all rights. Under the Amended and Restated Memorandum and Articles of Association, shares issued by the Subsidiary confer upon a shareholder the right to receive notice of, to attend and to vote at general meetings of the Subsidiary and shall confer upon the shareholder rights in a winding-up or repayment of capital and the right to participate in the profits or assets of the Subsidiary. The following summarizes the structure and relationship of the Subsidiary at October 31, 2021:

30

 

    
 

Subsidiary Activity

Consolidated fund Net Assets ($)

 

3,793,402,875

 

Subsidiary Percentage of fund Net Assets

 

.40%

 

Subsidiary Financial Statement Information ($)

   

Total assets

 

15,240,315

 

Total liabilities

 

68,721

 

Net assets

 

15,171,594

 

Total income

 

-

 

Total expenses

 

1,708,291

 

Investment (loss)—net

 

(1,708,291)

 

Net realized gain (loss)

 

17,909,116

 

Net change in unrealized appreciation (depreciation)

 

(49,999,046)

 

Net increase (decrease) in net assets resulting from operations

 

(33,798,221)

 

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 five classes of shares: Class A (45 million shares authorized), Class C (45 million shares authorized), Class I (205 million shares authorized) and Class Y (205 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 The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, 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.

31

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

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 consolidated 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.

32

 

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), forward foreign currency exchange contracts (“forward contracts”), futures and options, are valued each business day by one or more independent pricing services (each, a “Service”) approved by the Company’s Board of Directors (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.

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.

33

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

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.

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

Forward contracts are valued at the forward rate and are generally categorized within Level 2 of the fair value hierarchy. Futures and options, 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. Options traded over-the-counter (“OTC”) are valued at the mean between the bid and asked price and are generally categorized within Level 2 of the fair value hierarchy.

The following is a summary of the inputs used as of October 31, 2021 in valuing the fund’s investments:

34

 

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)

  

Investments In Securities:

  

Corporate Bonds

-

380,877,737

 

-

380,877,737

 

Equity Securities - Common Stocks

2,451,185,773

-

 

-

2,451,185,773

 

Equity Securities - Preferred Stocks

49,449,142

-

 

-

49,449,142

 

Exchange-Traded Funds

9,937,107

-

 

-

9,937,107

 

Foreign Governmental

-

2,158,813

 

-

2,158,813

 

Investment Companies

623,742,576

-

 

-

623,742,576

 

U.S. Treasury Securities

-

212,175,038

 

-

212,175,038

 

Other Financial Instruments:

  

Forward Foreign Currency Exchange Contracts††

-

7,410,875

 

-

7,410,875

 

Futures††

1,275,612

-

 

-

1,275,612

 

Options Purchased

12,458,098

-

 

-

12,458,098

 

Liabilities ($)

  

Other Financial Instruments:

  

Forward Foreign Currency Exchange Contracts††

-

(4,483,665)

 

-

(4,483,665)

 

Futures††

(7,701,693)

-

 

-

(7,701,693)

 

Options Written

(5,588,221)

-

 

-

(5,588,221)

 

 See Consolidated 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 Consolidated Statement of Assets and Liabilities.

(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

35

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

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

Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Consolidated Statement of Operations, if applicable. Foreign taxes payable or deferred or those subject to reclaims as of October 31, 2021, if any, are disclosed in the fund’s Consolidated Statement of Assets and Liabilities.

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

Pursuant to a securities lending agreement with The Bank of New York Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended October 31, 2021, The Bank of

36

 

New York Mellon earned $28,852 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 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 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

37

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

“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.

The Subsidiary is classified as a controlled foreign corporation under Subchapter N of the Code. Therefore, the fund is required to increase its taxable income by its share of the Subsidiary’s income. Net investment losses of the Subsidiary cannot be deducted by the fund in the current period nor carried forward to offset taxable income in future periods.

As of and during the period ended October 31, 2021, 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 Consolidated Statement of Operations. During the period ended October 31, 2021, the fund did not incur any interest or penalties.

Each tax year in the four-year period ended October 31, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At October 31, 2021, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $60,544,795, accumulated capital losses $52,711,236 and unrealized appreciation $520,228,251.

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

The accumulated capital loss carryover is available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to October 31, 2021. If not applied, the fund has $52,711,236 of short-term capital losses which can be carried forward for an unlimited period.

The tax character of distributions paid to shareholders during the fiscal periods ended October 31, 2021 and October 31, 2020 were as follows: ordinary income $44,506,852 and $70,007,187, respectively.

38

 

During the period ended October 31, 2021, as a result of permanent book to tax differences, primarily due to the tax treatment for Subpart F income from the subsidiary, the fund decreased total distributable earnings (loss) by $16,200,825 and increased paid-in capital by the same amount. Net assets and net asset value per share were not affected by this reclassification.

(h) New accounting pronouncements: In March 2020, the FASB issued Accounting Standards Update 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”), and in January 2021, the FASB issued Accounting Standards Update 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”), which provides optional, temporary relief with respect to the financial reporting of contracts subject to certain types of modifications due to the planned discontinuation of the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates as of the end of 2021. The temporary relief provided by ASU 2020-04 and ASU 2021-01 is effective for certain reference rate-related contract modifications that occur during the period from March 12, 2020 through December 31, 2022. Management is evaluating the impact of ASU 2020-04 and ASU 2021-01 on the fund’s investments, derivatives, debt and other contracts that will undergo reference rate-related modifications as a result of the reference rate reform. Management is also currently actively working with other financial institutions and counterparties to modify contracts as required by applicable regulation and within the regulatory deadlines.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by The Bank of New York Mellon (the “BNYM Credit Facility”), a subsidiary of BNY Mellon and an affiliate of the Adviser, 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

39

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

Facility at the time of borrowing. During the period ended October 31, 2021, the fund did not borrow under the Facilities.

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

(a) The Adviser has entered into separate management agreements with the fund and the Subsidiary pursuant to which the Adviser receives a management fee computed at the annual rate of .75% of the value of the average daily net assets of each of the fund and the Subsidiary which is payable monthly. In addition, the Adviser has contractually agreed for as long as the fund invests in the Subsidiary, to waive the management fee it receives from the fund in an amount equal to the management fee paid to the Adviser by the Subsidiary. The reduction in expenses, pursuant to the undertaking, amounted to $1,673,234 during the period ended October 31, 2021.

The Adviser has also contractually agreed, from November 1, 2020 through March 1, 2022, 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 1, 2022, the Adviser may terminate this expense limitation at any time. During the period ended October 31, 2021, there were no reduction in expense pursuant to the undertaking.

Pursuant to a sub-investment advisory agreement between the Adviser and Sub-Adviser, the Adviser pays 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 October 31, 2021, the Distributor retained $1,920 from commissions earned on sales of the fund’s Class A shares and $1,890 from CDSC fees on redemptions 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 October 31, 2021, Class C shares were charged $249,304 pursuant to the Distribution Plan.

40

 

(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 October 31, 2021, Class A and Class C shares were charged $147,354 and $83,101, respectively, pursuant to the Shareholder Services Plan.

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

The fund has an arrangement with the custodian 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 Consolidated Statement of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended October 31, 2021, the fund was charged $16,353 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Consolidated Statement of Operations.

The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended October 31, 2021, the fund was charged $352,405 pursuant to the custody agreement.

During the period ended October 31, 2021, the fund was charged $14,062 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Consolidated Statement of Operations.

41

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Consolidated Statement of Assets and Liabilities consist of: management fees of $2,398,504, Subsidiary management fee of $40,211, Distribution Plan fees of $23,662, Shareholder Services Plan fees of $23,111, custodian fees of $105,500, Chief Compliance Officer fees of $4,718 and transfer agency fees of $2,805, which are offset against an expense reimbursement currently in effect in the amount of $40,211.

(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, futures, options transactions and forward contracts, during the period ended October 31, 2021, amounted to $2,205,075,779 and $2,381,989,532, respectively.

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

Each type of derivative instrument that was held by the fund during the period ended October 31, 2021 is discussed below.

Futures: In the normal course of pursuing its investment objective, the fund is exposed to market risk, including equity risk and interest 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 Consolidated Statement of Operations.

42

 

When the contracts are closed, the fund recognizes a realized gain or loss which is reflected in the Consolidated 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 October 31, 2021 are set forth in the Consolidated Statement of Futures.

Options Transactions: The fund purchases and writes (sells) put and call options to hedge against changes in the values of equities and interest risk or as a substitute for an investment. The fund is subject to market risk and interest risk in the course of pursuing its investment objectives through its investments in options contracts. A call option gives the purchaser of the option the right (but not the obligation) to buy, and obligates the writer to sell, the underlying financial instrument at the exercise price at any time during the option period, or at a specified date. Conversely, a put option gives the purchaser of the option the right (but not the obligation) to sell, and obligates the writer to buy the underlying financial instrument at the exercise price at any time during the option period, or at a specified date.

As a writer of call options, the fund receives a premium at the outset and then bears the market risk of unfavorable changes in the price of the financial instrument underlying the option. Generally, the fund realizes a gain, to the extent of the premium, if the price of the underlying financial instrument decreases between the date the option is written and the date on which the option is terminated. Generally, the fund incurs a loss if the price of the financial instrument increases between those dates. The maximum payout for those contracts is limited to the number of call option contracts written and the related strike prices, respectively.

As a writer of put options, the fund receives a premium at the outset and then bears the market risk of unfavorable changes in the price of the financial instrument underlying the option. Generally, the fund realizes a gain, to the extent of the premium, if the price of the underlying financial instrument increases between the date the option is written and the date on which the option is terminated. Generally, the fund incurs a loss if the price of the financial instrument decreases between those dates. The maximum payout for those contracts is limited to the number of put option contracts written and the related strike prices, respectively.

As a writer of an option, the fund has no control over whether the underlying financial instrument may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the financial instrument underlying the written option. There is a risk of loss from a change in value of such options which may exceed the related premiums received. This risk may be mitigated by Master Agreements, if

43

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. The Consolidated Statement of Operations reflects any unrealized gains or losses which occurred during the period as well as any realized gains or losses which occurred upon the expiration or closing of the option transaction. Options purchased open at October 31, 2021 are set forth in the Consolidated Statements of Investments and options written open at October 31, 2021 are set forth in the Consolidated Statement of Options Written.

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract decreases between those dates. With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Consolidated Statement of Operations. The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited to the unrealized gain on each open contract. This risk may be mitigated by Master Agreements, if any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. Forward contracts open at October 31, 2021 are set forth in the Consolidated Statement of Forward Foreign Currency Exchange Contracts.

The following tables show the fund’s exposure to different types of market risk as it relates to the Consolidated Statement of Assets and Liabilities and the Consolidated Statement of Operations, respectively.

44

 

Fair value of derivative instruments as of October 31, 2021 is shown below:

        

 

 

Derivative
Assets ($)

 

 

 

Derivative
Liabilities ($)

 

Equity risk

13,733,710

1,2 

Equity risk

(13,289,914)

1,3 

Foreign exchange risk

7,410,875

4 

Foreign exchange risk

(4,483,665)

4 

Gross fair value of
derivative contracts

21,144,585

 

 

 

(17,773,579)

 

 

 

 

 

 

 

 

 

Consolidated Statement of Assets and Liabilities location:

 

1

Includes cumulative appreciation (depreciation) on futures as reported in the
Consolidated Statement of Futures, but only the unpaid variation margin is reported in
the Consolidated Statement of Assets and Liabilities.

2

Options purchased are included in Investments in securities—Unaffiliated issuers, at value.

3

Outstanding options written, at value.

 

4

Unrealized appreciation (depreciation) on forward foreign currency exchange contracts.

The effect of derivative instruments in the Consolidated Statement of Operations during the period ended October 31, 2021 is shown below:

          

Amount of realized gain (loss) on derivatives recognized in income ($)

 

Underlying
risk

Futures

1 

Options
Transactions

2 

Forward
Contracts

3 

Total

 

Interest rate

(19,886,773)

 

(419,370)

 

-

 

(20,306,143)

 

Equity

(8,150,690)

 

(21,726,036)

 

-

 

(29,876,726)

 

Foreign
exchange

-

 

-

 

(1,530,490)

 

(1,530,490)

 

Total

(28,037,463)

 

(22,145,406)

 

(1,530,490)

 

(51,713,359)

 

 

 

 

 

 

 

 

 

 

Net change in unrealized appreciation (depreciation)
on derivatives recognized in income ($)

 

Underlying
risk

Futures

4 

Options
Transactions

5 

Forward
Contracts

6 

Total

 

Interest rate

5,254,181

 

175,380

 

-

 

5,429,561

 

Equity

(22,703,380)

 

(17,569,693)

 

-

 

(40,273,073)

 

Foreign
exchange

-

 

-

 

(2,932,111)

 

(2,932,111)

 

Total

(17,449,199)

 

(17,394,313)

 

(2,932,111)

 

(37,775,623)

 

 

 

 

 

 

 

 

 

 

 

 

Consolidated Statement of Operations location:

 

1

Net realized gain (loss) on futures.

2

Net realized gain (loss) on options transactions.

3

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

4

Net change in unrealized appreciation (depreciation) on futures.

5

Net change in unrealized appreciation (depreciation) on options transactions.

6

Net change in unrealized appreciation (depreciation) on forward foreign currency exchange contracts.

The provisions of ASC Topic 210 “Disclosures about Offsetting Assets and Liabilities” require disclosure on the offsetting of financial assets and liabilities. These disclosures are required for certain investments, including derivative financial instruments subject to Master Agreements which are

45

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

eligible for offsetting in the Consolidated Statement of Assets and Liabilities and require the fund to disclose both gross and net information with respect to such investments. For financial reporting purposes, the fund does not offset derivative assets and derivative liabilities that are subject to Master Agreements in the Consolidated Statement of Assets and Liabilities.

