Bank of New York Mellon (BNY) 10-K risk factor changes: FY2025 vs FY2024

The information required by this Item is set forth in the MD&A and Notes [removed: 3, 6, 12, 14, 19, 22] [added: 5, 11, 13, 18, 21] and [removed: 23] [added: 22] of the Notes to Consolidated Financial Statements in the Annual Report, which portions are incorporated herein by reference.

The information required by this Item is set forth in the “Trading activities and risk management,” “Asset/liability management” and “Risk Management” sections in the MD&A in the Annual Report and “Derivative financial instruments” under Note 1 and Notes [removed: 20] [added: 19] and [removed: 23] [added: 22] of the Notes to Consolidated Financial Statements in the Annual Report, which portions are incorporated herein by reference.

The Bank of New York Mellon Corporation, a Delaware corporation (NYSE symbol: BK), is a global [added: financial services platforms] company headquartered in New York, New York, with [removed: $52.1] [added: $59.3] trillion in assets under custody and/or administration and [removed: $2.0] [added: $2.2] trillion in assets under management as of Dec.

We also have an Other segment, which includes the [removed: leasing portfolio,] corporate treasury activities (including our securities portfolio), [removed: derivatives] [added: tax credit investments] and other [removed: trading activity,] corporate [added: investments, corporate] and bank-owned life insurance, [removed: tax credit investments] [added: derivatives] and other [removed: corporate investments] [added: trading activity,] and certain business exits.

For a further discussion of BNY’s lines of business, products and services, see the “Overview,” “Summary of financial highlights,” “Fee and other revenue,” “Review of business segments” and “International operations” sections in the MD&A section in the Annual Report and Notes [removed: 24] [added: 23] and [removed: 25] [added: 24] of the Notes to Consolidated Financial Statements in the Annual Report, of which portions are incorporated herein by reference.

- The Bank of New York Mellon, a New York state-chartered bank, which houses our Securities Services businesses, including Asset Servicing and Issuer Services and certain Market and Wealth Services businesses, including [removed: Treasury Services] [added: Payments] and [added: Trade and] Clearance and Collateral Management, as well as the bank-advised business of Investment Management; and

In [removed: 2024,] [added: 2025,] The Bank of New York Mellon Corporation again provided eligible employees an award of 10 restricted stock units [removed: (“RSUs”)] or “BK [removed: Shares”.][added: Shares.” BK Shares is an equity grant that allows eligible employees to become equity owners, or increase their equity holdings in the Company, and share in the Company’s success.]

*Employee [removed: Wellbeing, Health and Safety*][added: Wellbeing*]

We endeavor to promote a collaborative and effective workplace for our people, while continuing to [removed: embrace the concept of flexibility and enhancing] [added: enhance] our culture and commercial impact.

31, [removed: 2024,] [added: 2025,] BNY and its subsidiaries had approximately [removed: 51,800] [added: 48,100] full-time employees.

We pride ourselves on providing dedicated service through our multilingual sales, marketing and client [added: service teams.]

31, [removed: 2024,] [added: 2025,] approximately 60% of our total employees (full-time and part-time employees) were based outside the U.S., with approximately [removed: 10,900] [added: 10,100] employees in Europe, the Middle East and Africa (“EMEA”), approximately [removed: 18,900] [added: 18,000] employees in the Asia-Pacific region (“APAC”) and approximately [removed: 800] [added: 700] employees in other global locations, primarily Brazil.

Our ability to continue to compete effectively also depends in large part on our ability to attract new employees, [added: and to] retain, develop and motivate our existing [removed: employees, amid heightened regulatory restrictions and an inflationary or uncertain][added: employees.]

[removed: For additional discussion regarding competition, see “MD&A – Risk Factors – Operational Risk – Our business may be adversely affected if we are unable] to attract, retain, develop and motivate employees” and “MD&A – Risk Factors – Strategic Risk – We are subject to competition in all aspects of our business, which could negatively affect our ability to maintain or increase our profitability” in the Annual Report, which are incorporated herein by reference.

31, 2025.

31, 2025.

*Thrive Together*

Our culture is an important part of what makes BNY successful.

We want the best people to work here, and to contribute to our success, regardless of their background.

Creating an environment where everyone belongs is essential – that’s how we succeed.

In 2025 we built out our AI training offerings so all employees can develop this important

future skill and contribute to our “AI everywhere for everyone” philosophy.

We engage with employees to encourage innovation, show appreciation for their contributions through several recognition award programs and our annual discretionary incentive compensation process.

We gather feedback on how we can build a more rewarding, inclusive workplace through our quarterly all-employee survey.

We recognize that employees seek a supportive and safe workplace, and we continually evaluate our employee engagement and wellbeing programs in an effort to meet those expectations.

We elevate the employee experience with workspaces and facilities, that enhance everyday wellbeing with thoughtful amenities, and bring people together through hospitality programs to spark connection and collaboration.

For additional discussion regarding competition, see “MD&A – Risk Factors – Operational Risk – Our business may be adversely affected if we are unable

31, 2024.

*Belonging*

Belonging is integral to who we are as a company, what our people experience as members of our global team, and how we serve all of our stakeholders.

Our strategy is not separate, it includes all of our employees and is embedded in the way we do business, our operating model, talent experience and client value proposition.

At the end of 2024, women represented 40% of BNY’s global workforce and 43% of BNY’s U.S. workforce.

Further, 39% of BNY’s U.S. workforce were from U.S. underrepresented ethnic and/or racial backgrounds.

At the end of 2024, 43% of BNY’s Executive Committee were women and 26% of BNY’s Executive Committee were from underrepresented ethnic and/or racial backgrounds.

At the end of 2024, 45% of our Board of Directors were women and 27% of our Board of Directors was composed of individuals from underrepresented ethnic and/or racial backgrounds.

At Dec.

