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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q
FORM 10-Q

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

For the Quarterly Period Ended March 31,September 30, 2020
or
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File No. 001-35651
001-35651

THE BANK OF NEW YORK MELLON CORPORATION
(Exact name of registrant as specified in its charter)

Delaware13-2614959
(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 valueBKNew York Stock Exchange
Depositary Shares, each representing 1/4,000th of a share of Series C Noncumulative Perpetual Preferred StockBK PrCNew York Stock Exchange
6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities of Mellon Capital IVBK/PNew 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 filerAccelerated filer
Non-accelerated filerSmaller 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 March 31,Sept. 30, 2020, 885,442,821886,135,805 shares of the registrant’s common stock, $0.01 par value per share, were outstanding.




THE BANK OF NEW YORK MELLON CORPORATION

FirstThird Quarter 2020 Form 10-Q
Table of Contents 




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

Consolidated Financial Highlights (unaudited)

 Quarter ended
(dollars in millions, except per share amounts and unless
  otherwise noted)
March 31, 2020
Dec. 31, 2019
March 31, 2019
Results applicable to common shareholders of The Bank of New York Mellon Corporation:   
Net income$944
$1,391
$910
Basic earnings per share$1.05
$1.52
$0.94
Diluted earnings per share$1.05
$1.52
$0.94
    
Fee and other revenue$3,332
$3,946
$3,032
(Loss) income from consolidated investment management funds(38)17
26
Net interest revenue814
815
841
Total revenue$4,108
$4,778
$3,899
    
Return on common equity (annualized)
10.1%14.6%10.0%
Return on tangible common equity (annualized) – Non-GAAP (a)
20.4%29.3%20.7%
    
Return on average assets (annualized)
0.99%1.56%1.10%
    
Fee revenue as a percentage of total revenue81%83%78%
    
Non-U.S. revenue as a percentage of total revenue36%31%36%
    
Pre-tax operating margin30%38%31%
    
Net interest margin1.01%1.09%1.20%
Net interest margin on a fully taxable equivalent (“FTE”) basis – Non-GAAP (b)
1.01%1.09%1.20%
    
Assets under custody and/or administration (“AUC/A”) at period end (in trillions) (c)
$35.2
$37.1
$34.5
Assets under management (“AUM”) at period end (in billions) (d)
$1,796
$1,910
$1,841
Market value of securities on loan at period end (in billions) (e)
$389
$378
$377
    
Average common shares and equivalents outstanding (in thousands):
   
Basic894,122
911,324
962,397
Diluted896,689
914,739
965,960
    
Selected average balances:   
Interest-earning assets$323,936
$297,987
$282,185
Total assets$385,278
$354,341
$336,165
Interest-bearing deposits$197,632
$182,424
$159,879
Noninterest-bearing deposits$60,577
$49,632
$54,583
Long-term debt$27,231
$28,117
$28,254
Preferred stock$3,542
$3,542
$3,542
Total The Bank of New York Mellon Corporation common shareholders’ equity$37,664
$37,842
$37,086
    
Other information at period end:   
Cash dividends per common share$0.31
$0.31
$0.28
Common dividend payout ratio30%20%30%
Common dividend yield (annualized)
3.7%2.4%2.3%
Closing stock price per common share$33.68
$50.33
$50.43
Market capitalization$29,822
$45,331
$48,288
Book value per common share$42.47
$42.12
$39.36
Tangible book value per common share – Non-GAAP (a)
$21.53
$21.33
$19.74
Full-time employees47,900
48,400
49,800
Common shares outstanding (in thousands)
885,443
900,683
957,517

