Material Modification (Entry/Termination)

Analyst Summary

The Bank of New York Mellon Corporation issued Series K Noncumulative Perpetual Preferred Stock on March 14, 2025.
Issuance of the Series K Preferred Stock places certain restrictions on the Registrant’s ability to declare or pay dividends on, or purchase, redeem or otherwise acquire, shares of its common stock or any shares of the Registrant that rank junior to the Series K Preferred Stock if dividends are not declared and paid on the Series K Preferred Stock for the last preceding dividend period.
On March 13, 2025, the Registrant filed a Certificate of Designations with the Secretary of State of the State of Delaware to establish the preferences, limitations and relative rights of the Series K Preferred Stock.
On March 7, 2025, the Registrant entered into an underwriting agreement with several underwriters relating to the public offering of 20,000,000 depositary shares, each representing a 1/4,000th interest in a share of the Series K Preferred Stock.