31, 2024, we had approximately 41,500 participants in our 401(k) plan, including former employees.

In addition, our frozen U.S. defined benefit pension plan

covered approximately 6,400 U.S. participants, and our non-U.S. defined benefit plans (some frozen) covered approximately 18,400 non-U.S. participants.

BK Shares is an equity grant that allows for eligible employees to become equity owners, or increase their equity holdings in the Company, and share in the Company’s success.

We engage with employees to encourage innovation, show appreciation for their contributions, and gather feedback on how we can build a more rewarding, inclusive workplace.

For example, we regularly gather feedback through an all-employee survey.

Further, we work to ensure the safety of our employees and clients in all of our facilities.

service teams.

interest rate environment.

The information required by this Item is set forth in the “Legal proceedings” section in Note [removed: 22] [added: 21] of the Notes to Consolidated Financial Statements in the Annual Report, which portion is incorporated herein by reference.

For the Fiscal Year Ended December 31, [removed: 2024][added: 2025]

Yes [removed: ☐ No] ☒ [added: No ☐]

As of June 30, [removed: 2024,] [added: 2025,] the aggregate market value of the registrant’s common stock, $0.01 par value per share, held by non-affiliates of the registrant was [removed: $44,178,538,132.][added: $64,230,991,381.]

As of January 31, [removed: 2025, 716,320,652] [added: 2026, 686,907,398] shares of the registrant’s common stock, $0.01 par value per share, were outstanding.

The Bank of New York Mellon Corporation [removed: 2025] [added: 2026] Proxy Statement – Part III

The Bank of New York Mellon Corporation [removed: 2024] [added: 2025] Annual Report to Shareholders – Parts I, II and IV

This Form 10-K filed by The Bank of New York Mellon Corporation (“BNY” or the “Company”) with the Securities and Exchange Commission (the “SEC”) contains the Exhibits listed on the Index to Exhibits beginning on page 14, including those portions of BNY’s [removed: 2024] [added: 2025] Annual Report to Shareholders (the “Annual Report”) which are incorporated herein by reference.

The Annual Report and BNY’s Proxy Statement for its [removed: 2025] [added: 2026] Annual Meeting (the “Proxy”) will be available on our website at www.bny.com.

These include statements about the usefulness of Non-GAAP measures, the future results of BNY, our businesses, financial, liquidity and capital condition, results of operations, capital plans including dividends and repurchases, liquidity, risk and capital management and processes, human capital management (including related ambitions, objectives, aims and goals), strategic priorities and initiatives, [added: innovation in products and services, artificial intelligence,] acquisitions, related integration and divestiture activity, transition to a platforms operating model, efficiency savings, estimates (including those regarding expenses, interest rate and net interest income sensitivities, losses inherent in our credit portfolios and capital ratios), intentions (including those regarding our capital returns and expenses, including our investments in technology and pension expense), outlook (including those regarding our performance results, [removed: fee] revenue, [removed: net interest income,] expenses, impacts of currency fluctuations, [added: operating leverage, pre-tax margin,] capital ratios and effective tax rate) and expectations (including those regarding products, nonperforming assets, legal proceedings and other contingencies, impacts of trends on our businesses, regulatory, technology, market, economic or accounting developments and the impacts of such developments on our businesses).

These forward-looking statements, and other forward-looking statements contained in other public disclosures of BNY (including those incorporated [removed: into this Form 10-K), are not guarantees of future results or occurrences, are inherently uncertain and]

[added: into this Form 10-K),] are [added: not guarantees of future results or occurrences, are inherently uncertain and are] based upon current beliefs and expectations of future events, many of which are, by their nature, difficult to predict, outside of our control and subject to change.

- our risk management framework, policies and processes may not be effective in identifying or mitigating risk and reducing the potential for losses and any inadequacy or lapse in our risk management framework, policies and processes could expose us to unexpected losses that could materially adversely affect our results of operations [removed: or] [added: and] financial condition;

- a cybersecurity [removed: incident,] [added: incident directed at us] or a [removed: failure in our computer systems, networks and information, or those of] third [removed: parties,] [added: party] could result in the theft, [added: loss,] disclosure, use or alteration of information, unauthorized [removed: access to] or loss of [added: access to] information, or system or network failures.

Any such incident [removed: or failure] could adversely impact our ability to conduct our businesses, damage our reputation and cause losses;

- the development and use of artificial intelligence present risks and challenges that may [added: materially] adversely impact our business;

- the Parent is a non-operating holding company and, as a result, is dependent on dividends from its subsidiaries and extensions of credit from [removed: its] [added: the] IHC to meet its obligations, including with respect to its securities, and to provide funds for share repurchases, payment of income taxes and payment of dividends to its stockholders;

- impacts from geopolitical events, acts of terrorism, war, [added: extreme weather and other] natural disasters, [removed: the physical effects of climate change,] pandemics and other similar events may have a negative impact on our business and operations;

- [removed: sustainability concerns, including a focus on climate change] [added: differing expectations for sustainability-related initiatives across client segments] and [removed: diversity,] [added: local markets] could adversely affect our business, affect client activity levels, subject us to additional regulatory requirements and damage our reputation;

| Item 1. | | | Business | | | [removed: [5](#if081efb06478462da09aec1b3f641b2c_19)] [added: [5](#i304e87d2a0e64f0b94c9fd96e062ce6d_19)] | | |

| [Item [removed: 1A.](#if081efb06478462da09aec1b3f641b2c_31)] [added: 1A.](#i304e87d2a0e64f0b94c9fd96e062ce6d_31)] | | | [Risk [removed: factors](#if081efb06478462da09aec1b3f641b2c_31)] [added: factors](#i304e87d2a0e64f0b94c9fd96e062ce6d_31)] | | | [removed: [7](#if081efb06478462da09aec1b3f641b2c_31)] [added: [7](#i304e87d2a0e64f0b94c9fd96e062ce6d_31)] | | |

