New York, NY – March 10, 2025 – The Bank of New York Mellon Corporation (NYSE: BK) has completed the issuance of Series J Noncumulative Perpetual Preferred Stock and the public offering of 500,000 depositary shares, each representing a 1/100th interest in a share of Series J Preferred Stock.

Key Highlights of the Offering
The Series J Preferred Stock was issued on March 10, 2025, following the filing of a Certificate of Designations with the Secretary of State of the State of Delaware on March 7, 2025.
The depositary shares were offered pursuant to an Underwriting Agreement between BNY Mellon and leading investment banks including:
Deutsche Bank Securities Inc.
Goldman Sachs & Co. LLC
Morgan Stanley & Co. LLC
RBC Capital Markets, LLC
UBS Securities LLC
BNY Mellon Capital Markets, LLC
Restrictions on Dividends
Under the terms of the Series J Preferred Stock, BNY Mellon may face restrictions on declaring or paying dividends on common stock or any junior ranking securities if dividends on the Series J Preferred Stock are not declared and paid for the most recent dividend period.

Legal and Regulatory Filings
The Certificate of Designations, establishing the rights, preferences, and limitations of the Series J Preferred Stock, was filed as Exhibit 3.1 to BNY Mellon's Form 8-K.
The Underwriting Agreement, detailing the terms of the public offering, was filed as Exhibit 1.1 and is incorporated into BNY Mellon's Form S-3 (File No. 333-282710).
Sullivan & Cromwell LLP, acting as legal counsel, has issued an opinion on the legality of the issuance, filed as Exhibit 5.1.
The Deposit Agreement, governing the issuance and administration of the depositary shares, was executed with Computershare Inc. and Computershare Trust Company, N.A., and is filed as Exhibit 4.2.
Market Impact and Strategic Considerations
The issuance of the Series J Preferred Stock and the public offering of depositary shares are expected to strengthen BNY Mellon’s capital position and provide additional financial flexibility.