At October 31, 2021, derivative assets and liabilities (by type) on a gross basis are as follows:

      

Derivative Financial Instruments:

 

Assets ($)

 

Liabilities ($)

 

Futures

 

1,275,612

 

(7,701,693)

 

Options

 

12,458,098

 

(5,588,221)

 

Forward contracts

 

7,410,875

 

(4,483,665)

 

Total gross amount of derivative

 

 

 

 

 

assets and liabilities in the

 

 

 

 

 

Consolidated Statement of
Assets and Liabilities

 

21,144,585

 

(17,773,579)

 

Derivatives not subject to

 

 

 

 

 

Master Agreements

 

(13,733,710)

 

13,289,914

 

Total gross amount of assets

 

 

 

 

 

and liabilities subject to

 

 

 

 

 

Master Agreements

 

7,410,875

 

(4,483,665)

 

The following tables present derivative assets and liabilities net of amounts available for offsetting under Master Agreements and net of related collateral received or pledged, if any, as of October 31, 2021:

       

 

 

 

Financial

 

 

 

 

 

 

Instruments

 

 

 

 

 

 

and Derivatives

 

 

 

 

Gross Amount of

 

Available

Collateral

 

Net Amount of

Counterparty

Assets ($)

1 

for Offset ($)

Received ($)

2 

Assets ($)

Barclays Capital

1,400,362

 

(1,761)

(660,000)

 

738,601

CIBC World Markets

51,857

 

(51,857)

-

 

-

Citigroup

1,033,410

 

(1,505)

(840,000)

 

191,905

J.P. Morgan Securities

14,808

 

-

-

 

14,808

RBS Securities

2,092,025

 

-

(1,500,000)

 

592,025

State Street Bank
and Trust Company

2,806,435

 

(1,281,394)

(1,525,041)

 

-

UBS Securities

11,978

 

(11,978)

-

 

-

Total

7,410,875

 

(1,348,495)

(4,525,041)

 

1,537,339

 

 

 

 

 

 

 

46

 

       

 

 

 

Financial

 

 

 

 

 

 

Instruments

 

 

 

 

 

 

and Derivatives

 

 

 

 

Gross Amount of

 

Available

Collateral

 

Net Amount of

Counterparty

Liabilities ($)

1 

for Offset ($)

Pledged ($)

2 

Liabilities ($)

Barclays Capital

(1,761)

 

1,761

-

 

-

CIBC World Markets

(3,000,246)

 

51,857

2,948,389

 

-

Citigroup

(1,505)

 

1,505

-

 

-

State Street Bank
and Trust Company

(1,281,394)

 

1,281,394

-

 

-

UBS Securities

(198,759)

 

11,978

186,781

 

-

Total

(4,483,665)

 

1,348,495

3,135,170

 

-

 

 

 

 

 

 

 

1 Absent a default event or early termination, OTC derivative assets and liabilities are presented at gross amounts
and are not offset in the Consolidated Statement of Assets and Liabilities.

2 In some instances, the actual collateral received and/or pledged may be more than the amount shown due to
over collateralization.

The following summarizes the average market value of derivatives outstanding during the period ended October 31, 2021:

   

 

 

Average Market Value ($)

Equity futures

 

170,795,911

Equity options contracts

 

47,545,397

Interest rate futures

 

230,274,057

Interest rate options contracts

 

96,942

Forward contracts

 

1,449,107,310

At October 31, 2021, the cost of investments for federal income tax purposes was $3,221,561,374; accordingly, accumulated net unrealized appreciation on investments inclusive of derivative contracts was $520,892,228, consisting of $643,730,259 gross unrealized appreciation and $122,838,031 gross unrealized depreciation.

47

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of BNY Mellon Global Real Return Fund

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of BNY Mellon Global Real Return Fund (the “Fund”) (one of the funds constituting BNY Mellon Advantage Funds, Inc.), including the consolidated statements of investments, investments in affiliated issuers, futures, options written and forward foreign currency exchange contracts, as of October 31, 2021, and the related consolidated statement of operations for the year then ended, the consolidated statements of changes in net assets for each of the two years in the period then ended, the consolidated financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of the Fund (one of the funds constituting BNY Mellon Advantage Funds, Inc.) at October 31, 2021, the consolidated results of its operations for the year then ended, the consolidated changes in its net assets for each of the two years in the period then ended and its consolidated financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2021, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

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

New York, New York
December 23, 2021

48

 

IMPORTANT TAX INFORMATION (Unaudited)

In accordance with federal tax law, the fund elects to provide each shareholder with their portion of the fund’s foreign taxes paid and the income sourced from foreign countries. Accordingly, the fund hereby reports the following information regarding its fiscal year ended October 31, 2021:

- the total amount of taxes paid to foreign countries was $1,993,241

- the total amount of income sourced from foreign countries was $52,825,496

Where required by Federal tax law rules, shareholders will receive notification of their proportionate share of foreign taxes paid and foreign sourced income for the 2021 calendar year with Form 1099-DIV which will be mailed in early 2021. For the fiscal year ended October 31, 2021, certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $23,774,666 represents the maximum amount that may be considered qualified dividend income.

49

 

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, 2020 to December 31, 2020, 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.

50

 

BOARD MEMBERS INFORMATION (Unaudited)

Independent Board Members

Joseph S. DiMartino (78)

Chairman of the Board (1995)

Principal Occupation During Past 5 Years:

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

Other Public Company Board Memberships During Past 5 Years:

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

No. of Portfolios for which Board Member Serves: 98

———————

Peggy C. Davis (78)

Board Member (2006)

Principal Occupation During Past 5 Years:

· Shad Professor of Law, New York University School of Law (1983-Present)

No. of Portfolios for which Board Member Serves: 35

———————

Gina D. France (63)

Board Member (2019)

Principal Occupation During Past 5 Years:

· France Strategic Partners, a strategy and advisory firm serving corporate clients across the United States, Founder, President and Chief Executive Officer (2003-Present)

Other Public Company Board Memberships During Past 5 Years:

· Huntington Bancshares, a bank holding company headquartered in Columbus, Ohio, Director (2016-Present)

· Cedar Fair, L.P., a publicly-traded partnership that owns and operates amusement parks and hotels in the U.S. and Canada, Director (2011-Present)

· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (2015-Present)

· FirstMerit Corporation, a diversified financial services company, Director (2004-2016)

No. of Portfolios for which Board Member Serves: 25

———————

Joan Gulley (74)

Board Member (2017)

Principal Occupation During Past 5 Years:

· Nantucket Atheneum, public library, Chair (2018-June 2021) and Director (2015-June 2021)

· Orchard Island Club, golf and beach club, Governor (2016-Present)

No. of Portfolios for which Board Member Serves: 43

———————

51

 

BOARD MEMBERS INFORMATION (Unaudited) (continued)

Robin A. Melvin (58)

Board Member (2012)

Principal Occupation During Past 5 Years:

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

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

· JDRF, a non-profit juvenile diabetes research foundation, Board Member (June 2021-Present)

Other Public Company Board Memberships During Past 5 Years:

· HPS Corporate Lending Fund, a closed-end management investment company regulated as a business development company, Trustee (August 2021-Present)

No. of Portfolios for which Board Member Serves: 76

———————

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

David P. Feldman, Emeritus Board Member
Ehud Houmier, Emeritus Board Member
Lynn Martin, Emeritus Board Member
Dr. Martin Peretz, Emeritus Board Member
Philip L. Toia, Emeritus Board Member

52

 

OFFICERS OF THE FUND (Unaudited)

DAVID DIPETRILLO, President since January 2021.

Vice President and Director of the Adviser since February 2021; Head of North America Product, BNY Mellon Investment Management since January 2018; Director of Product Strategy, BNY Mellon Investment Management from January 2016 to December 2017. He is an officer of 57 investment companies (comprised of 107 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 43 years old and has been an employee of BNY Mellon since 2005.

JAMES WINDELS, Treasurer since November 2001.

Vice President of the Adviser since September 2020; Director - BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 63 years old and has been an employee of the Adviser since April 1985.

PETER M. SULLIVAN, Chief Legal Officer since July 2021 and Vice President and Assistant Secretary since March 2019.

Chief Legal Officer of the Adviser since July 2021, Associate General Counsel of BNY Mellon since July 2021; Senior Managing Counsel of BNY Mellon from December 2020 to July 2021; Managing Counsel of BNY Mellon from March 2009 to December 2020, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of BNY Mellon since April 2004.

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

Senior Managing Counsel of BNY Mellon since December 2019; Managing Counsel of BNY Mellon from April 2014 to December 2019; Secretary of the Adviser, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of the Adviser since December 1996.

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

Counsel of BNY Mellon since August 2018; Senior Regulatory Specialist at BNY Mellon Investment Management Services from February 2016 to August 2018. She is an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 31 years old and has been an employee of the Adviser since August 2018.

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

Vice President since February 2020 of BNY Mellon ETF Investment Adviser; LLC, Senior Managing Counsel of BNY Mellon since September 2021; Managing Counsel from December 2017 to September 2021; Senior Counsel of BNY Mellon from March 2013 to December 2017. She is an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 46 years old and has been an employee of the Adviser since March 2013.

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

Senior Managing Counsel of BNY Mellon, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 56 years old and has been an employee of the Adviser since October 1990.

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

Counsel of BNY Mellon since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019; Senior Regulatory Specialist at BNY Mellon Investment Management Services from April 2015 to August 2018. She is an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 36 years old and has been an employee of the Adviser since June 2019.

53

 

OFFICERS OF THE FUND (Unaudited) (continued)

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

Chief Compliance Officer since August 2021 and Vice President since February 2020 of BNY Mellon ETF Investment Adviser, LLC; Chief Compliance Officer since August 2021 and Vice President and Assistant Secretary since February 2020 of BNY Mellon ETF Trust; Managing Counsel from December 2019 to August 2021 of BNY Mellon; Counsel from May 2016 to December 2019 of BNY Mellon; Assistant Secretary of the Adviser from April 2018 to August 2021. She is an officer of 57 investment companies (comprised of 128 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 36 years old and has been an employee of BNY Mellon since May 2016.

GAVIN C. REILLY, Assistant Treasurer since December 2005.

Tax Manager-BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of the Adviser since April 1991.

ROBERT SALVIOLO, Assistant Treasurer since July 2007.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Adviser since June 1989.

ROBERT SVAGNA, Assistant Treasurer since December 2002.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Adviser since November 1990.

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

Chief Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust since 2004, Chief Compliance Officer of the Adviser from 2004 until June 2021. He is an officer of 57 investment companies (comprised of 120 portfolios) managed by the Adviser. He is 64 years old.

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

Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust. She is an officer of 50 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 53 years old and has been an employee of the Distributor since 1997.

54

 

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55

 

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56

 

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57

 

For More Information

BNY Mellon Global Real Return Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-Adviser

Newton Investment Management Limited

160 Queen Victoria Street

London, EC4V, 4LA, 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: DRRAX      Class C: DRRCX      Class I: DRRIX      Class Y: DRRYX

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.

  

© 2021 BNY Mellon Securities Corporation
6278AR1021

 

 

BNY Mellon Sustainable Balanced Fund

 

ANNUAL REPORT

October 31, 2021

 

 

 

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

Fund Performance

6

Understanding Your Fund’s Expenses

9

Comparing Your Fund’s Expenses
With Those of Other Funds

9

Statement of Investments

10

Statement of Investments
in Affiliated Issuers

25

Statement of Assets and Liabilities

26

Statement of Operations

27

Statement of Changes in Net Assets

28

Financial Highlights

29

Notes to Financial Statements

31

Report of Independent Registered
Public Accounting Firm

43

Important Tax Information

44

Liquidity Risk Management Program

45

Board Members Information

46

Officers of the Fund

48

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from November 1, 2020 through October 31, 2021, as provided by equity portfolio managers Yuko Takano and Rob Stewart of Newton Investment Management Limited, Sub-Investment Adviser, and fixed-income portfolio manager Nancy G. Rogers, CFA, of Mellon Investments Corporation.

Market and Fund Performance Overview

For the 12-month period ended October 31, 2021, BNY Mellon Sustainable Balanced Fund’s Class K shares produced a total return of 20.91% and Service shares returned 20.63%.1 In comparison, the fund’s benchmark, the MSCI All Country World Index (NDR), the fund’s Customized Blended Index, a blend of 60% MSCI All Country World Index (NDR)/40% Bloomberg MSCI U.S. Aggregate ESG Select Index (the “Index”) and Bloomberg MSCI U.S. Aggregate ESG Select Index, produced total returns of 37.28%, 20.84% and -0.88%, respectively, for the same period.2,3

Equities gained ground during the reporting period while bonds delivered mildly negative performance, amid central bank policies that supported investor confidence, rising rates, the implementation of a COVID-19 vaccine rollout and impending economic reopening. The fund underperformed its benchmark, the Customized Blended Index. In equities, marginal underperformance was primarily due to lack of energy exposure and stock selection in the consumer discretionary and health care sectors. In fixed income, the difference in returns between the fund and the Bloomberg MSCI U.S. Aggregate ESG Select Index was primarily the result of operating expenses that are not reflected in the Index’s results.

The Fund’s Investment Approach

The fund seeks long-term capital appreciation. To pursue its goal, the fund uses a global, multi-asset strategy. The fund normally invests 80% of its net assets, plus any borrowings for investment purposes, in the equity securities of issuers that demonstrate attractive attributes and sustainable business practices and have no material, unresolvable, environmental, social or governance (ESG) issues, and in debt securities included in the Bloomberg MSCI U.S. Aggregate ESG Select Sector Neutral Index. Under normal market conditions, generally 60% of the fund’s net assets will be allocated to equity and equity-related investments and 40% of the fund’s net assets will be allocated to debt and debt-related securities.