| [Item [removed: 1B.](#if081efb06478462da09aec1b3f641b2c_34)] [added: 1B.](#i304e87d2a0e64f0b94c9fd96e062ce6d_34)] | | | [Unresolved staff [removed: comments](#if081efb06478462da09aec1b3f641b2c_34)] [added: comments](#i304e87d2a0e64f0b94c9fd96e062ce6d_34)] | | | [removed: [7](#if081efb06478462da09aec1b3f641b2c_34)] [added: [7](#i304e87d2a0e64f0b94c9fd96e062ce6d_34)] | | |

| Item 1C. | | | Cybersecurity | | | [removed: [7](#if081efb06478462da09aec1b3f641b2c_37)] [added: [7](#i304e87d2a0e64f0b94c9fd96e062ce6d_37)] | | |

| [Item [removed: 2.](#if081efb06478462da09aec1b3f641b2c_40)] [added: 2.](#i304e87d2a0e64f0b94c9fd96e062ce6d_40)] | | | [removed: [Properties](#if081efb06478462da09aec1b3f641b2c_40)] [added: [Properties](#i304e87d2a0e64f0b94c9fd96e062ce6d_40)] | | | [removed: [7](#if081efb06478462da09aec1b3f641b2c_40)] [added: [7](#i304e87d2a0e64f0b94c9fd96e062ce6d_40)] | | |

| [Item [removed: 3.](#if081efb06478462da09aec1b3f641b2c_43)] [added: 3.](#i304e87d2a0e64f0b94c9fd96e062ce6d_43)] | | | [Legal [removed: proceedings](#if081efb06478462da09aec1b3f641b2c_43)] [added: proceedings](#i304e87d2a0e64f0b94c9fd96e062ce6d_43)] | | | [removed: [8](#if081efb06478462da09aec1b3f641b2c_43)] [added: [8](#i304e87d2a0e64f0b94c9fd96e062ce6d_43)] | | |

| [Item [removed: 4.](#if081efb06478462da09aec1b3f641b2c_46)] [added: 4.](#i304e87d2a0e64f0b94c9fd96e062ce6d_46)] | | | [Mine safety [removed: disclosures](#if081efb06478462da09aec1b3f641b2c_46)] [added: disclosures](#i304e87d2a0e64f0b94c9fd96e062ce6d_46)] | | | [removed: [8](#if081efb06478462da09aec1b3f641b2c_46)] [added: [8](#i304e87d2a0e64f0b94c9fd96e062ce6d_46)] | | |

| [Item [removed: 5.](#if081efb06478462da09aec1b3f641b2c_52)] [added: 5.](#i304e87d2a0e64f0b94c9fd96e062ce6d_52)] | | | [Market for registrant’s common equity, related stockholder matters and issuer purchases of equity [removed: securities](#if081efb06478462da09aec1b3f641b2c_52)] [added: securities](#i304e87d2a0e64f0b94c9fd96e062ce6d_52)] | | | [removed: [9](#if081efb06478462da09aec1b3f641b2c_52)] [added: [9](#i304e87d2a0e64f0b94c9fd96e062ce6d_52)] | | |

| [Item [removed: 6.](#if081efb06478462da09aec1b3f641b2c_55)] [added: 6.](#i304e87d2a0e64f0b94c9fd96e062ce6d_55)] | | | [removed: [\[Reserved\]](#if081efb06478462da09aec1b3f641b2c_55)] [added: [\[Reserved\]](#i304e87d2a0e64f0b94c9fd96e062ce6d_55)] | | | [removed: [9](#if081efb06478462da09aec1b3f641b2c_55)] [added: [9](#i304e87d2a0e64f0b94c9fd96e062ce6d_55)] | | |

| [Item [removed: 7.](#if081efb06478462da09aec1b3f641b2c_58)] [added: 7.](#i304e87d2a0e64f0b94c9fd96e062ce6d_58)] | | | [Management’s discussion and analysis of financial condition and results of [removed: operations](#if081efb06478462da09aec1b3f641b2c_58)] [added: operations](#i304e87d2a0e64f0b94c9fd96e062ce6d_58)] | | | [removed: [9](#if081efb06478462da09aec1b3f641b2c_58)] [added: [9](#i304e87d2a0e64f0b94c9fd96e062ce6d_58)] | | |

| [Item [removed: 7A.](#if081efb06478462da09aec1b3f641b2c_61)] [added: 7A.](#i304e87d2a0e64f0b94c9fd96e062ce6d_61)] | | | [Quantitative and qualitative disclosures about market [removed: risk](#if081efb06478462da09aec1b3f641b2c_61)] [added: risk](#i304e87d2a0e64f0b94c9fd96e062ce6d_61)] | | | [removed: [9](#if081efb06478462da09aec1b3f641b2c_61)] [added: [9](#i304e87d2a0e64f0b94c9fd96e062ce6d_61)] | | |

| [Item [removed: 8.](#if081efb06478462da09aec1b3f641b2c_64)] [added: 8.](#i304e87d2a0e64f0b94c9fd96e062ce6d_64)] | | | [Financial statements and supplementary [removed: data](#if081efb06478462da09aec1b3f641b2c_64)] [added: data](#i304e87d2a0e64f0b94c9fd96e062ce6d_64)] | | | [removed: [9](#if081efb06478462da09aec1b3f641b2c_64)] [added: [9](#i304e87d2a0e64f0b94c9fd96e062ce6d_64)] | | |

