Bank of New York Mellon Corp 8-K, filed May 24, 2023
Bank of New York Mellon Corp (BNY)
About this 8-K
Bank of New York Mellon Corp filed this 8-K on May 24, 2023.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code:
Not Applicable
(Former name or former address if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading |
Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
| ITEM 8.01. | OTHER EVENTS. |
On May 24, 2023, The Bank of New York Mellon Corporation (the “Company”) issued a press release regarding transition information for outstanding U.S. dollar LIBOR-linked securities.
A copy of the Company’s press release referenced above is attached hereto as Exhibit 99.1 and is incorporated herein by reference, except for the contents of the Company’s website referenced in Exhibit 99.1 which are not incorporated into this Current Report on Form 8-K.
| ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS. |
(d) EXHIBITS
| Exhibit |
Description | |
| 99.1 | Press Release of The Bank of New York Mellon Corporation, dated May 24, 2023 | |
| 104 | Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document | |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| The Bank of New York Mellon Corporation (Registrant) | ||||||
| Date: May 24, 2023 | By: | /s/ James J. Killerlane III | ||||
| Name: | James J. Killerlane III | |||||
| Title: | Secretary | |||||
3
Exhibit 99.1
| News Release |
|
| Contacts: | Media Garrett Marquis +1 949 683 1503 garrett.marquis@bnymellon.com |
Analysts Marius Merz +1 212 298 1480 marius.merz@bnymellon.com |
BNY Mellon Announces CME Term SOFR as Benchmark Replacement Rate for Outstanding
U.S. Dollar LIBOR-Linked Securities After June 30, 2023
NEW YORK, May 24, 2023 – BNY Mellon (NYSE: BK) today announced that, after June 30, 2023, CME Term SOFR will be the benchmark replacement rate for all outstanding floating rate and fixed-to-floating rate debt securities and preferred stock issued by The Bank of New York Mellon Corporation and The Bank of New York Mellon for which three-month U.S. dollar LIBOR serves as the reference rate used in connection with the calculation of the applicable interest or dividends payable (the “USD LIBOR Securities”). The USD LIBOR Securities are:
| ☐ | Fixed-to-floating rate senior unsecured debt securities issued by The Bank of New York Mellon Corporation: CUSIP 06406RAB3 |
| ☐ | Floating rate senior unsecured debt securities issued by The Bank of New York Mellon: CUSIP 06406MAV0; CUSIP 06406MAU2 |
| ☐ | Floating rate preferred stock (held by Mellon Capital IV) issued by The Bank of New York Mellon Corporation: CUSIP 58551TAA5 |
| ☐ | Fixed-to-floating rate preferred stock (represented by depositary shares) issued by The Bank of New York Mellon Corporation: CUSIP 064058AB6; CUSIP 064058AF7 |
In accordance with the Adjustable Interest Rate (LIBOR) Act (the “LIBOR Act”) and the regulation issued by the Board of Governors of the Federal Reserve System on December 16, 2022 implementing the LIBOR Act, the reference rate for calculations of the amount of interest or dividends payable for interest or dividend periods with reference rate determination dates occurring after June 30, 2023 in connection with the USD LIBOR Securities will be:
| ☐ | Three-month CME Term SOFR, plus a tenor spread adjustment of 0.26161% per annum (the applicable tenor spread adjustment for securities that reference three-month U.S. dollar LIBOR). |
ABOUT BNY MELLON
Established in 1784, BNY Mellon is America’s oldest bank and the first company listed on the New York Stock Exchange (NYSE: BK). Today, BNY Mellon powers capital markets around the world through comprehensive solutions that help clients manage and service their financial assets throughout the investment life cycle. BNY Mellon had $46.6 trillion in assets under custody and/or administration and $1.9 trillion in assets under management as of March 31, 2023. BNY Mellon has been named among Fortune’s World’s Most Admired Companies and Fast Company’s Best Workplaces for Innovators. BNY Mellon is the corporate brand of The Bank of New York Mellon Corporation. Additional information is available on www.bnymellon.com. Follow us on LinkedIn or visit our Newsroom for the latest company news.