The fund’s assets allocated to equity and equity-related investments are actively managed by Newton Investment Management Limited (“Newton”). Newton invests its allocated portion of the fund’s assets in companies it considers to be engaged in “sustainable business practices.” When determining whether a company engages in “sustainable business practices,” Newton considers whether the company (i) engages in business practices that are, in Newton’s view, sustainable in an economic sense (i.e., the company’s strategy, operations and finances are stable and durable) and (ii) takes appropriate measures to manage any material consequences or impact of its policies and operations in relation to ESG matters (e.g., the company’s environmental footprint, labor standards, board structure, etc.), as determined through Newton’s ESG quality review. Newton also may invest in companies where it believes it can promote sustainable business practices through ongoing company engagement and active proxy voting, such as by encouraging the company’s management to improve the company’s environmental footprint or voting the shares it holds of a company to improve the company’s governance structure.

2

 

The fund’s assets allocated to debt and debt-related investments are managed by Mellon Investments Corporation (“Mellon”) , using an indexed approach. For the portion of the fund’s assets allocated to debt and debt-related investments, Mellon seeks to track the investment results, before fees and expenses, of the Bloomberg MSCI U.S. Aggregate ESG Select Sector Neutral Index. Mellon selects investments for its allocated portion of the fund’s assets by a “sampling” process, which is a statistical process used to select debt securities so that this portion of the fund’s assets has investment characteristics that closely approximate those of the Index (e.g., duration, liquidity, quality, sector, industry, yield and market beta). Specifically, Mellon selects those securities that it determines best correspond to the Index’s aggregate risk metrics of duration, yield/spread, sector and quality, while seeking to mitigate such risks by investing in a diversified number of securities and issuers.

The fund changed its investment objective and strategy on April 1, 2019. Prior to April 1, 2019, the fund’s investment objective was to provide current income, while maintaining the potential for long-term capital appreciation. To pursue these goals, until April 1, 2019, the fund used an actively managed, global multi-asset strategy that focused on income generation. In addition, until April 1, 2019, Newton was the sole sub-adviser for the fund. Newton allocated the fund’s investments among equity and equity-related securities, debt and debt-related securities, and, generally to a lesser extent, real estate, commodities and infrastructure in developed and emerging markets.

Markets Respond to Stimulus, Economic Reopening and Rising Rates

Global equities continued their recovery over the 12-month review period. Globally, monetary policy remained highly accommodative given near-term economic headwinds arising from COVID-19 restrictions, and was thus firmly supportive of risk assets. Increased risk appetite also reflected two additional developments: first, a relatively benign outcome to the U.S. presidential election; and later, the widespread rollout of COVID-19 vaccinations, which opened the door to the normalization of social and economic activity. Additional impetus was provided as the long-running, political wrangle between the European Union and the UK over the Brexit deal was settled.

With reflation underway, investors began to anticipate a dialing back of the exceptional levels of monetary stimulus witnessed over the last 12 months, which contributed to a sharp rise in government-bond yields during the first quarter of 2021. Longer-dated government bond yields subsequently declined after hawkish comments from U.S. Federal Reserve officials prompted investors to discount a weaker outlook for medium-term growth. However, toward the end of the review period, higher energy prices, goods shortages and wage-inflation numbers ensured central banks adopted a less-dovish tone, with major central banks in the U.S. and UK highlighting prospects that monetary stimulus could be ‘tapered’ and interest rates moved higher over the coming year.

Energy, Consumer Discretionary and Health Care Drive Underperformance

Lack of exposure to the energy sector detracted from the fund’s relative performance as optimism around a rapid, global economic recovery boosted the commodity price backdrop. Some disappointing stock selections in consumer discretionary and health care also weighed on relative returns. China-based Internet retailer Alibaba Group Holding fell as the listing of affiliate Ant Group was suspended amid growing regulatory scrutiny of the company’s

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

ecosystem. The overhang of an ongoing antitrust investigation into the company’s practices continued to hamper investor sentiment for the remainder of the review period. Despite these headwinds, we find it difficult to envisage a scenario in which Alibaba Group Holding will not continue to be the leading e-commerce and cloud platform in China. A zero weighting in Tesla detracted, with the electric vehicle maker’s stock price rising to a record high during the period after it posted its highest-ever quarterly profit. The defensive attributes of the health care sector proved less alluring against a backdrop of stimulus tailwinds and improving coronavirus trends.

Conversely the fund benefited most from stock selection in the information technology and materials sectors. Within the former, Applied Materials outperformed, supported by robust demand for the company’s semiconductor systems and services. Given the positive implications for sales, the stock received a further boost on news of Taiwan Semiconductor Manufacturing’s plans to increase capital spending to $25-$28 billion in 2021. Software developer Intuit also performed well, driven by strong execution and supported by key thematic tailwinds in the SME (small and mid-size enterprise) space. In addition, the company announced the acquisition of online marketing business Mailchimp, a strategic positive in terms of accelerating growth potential. Lithium producer Albemarle benefited from rising lithium prices in a strong demand environment for electric vehicles, as the return profile of the company’s growth projects and current contract pricing received a firm underpinning.

Within fixed income, bonds generally posted weak results during the period, led by Treasury securities, which make up approximately 40% of the Index. Treasury bonds posted a loss due to the large run-up in yields. This rise stemmed from the increase in risk appetite that led investors into other segments of the fixed-income market and other risk assets, particularly during the first half of the period. On the other hand, other spread sectors of the market performed relatively well, with corporate bonds benefiting from a strong corporate earnings environment and low default rates. Lower-credit-rated issues generally outperformed their investment-grade counterparts.

Focused on Long-Term, High-Conviction Investments

Despite rising coronavirus infections in some regions around the globe, we remain positive on the prospects of an economic recovery led by a U.S.-driven, major stimulus package and an increasing pace of vaccinations. A key question remains the extent to which such a recovery has been built into valuations already and, as we move toward the end of the year, we anticipate that the market will need to see the beginnings of earnings progression in those more cyclically exposed names that have performed well of late.

While short-term market gyrations remain a consideration, our primary focus continues to be on those companies in which we have a strong, long-term conviction. In this context, our thematic framework is able to serve as a valuable guide to our stock picking. Although we retain a particular focus on companies that have an exposure to attractive structural growth trends and possess strong, robust business models, these longer-term secular growth situations continue to be represented in the portfolio alongside businesses with more leverage to an eventual recovery.

4

 

In fixed income, as an index fund, we attempt to match closely the returns of the Index by approximating its composition and credit quality.

November 15, 2021

1 DUE TO RECENT MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE DIFFERENT THAN THE FIGURES SHOWN. Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration any maximum initial sales charge. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. The fund’s return reflects the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an agreement in effect through March 1, 2022, at which time it may be extended, modified or terminated. Had these expenses not been absorbed, returns would have been lower. Had these expenses not been absorbed, returns would have been lower.

2 Source: Lipper Inc. — The MSCI ACWI Index captures large- and mid-cap representation across Developed Market (DM) countries and Emerging-Market (EM) countries. It reflects reinvestment of net dividends and, where applicable, capital gain distributions. Investors cannot invest directly in index.

3 Source: FactSet — The Bloomberg MSCI U.S. Aggregate ESG Select Index is a fixed-rate, investment grade bond benchmark that follows the rules of the Bloomberg US Aggregate Index and applies additional sector and ESG criteria for security eligibility. In addition treasury, securitized, and class 2 government-related (agency, local authority, sovereign, supranational) and corporate (industrial, utility, and financial) sectors are weighted to match the individual sector exposures of the Bloomberg US Aggregate Index. 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.

Bonds are subject generally to interest-rate, credit, liquidity and market risks, to varying degrees, all of which are more fully described in the fund’s prospectus. Generally, all other factors being equal, bond prices are inversely related to interest-rate changes, and rate increases can cause price declines.

Currencies are subject to the risk that those currencies will decline in value relative to a local currency, or, in the case of hedged positions, that the local currency will decline relative to the currency being hedged. Each of these risks could increase the fund’s volatility.

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.

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

The fund’s performance will be influenced by political, social and economic factors affecting investments in foreign companies. Special risks associated with such companies include exposure to currency fluctuations, less liquidity, less developed or less efficient trading markets, lack of comprehensive company information, political instability, and differing auditing and legal standards.

Emerging markets tend to be more volatile than the markets of more mature economies and generally have less diverse and less mature economic structures and less stable political systems than those of developed countries. The securities of companies located in emerging markets are often subject to rapid and large changes in price.

Environmental, social and governance (ESG) managers may take into consideration factors beyond traditional financial information to select securities, which could result in relative investment performance deviating from other strategies or broad market benchmarks, depending on whether such sectors or investments are in or out of favor in the market. Further, ESG strategies may rely on certain values-based criteria to eliminate exposures found in similar strategies or broad market benchmarks, which could also result in relative investment performance deviating.

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

 

FUND PERFORMANCE (Unaudited)


Comparison of change in value of a $10,000 investment in Services shares of BNY Mellon Sustainable Balanced Fund with a hypothetical investment of $10,000 in the MSCI ACWI Index, its Customized Blended Index, a blend of 60% MSCI ACWI Index/40% Bloomberg MSCI US Aggregate ESG Select Index and Bloomberg MSCI US Aggregate ESG Select Index.

 Source: Lipper Inc.

†† Source: FactSet.

Past performance is not predictive of future performance.

The above graph compares a hypothetical $10,000 investment made in Services shares of BNY Mellon Sustainable Balanced Fund on 11/30/17 (inception date) to a hypothetical investment of $10,000 made in the MSCI ACWI Index, Customized Blended Index and Bloomberg MSCI US Aggregate ESG Select Index on that date. All dividends and capital gain distributions are reinvested.

The fund’s performance shown in the line graph above takes into account all other applicable fees and expenses of the fund’s Services shares. The MSCI ACWI Index captures large and mid-cap representation across Developed Market (DM) countries and Emerging Market (EM) countries. The Bloomberg MSCI US Aggregate ESG Select Index is a fixed-rate, investment grade bond benchmark that follows the rules of the Bloomberg US Aggregate Index and applies additional sector and ESG criteria for security eligibility. In addition treasury, securitized, and class 2 government-related (agency, local authority, sovereign, supranational) and corporate (industrial, utility, and financial) sectors are weighted to match the individual sector exposures of the Bloomberg US Aggregate Index. Unlike a mutual fund, indices are not subject to charges, fees and other expenses. Investors cannot invest directly in any indices. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

6

 


Comparison of change in value of a $50,000,000 investment in Class K shares of BNY Mellon Sustainable Balanced Fund with a hypothetical investment of $50,000,000 in the MSCI ACWI Index, its Customized Blended Index, a blend of 60% MSCI ACWI Index/40% Bloomberg MSCI US Aggregate ESG Select Index and Bloomberg MSCI US Aggregate ESG Select Index.

 Source: Lipper Inc.

†† Source: FactSet.

Past performance is not predictive of future performance.

The above graph compares a hypothetical $50,000,000 investment made in Class K shares of BNY Mellon Sustainable Balanced Fund on 11/30/17 (inception date) to a hypothetical investment of $50,000,000 made in the MSCI ACWI Index, Customized Blended Index and Bloomberg MSCI US Aggregate ESG Select Index on that date. All dividends and capital gain distributions are reinvested.

The fund’s performance shown in the line graph above takes into account all other applicable fees and expenses of the fund’s Class K shares. The MSCI ACWI Index captures large and mid-cap representation across Developed Market (DM) countries and Emerging Market (EM) countries. The Bloomberg MSCI US Aggregate ESG Select Index is a fixed-rate, investment grade bond benchmark that follows the rules of the Bloomberg US Aggregate Index and applies additional sector and ESG criteria for security eligibility. In addition treasury, securitized, and class 2 government-related (agency, local authority, sovereign, supranational) and corporate (industrial, utility, and financial) sectors are weighted to match the individual sector exposures of the Bloomberg US Aggregate Index. Unlike a mutual fund, indices are not subject to charges, fees and other expenses. Investors cannot invest directly in any indices. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

7

 

FUND PERFORMANCE (Unaudited) (continued)

     

Average Annual Total Returns as of 10/31/2021

 

Inception
Date

1 Year

 

From
Inception

Services shares

11/30/17

20.63%

 

8.27%

Class K shares

11/30/17

20.91%

 

8.55%

MSCI ACWI Index

 

37.28%

 

12.43%

Customized Blended Index

 

20.84%

 

9.25%

Bloomberg MSCI US
Aggregate ESG Select Index

 

-0.88%

 

3.72%

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

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

8

 

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 Sustainable Balanced Fund from May 1, 2021 to October 31, 2021. 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 October 31, 2021

 

 

 

 

 

 

 

 

Class K

Service Shares

 

Expenses paid per $1,000

$.77

$2.06

 

Ending value (after expenses)

$1,048.60

$1,047.40

 

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 October 31, 2021

 

 

 

 

 

 

 

 

Class K

Service Shares

 

Expenses paid per $1,000

$.77

$2.04

 

Ending value (after expenses)

$1,024.45

$1,023.19

 

Expenses are equal to the fund’s annualized expense ratio of .15% for Class K and .40% for Service Shares, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

9

 

STATEMENT OF INVESTMENTS

October 31, 2021

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

 

Value ($)

 

Bonds and Notes - 35.7%

     

Australia - .1%

     

Westpac Banking, Sr. Unscd. Notes

 

2.00

 

1/13/2023

 

15,000

 

15,282

 

Canada - .6%

     

Bank of Montreal, Sub. Notes

 

4.34

 

10/5/2028

 

15,000

 

15,937

 

Canadian Imperial Bank of Commerce, Sr. Unscd. Notes

 

3.10

 