| [Item [removed: 9.](#if081efb06478462da09aec1b3f641b2c_67)] [added: 9.](#i304e87d2a0e64f0b94c9fd96e062ce6d_67)] | | | [Changes in and disagreements with accountants on accounting and financial [removed: disclosure](#if081efb06478462da09aec1b3f641b2c_67)] [added: disclosure](#i304e87d2a0e64f0b94c9fd96e062ce6d_67)] | | | [removed: [9](#if081efb06478462da09aec1b3f641b2c_67)] [added: [9](#i304e87d2a0e64f0b94c9fd96e062ce6d_67)] | | |

| [Item [removed: 9A.](#if081efb06478462da09aec1b3f641b2c_70)] [added: 9A.](#i304e87d2a0e64f0b94c9fd96e062ce6d_70)] | | | [Controls and [removed: procedures](#if081efb06478462da09aec1b3f641b2c_70)] [added: procedures](#i304e87d2a0e64f0b94c9fd96e062ce6d_70)] | | | [removed: [9](#if081efb06478462da09aec1b3f641b2c_70)] [added: [9](#i304e87d2a0e64f0b94c9fd96e062ce6d_70)] | | |

| [Item [removed: 9B.](#if081efb06478462da09aec1b3f641b2c_73)] [added: 9B.](#i304e87d2a0e64f0b94c9fd96e062ce6d_73)] | | | [Other [removed: information](#if081efb06478462da09aec1b3f641b2c_73)] [added: information](#i304e87d2a0e64f0b94c9fd96e062ce6d_73)] | | | [removed: [10](#if081efb06478462da09aec1b3f641b2c_73)] [added: [10](#i304e87d2a0e64f0b94c9fd96e062ce6d_73)] | | |

| [Item [removed: 9C.](#if081efb06478462da09aec1b3f641b2c_76)] [added: 9C.](#i304e87d2a0e64f0b94c9fd96e062ce6d_76)] | | | [Disclosure regarding foreign jurisdictions that prevent [removed: inspections](#if081efb06478462da09aec1b3f641b2c_76)] [added: inspections](#i304e87d2a0e64f0b94c9fd96e062ce6d_76)] | | | [removed: [10](#if081efb06478462da09aec1b3f641b2c_76)] [added: [10](#i304e87d2a0e64f0b94c9fd96e062ce6d_76)] | | |

| [Item [removed: 10.](#if081efb06478462da09aec1b3f641b2c_82)] [added: 10.](#i304e87d2a0e64f0b94c9fd96e062ce6d_82)] | | | [Directors, executive officers and corporate [removed: governance](#if081efb06478462da09aec1b3f641b2c_82)] [added: governance](#i304e87d2a0e64f0b94c9fd96e062ce6d_82)] | | | [removed: [11](#if081efb06478462da09aec1b3f641b2c_82)] [added: [11](#i304e87d2a0e64f0b94c9fd96e062ce6d_82)] | | |

| [Item [removed: 11.](#if081efb06478462da09aec1b3f641b2c_85)] [added: 11.](#i304e87d2a0e64f0b94c9fd96e062ce6d_85)] | | | [Executive [removed: compensation](#if081efb06478462da09aec1b3f641b2c_85)] [added: compensation](#i304e87d2a0e64f0b94c9fd96e062ce6d_85)] | | | [removed: [12](#if081efb06478462da09aec1b3f641b2c_85)] [added: [12](#i304e87d2a0e64f0b94c9fd96e062ce6d_85)] | | |

| [Item [removed: 12.](#if081efb06478462da09aec1b3f641b2c_88)] [added: 12.](#i304e87d2a0e64f0b94c9fd96e062ce6d_88)] | | | [Security ownership of certain beneficial owners and management and related stockholder [removed: matters](#if081efb06478462da09aec1b3f641b2c_88)] [added: matters](#i304e87d2a0e64f0b94c9fd96e062ce6d_88)] | | | [removed: [12](#if081efb06478462da09aec1b3f641b2c_88)] [added: [12](#i304e87d2a0e64f0b94c9fd96e062ce6d_88)] | | |

| [Item [removed: 13.](#if081efb06478462da09aec1b3f641b2c_91)] [added: 13.](#i304e87d2a0e64f0b94c9fd96e062ce6d_91)] | | | [Certain relationships and related transactions, and director [removed: independence](#if081efb06478462da09aec1b3f641b2c_91)] [added: independence](#i304e87d2a0e64f0b94c9fd96e062ce6d_91)] | | | [removed: [12](#if081efb06478462da09aec1b3f641b2c_91)] [added: [12](#i304e87d2a0e64f0b94c9fd96e062ce6d_91)] | | |

| [Item [removed: 14.](#if081efb06478462da09aec1b3f641b2c_94)] [added: 14.](#i304e87d2a0e64f0b94c9fd96e062ce6d_94)] | | | [Principal accountant fees and [removed: services](#if081efb06478462da09aec1b3f641b2c_94)] [added: services](#i304e87d2a0e64f0b94c9fd96e062ce6d_94)] | | | [removed: [12](#if081efb06478462da09aec1b3f641b2c_94)] [added: [12](#i304e87d2a0e64f0b94c9fd96e062ce6d_94)] | | |

| [Item [removed: 15.](#if081efb06478462da09aec1b3f641b2c_100)] [added: 15.](#i304e87d2a0e64f0b94c9fd96e062ce6d_100)] | | | [Exhibits and financial statement [removed: schedules](#if081efb06478462da09aec1b3f641b2c_100)] [added: schedules](#i304e87d2a0e64f0b94c9fd96e062ce6d_100)] | | | [removed: [13](#if081efb06478462da09aec1b3f641b2c_100)] [added: [13](#i304e87d2a0e64f0b94c9fd96e062ce6d_100)] | | |

| Depositary Shares, each representing a 1/4,000th interest in a share of Series K Noncumulative | | | BK PRK | | | New York Stock Exchange | | |

| Perpetual Preferred Stock | | | | | | | | |

In the EMEA region, we have offices that total approximately 1.1 million square feet of leased and owned space, and we have [removed: 1.8] [added: 1.6] million square feet of leased space in the APAC region.

