UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the Quarterly Period Ended June 30, 2023

or

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

Commission File Number 001-35651

THE BANK OF NEW YORK MELLON CORPORATION

(Exact name of registrant as specified in its charter)

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

240 Greenwich Street

New York, New York 10286

(Address of principal executive offices) (Zip Code)

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

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	BK	New York Stock Exchange
6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities of Mellon Capital IV	BK/P	New York Stock Exchange
(fully and unconditionally guaranteed by The Bank of New York Mellon Corporation)

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

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

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

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

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

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

As of June 30, 2023, 778,782,468 shares of the registrant’s common stock, $0.01 par value per share, were outstanding.

THE BANK OF NEW YORK MELLON CORPORATION

Second Quarter 2023 Form 10-Q

Table of Contents 

	Page
Consolidated Financial Highlights (unaudited)	2
Part I – Financial Information
Items 2. and 3. Management’s Discussion and Analysis of Financial Condition and Results of Operations; Quantitative and Qualitative Disclosures about Market Risk:
General	4
Overview	4
Key second quarter 2023 and subsequent events	4
Highlights of second quarter 2023 results	4
Fee and other revenue	6
Net interest revenue	9
Noninterest expense	12
Income taxes	12
Review of business segments	13
Critical accounting estimates	21
Consolidated balance sheet review	22
Liquidity and dividends	31
Capital	35
Trading activities and risk management	39
Asset/liability management	41
Supplemental information – Explanation of GAAP and Non-GAAP financial measures	43
Recent accounting and regulatory developments	46
Website information	48
Item 1. Financial Statements:
Consolidated Income Statement (unaudited)	49
Consolidated Comprehensive Income Statement (unaudited)	51
Consolidated Balance Sheet (unaudited)	52
Consolidated Statement of Cash Flows (unaudited)	53
Consolidated Statement of Changes in Equity (unaudited)	54

	Page
Notes to Consolidated Financial Statements:
Note 1—Basis of presentation	57
Note 2—New accounting guidance	57
Note 3—Acquisitions and dispositions	58
Note 4—Securities	58
Note 5—Loans and asset quality	63
Note 6—Goodwill and intangible assets	69
Note 7—Other assets	71
Note 8—Contract revenue	72
Note 9—Net interest revenue	74
Note 10—Employee benefit plans	75
Note 11—Income taxes	75
Note 12—Variable interest entities	75
Note 13—Preferred stock	76
Note 14—Other comprehensive income (loss)	77
Note 15—Fair value measurement	78
Note 16—Fair value option	83
Note 17—Derivative instruments	83
Note 18—Commitments and contingent liabilities	90
Note 19—Business segments	96
Note 20—Supplemental information to the Consolidated Statement of Cash Flows	99
Item 4. Controls and Procedures	100
Forward-looking Statements	101
Part II – Other Information
Item 1. Legal Proceedings.	103
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.	103
Item 5. Other Information.	103
Item 6. Exhibits.	103
Index to Exhibits	104
Signature	106

The Bank of New York Mellon Corporation (and its subsidiaries)

Consolidated Financial Highlights (unaudited)

	Quarter ended									Year-to-date
(dollars in millions, except per share amounts and unless otherwise noted)	June 30, 2023			March 31, 2023			June 30, 2022			June 30, 2023			June 30, 2022
Results applicable to common shareholders of The Bank of New York Mellon Corporation:
Net income	$	1,031		$	905		$	835		$	1,936		$	1,534
Basic earnings per share	$	1.31		$	1.13		$	1.03		$	2.43		$	1.89
Diluted earnings per share	$	1.30		$	1.12		$	1.03		$	2.42		$	1.88
Fee and other revenue	$	3,354		$	3,235		$	3,430		$	6,589		$	6,658
Net interest revenue	1,100			1,128			824			2,228			1,522
Total revenue	$	4,454		$	4,363		$	4,254		$	8,817		$	8,180
Return on common equity (annualized)	11.6		%	10.3		%	9.3		%	10.9		%	8.4		%
Return on tangible common equity (annualized) – Non-GAAP (a)	22.6		%	20.2		%	19.2		%	21.4		%	17.2		%
Fee revenue as a percentage of total revenue	73		%	72		%	78		%	73		%	79		%
Non-U.S. revenue as a percentage of total revenue	37		%	35		%	36		%	36		%	35		%
Pre-tax operating margin	30		%	28		%	26		%	29		%	25		%
Net interest margin	1.20		%	1.29		%	0.89		%	1.25		%	0.82		%
Net interest margin on a fully taxable equivalent (“FTE”) basis – Non-GAAP (b)	1.20		%	1.29		%	0.89		%	1.25		%	0.83		%
Assets under custody and/or administration (“AUC/A”) at period end (in trillions) (c)	$	46.9		$	46.6		$	43.0		$	46.9		$	43.0
Assets under management (“AUM”) at period end (in billions) (d)	$	1,906		$	1,908		$	1,937		$	1,906		$	1,937
Average common shares and equivalents outstanding (in thousands):
Basic	787,718			803,340			810,903			795,512			810,233
Diluted	790,725			807,718			813,590			799,157			813,894
Selected average balances:
Interest-earning assets	$	362,049		$	348,378		$	370,782		$	355,251