4/2/2024

 

10,000

 

10,524

 

Province of Ontario, Sr. Unscd. Bonds

 

2.50

 

4/27/2026

 

25,000

 

26,344

 

Province of Ontario, Sr. Unscd. Notes

 

1.60

 

2/25/2031

 

10,000

 

9,831

 

Province of Quebec, Unscd. Bonds

 

0.60

 

7/23/2025

 

20,000

 

19,664

 

Rogers Communications, Gtd. Notes

 

2.90

 

11/15/2026

 

15,000

 

15,711

 

The Toronto-Dominion Bank, Sr. Unscd. Notes

 

3.25

 

3/11/2024

 

5,000

 

5,275

 
 

103,286

 

Germany - .4%

     

KfW, Govt. Gtd. Bonds

 

0.00

 

4/18/2036

 

15,000

a 

11,514

 

KfW, Govt. Gtd. Bonds

 

0.38

 

7/18/2025

 

10,000

 

9,768

 

KfW, Govt. Gtd. Notes

 

2.63

 

2/28/2024

 

25,000

 

26,129

 

Landwirtschaftliche Rentenbank, Govt. Gtd. Notes

 

2.00

 

1/13/2025

 

15,000

 

15,539

 
 

62,950

 

Ireland - .0%

     

Shire Acquisitions Investments Ireland, Gtd. Notes

 

2.88

 

9/23/2023

 

10,000

 

10,367

 

Japan - .1%

     

Mitsubishi UFJ Financial Group, Sr. Unscd. Notes

 

3.78

 

3/2/2025

 

25,000

 

27,030

 

Panama - .1%

     

Panama, Sr. Unscd. Bonds

 

9.38

 

4/1/2029

 

10,000

 

14,518

 

Peru - .1%

     

Peru, Sr. Unscd. Bonds

 

2.78

 

1/23/2031

 

15,000

 

14,955

 

Poland - .1%

     

Poland, Sr. Unscd. Notes

 

3.25

 

4/6/2026

 

15,000

 

16,133

 

Supranational - .6%

     

Asian Development Bank, Sr. Unscd. Notes

 

1.50

 

10/18/2024

 

15,000

 

15,315

 

European Bank for Reconstruction & Development, Sr. Unscd. Notes

 

2.75

 

3/7/2023

 

10,000

 

10,318

 

European Investment Bank, Sr. Unscd. Notes

 

0.88

 

5/17/2030

 

10,000

 

9,482

 

European Investment Bank, Sr. Unscd. Notes

 

1.88

 

2/10/2025

 

10,000

 

10,329

 

10

 

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

 

Value ($)

 

Bonds and Notes - 35.7% (continued)

     

Supranational - .6% (continued)

     

Inter-American Development Bank, Sr. Unscd. Notes

 

2.50

 

1/18/2023

 

15,000

 

15,386

 

International Bank for Reconstruction & Development, Sr. Unscd. Notes

 

0.88

 

7/15/2026

 

25,000

 

24,609

 

NXP, Gtd. Notes

 

2.50

 

5/11/2031

 

10,000

b 

9,947

 
 

95,386

 

United Kingdom - .3%

     

AstraZeneca, Sr. Unscd. Notes

 

6.45

 

9/15/2037

 

10,000

 

14,909

 

Vodafone Group, Sr. Unscd. Notes

 

4.38

 

5/30/2028

 

15,000

 

17,108

 

Vodafone Group, Sr. Unscd. Notes

 

5.25

 

5/30/2048

 

10,000

 

13,195

 
 

45,212

 

United States - 33.2%

     

3M, Sr. Unscd. Notes

 

2.88

 

10/15/2027

 

15,000

 

16,026

 

AbbVie, Sr. Unscd. Notes

 

2.90

 

11/6/2022

 

5,000

 

5,115

 

AbbVie, Sr. Unscd. Notes

 

3.20

 

11/21/2029

 

5,000

 

5,347

 

AbbVie, Sr. Unscd. Notes

 

4.88

 

11/14/2048

 

5,000

 

6,586

 

Amazon.com, Sr. Unscd. Notes

 

4.05

 

8/22/2047

 

10,000

 

12,300

 

Amazon.com, Sr. Unscd. Notes

 

4.80

 

12/5/2034

 

10,000

 

12,721

 

American Express, Sr. Unscd. Notes

 

3.40

 

2/22/2024

 

25,000

 

26,390

 

American Tower, Sr. Unscd. Notes

 

3.50

 

1/31/2023

 

25,000

 

25,893

 

American Water Capital, Sr. Unscd. Notes

 

2.80

 

5/1/2030

 

15,000

 

15,628

 

American Water Capital, Sr. Unscd. Notes

 

3.75

 

9/1/2047

 

10,000

 

11,390

 

American Water Capital, Sr. Unscd. Notes

 

4.15

 

6/1/2049

 

10,000

 

12,106

 

American Water Capital, Sr. Unscd. Notes

 

4.20

 

9/1/2048

 

15,000

 

18,379

 

Amgen, Sr. Unscd. Notes

 

4.56

 

6/15/2048

 

10,000

 

12,520

 

Apple, Sr. Unscd. Notes

 

3.25

 

2/23/2026

 

15,000

 

16,183

 

Bank of America, Sr. Unscd. Notes

 

2.46

 

10/22/2025

 

25,000

 

25,863

 

Bank of America, Sr. Unscd. Notes

 

3.95

 

1/23/2049

 

10,000

 

11,814

 

Becton Dickinson & Co., Sr. Unscd. Notes

 

2.82

 

5/20/2030

 

10,000

 

10,409

 

Boston Properties, Sr. Unscd. Notes

 

4.50

 

12/1/2028

 

15,000

 

17,146

 

Bristol-Myers Squibb, Sr. Unscd. Notes

 

3.88

 

8/15/2025

 

10,000

 

10,942

 

Bristol-Myers Squibb, Sr. Unscd. Notes

 

4.13

 

6/15/2039

 

10,000

 

11,964

 

Carrier Global, Sr. Unscd. Notes

 

3.58

 

4/5/2050

 

10,000

 

10,850

 

Centerpoint Energy Houston Electric, Mortgage Bonds

 

3.55

 

8/1/2042

 

10,000

 

11,210

 

Cigna, Gtd. Notes

 

4.13

 

11/15/2025

 

15,000

 

16,505

 

Cigna, Gtd. Notes

 

4.38

 

10/15/2028

 

15,000

 

17,204

 

11

 

STATEMENT OF INVESTMENTS (continued)

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

 

Value ($)

 

Bonds and Notes - 35.7% (continued)

     

United States - 33.2% (continued)

     

Cisco Systems, Sr. Unscd. Notes

 

5.50

 

1/15/2040

 

5,000

 

7,033

 

Citigroup, Sr. Unscd. Notes

 

3.20

 

10/21/2026

 

20,000

 

21,269

 

Citigroup, Sr. Unscd. Notes

 

3.98

 

3/20/2030

 

10,000

 

11,158

 

Citigroup, Sr. Unscd. Notes

 

4.41

 

3/31/2031

 

15,000

 

17,202

 

Citigroup, Sub. Notes

 

4.75

 

5/18/2046

 

10,000

 

12,671

 

Commonwealth Edison, First Mortgage Bonds

 

3.00

 

3/1/2050

 

10,000

 

10,317

 

Conagra Brands, Sr. Unscd. Notes

 

5.30

 

11/1/2038

 

5,000

 

6,347

 

Credit Suisse USA, Gtd. Notes

 

7.13

 

7/15/2032

 

10,000

 

14,143

 

Crown Castle International, Sr. Unscd. Bonds

 

3.80

 

2/15/2028

 

10,000

 

10,971

 

CVS Health, Sr. Unscd. Notes

 

5.05

 

3/25/2048

 

20,000

 

26,330

 

Deere & Co., Sr. Unscd. Notes

 

3.90

 

6/9/2042

 

10,000

 

12,062

 

Dell International, Sr. Scd. Notes

 

4.90

 

10/1/2026

 

15,000

 

17,098

 

DuPont de Nemours, Sr. Unscd. Notes

 

4.49

 

11/15/2025

 

10,000

 

11,130

 

eBay, Sr. Unscd. Notes

 

2.75

 

1/30/2023

 

10,000

 

10,251

 

Eli Lilly & Co., Sr. Unscd. Notes

 

2.25

 

5/15/2050

 

10,000

 

9,282

 

Federal Home Loan Bank, Bonds

 

2.50

 

2/13/2024

 

25,000

 

26,113

 

Federal Home Loan Mortgage Corp. Multifamily Structured Pass Through Certificates, Ser. K077, Cl. A2

 

3.85

 

5/25/2028

 

30,000

c 

34,230

 

Federal Home Loan Mortgage Corp. Multifamily Structured Pass Through Certificates, Ser. K126, Cl. A2

 

2.07

 

1/25/2031

 

10,000

c 

10,337

 

Federal National Mortgage Association, Notes

 

0.50

 

6/17/2025

 

10,000

c 

9,842

 

Federal National Mortgage Association, Notes

 

6.63

 

11/15/2030

 

20,000

c 

28,336

 

FedEx, Gtd. Notes

 

5.25

 

5/15/2050

 

15,000

 

20,322

 

Fiserv, Sr. Unscd. Notes

 

4.40

 

7/1/2049

 

10,000

 

12,092

 

General Mills, Sr. Unscd. Notes

 

4.20

 

4/17/2028

 

5,000

 

5,667

 

Gilead Sciences, Sr. Unscd. Notes

 

3.50

 

2/1/2025

 

5,000

 

5,332

 

GlaxoSmithKline Capital, Gtd. Notes

 

3.88

 

5/15/2028

 

15,000

 

16,954

 

HCA, Sr. Scd. Notes

 

5.25

 

6/15/2049

 

10,000

 

12,983

 

Hewlett Packard Enterprise, Sr. Unscd. Notes

 

4.45

 

10/2/2023

 

10,000

 

10,642

 

HP, Sr. Unscd. Notes

 

3.40

 

6/17/2030

 

10,000

 

10,571

 

Humana, Sr. Unscd. Notes

 

3.85

 

10/1/2024

 

10,000

 

10,741

 

Intel, Sr. Unscd. Notes

 

3.10

 

2/15/2060

 

10,000

 

10,117

 

Intel, Sr. Unscd. Notes

 

3.15

 

5/11/2027

 

10,000

 

10,830

 

Intel, Sr. Unscd. Notes

 

3.90

 

3/25/2030

 

10,000

 

11,339

 

12

 

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

 

Value ($)

 

Bonds and Notes - 35.7% (continued)

     

United States - 33.2% (continued)

     

Intercontinental Exchange, Gtd. Notes

 

3.75

 

12/1/2025

 

15,000

 

16,336

 

International Business Machines, Sr. Unscd. Notes

 

4.00

 

6/20/2042

 

5,000

 

5,771

 

International Business Machines, Sr. Unscd. Notes

 

5.88

 

11/29/2032

 

10,000

 

13,282

 

ITC Holdings, Sr. Unscd. Notes

 

3.35

 

11/15/2027

 

15,000

 

16,062

 

Johnson & Johnson, Sr. Unscd. Notes

 

2.63

 

1/15/2025

 

15,000

 

15,762

 

JPMorgan Chase & Co., Sr. Unscd. Notes

 

2.53

 

11/19/2041

 

10,000

 

9,511

 

JPMorgan Chase & Co., Sr. Unscd. Notes

 

3.96

 

11/15/2048

 

10,000

 

11,809

 

JPMorgan Chase & Co., Sr. Unscd. Notes

 

4.45

 

12/5/2029

 

20,000

 

22,838

 

JPMorgan Chase & Co., Sub. Notes

 

3.88

 

9/10/2024

 

10,000

 

10,754

 

Lowe's, Sr. Unscd. Notes

 

4.50

 

4/15/2030

 

10,000

 

11,666

 

Lowe's, Sr. Unscd. Notes

 

4.65

 

4/15/2042

 

10,000

 

12,391

 

Marsh & McLennan, Sr. Unscd. Notes

 

4.75

 

3/15/2039

 

15,000

 

19,028

 

Mastercard, Sr. Unscd. Notes

 

2.00

 

3/3/2025

 

10,000

 

10,294

 

McDonald's, Sr. Unscd. Notes

 

3.70

 

2/15/2042

 

10,000

 

11,183

 

Merck & Co., Sr. Unscd. Notes

 

3.90

 

3/7/2039

 

5,000

 

5,859

 

Microsoft, Sr. Unscd. Notes

 

2.68

 

6/1/2060

 

5,000

 

4,982

 

Microsoft, Sr. Unscd. Notes

 

2.88

 

2/6/2024

 

10,000

 

10,466

 

Microsoft, Sr. Unscd. Notes

 

4.25

 

2/6/2047

 

10,000

 

13,034

 

Morgan Stanley, Sr. Unscd. Notes

 

4.38

 

1/22/2047

 

10,000

 

12,635

 

Morgan Stanley, Sr. Unscd. Notes

 

4.43

 

1/23/2030

 

20,000

 

22,911

 

Morgan Stanley, Sub. Notes

 

4.10

 

5/22/2023

 

15,000

 

15,769

 

Motorola Solutions, Sr. Unscd. Notes

 

2.75

 

5/24/2031

 

10,000

 

10,105

 

Northern Trust, Sr. Unscd. Notes

 

3.15

 

5/3/2029

 

20,000

 

21,786

 

Novartis Capital, Gtd. Notes

 

2.00

 

2/14/2027

 

10,000

 

10,241

 

Oncor Electric Delivery, Sr. Scd. Notes

 

3.10

 

9/15/2049

 

10,000

 

10,815

 

Oncor Electric Delivery, Sr. Scd. Notes

 

3.70

 

11/15/2028

 