In the preceding paragraphs, square footage figures do not include [added: excess space that has been vacated and/or subleased to third parties.]

excess space that has been vacated and/or subleased to third parties.

31, [removed: 2025,] [added: 2026,] there were [removed: 19,981] [added: 18,530] holders of record of our common stock.

Additional information about our common stock, including additional information about share repurchases and existing Board of Directors authorizations with respect to purchases by us of our common stock and other equity securities is provided in the “Capital – Issuer purchases of equity securities” section in the MD&A in the Annual Report and Note [removed: 15] [added: 14] of the Notes to Consolidated Financial Statements in the Annual Report, which portions are incorporated herein by reference.

31, [removed: 2024,] [added: 2025,] an evaluation was carried out under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures as defined in Rule 13a-15(e) of the Exchange Act.

There have not been any changes in our internal control over financial reporting as defined in Rule 13a-15(f) of the Exchange Act during the fourth quarter of [removed: 2024] [added: 2025] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

See “Report of Management on Internal Control Over Financial Reporting” and “Report of Independent Registered Public Accounting Firm” on pages [removed: 124] [added: 118] and [removed: 125] [added: 119] of the Annual Report, each of which is incorporated herein by reference.

(a) On Feb.

23, 2026, the Human Resources and Compensation Committee of the Board of Directors of the Company approved the 2026 Executive Incentive Compensation Plan (the “2026 EICP”) and amended and restated the Executive Severance Plan (the “ESP”).

The 2026 EICP applies to annual incentive awards for executives selected by the Committee (as defined in the 2026 EICP), including the Company’s named executive officers, beginning with the 2026 plan year.

The Committee has sole discretion to determine whether to grant an incentive award, its amount and form of payment, except that the 2026 EICP provides for a minimum incentive award on a Change in Control (as defined in the 2026 EICP).

The 2026

EICP continues to include the Company’s forfeiture and recovery provisions.

On adoption of the 2026 EICP, the Board of Directors terminated the 2019 Executive Incentive Compensation Plan.

The ESP was amended to align with the 2026 EICP and maintains the same severance formulas.

The foregoing summaries of the 2026 EICP and the amendments to the ESP are qualified in their entirety by reference to the 2026 EICP and the ESP, which are filed herewith as Exhibit 10.31 and Exhibit 10.32 and incorporated herein by reference.

Effective Feb.

23, 2026, Alejandro Perez was appointed to the position of Chief Operating Officer.

Mr. Perez, age 54, has served as Chief Administrative Officer of the Company since 2023.

From 2021 to 2023, Mr. Perez served as chief operating officer for global market infrastructure at BNY.

The [added: Directors’] Code of Conduct is posted on our website at [removed: https://www.bny.com/content/dam/bnymellon/documents/pdf/csr/employee-code-of-conduct.pdf.][added: https://www.bny.com/assets/corporate/documents/]

The [removed: Directors’] Code of Conduct is posted on our website at [removed: https://www.bny.com/content/dam/][added: https://www.bny.com/corporate/global/en/investor-relations/employee-code-of-conduct.html.]

[removed: bnymellon/documents/pdf/investor-relations/directors-code-of-conduct.pdf.][added: pdf/investor-relations/directors-code-of-conduct.pdf.]

| Shannon Hobbs | | | [removed: 54] [added: 55] | | | Ms. Hobbs has served as Senior Executive Vice President and Chief People Officer of BNY since June 2024. Ms. Hobbs served as Chief People Officer at GEICO from March 2022 to May 2024; as Chief Human Resources Officer at American Century Investments from October 2020 to March 2022; and as Head of Talent at JPMorgan Chase from September 2009 to October 2020. | | |

| Jayee Koffey | | | [removed: 44] [added: 45] | | | Ms. Koffey has served as Senior Executive Vice President, [added: Chief] Global [added: Affairs Officer of BNY since January 2026. She served as Chief Enablement and Global Affairs Officer from April 2025 to January 2026, as Global] Head of Enterprise Execution and Chief Corporate Affairs Officer [removed: at BNY since] [added: from] February [removed: 2023. She served] [added: 2023 to April 2025, and] as Head of the Executive Office and Company Chief of Staff from August 2022 to February 2023. Previously, from 2011 to July 2022, Ms. Koffey worked at The Goldman Sachs Group, Inc., most recently as Chief Enterprise Risk Officer. | | |

| Kurtis R. Kurimsky | | | [removed: 51] [added: 52] | | | Mr. Kurimsky has served as Vice President and Controller of BNY since July 2015. | | |

| J. Kevin McCarthy | | | [removed: 60] [added: 61] | | | Mr. McCarthy has served as Senior Executive Vice President and General Counsel of BNY since April 2014. | | |

| Dermot McDonogh | | | [removed: 59] [added: 60] | | | Mr. McDonogh has served as Senior Executive Vice President since October 2022 and as Chief Financial Officer of BNY since February 2023. From 2015 to July 2022, Mr. McDonogh served as the Chief Operating Officer of the Europe, Middle East, and Africa region for Goldman Sachs International and as the Chief Executive Officer of Goldman Sachs International Bank. | | |

| Jose Minaya | | | [removed: 53] [added: 54] | | | Mr. Minaya has served as BNY’s Global Head of BNY Investments and Wealth since September 2024. Previously, Mr. Minaya served as Chief Executive Officer of Nuveen, which he joined in 2017. | | |

| Robin Vince | | | [removed: 53] [added: 54] | | | Mr. Vince has served as [added: Chairman of BNY’s Board of Directors since September 2025 and as] President and Chief Executive Officer of BNY since September [removed: 2022, and] [added: 2022. He] served as President and Chief Executive Officer-Elect from March 2022 until September 2022. Previously, Mr. Vince was Vice Chair and Chief Executive Officer of Global Market Infrastructure at BNY [removed: since] [added: from] October [removed: 2020.] [added: 2020 until March 2022.] From 1994 until September 2020, Mr. Vince worked at Goldman Sachs, most recently as Chief Risk Officer and a member of the Management Committee. | | |

