BKPC Bank of New York Mellon Corp. (The) Dep Shs Repstg 1/4000TH Perp Pfd Ser C

6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities of Mellon Capital IV false 0001390777 0001390777 2019-08-23 2019-08-23 0001390777 us-gaap:CommonStockMember 2019-08-23 2019-08-23 0001390777 us-gaap:SeriesCPreferredStockMember 2019-08-23 2019-08-23 0001390777 us-gaap:PreferredStockMember 2019-08-23 2019-08-23

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): August 23, 2019

THE BANK OF NEW YORK MELLON CORPORATION

(Exact name of registrant as specified in its charter)

Delaware		001-35651		13-2614959
(State or other Jurisdiction of Incorporation)		(Commission File Number)		(IRS 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 or former address 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
Depositary Shares, each representing 1/4,000th of a share of Series C Noncumulative Preferred Stock		BK PrC		New York Stock Exchange
6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities of Mellon Capital IV (fully and unconditionally guaranteed by The Bank of New York Mellon Corporation)		BK/P		New York Stock Exchange

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).

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 August 23, 2019, The Bank of New York Mellon Corporation issued $1,000,000,000 aggregate principal amount of its 1.950% Senior Medium-Term Notes Series J due 2022 (the “Notes”). The Notes were registered under the Securities Act of 1933, as amended, pursuant to a registration statement on Form S-3 (File No. 333-228787). In connection with this issuance, Amendment No. 1 dated as of February 21, 2019 to the Distribution Agreement for Medium-Term Notes dated January 30, 2017 is being filed as Exhibit 1.1 to this report and the legal opinion as to the legality of the Notes is being filed as Exhibit 5.1 to this report.

ITEM 9.01.		FINANCIAL STATEMENTS AND EXHIBITS.

(d) EXHIBITS

	Exhibit
	Number			Description
	1.1			Amendment No. 1 dated as of February 21, 2019 to the Distribution Agreement
	5.1			Opinion of Kathleen B. McCabe
	23.1			Consent of Kathleen B. McCabe (included in Exhibit 5.1)
	101			Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL
	104			Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101)

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