15,000

 

16,750

 

Oracle, Sr. Unscd. Notes

 

1.65

 

3/25/2026

 

10,000

 

10,037

 

Oracle, Sr. Unscd. Notes

 

2.95

 

4/1/2030

 

10,000

 

10,372

 

Oracle, Sr. Unscd. Notes

 

4.00

 

11/15/2047

 

10,000

 

10,829

 

Parker-Hannifin, Sr. Unscd. Notes

 

3.25

 

6/14/2029

 

15,000

 

16,083

 

PepsiCo, Sr. Unscd. Notes

 

2.75

 

4/30/2025

 

15,000

 

15,808

 

Prologis, Sr. Unscd. Notes

 

2.25

 

4/15/2030

 

10,000

 

10,100

 

Prudential Financial, Sr. Unscd. Notes

 

4.35

 

2/25/2050

 

5,000

 

6,381

 

Target, Sr. Unscd. Notes

 

2.50

 

4/15/2026

 

15,000

 

15,851

 

Texas Instruments, Sr. Unscd. Notes

 

3.88

 

3/15/2039

 

10,000

 

11,872

 

13

 

STATEMENT OF INVESTMENTS (continued)

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

 

Value ($)

 

Bonds and Notes - 35.7% (continued)

     

United States - 33.2% (continued)

     

The Coca-Cola Company, Sr. Unscd. Notes

 

3.45

 

3/25/2030

 

10,000

 

11,142

 

The Dow Chemical Company, Sr. Unscd. Notes

 

2.10

 

11/15/2030

 

10,000

 

9,836

 

The Goldman Sachs Group, Sr. Unscd. Notes

 

3.85

 

1/26/2027

 

20,000

 

21,666

 

The Home Depot, Sr. Unscd. Notes

 

3.50

 

9/15/2056

 

10,000

 

11,403

 

The Home Depot, Sr. Unscd. Notes

 

3.90

 

12/6/2028

 

10,000

 

11,377

 

The Mosaic Company, Sr. Unscd. Notes

 

4.25

 

11/15/2023

 

10,000

 

10,604

 

The PNC Financial Services Group, Sr. Unscd. Notes

 

3.45

 

4/23/2029

 

10,000

 

11,006

 

The Walt Disney Company, Gtd. Notes

 

2.00

 

9/1/2029

 

15,000

 

15,021

 

The Walt Disney Company, Gtd. Notes

 

3.80

 

5/13/2060

 

10,000

 

11,858

 

Truist Financial, Sr. Unscd. Notes

 

3.75

 

12/6/2023

 

10,000

 

10,601

 

TWDC Enterprises 18, Gtd. Notes

 

4.13

 

6/1/2044

 

10,000

 

11,945

 

Tyson Foods, Sr. Unscd. Notes

 

4.55

 

6/2/2047

 

10,000

 

12,547

 

U.S. Treasury Bonds

 

1.13

 

8/15/2040

 

12,000

 

10,377

 

U.S. Treasury Bonds

 

1.13

 

5/15/2040

 

10,000

 

8,662

 

U.S. Treasury Bonds

 

1.25

 

5/15/2050

 

12,000

 

10,156

 

U.S. Treasury Bonds

 

1.38

 

8/15/2050

 

15,000

 

13,088

 

U.S. Treasury Bonds

 

1.38

 

11/15/2040

 

25,000

 

22,579

 

U.S. Treasury Bonds

 

1.63

 

11/15/2050

 

15,000

 

13,920

 

U.S. Treasury Bonds

 

1.75

 

8/15/2041

 

5,000

 

4,815

 

U.S. Treasury Bonds

 

1.88

 

2/15/2051

 

13,000

 

12,793

 

U.S. Treasury Bonds

 

1.88

 

2/15/2041

 

5,000

 

4,916

 

U.S. Treasury Bonds

 

2.00

 

2/15/2050

 

22,000

 

22,272

 

U.S. Treasury Bonds

 

2.00

 

8/15/2051

 

7,000

 

7,102

 

U.S. Treasury Bonds

 

2.25

 

8/15/2049

 

9,000

 

9,601

 

U.S. Treasury Bonds

 

2.38

 

5/15/2051

 

10,000

 

10,994

 

U.S. Treasury Bonds

 

2.38

 

11/15/2049

 

10,000

 

10,951

 

U.S. Treasury Bonds

 

2.50

 

2/15/2045

 

10,000

 

10,963

 

U.S. Treasury Bonds

 

2.75

 

8/15/2047

 

40,000

 

46,520

 

U.S. Treasury Bonds

 

2.75

 

11/15/2042

 

5,000

 

5,657

 

U.S. Treasury Bonds

 

2.88

 

5/15/2049

 

13,000

 

15,614

 

U.S. Treasury Bonds

 

3.00

 

2/15/2048

 

30,000

 

36,551

 

U.S. Treasury Bonds

 

3.00

 

8/15/2048

 

3,000

 

3,664

 

U.S. Treasury Bonds

 

3.00

 

2/15/2049

 

17,000

 

20,845

 

U.S. Treasury Bonds

 

3.13

 

11/15/2041

 

18,000

 

21,490

 

U.S. Treasury Bonds

 

3.13

 

5/15/2048

 

32,000

 

39,909

 

U.S. Treasury Bonds

 

3.13

 

2/15/2042

 

35,000

 

41,885

 

U.S. Treasury Bonds

 

3.38

 

11/15/2048

 

5,000

 

6,530

 

14

 

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

 

Value ($)

 

Bonds and Notes - 35.7% (continued)

     

United States - 33.2% (continued)

     

U.S. Treasury Bonds

 

3.63

 

2/15/2044

 

10,000

 

12,976

 

U.S. Treasury Bonds

 

3.88

 

8/15/2040

 

11,000

 

14,446

 

U.S. Treasury Bonds

 

4.38

 

11/15/2039

 

7,000

 

9,714

 

U.S. Treasury Bonds

 

4.38

 

5/15/2040

 

28,000

 

39,052

 

U.S. Treasury Bonds

 

4.50

 

2/15/2036

 

5,000

 

6,877

 

U.S. Treasury Notes

 

0.13

 

10/15/2023

 

25,000

 

24,829

 

U.S. Treasury Notes

 

0.13

 

9/15/2023

 

15,000

 

14,908

 

U.S. Treasury Notes

 

0.13

 

1/31/2023

 

50,000

 

49,923

 

U.S. Treasury Notes

 

0.13

 

12/31/2022

 

50,000

 

49,947

 

U.S. Treasury Notes

 

0.13

 

1/15/2024

 

10,000

 

9,903

 

U.S. Treasury Notes

 

0.13

 

7/15/2023

 

10,000

 

9,954

 

U.S. Treasury Notes

 

0.13

 

7/31/2023

 

25,000

 

24,873

 

U.S. Treasury Notes

 

0.13

 

5/15/2023

 

20,000

 

19,931

 

U.S. Treasury Notes

 

0.13

 

12/15/2023

 

10,000

 

9,912

 

U.S. Treasury Notes

 

0.25

 

7/31/2025

 

10,000

 

9,733

 

U.S. Treasury Notes

 

0.25

 

4/15/2023

 

20,000

 

19,980

 

U.S. Treasury Notes

 

0.38

 

7/31/2027

 

25,000

 

23,720

 

U.S. Treasury Notes

 

0.38

 

11/30/2025

 

10,000

 

9,725

 

U.S. Treasury Notes

 

0.38

 

12/31/2025

 

12,000

 

11,657

 

U.S. Treasury Notes

 

0.50

 

2/28/2026

 

25,000

 

24,360

 

U.S. Treasury Notes

 

0.50

 

4/30/2027

 

15,000

 

14,377

 

U.S. Treasury Notes

 

0.50

 

6/30/2027

 

20,000

 

19,131

 

U.S. Treasury Notes

 

0.50

 

3/15/2023

 

25,000

 

25,069

 

U.S. Treasury Notes

 

0.63

 

12/31/2027

 

15,000

 

14,332

 

U.S. Treasury Notes

 

0.63

 

5/15/2030

 

17,000

 

15,799

 

U.S. Treasury Notes

 

0.63

 

3/31/2027

 

20,000

 

19,341

 

U.S. Treasury Notes

 

0.63

 

8/15/2030

 

25,000

 

23,173

 

U.S. Treasury Notes

 

0.75

 

4/30/2026

 

15,000

 

14,749

 

U.S. Treasury Notes

 

0.75

 

3/31/2026

 

15,000

 

14,759

 

U.S. Treasury Notes

 

0.88

 

11/15/2030

 

30,000

 

28,352

 

U.S. Treasury Notes

 

0.88

 

6/30/2026

 

25,000

 

24,676

 

U.S. Treasury Notes

 

0.88

 

9/30/2026

 

25,000

 

24,638

 

U.S. Treasury Notes

 

1.13

 

2/15/2031

 

35,000

 

33,764

 

U.S. Treasury Notes

 

1.25

 

8/15/2031

 

32,000

 

31,100

 

U.S. Treasury Notes

 

1.25

 

5/31/2028

 

25,000

 

24,726

 

U.S. Treasury Notes

 

1.38

 

1/31/2025

 

25,000

 

25,438

 

U.S. Treasury Notes

 

1.38

 

8/31/2026

 

10,000

 

10,099

 

U.S. Treasury Notes

 

1.38

 

2/15/2023

 

15,000

 

15,215

 

U.S. Treasury Notes

 

1.50

 

1/15/2023

 

15,000

 

15,229

 

U.S. Treasury Notes

 

1.50

 

2/15/2030

 

15,000

 

15,019

 

U.S. Treasury Notes

 

1.50

 

11/30/2024

 

20,000

 

20,434

 

U.S. Treasury Notes

 

1.50

 

3/31/2023

 

25,000

 

25,417

 

U.S. Treasury Notes

 

1.50

 

8/15/2026

 

15,000

 

15,232

 

15

 

STATEMENT OF INVESTMENTS (continued)

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

 

Value ($)

 

Bonds and Notes - 35.7% (continued)

     

United States - 33.2% (continued)

     

U.S. Treasury Notes

 

1.63

 

11/15/2022

 

15,000

 

15,228

 

U.S. Treasury Notes

 

1.63

 

5/15/2026

 

25,000

 

25,548

 

U.S. Treasury Notes

 

1.63

 

12/15/2022

 

15,000

 

15,240

 

U.S. Treasury Notes

 

1.63

 

5/15/2031

 

20,000

 

20,145

 

U.S. Treasury Notes

 

1.63

 

2/15/2026

 

10,000

 

10,225

 

U.S. Treasury Notes

 

1.63

 

8/15/2029

 

25,000

 

25,293

 

U.S. Treasury Notes

 

1.63

 

11/30/2026

 

25,000

 

25,528

 

U.S. Treasury Notes

 

1.75

 

12/31/2026

 

20,000

 

20,544

 

U.S. Treasury Notes

 

1.75

 

12/31/2024

 

15,000

 

15,444

 

U.S. Treasury Notes

 

1.88

 

6/30/2026

 

5,000

 

5,167

 

U.S. Treasury Notes

 

1.88

 

8/31/2024

 

55,000

 

56,779

 

U.S. Treasury Notes

 

2.00

 

2/15/2025

 

30,000

 

31,133

 

U.S. Treasury Notes

 

2.00

 

6/30/2024

 

65,000

 

67,262

 

U.S. Treasury Notes

 

2.00

 

5/31/2024

 

65,000

 

67,213

 

U.S. Treasury Notes

 

2.00

 

4/30/2024

 

100,000

 

103,363

 

U.S. Treasury Notes

 

2.00

 

8/15/2025

 

25,000

 

25,954

 

U.S. Treasury Notes

 

2.13

 

11/30/2024

 

30,000

 

31,218

 

U.S. Treasury Notes

 

2.13

 

9/30/2024

 

18,000

 

18,714

 

U.S. Treasury Notes

 

2.13

 

7/31/2024

 

50,000

 

51,943

 

U.S. Treasury Notes

 

2.13

 

5/31/2026

 

10,000

 

10,444

 

U.S. Treasury Notes

 

2.25

 

11/15/2024

 

45,000

 

47,005

 

U.S. Treasury Notes

 

2.25

 

10/31/2024

 

30,000

 

31,325

 

U.S. Treasury Notes

 

2.25

 

3/31/2026

 

25,000

 

26,233

 

U.S. Treasury Notes

 

2.25

 

11/15/2025

 

10,000

 

10,485

 

U.S. Treasury Notes

 

2.25

 

12/31/2024

 

25,000

 

26,126

 

U.S. Treasury Notes

 

2.38

 

5/15/2027

 

25,000

 

26,469

 

U.S. Treasury Notes

 

2.38

 

5/15/2029

 

28,000

 

29,798

 

U.S. Treasury Notes

 

2.38

 

8/15/2024

 

25,000

 

26,149

 

U.S. Treasury Notes

 

2.63

 

2/15/2029

 

15,000

 

16,206

 

U.S. Treasury Notes

 

2.75

 

2/15/2028

 

5,000

 

5,414

 

U.S. Treasury Notes

 

2.75

 

2/28/2025

 

20,000

 

21,243

 

U.S. Treasury Notes

 

2.88

 

8/15/2028

 

25,000

 

27,348

 

U.S. Treasury Notes

 

2.88

 

5/15/2028

 

40,000

 

43,673

 

U.S. Treasury Notes

 

3.13

 

11/15/2028

 

35,000

 

38,933

 

United Parcel Service, Sr. Unscd. Notes

 

3.05

 

11/15/2027

 

15,000

 

16,296

 

Verizon Communications, Sr. Unscd. Notes

 

1.75

 

1/20/2031

 

15,000

 

14,174

 

Verizon Communications, Sr. Unscd. Notes

 

2.65

 

11/20/2040

 

10,000

 

9,462

 

Verizon Communications, Sr. Unscd. Notes

 

2.99

 

10/30/2056

 

5,000

 

4,757

 

16

 

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

 

Value ($)

 

Bonds and Notes - 35.7% (continued)

     

United States - 33.2% (continued)

     

Verizon Communications, Sr. Unscd. Notes

 

4.33

 

9/21/2028

 

10,000

 

11,420

 

Verizon Communications, Sr. Unscd. Notes

 

5.01

 

8/21/2054

 

10,000

 

13,933

 

Verizon Owner Trust, Ser. 2020-B, Cl. A

 

0.47

 

2/20/2025

 

5,000

 

5,000

 

Viacomcbs, Sr. Unscd. Debs.