| Rajashree Datta | | | 48 | | | Ms. Datta has served as Senior Executive Vice President, Chief Risk Officer of BNY since April 2025, and served as Deputy Chief Risk Officer from December 2024 to April 2025. Previously, from 2000 to December 2024, Ms. Datta worked at The Goldman Sachs Group, Inc., most recently as a Partner and Global Head of Finance Risk. | | |

| | | | | | | | | |

| Catherine M. Keating | | | 63 | | | Ms. Keating has served as Senior Executive Vice President and Global Head of BNY Wealth since July 2018. From February 2015 to June 2018, Ms. Keating was the Chief Executive Officer of Commonfund. | | |

| Senthil Kumar | | | 59 | | | Mr. Kumar has served as Senior Executive Vice President and Chief Risk Officer of BNY since July 2019. Mr. Kumar served as Chief Risk Officer of the Institutional Clients Group at Citigroup Inc. from April 2014 to June 2019. | | |

The information required by this Item is included in the Proxy in the following sections: “Equity Compensation Plans” and “Information on Stock Ownership” under the heading “Additional [removed: Information,” which are incorporated herein by reference.]

Information,” which are incorporated herein by reference.

KPMG LLP’s Public Company Accounting Oversight Board [removed: (“PCAOB”)] firm identification number is 185.

| | | | Consolidated Income Statement | | | [removed: 127-128] [added: 121-122] | | |

| | | | Consolidated Comprehensive Income Statement | | | [removed: 129] [added: 123] | | |

| | | | Consolidated Balance Sheet | | | [removed: 130] [added: 124] | | |

| | | | Consolidated Statement of Cash Flows | | | [removed: 131] [added: 125] | | |

| | | | Consolidated Statement of Changes in Equity | | | [removed: 132-134] [added: 126] | | |

| | | | Notes to Consolidated Financial Statements | | | [removed: 135-209] [added: 127-197] | | |

| | | | Report of Independent Registered Public Accounting Firm | | | [removed: 210] [added: 198] | | |

| 3.1 | | | | | | | | | Restated Certificate of Incorporation of The Bank of New York Mellon Corporation. | | | | | | [Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 000-52710) [removed: as filed with the Commission] on July 2, 2007, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312507147812/dex31.htm) | | |

| 3.2 | | | | | | | | | Certificate of Amendment to The Bank of New York Mellon Corporation’s Restated Certificate of Incorporation, as filed with the Secretary of State of the State of Delaware on April 9, 2019. | | | | | | [Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) [removed: as filed with the Commission] on April 10, 2019, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312519101829/d708098dex31.htm) | | |

| 3.3 | | | | | | | | | Certificate of Designations of The Bank of New York Mellon Corporation with respect to the Series A Noncumulative Preferred Stock, dated June 15, 2007. | | | | | | [Previously filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No. 000-52710) [removed: as filed with the Commission] on July 5, 2007, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312507150128/dex41.htm) | | |

| 3.4 | | | | | | | | | Certificate of Designations of The Bank of New York Mellon Corporation with respect to the Series F Noncumulative Perpetual Preferred Stock, dated July 29, 2016. | | | | | | [Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) [removed: as filed with the Commission] on Aug. 1, 2016, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312516666580/d198504dex31.htm) | | |

| 3.5 | | | | | | | | | Certificate of Designations of The Bank of New York Mellon Corporation with respect to the Series [removed: G] [added: H] Noncumulative Perpetual Preferred Stock, dated [removed: May 15,] [added: Nov. 2,] 2020. | | | | | | [Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) [removed: as filed with the Commission] on [removed: May 19,] [added: Nov. 3,] 2020 and incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312520146157/d932020dex31.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312520284812/d93160dex31.htm)] | | |

| 3.6 | | | | | | | | | Certificate of Designations of The Bank of New York Mellon Corporation with respect to the Series [removed: H] [added: I] Noncumulative Perpetual Preferred Stock, dated Nov. [removed: 2, 2020.] [added: 16, 2021.] | | | | | | [Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) [removed: as filed with the Commission] on Nov. [removed: 3, 2020] [added: 18, 2021,] and incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312520284812/d93160dex31.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312521333873/d267321dex31.htm)] | | |

| 3.7 | | | | | | | | | Certificate of Designations of The Bank of New York Mellon Corporation with respect to the Series [removed: I] [added: J] Noncumulative Perpetual Preferred Stock, dated [removed: Nov. 16, 2021.] [added: March 7, 2025.] | | | | | | [Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) [removed: as filed with the Commission] on [removed: Nov. 18, 2021,] [added: March 10, 2025,] and incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312521333873/d267321dex31.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312525051003/d857326dex31.htm)] | | |

| [removed: 3.8] [added: 3.10] | | | | | | | | | Amended and Restated By-Laws of The Bank of New York Mellon Corporation, as amended and restated on [removed: Aug. 8, 2023.] [added: Oct. 31, 2025.] | | | | | | [Previously filed as Exhibit [removed: 3.1] [added: 3.10] to the Company’s [removed: Current] [added: Quarterly] Report on Form [removed: 8-K] [added: 10-Q] (File No. 001-35651) [removed: as filed with the Commission] on [removed: Aug. 11, 2023,] [added: Oct. 31, 2025,] and incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312523210801/d520262dex31.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000159/form10-q_ex310x3q25.htm)] | | |

| 4.1 | | | | | | | | | None of the instruments defining the rights of holders of long-term debt of the Parent or any of its subsidiaries represented long-term debt in excess of 10% of the total assets of the Company as of Dec. 31, [removed: 2024.] [added: 2025.] The Company hereby agrees to furnish to the Commission, upon request, a copy of any such instrument. | | | | | | N/A | | |