 

5.85

 

9/1/2043

 

10,000

 

13,626

 

Visa, Sr. Unscd. Notes

 

3.15

 

12/14/2025

 

15,000

 

16,125

 

WW Grainger, Sr. Unscd. Notes

 

1.85

 

2/15/2025

 

10,000

 

10,250

 

Zoetis, Sr. Unscd. Notes

 

3.90

 

8/20/2028

 

15,000

 

16,805

 

Federal Home Loan Mortgage Corp.:

   

2.00%, 11/1/2036-3/1/2051

  

72,317

c 

73,109

 

2.50%, 5/1/2035-8/1/2050

  

76,729

c 

79,078

 

3.00%, 6/1/2035-6/1/2050

  

53,432

c 

56,095

 

3.50%, 11/1/2047-7/1/2049

  

37,915

c 

40,231

 

4.00%, 5/1/2049

  

7,095

c 

7,587

 

5.00%, 10/1/2049

  

9,529

c 

10,536

 

Federal National Mortgage Association:

   

1.50%

  

75,000

c,d 

74,496

 

1.50%, 6/1/2051

  

24,641

c 

23,927

 

2.00%

  

275,000

c,d 

276,274

 

2.00%, 9/1/2040-9/1/2051

  

91,571

c 

91,748

 

2.50%, 11/1/2031-5/1/2051

  

103,390

c 

106,665

 

2.50%

  

125,000

c,d 

128,327

 

3.00%, 6/1/2034-6/1/2050

  

100,229

c 

105,372

 

3.00%

  

50,000

c,d 

52,164

 

3.50%, 9/1/2037-11/1/2049

  

93,210

c 

99,123

 

4.00%

  

25,000

c,d 

26,767

 

4.00%, 1/1/2048-8/1/2049

  

45,239

c 

48,591

 

4.50%

  

25,000

c,d 

27,026

 

4.50%, 8/1/2047

  

7,377

c 

8,008

 

5.50%, 9/1/2049

  

11,827

c 

13,245

 

Government National Mortgage Association II:

   

2.00%

  

25,000

d 

25,318

 

2.00%, 3/20/2051-7/20/2051

  

48,637

 

49,299

 

2.50%

  

75,000

d 

77,102

 

2.50%, 7/20/2051

  

24,671

 

25,384

 

3.00%, 11/20/2045-8/20/2050

  

64,332

 

67,169

 

3.50%, 11/20/2046-6/20/2049

  

44,544

 

46,843

 

3.50%

  

25,000

d 

26,152

 

4.00%, 4/20/2049-10/20/2049

  

24,712

 

26,244

 

4.50%, 2/20/2049-6/20/2049

  

11,477

 

12,279

 

17

 

STATEMENT OF INVESTMENTS (continued)

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

 

Value ($)

 

Bonds and Notes - 35.7% (continued)

     

United States - 33.2% (continued)

     

5.00%, 6/20/2049

  

6,472

 

7,008

 
 

5,522,732

 

Uruguay - .1%

     

Uruguay, Sr. Unscd. Bonds

 

4.98

 

4/20/2055

 

10,000

 

12,833

 

Total Bonds and Notes
(cost $5,851,192)

 

5,940,684

 

Description

    

Shares

 

Value ($)

 

Common Stocks - 62.3%

     

Australia - 1.6%

     

Australia & New Zealand Banking Group

     

1,266

 

26,799

 

CSL

     

234

 

52,894

 

Dexus

     

10,513

 

85,964

 

Insurance Australia Group

     

9,947

 

35,917

 

National Australia Bank

     

1,145

 

24,729

 

Westpac Banking

     

2,101

 

40,571

 
 

266,874

 

Canada - .5%

     

Intact Financial

     

151

 

20,243

 

The Toronto-Dominion Bank

     

876

 

63,591

 
 

83,834

 

China - 1.9%

     

3SBio

     

54,000

b,e 

49,416

 

Alibaba Group Holding

     

3,476

e 

72,822

 

Meituan, Cl. B

     

2,215

b,e 

76,751

 

Ping An Insurance Group Company of China, Cl. H

     

2,500

 

17,962

 

Tencent Holdings

     

1,689

 

104,416

 
 

321,367

 

Denmark - 1.5%

     

Chr. Hansen Holding

     

874

 

69,540

 

Novo Nordisk, Cl. B

     

217

 

23,750

 

Novozymes, Cl. B

     

1,197

 

88,022

 

Orsted

     

451

b 

63,638

 
 

244,950

 

France - 2.7%

     

BNP Paribas

     

749

 

50,132

 

Bureau Veritas

     

619

 

19,649

 

Danone

     

655

 

42,667

 

Kering

     

50

 

37,466

 

Legrand

     

886

 

96,522

 

L'Oreal

     

259

 

118,250

 

LVMH

     

25

 

19,571

 

18

 

          
 

Description

    

Shares

 

Value ($)

 

Common Stocks - 62.3% (continued)

     

France - 2.7% (continued)

     

Sanofi

     

651

 

65,043

 
 

449,300

 

Germany - 2.3%

     

Allianz

     

82

 

19,067

 

Brenntag

     

712

 

67,689

 

Continental

     

486

 

57,036

 

Fresenius Medical Care & Co.

     

261

 

17,337

 

Infineon Technologies

     

2,782

 

129,910

 

SAP

     

622

 

90,109

 

Vitesco Technologies Group

     

97

e 

5,562

 
 

386,710

 

Hong Kong - .6%

     

AIA Group

     

7,800

 

88,070

 

Link REIT

     

2,100

 

18,623

 
 

106,693

 

Ireland - 1.7%

     

Accenture, Cl. A

     

408

 

146,386

 

Kerry Group, Cl. A

     

322

 

43,216

 

Medtronic

     

718

 

86,059

 
 

275,661

 

Japan - 4.0%

     

Ebara

     

2,100

 

114,236

 

Fast Retailing

     

100

 

66,251

 

Honda Motor

     

1,500

 

44,075

 

KDDI

     

1,600

 

49,527

 

M3

     

800

 

47,084

 

Mitsubishi UFJ Financial Group

     

3,800

 

20,755

 

Nippon Telegraph & Telephone

     

600

 

16,783

 

Recruit Holdings

     

1,300

 

86,366

 

Sony Group

     

200

 

23,058

 

Sugi Holdings

     

300

 

21,478

 

Sumitomo Mitsui Financial Group

     

500

 

16,324

 

Suntory Beverage & Food

     

1,600

 

61,978

 

Takeda Pharmaceutical

     

900

 

25,292

 

Toyota Industries

     

200

 

16,951

 

Toyota Motor

     

3,000

 

52,814

 
 

662,972

 

Netherlands - 1.1%

     

ASML Holding

     

196

 

158,716

 

Wolters Kluwer

     

203

 

21,270

 
 

179,986

 

Norway - .6%

     

DNB Bank

     

1,238

 

29,426

 

19

 

STATEMENT OF INVESTMENTS (continued)

          
 

Description

    

Shares

 

Value ($)

 

Common Stocks - 62.3% (continued)

     

Norway - .6% (continued)

     

Mowi

     

2,597

 

75,193

 
 

104,619

 

South Africa - .2%

     

Naspers, Cl. N

     

152

 

25,774

 

South Korea - .4%

     

Samsung SDI

     

94

 

59,044

 

Spain - .6%

     

Banco Santander

     

12,851

 

48,675

 

Iberdrola

     

4,191

 

49,490

 
 

98,165

 

Switzerland - 1.6%

     

Lonza Group

     

69

 

56,566

 

Nestle

     

460

 

60,700

 

Roche Holding

     

328

 

126,833

 

Zurich Insurance Group

     

42

 

18,619

 
 

262,718

 

Taiwan - .9%

     

Taiwan Semiconductor Manufacturing

     

7,000

 

148,516

 

Thailand - .3%

     

Kasikornbank

     

13,100

 

55,665

 

United Kingdom - 5.1%

     

3i Group

     

1,146

 

21,392

 

Ascential

     

7,489

 

41,406

 

AstraZeneca

     

178

 

22,153

 

Aviva

     

11,443

 

61,811

 

Barclays

     

16,739

 

46,332

 

Barratt Developments

     

4,110

 

37,292

 

Bunzl

     

1,376

 

50,882

 

Ferguson

     

464

 

69,819

 

Genus

     

268

 

20,282

 

GlaxoSmithKline

     

1,049

 

21,658

 

HSBC Holdings

     

3,323

 

20,078

 

Informa

     

10,230

e 

72,717

 

Linde

     

411

 

131,191

 

Prudential

     

2,146

 

43,892

 

RELX

     

1,545

 

47,870

 

Taylor Wimpey

     

23,537

 

49,783

 

Travis Perkins

     

3,741

 

78,998

 

Unilever

     

359

 

19,220

 
 

856,776

 

United States - 34.7%

     

Abbott Laboratories

     

589

 

75,916

 

20

 

          
 

Description

    

Shares

 

Value ($)

 

Common Stocks - 62.3% (continued)

     

United States - 34.7% (continued)

     

Adobe

     

138

e 

89,750

 

Albemarle

     

478

 

119,725

 

Alphabet, Cl. C

     

82

e 

243,164

 

Amazon.com

     

56

e 

188,856

 

American Express

     

332

 

57,695

 

American Tower

     

215

f 

60,624

 

Amgen

     

208

 

43,050

 

Apple

     

2,916

 

436,817

 

Applied Materials

     

869

 

118,749

 

AT&T

     

2,514

 

63,504

 

Automatic Data Processing

     

245

 

55,000

 

Becton Dickinson & Co.

     

81

 

19,407

 

Beyond Meat

     

356

e 

35,237

 

Biogen

     

141

e 

37,602

 

BlackRock

     

62

 

58,495

 

Booking Holdings

     

25

e 

60,519

 

Bristol-Myers Squibb

     

921

 

53,786

 

Brixmor Property Group

     

2,332

f 

54,662

 

Cigna

     

206

 

44,004

 

Citigroup

     

1,796

 

124,211

 

CME Group

     

102

 

22,496

 

CMS Energy

     

1,618

 

97,646

 

Colgate-Palmolive

     

604

 

46,019

 

Costco Wholesale

     

143

 

70,290

 

Dollar General

     

102

 

22,595

 

Ecolab

     

496

 

110,221

 

Eli Lilly & Co.

     

223

 

56,811

 

Emerson Electric

     

639

 

61,989

 

Eversource Energy

     

1,217

 

103,323

 

Fidelity National Information Services

     

344

 

38,095

 

Intel

     

1,363

 

66,787

 

Intuit

     

233

 

145,856

 

Jackson Financial, Cl. A

     

53

e 

1,435

 

JPMorgan Chase & Co.

     

1,118

 

189,937

 

Laureate Education, Cl. A

     

2,110

e 

36,545

 

Lowe's

     

326

 

76,225

 

Mastercard, Cl. A

     

392

 

131,524

 

Merck & Co.

     

1,701

 

149,773

 

Microsoft

     

1,435

 

475,875

 

Morgan Stanley

     

607

 

62,387

 

NIKE, Cl. B

     

464

 

77,623

 

Norfolk Southern

     

431

 

126,305

 

21

 

STATEMENT OF INVESTMENTS (continued)

          
 

Description

    

Shares

 

Value ($)

 

Common Stocks - 62.3% (continued)

     

United States - 34.7% (continued)

     

Otis Worldwide

     

974

 

78,222

 

PayPal Holdings

     

335

e 

77,918

 

PepsiCo

     

854

 

138,006

 

Prologis

     

445

f 

64,507

 

S&P Global

     

54

 

25,605

 

salesforce.com

     

515

e 

154,340

 

Starbucks

     

504

 

53,459

 

Texas Instruments

     

668

 

125,237

 

The Estee Lauder Companies, Cl. A

     

163

 

52,866

 

The Goldman Sachs Group

     

259

 

107,058

 

The Home Depot

     

346

 

128,622

 

The PNC Financial Services Group

     

257

 

54,235

 

The Procter & Gamble Company

     

399

 

57,053

 

The TJX Companies

     

764

 

50,034

 

The Walt Disney Company

     

503

e 

85,042

 

Thermo Fisher Scientific

     

145

 

91,795

 

Union Pacific

     

270

 

65,178

 

United Parcel Service, Cl. B

     

204

 

43,548

 

Verizon Communications

     

847

 

44,883

 

Visa, Cl. A

     

328

 

69,461

 
 

5,777,599

 

Total Common Stocks
(cost $7,326,057)

 

10,367,223

 

22

 

          
 

Description

1-Day
Yield (%)

   

Shares

 

Value ($)

 

Investment Companies - 6.1%

     

Registered Investment Companies - 6.1%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $1,019,711)

 

0.06

   

1,019,711

g 

1,019,711

 

Total Investments (cost $14,196,960)

 

104.1%

17,327,618

 

Liabilities, Less Cash and Receivables

 

(4.1%)

(674,741)

 

Net Assets

 

100.0%

16,652,877

 

REIT—Real Estate Investment Trust

a Security issued with a zero coupon. Income is recognized through the accretion of discount.

b Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2021, these securities were valued at $199,752 or 1.2% of net assets.

c The Federal Housing Finance Agency (“FHFA”) placed the Federal Home Loan Mortgage Corporation and Federal National Mortgage Association into conservatorship with FHFA as the conservator. As such, the FHFA oversees the continuing affairs of these companies.

d Purchased on a forward commitment basis.

e Non-income producing security.

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

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

23

 

STATEMENT OF INVESTMENTS (continued)

  

Portfolio Summary (Unaudited)

Value (%)

U.S. Treasury Securities

13.8

U.S. Government Agencies Mortgage-Backed

10.3

Information Technology

8.4

Health Care

8.2

Banks

7.4

Investment Companies

6.1

Internet Software & Services

4.5

Technology Hardware & Equipment

4.0

Semiconductors & Semiconductor Equipment

3.9

Chemicals

3.7

Diversified Financials

3.6

Retailing

2.6

Utilities

2.6

Consumer Discretionary

2.2

Telecommunication Services

2.1

Real Estate

2.1

Insurance

1.9

Consumer Staples

1.8

Food Products

1.7

Transportation

1.6

Commercial & Professional Services

1.6

Industrial

1.4

Media

1.4

Beverage Products

1.4

Automobiles & Components

1.1

Electronic Components

1.0

Consumer Durables & Apparel

.8

Foreign Governmental

.7

Supranational Bank

.5

Food & Staples Retailing

.4

U.S. Government Agencies Obligations

.4

U.S. Government Agencies Collateralized Municipal-Backed Securities

.3

Advertising

.3

Financials

.1

Agriculture

.1

Building Materials

.1

Asset-Backed Certificates

.0

 

104.1

 Based on net assets.

See notes to financial statements.

24

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS

       

Investment Companies

Value
10/31/20($)

Purchases($)

Sales($)

Value
10/31/21($)

Net
Assets (%)

Dividends/
Distributions($)

Registered Investment Companies;

    

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares

495,326

5,720,268

(5,195,883)

1,019,711

6.1

557

 Includes reinvested dividends/distributions.

See notes to financial statements.

25

 

STATEMENT OF ASSETS AND LIABILITIES

October 31, 2021

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments

 

 

 

Unaffiliated issuers

13,177,249

 

16,307,907

 

Affiliated issuers

 

1,019,711

 

1,019,711

 

Cash

 

 

 

 

46,925

 

Cash denominated in foreign currency

 

 

22,762

 

22,865

 

Receivable for investment securities sold

 

72,498

 

Dividends and interest receivable

 

32,850

 

Tax reclaim receivable—Note 1(b)

 

19,615

 

Receivable for shares of Common Stock subscribed

 

2,461

 

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

 

6,587

 

Prepaid expenses

 

 

 

 

429

 

 

 

 

 

 

17,531,848

 

Liabilities ($):

 

 

 

 

Payable for investment securities purchased

 

806,833

 

Directors’ fees and expenses payable

 

300

 

Other accrued expenses

 

 

 

 

71,838

 

 

 

 

 

 

878,971

 

Net Assets ($)

 

 

16,652,877

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

13,408,173

 

Total distributable earnings (loss)

 

 

 

 

3,244,704

 

Net Assets ($)

 

 

16,652,877

 

    

Net Asset Value Per Share

Class K

Service Shares

 

Net Assets ($)

15,379,312

1,273,565

 

Shares Outstanding

963,138

80,000

 

Net Asset Value Per Share ($)

15.97

15.92

 

 

 

 

 

See notes to financial statements.

 

 

 

26

 

STATEMENT OF OPERATIONS

Year Ended October 31, 2021

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Dividends (net of $7,653 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

158,479

 

Affiliated issuers

 

 

557

 

Interest

 

 

80,281

 

Total Income

 

 

239,317

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

17,176

 

Professional fees

 

 

124,396

 

Custodian fees—Note 3(b)

 

 

16,477

 

Chief Compliance Officer fees—Note 3(b)

 

 

14,062

 

Pricing fees

 

 

13,820

 

Prospectus and shareholders’ reports

 

 

6,278

 

Shareholder servicing costs—Note 3(b)

 

 

3,100

 

Directors’ fees and expenses—Note 3(c)

 

 

869

 

Loan commitment fees—Note 2

 

 

400

 

Registration fees

 

 

383

 

Miscellaneous

 

 

15,945

 

Total Expenses

 

 

212,906

 

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

 

 

(186,091)

 

Net Expenses

 

 

26,815

 

Investment Income—Net

 

 

212,502

 

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

 

 

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

773,794

 

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

379

 

Net Realized Gain (Loss)

 

 

774,173

 

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

1,865,611

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

2,639,784

 

Net Increase in Net Assets Resulting from Operations

 

2,852,286

 

 

 

 

 

 

 

 

See notes to financial statements.

     

27

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

Year Ended October 31,

 

 

 

 

2021

 

2020

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

212,502

 

 

 

220,457

 

Net realized gain (loss) on investments

 

774,173

 

 

 

242,206

 

Net change in unrealized appreciation
(depreciation) on investments

 

1,865,611

 

 

 

647,062

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

2,852,286

 

 

 

1,109,725

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class K

 

 

(251,294)

 

 

 

(200,188)

 

Service Shares

 

 

(18,752)

 

 

 

(14,896)

 

Total Distributions

 

 

(270,046)

 

 

 

(215,084)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class K

 

 

392,850

 

 

 

38,092

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class K

 

 

1,190

 

 

 

31

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class K

 

 

(10,426)

 

 

 

(1,229)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

383,614

 

 

 

36,894

 

Total Increase (Decrease) in Net Assets

2,965,854

 

 

 

931,535

 

Net Assets ($):

 

Beginning of Period

 

 

13,687,023

 

 

 

12,755,488

 

End of Period

 

 

16,652,877

 

 

 

13,687,023

 

Capital Share Transactions (Shares):

 

Class K

 

 

 

 

 

 

 

 

Shares sold

 

 

25,567

 

 

 

2,881

 

Shares issued for distributions reinvested

 

 

82

 

 

 

3

 

Shares redeemed

 

 

(683)

 

 

 

(96)

 

Net Increase (Decrease) in Shares Outstanding

24,966

 

 

 

2,788

 

 

 

 

 

 

 

 

 

 

 

See notes to financial statements.

        

28

 

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.

       
    
   

Year Ended October 31,

Class K Shares

  

2021

2020

2019a

2018b

Per Share Data ($):

      

Net asset value, beginning of period

  

13.45

12.56

11.57

12.50

Investment Operations:

      

Investment income—netc

  

.21

.22

.26

.37

Net realized and unrealized
gain (loss) on investments

  

2.58

.88

.97

(1.05)

Total from Investment Operations

  

2.79

1.10

1.23

(.68)

Distributions:

      

Dividends from
investment income—net

  

(.27)

(.21)

(.24)

(.25)

Net asset value, end of period

  

15.97

13.45

12.56

11.57

Total Return (%)

  

20.91

8.88

11.03

(5.64)d

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

  

1.34

1.42

2.11

2.19e

Ratio of net expenses
to average net assets

  

.15

.15

.40

.71e

Ratio of net investment income
to average net assets

  

1.38

1.70

2.16

3.10e

Portfolio Turnover Rate

  

88.59f

87.52f

220.33

81.07d

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

  

15,379

12,614

11,753

5,412

a Effective April 1, 2019, Class Y shares were redesignated as Class K Shares.

b From November 30, 2017 (commencement of operations) to October 31, 2018.

c Based on average shares outstanding.

d Not annualized.

e Annualized.

f The portfolio turnover rates excluding mortgage dollar roll transactions for the periods ended October 31, 2021and 2020 were 57.21% and 52.86%, respectively.

See notes to financial statements.

29

 

FINANCIAL HIGHLIGHTS (continued)

       
    
   

Year Ended October 31,

Service Shares

  

2021

2020

2019a

2018b

Per Share Data ($):

      

Net asset value, beginning of period

  

13.41

12.53

11.56

12.50

Investment Operations:

      

Investment income—netc

  

.17

.19

.23

.32

Net realized and unrealized
gain (loss) on investments

  

2.57

.88

.97

(1.03)

Total from Investment Operations

  

2.74

1.07

1.20

(.71)

Distributions:

      

Dividends from
investment income—net

  

(.23)

(.19)

(.23)

(.23)

Net asset value, end of period

  

15.92

13.41

12.53

11.56

Total Return (%)

  

20.63

8.50

10.73

(5.79)d

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

  

1.59

1.67

2.34

2.56e

Ratio of net expenses
to average net assets

  

.40

.40

.62

.96e

Ratio of net investment income
to average net assets

  

1.14

1.45

1.95

2.78e

Portfolio Turnover Rate

  

88.59f

87.52f

220.33

81.07d

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

  

1,274

1,073

1,003

925

a Effective April 1, 2019, Class A shares were redesignated as Service Shares.

b From November 30, 2017 (commencement of operations) to October 31, 2018.

c Based on average shares outstanding.

d Not annualized.

e Annualized.

f The portfolio turnover rates excluding mortgage dollar roll transactions for the periods ended October 31, 2021 and 2020 were 57.21% and 52.86%, respectively.

See notes to financial statements.

30

 

NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

BNY Mellon Sustainable Balanced Fund (the “fund”) is a separate diversified series of BNY Mellon Advantage 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 nine series, including the fund. The fund’s investment objective is to seek long-term 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. Each of Newton Investment Management Limited (“Newton”) and Mellon Investments Corporation (“Mellon”), each a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serve as the fund’s sub-investment advisers (the “Sub-Advisers”).

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 400 million shares of $.001 par value Common Stock. The fund currently has authorized two classes of shares: Class K and Service. Class K shares (300 million shares authorized) and Service shares (100 million shares authorized). Class K shares are generally only offered to state-sponsored retirement plans. Service Class shares are generally offered only to holders of Class K who terminate their relationship with state-sponsored retirement plans. Each class of shares has identical rights and privileges, except with respect to the Shareholder Services Plan and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

As of October 31, 2021, MBC Investments Corporation, an indirect subsidiary of BNY Mellon, held 935,314 of Class K shares and all of the outstanding Service 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

31

 

NOTES TO FINANCIAL STATEMENTS (continued)

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.

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.

32

 

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 Company’s Board of Directors (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.

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 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

33

 

NOTES TO FINANCIAL STATEMENTS (continued)

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.

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 October 31, 2021 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:

  

Asset-Backed Securities

-

5,000

 

-

5,000

 

Corporate Bonds

-

1,704,246

 

-

1,704,246

 

Equity Securities - Common Stocks

10,367,223

-

 

-

10,367,223

 

Foreign Governmental

-

114,278

 

-

114,278

 

Investment Companies

1,019,711

-

 

-

1,019,711

 

U.S. Government Agencies Collateralized Municipal-Backed Securities

-

44,567

 

-

44,567

 

U.S. Government Agencies Mortgage-Backed

-

1,711,167

 

-

1,711,167

 

34

 

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)(continued)

  

Investments In Securities:(continued)

  

U.S. Government Agencies Obligations

-

64,291

 

-

64,291

 

U.S. Treasury Securities

-

2,297,135

 

-

2,297,135

 

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

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

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

Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statement of Operations, if applicable. Foreign taxes payable or deferred or those subject to reclaims as of October 31, 2021, 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

35

 

NOTES TO FINANCIAL STATEMENTS (continued)

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

(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 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 investment income-net are normally declared and paid on a monthly basis. 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

36

 

Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

As of and during the period ended October 31, 2021, 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 October 31, 2021, the fund did not incur any interest or penalties.

Each tax year in the four years period ended October 31, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At October 31, 2021, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $199,706, accumulated capital losses $49,596 and unrealized appreciation $3,094,594.

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

The accumulated capital loss carryover is available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to October 31, 2021. If not applied, the fund has $49,596 of long-term capital losses which can be carried forward for an unlimited period.

The tax character of distributions paid to shareholders during the fiscal period ended October 31, 2021 and October 31, 2020 were as follows: ordinary income $270,046 and $215,084, respectively.

(h) New accounting pronouncements: In March 2020, the FASB issued Accounting Standards Update 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”), and in January 2021, the FASB issued Accounting Standards Update 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”), which provides optional, temporary relief

37

 

NOTES TO FINANCIAL STATEMENTS (continued)

with respect to the financial reporting of contracts subject to certain types of modifications due to the planned discontinuation of the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates as of the end of 2021. The temporary relief provided by ASU 2020-04 and ASU 2021-01 is effective for certain reference rate-related contract modifications that occur during the period from March 12, 2020 through December 31, 2022. Management is evaluating the impact of ASU 2020-04 and ASU 2021-01 on the fund’s investments, derivatives, debt and other contracts that will undergo reference rate-related modifications as a result of the reference rate reform. Management is also currently actively working with other financial institutions and counterparties to modify contracts as required by applicable regulation and within the regulatory deadlines.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by The Bank of New York Mellon (the “BNYM Credit Facility”), a subsidiary of BNY Mellon and an affiliate of the Adviser, 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 October 31, 2021, the fund did not borrow under the Facilities.

NOTE 3—Management Fee, Sub-Investment 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 .11% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has contractually agreed, from November 1, 2020 through March 1, 2022, to waive receipt of its fees and/or assume the direct expenses of the fund, so that the direct expenses of neither class (excluding Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed .15% of the value of the fund’s average daily net assets. On or after March 1, 2022, the

38

 

Adviser may terminate this expense limitation at any time. The reduction in expenses, pursuant to the undertaking, amounted to $186,091 during the period ended October 31, 2021.