| 4.2 | | | | | | | | | Description of the Company’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. | | | | | | [Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex42x4q24.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex42x4q25.htm)] | | |

| 10.9 | | | * | | | | | | The Bank of New York Mellon Corporation Policy Regarding Shareholder Approval of Future Senior Officers Severance Arrangements, effective July 12, 2010. | | | | | | [Previously filed as Exhibit 99.3 to the Company’s Current Report on Form 8-K (File No. 000-52710) [removed: as filed with the Commission] on July 16, 2010, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312510160269/dex993.htm) | | |

| [removed: 10.12] [added: 10.25] | | | * | | | | | | The Bank of New York Mellon Corporation Executive Severance Plan, as amended [removed: on Feb. 12, 2018.] [added: and restated effective March 1, 2024.] | | | | | | [Previously filed as Exhibit [removed: 10.1] [added: 10.30] to the Company’s [removed: Current] [added: Annual] Report on Form [removed: 8-K] [added: 10-K] (File No. 001-35651) [removed: as filed with] [added: for] the [removed: Commission on Feb. 13, 2018,] [added: year ended Dec. 31, 2023,] and incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312518042628/d390076dex101.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077724000051/form10-k_ex1030x4q23.htm)] | | |

| [removed: 10.13] [added: 10.12] | | | * | | | | | | The Bank of New York Mellon Corporation 2019 Long-Term Incentive Plan. | | | | | | [Previously filed as Annex C to the Company’s Definitive Proxy Statement on Schedule 14A [removed: filed] [added: (File No. 001-35651)] on March 8, 2019 and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312519069151/d638623ddef14a.htm#toc638623_34) | | |

| [removed: 10.14] [added: 10.13] | | | * | | | | | | The Bank of New York Mellon Corporation 2019 Executive Incentive Compensation Plan. | | | | | | [Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended Sept. 30, 2019, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077719000104/form10-qex1013q19.htm) | | |

| [removed: 10.15] [added: 10.14] | | | * | | | | | | Letter Agreement, dated Aug. 19, 2020, between The Bank of New York Mellon Corporation and Robin Vince. | | | | | | [Previously filed as Exhibit 10.49 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended Dec. 31, 2020, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077721000037/form10-k_ex1049x4q20.htm) | | |

| [removed: 10.16] [added: 10.15] | | | * | | | | | | [removed: 2021] [added: 2022] Form of Performance Share Unit Agreement. | | | | | | [Previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended [removed: June] [added: Sept.] 30, [removed: 2021,] [added: 2022,] and incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077721000070/form10-q_ex102x2q21.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077722000101/form10-q_ex102x3q22.htm)] | | |

| [removed: 10.17] [added: 10.16] | | | * | | | | | | [removed: 2021] [added: 2022] Form of Restricted Stock Unit Agreement. | | | | | | [Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended [removed: June] [added: Sept.] 30, [removed: 2021,] [added: 2022,] and incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077721000070/form10-q_ex101x2q21.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077722000101/form10-q_ex101x3q22.htm)] | | |

| [removed: 10.18] [added: 10.21] | | | * | | | | | | [removed: 2022] [added: 2023] Form of Performance Share Unit Agreement. | | | | | | [Previously filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended [removed: Sept. 30, 2022,] [added: March. 31, 2023,] and incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077722000101/form10-q_ex102x3q22.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077723000046/form10-q_ex102x1q23.htm)] | | |

| [removed: 10.19] [added: 10.22] | | | * | | | | | | [removed: 2022] [added: 2023] Form of Restricted Stock Unit Agreement. | | | | | | [Previously filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-35651) for the quarter ended [removed: Sept. 30, 2022,] [added: March 31, 2023,] and incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077722000101/form10-q_ex101x3q22.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077723000046/form10-q_ex101x1q23.htm)] | | |

| [removed: 10.20] [added: 10.17] | | | * | | | | | | Amendment, dated Aug. 30, 2022, to Letter Agreement between The Bank of New York Mellon Corporation and Robin Vince. | | | | | | [Previously filed as Exhibit 10.42 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended Dec. 31, 2022, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077723000033/form10-k_ex1042x4q22.htm) | | |

| [removed: 10.21] [added: 10.18] | | | * | | | | | | Aircraft Time Sharing Agreement, entered into as of Jan. 23, 2023, by and between The Bank of New York Mellon and Robin Vince. | | | | | | [Previously filed as Exhibit 10.24 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended Dec. 31, 2023, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077724000051/form10-k_ex1024x4q23.htm) | | |

| [removed: 10.22] [added: 10.19] | | | * | | | | | | Aircraft Time Sharing Agreement, entered into as of Oct. 29, 2024, by and between The Bank of New York Mellon and Robin Vince. | | | | | | [removed: [Filed herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex1022x4q24.htm)] [added: [Previously filed as Exhibit 10.22 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended Dec. 31, 2024, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex1022x4q24.htm)] | | |

| 10.23 | | | * | | | | | | [removed: 2023] [added: 2024] Form of Performance Share Unit Agreement. | | | | | | [Previously filed as Exhibit [removed: 10.2] [added: 10.28] to the Company’s [removed: Quarterly] [added: Annual] Report on Form [removed: 10-Q] [added: 10-K] (File No. 001-35651) for the [removed: quarter] [added: year] ended [removed: March.] [added: Dec.] 31, 2023, and incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077723000046/form10-q_ex102x1q23.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077724000051/form10-k_ex1028x4q23.htm)] | | |