Pursuant to sub-investment advisory agreements between the Adviser and the respective Sub-Advisers, Newton and Mellon each serve as the fund’s sub-investment adviser responsible for the day-to-day management of a portion of the fund’s portfolio. The Adviser pays each of Newton and Mellon 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-investment advisory agreements with one or more sub-investment 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-investment advisory fee paid by the Adviser to any unaffiliated sub-investment adviser in the aggregate with other unaffiliated sub-investment 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-investment advisory fee payable by the Adviser separately to a sub-investment 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-investment adviser and recommend the hiring, termination, and replacement of any sub-investment adviser to the Board.

(b) Under the Shareholder Services Plan, Service 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. Pursuant to the Plan, 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 October 31, 2021, the fund was charged $3,032 pursuant to the Shareholder Services Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained,

39

 

NOTES TO FINANCIAL STATEMENTS (continued)

which are used to offset transfer agency fees. For financial reporting purposes, the fund includes net earnings credits, if any, as shareholder servicing costs in the Statement of Operations.

The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statement of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended October 31, 2021, the fund was charged $63 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended October 31, 2021, the fund was charged $16,477 pursuant to the custody agreement.

During the period ended October 31, 2021, the fund was charged $14,062 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 from BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees of $1,530, Shareholder Services Plan fees of $266, custodian fees of $3,000, Chief Compliance Officer fees of $4,718 and transfer agency fees of $13, which are offset against an expense reimbursement currently in effect in the amount of $16,114.

(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 (including paydowns) of investment securities, excluding short-term securities and forward contracts, during the period ended October 31, 2021, amounted to

40

 

$13,732,059 and $13,481,281, respectively, of which $4,771,435 in purchases and $4,774,870 in sales were from mortgage dollar roll transactions.

Mortgage Dollar Rolls: A mortgage dollar roll transaction involves a sale by the fund of mortgage related securities that it holds with an agreement by the fund to repurchase similar securities at an agreed upon price and date. The securities purchased will bear the same interest rate as those sold, but generally will be collateralized by pools of mortgages with different prepayment histories than those securities sold. The fund accounts for mortgage dollar rolls as purchases and sales transactions. The fund executes mortgage dollar rolls entirely in the To-Be-Announced (“TBA”) market.

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

Each type of derivative instrument that was held by the fund during the period ended October 31, 2021 is discussed below.

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract decreases between those dates. With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of Operations. The fund is exposed to foreign currency risk as a result of

41

 

NOTES TO FINANCIAL STATEMENTS (continued)

changes in value of underlying financial instruments. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited to the unrealized gain on each open contract. This risk may be mitigated by Master Agreements, if any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. At October 31, 2021 there were no forward contracts outstanding.

The following summarizes the average market value of derivatives outstanding during the period ended October 31, 2021:

   

 

 

Average Market Value ($)

Forward contracts

 

299

At October 31, 2021, the cost of investments for federal income tax purposes was $14,233,007; accordingly, accumulated net unrealized appreciation on investments was $3,094,611, consisting of $3,295,379 gross unrealized appreciation and $200,768 gross unrealized depreciation.

42

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of BNY Mellon Sustainable Balanced Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of BNY Mellon Sustainable Balanced Fund (the “Fund”) (one of the funds constituting BNY Mellon Advantage Funds, Inc.), including the statements of investments and investments in affiliated issuers, as of October 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the three years in the period then ended and the period from November 30, 2017 (commencement of operations) through October 31, 2018 and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting BNY Mellon Advantage Funds, Inc.) at October 31, 2021, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the three years in the period then ended and the period from November 30, 2017 (commencement of operations) through October 31, 2018, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2021, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

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

New York, New York
December 23, 2021

43

 

IMPORTANT TAX INFORMATION (Unaudited)

For federal tax purposes, the fund hereby reports 26.04% of the ordinary dividends paid during the fiscal year ended October 31, 2021 as qualifying for the corporate dividends received deduction. Also certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $146,241 represents the maximum amount that may be considered qualified dividend income. Shareholders will receive notification in early 2022 of the percentage applicable to the preparation of their 2021 income tax returns.

44

 

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, 2020 to December 31, 2020, 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.

45

 

BOARD MEMBERS INFORMATION (Unaudited)

Independent Board Members

Joseph S. DiMartino (78)

Chairman of the Board (1995)

Principal Occupation During Past 5 Years:

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

Other Public Company Board Memberships During Past 5 Years:

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

No. of Portfolios for which Board Member Serves: 98

———————

Peggy C. Davis (78)

Board Member (2006)

Principal Occupation During Past 5 Years:

· Shad Professor of Law, New York University School of Law (1983-Present)

No. of Portfolios for which Board Member Serves: 35

———————

Gina D. France (63)

Board Member (2019)

Principal Occupation During Past 5 Years:

· France Strategic Partners, a strategy and advisory firm serving corporate clients across the United States, Founder, President and Chief Executive Officer (2003-Present)

Other Public Company Board Memberships During Past 5 Years:

· Huntington Bancshares, a bank holding company headquartered in Columbus, Ohio, Director (2016-Present)

· Cedar Fair, L.P., a publicly-traded partnership that owns and operates amusement parks and hotels in the U.S. and Canada, Director (2011-Present)

· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (2015-Present)

· FirstMerit Corporation, a diversified financial services company, Director (2004-2016)

No. of Portfolios for which Board Member Serves: 25

———————

Joan Gulley (74)

Board Member (2017)

Principal Occupation During Past 5 Years:

· Nantucket Atheneum, public library, Chair (2018-June 2021) and Director (2015-June 2021)

· Orchard Island Club, golf and beach club, Governor (2016-Present)

No. of Portfolios for which Board Member Serves: 43

———————

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Robin A. Melvin (58)

Board Member (2012)

Principal Occupation During Past 5 Years:

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

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

· JDRF, a non-profit juvenile diabetes research foundation, Board Member (June 2021-Present)

Other Public Company Board Memberships During Past 5 Years:

· HPS Corporate Lending Fund, a closed-end management investment company regulated as a business development company, Trustee (August 2021-Present)

No. of Portfolios for which Board Member Serves: 76

———————

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

David Feldman, Emeritus Board Member
Ehud Houminer, Emeritus Board Member
Lynn Martin, Emeritus Board Member
Dr. Martin Peretz, Emeritus Board Member
Philip L. Toia, Emeritus Board Member

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OFFICERS OF THE FUND (Unaudited)

DAVID DIPETRILLO, President since January 2021.

Vice President and Director of the Adviser since February 2021; Head of North America Product, BNY Mellon Investment Management since January 2018; Director of Product Strategy, BNY Mellon Investment Management from January 2016 to December 2017. He is an officer of 57 investment companies (comprised of 107 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 43 years old and has been an employee of BNY Mellon since 2005.

JAMES WINDELS, Treasurer since November 2001.

Vice President of the Adviser since September 2020; Director - BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 63 years old and has been an employee of the Adviser since April 1985.

PETER M. SULLIVAN, Chief Legal Officer since July 2021 and Vice President and Assistant Secretary since March 2019.

Chief Legal Officer of the Adviser since July 2021, Associate General Counsel of BNY Mellon since July 2021; Senior Managing Counsel of BNY Mellon from December 2020 to July 2021; Managing Counsel of BNY Mellon from March 2009 to December 2020, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of BNY Mellon since April 2004.

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

Senior Managing Counsel of BNY Mellon since December 2019; Managing Counsel of BNY Mellon from April 2014 to December 2019; Secretary of the Adviser, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of the Adviser since December 1996.

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

Counsel of BNY Mellon since August 2018; Senior Regulatory Specialist at BNY Mellon Investment Management Services from February 2016 to August 2018. She is an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 31 years old and has been an employee of the Adviser since August 2018.

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

Vice President since February 2020 of BNY Mellon ETF Investment Adviser; LLC, Senior Managing Counsel of BNY Mellon since September 2021; Managing Counsel from December 2017 to September 2021; Senior Counsel of BNY Mellon from March 2013 to December 2017. She is an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 46 years old and has been an employee of the Adviser since March 2013.

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

Senior Managing Counsel of BNY Mellon, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 56 years old and has been an employee of the Adviser since October 1990.

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

Counsel of BNY Mellon since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019; Senior Regulatory Specialist at BNY Mellon Investment Management Services from April 2015 to August 2018. She is an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 36 years old and has been an employee of the Adviser since June 2019.

48

 

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

Chief Compliance Officer since August 2021 and Vice President since February 2020 of BNY Mellon ETF Investment Adviser, LLC; Chief Compliance Officer since August 2021 and Vice President and Assistant Secretary since February 2020 of BNY Mellon ETF Trust; Managing Counsel from December 2019 to August 2021 of BNY Mellon; Counsel from May 2016 to December 2019 of BNY Mellon; Assistant Secretary of the Adviser from April 2018 to August 2021. She is an officer of 57 investment companies (comprised of 128 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 36 years old and has been an employee of BNY Mellon since May 2016.

GAVIN C. REILLY, Assistant Treasurer since December 2005.

Tax Manager-BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 53 years old and has been an employee of the Adviser since April 1991.

ROBERT SALVIOLO, Assistant Treasurer since July 2007.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Adviser since June 1989.

ROBERT SVAGNA, Assistant Treasurer since December 2002.

Senior Accounting Manager–BNY Mellon Fund Administration, and an officer of 58 investment companies (comprised of 129 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Adviser since November 1990.

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

Chief Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust since 2004, Chief Compliance Officer of the Adviser from 2004 until June 2021. He is an officer of 57 investment companies (comprised of 120 portfolios) managed by the Adviser. He is 64 years old.

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

Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust. She is an officer of 50 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 53 years old and has been an employee of the Distributor since 1997.

49

 

For More Information

BNY Mellon Sustainable Balanced Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-Advisers

Newton Investment Management Limited

160 Queen Victoria Street

London, EC4V, 4LA, UK

Mellon Investment Corporation

BNY Mellon Center

One Boston Place

Boston, MA 02108

Custodian

The Bank of New York Mellon

240 Greenwich Street

New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.

240 Greenwich Street

New York, NY 10286

Distributor

BNY Mellon Securities Corporation

240 Greenwich Street

New York, NY 10286

  

Ticker Symbols:

Class K: DRAKX       Service: DRASX

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.

  

© 2021 BNY Mellon Securities Corporation
4120AR1021

 

 

 

 

 

 
 

 

Item 2. Code of Ethics.

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

Item 3. Audit Committee Financial Expert.

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

Item 4. Principal Accountant Fees and Services.

 

(a) Audit Fees. The aggregate fees billed for each of the last two fiscal years (the "Reporting Periods") for professional services rendered by the Registrant's principal accountant (the "Auditor") for the audit of the Registrant's annual financial statements or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Periods, were $200,487 in 2020 and $200,486 in 2021.

 

(b) Audit-Related Fees. The aggregate fees billed in the Reporting Periods for assurance and related services by the Auditor that are reasonably related to the performance of the audit of the Registrant's financial statements and are not reported under paragraph (a) of this Item 4 were $36,149 in 2020 and $62,212 in 2021. These services consisted of one or more of the following: (i) agreed upon procedures related to compliance with Internal Revenue Code section 817(h), (ii) security counts required by Rule 17f-2 under the Investment Company Act of 1940, as amended, (iii) advisory services as to the accounting or disclosure treatment of Registrant transactions or events and (iv) advisory services to the accounting or disclosure treatment of the actual or potential impact to the Registrant of final or proposed rules, standards or interpretations by the Securities and Exchange Commission, the Financial Accounting Standards Boards or other regulatory or standard-setting bodies.

 

The aggregate fees billed in the Reporting Periods for non-audit assurance and related services by the Auditor to the Registrant's investment adviser (not including any sub-investment adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant ("Service Affiliates"), that were reasonably related to the performance of the annual audit of the Service Affiliate, which required pre-approval by the Audit Committee were $0 in 2020 and $0 in 2021.

 

(c) Tax Fees. The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice, and tax planning ("Tax Services") were $14,789 in 2020 and $19,008 in 2021. These services consisted of: (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments; (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held, and (iv) determination of Passive Foreign Investment Companies. The aggregate fees billed in the Reporting Periods for Tax Services by the Auditor to Service Affiliates, which required pre-approval by the Audit Committee were $0 in 2020 and $10,960 in 2021.

 

 
 

(d) All Other Fees. The aggregate fees billed in the Reporting Periods for products and services provided by the Auditor, other than the services reported in paragraphs (a) through (c) of this Item, were $0 in 2020 and $857 in 2021. These services consisted of a review of the Registrant's anti-money laundering program.

 

The aggregate fees billed in the Reporting Periods for Non-Audit Services by the Auditor to Service Affiliates, other than the services reported in paragraphs (b) through (c) of this Item, which required pre-approval by the Audit Committee, were $0 in 2020 and $0 in 2021.

 

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

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

 

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

Non-Audit Fees. The aggregate non-audit fees billed by the Auditor for services rendered to the Registrant, and rendered to Service Affiliates, for the Reporting Periods were $1,174,149 in 2020 and $2,476,929 in 2021.

 

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

 

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) Not applicable.

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

Not applicable.

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

Not applicable.

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

Not applicable.

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

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

Item 11.Controls and Procedures.

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

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

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

Not applicable.

Item 13.Exhibits.

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

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

(a)(3) Not applicable.

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

 
 

SIGNATURES

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

BNY Mellon Advantage Funds, Inc.

By: /s/ David DiPetrillo

          David DiPetrillo

          President (Principal Executive Officer)

 

Date: December 28, 2021

 

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

 

By: /s/ David DiPetrillo

          David DiPetrillo

          President (Principal Executive Officer)

 

Date: December 28, 2021

 

By: /s/ James Windels

           James Windels

          Treasurer (Principal Financial Officer)

 

Date: December 27, 2021

 

 

 
 

 

EXHIBIT INDEX

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

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

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