| 10.24 | | | * | | | | | | [removed: 2023] [added: 2024] Form of Restricted Stock Unit Agreement. | | | | | | [Previously filed as Exhibit [removed: 10.1] [added: 10.29] to the Company’s [removed: Quarterly] [added: Annual] Report on Form [removed: 10-Q] [added: 10-K] (File No. 001-35651) for the [removed: quarter] [added: year] ended [removed: March] [added: Dec.] 31, 2023, and incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077723000046/form10-q_ex101x1q23.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077724000051/form10-k_ex1029x4q23.htm)] | | |

| [removed: 10.25] [added: 10.26] | | | * | | | | | | [removed: 2024] [added: 2025] Form of Performance Share Unit Agreement. | | | | | | [Previously filed as Exhibit 10.28 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended Dec. 31, [removed: 2023,] [added: 2024,] and incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077724000051/form10-k_ex1028x4q23.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex1028x4q24.htm)] | | |

| [removed: 10.26] [added: 10.27] | | | * | | | | | | [removed: 2024] [added: 2025] Form of Restricted Stock Unit Agreement. | | | | | | [Previously filed as Exhibit 10.29 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended Dec. 31, [removed: 2023,] [added: 2024,] and incorporated herein by [removed: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077724000051/form10-k_ex1029x4q23.htm)] [added: reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex1029x4q24.htm)] | | |

| [removed: 10.27] [added: 10.32] | | | * | | | | | | The Bank of New York Mellon Corporation Executive Severance Plan, as amended and restated effective March 1, [removed: 2024.] [added: 2026.] | | | | | | [removed: [Previously filed as Exhibit 10.30 to the Company’s Annual Report on Form 10-K (File No. 001-35651) for the year ended Dec. 31, 2023, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000139077724000051/form10-k_ex1030x4q23.htm)] [added: [Filed herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex1032x4q25.htm)] | | |

| [removed: 10.28] [added: 10.29] | | | * | | | | | | [removed: 2025] [added: 2026] Form of Performance Share Unit Agreement. | | | | | | [Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex1028x4q24.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex1029x4q25.htm)] | | |

| [removed: 10.29] [added: 10.30] | | | * | | | | | | [removed: 2025] [added: 2026] Form of Restricted Stock Unit Agreement. | | | | | | [Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex1029x4q24.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex1030x4q25.htm)] | | |

| 13.1 | | | | | | | | | All portions of The Bank of New York Mellon Corporation [removed: 2024] [added: 2025] Annual Report to Shareholders that are incorporated herein by reference. The remaining portions are furnished for the information of the SEC and are not “filed” as part of this filing. | | | | | | [Filed and furnished [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/bk-20241231_d2.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/bk-20251231_d2.htm)] | | |

| 19.1 | | | | | | | | | Insider Trading Policies and Procedures. | | | | | | [Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex191x4q24.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex191x4q25.htm)] | | |

| 21.1 | | | | | | | | | Primary subsidiaries of the Company. | | | | | | [Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex211x4q24.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex211x4q25.htm)] | | |

| 23.1 | | | | | | | | | Consent of KPMG LLP. | | | | | | [Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex231x4q24.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex231x4q25.htm)] | | |

| 24.1 | | | | | | | | | Power of Attorney. | | | | | | [Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex241x4q24.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex241x4q25.htm)] | | |

| 31.1 | | | | | | | | | Certification of the Chief Executive Officer pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | | | | | | [Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex311x4q24.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex311x4q25.htm)] | | |

| 31.2 | | | | | | | | | Certification of the Chief Financial Officer pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | | | | | | [Filed [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex312x4q24.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex312x4q25.htm)] | | |

| 32.1 | | | | | | | | | Certification of the Chief Executive Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | | | | | | [Furnished [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex321x4q24.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex321x4q25.htm)] | | |

| 32.2 | | | | | | | | | Certification of the Chief Financial Officer pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | | | | | | [Furnished [removed: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077725000046/form10-k_ex322x4q24.htm)] [added: herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex322x4q25.htm)] | | |

| 104 | | | | | | | | | The cover page of The Bank of New York Mellon Corporation’s Annual Report on Form 10-K for the year ended Dec. 31, [removed: 2024,] [added: 2025,] formatted in inline XBRL. | | | | | | The cover page interactive data file is embedded within the inline XBRL document and included in Exhibit 101. | | |

| | | | | | | [removed: President] [added: Chairman] and Chief Executive Officer | | |

| 3.8 | | | | | | | | | Certificate of Designations of The Bank of New York Mellon Corporation with respect to the Series K Noncumulative Perpetual Preferred Stock, dated March 13, 2025. | | | | | | [Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) on March 14, 2025, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312525054816/d860516dex31.htm) | | |

| 3.9 | | | | | | | | | Certificate of Designations of The Bank of New York Mellon Corporation with respect to the Series L Noncumulative Perpetual Preferred Stock, dated Sept. 9, 2025. | | | | | | [Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) on Sept. 10, 2025, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312525200101/d932260dex31.htm) | | |

| 10.20 | | | * | | | | | | The Bank of New York Mellon Corporation 2023 Long-Term Incentive Plan. | | | | | | [Previously filed as Annex B to the Company’s Definitive Proxy Statement on Schedule 14A (File No. 001-35651) on March 1, 2023, and incorporated herein by reference.](https://www.sec.gov/Archives/edgar/data/1390777/000119312523055130/d405459ddef14a.htm#toc405459_65) | | |

| 10.28 | | | * | | | | | | 2025 Form of Non-Qualified Stock Option Agreement. | | | | | | [Filed herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex1028x4q25.htm) | | |

| 10.31 | | | * | | | | | | The Bank of New York Mellon Corporation 2026 Executive Incentive Compensation Plan. | | | | | | [Filed herewith.](https://www.sec.gov/Archives/edgar/data/1390777/000139077726000033/form10-k_ex1031x4q25.htm) | | |