Quarter endedYear-to-date
(dollars in millions, except per share amounts and unless
otherwise noted)
Sept. 30, 2020June 30, 2020Sept. 30, 2019Sept. 30, 2020Sept. 30, 2019
Results applicable to common shareholders of The Bank of New York Mellon Corporation:
Net income$876 $901 $1,002 $2,721 $2,881 
Basic earnings per share$0.98 $1.01 $1.07 $3.05 $3.02 
Diluted earnings per share$0.98 $1.01 $1.07 $3.04 $3.01 
Fee and other revenue$3,117 $3,176 $3,128 $9,625 $9,272 
Income from consolidated investment management funds27 54 43 39 
Net interest revenue703 780 730 2,297 2,373 
Total revenue$3,847 $4,010 $3,861 $11,965 $11,684 
Return on common equity (annualized)
8.7 %9.4 %10.6 %9.4 %10.3 %
Return on tangible common equity (annualized) – Non-GAAP (a)
16.7 %18.5 %21.4 %18.5 %21.1 %
Return on average assets (annualized)
0.84 %0.87 %1.13 %0.90 %1.12 %
Fee revenue as a percentage of total revenue81 %79 %81 %80 %79 %
Non-U.S. revenue as a percentage of total revenue37 %36 %37 %37 %36 %
Pre-tax operating margin30 %29 %33 %30 %32 %
Net interest margin0.79 %0.88 %0.99 %0.89 %1.10 %
Net interest margin on a fully taxable equivalent (“FTE”) basis – Non-GAAP (b)
0.79 %0.88 %1.00 %0.89 %1.11 %
Assets under custody and/or administration (“AUC/A”) at period end (in trillions) (c)
$38.6 $37.3 $35.8 $38.6 $35.8 
Assets under management (“AUM”) at period end (in billions) (d)
$2,041 $1,961 $1,881 $2,041 $1,881 
Market value of securities on loan at period end (in billions) (e)
$378 $384 $362 $378 $362 
Average common shares and equivalents outstanding (in thousands):
Basic889,499 889,020 933,264 891,050 949,035 
Diluted891,069 890,561 935,677 892,793 951,876 
Selected average balances:
Interest-earning assets$357,634 $357,562 $294,154 $346,418 $287,964 
Total assets$414,865 $415,359 $350,679 $405,203 $343,129 
Interest-bearing deposits$211,500 $210,643 $177,401 $206,610 $168,339 
Noninterest-bearing deposits$67,610 $72,411 $49,027 $66,869 $52,168 
Long-term debt$26,511 $28,122 $28,386 $27,285 $28,108 
Preferred stock$4,532 $4,010 $3,542 $4,029 $3,542 
Total The Bank of New York Mellon Corporation common shareholders’ equity$39,924 $38,476 $37,597 $38,693 $37,392 
Other information at period end:
Cash dividends per common share$0.31 $0.31 $0.31 $0.93 $0.87 
Common dividend payout ratio32 %31 %29 %31 %29 %
Common dividend yield (annualized)
3.6 %3.2 %2.7 %3.6 %2.6 %
Closing stock price per common share$34.34 $38.65 $45.21 $34.34 $45.21 
Market capitalization$30,430 $34,239 $41,693 $30,430 $41,693 
Book value per common share$45.58 $44.21 $40.75 $45.58 $40.75 
Tangible book value per common share – Non-GAAP (a)
$24.60 $23.31 $20.59 $24.60 $20.59 
Full-time employees48,600 48,300 48,700 48,600 48,700 
Common shares outstanding (in thousands)
886,136 885,862 922,199 886,136 922,199 

2 BNY Mellon



Consolidated Financial Highlights (unaudited) (continued)

Regulatory capital and other ratiosSept. 30, 2020June 30, 2020Dec. 31, 2019
Average liquidity coverage ratio (“LCR”)111 %112 %120 %
Regulatory capital ratios: (f)
Advanced:
Common Equity Tier 1 (“CET1”) ratio13.0 %12.6 %11.5 %
Tier 1 capital ratio15.7 15.4 13.7 
Total capital ratio16.6 16.3 14.4 
Standardized:
CET1 ratio13.5 %12.7 %12.5 %
Tier 1 capital ratio16.3 15.6 14.8 
Total capital ratio17.4 16.6 15.8 
Tier 1 leverage ratio6.5 %6.2 %6.6 %
Supplementary leverage ratio (“SLR”) (g)
8.5 8.2 6.1 
BNY Mellon shareholders’ equity to total assets ratio10.5 %9.9 %10.9 %
BNY Mellon common shareholders’ equity to total assets ratio9.4 8.9 9.9 
(a)    Return on tangible common equity and tangible book value per common share, Non-GAAP measures, exclude goodwill and intangible assets, net of deferred tax liabilities. See “Supplemental information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 45 for the reconciliation of Non-GAAP measures.
(b)    See “Net interest revenue” on page 10 for a reconciliation of this Non-GAAP measure.
(c)    Consists of AUC/A primarily from the Asset Servicing business and, to a lesser extent, the Clearance and Collateral Management, Issuer Services, Pershing and Wealth Management businesses. Includes the AUC/A of CIBC Mellon Global Securities Services Company (“CIBC Mellon”), a joint venture with the Canadian Imperial Bank of Commerce, of $1.4 trillion at Sept. 30, 2020, $1.3 trillion at June 30, 2020 and $1.4 trillion at Sept. 30, 2019.
(d)    Excludes securities lending cash management assets and assets managed in the Investment Services business.
(e)    Represents the total amount of securities on loan in our agency securities lending program managed by the Investment Services business. Excludes securities for which BNY Mellon acts as an agent on behalf of CIBC Mellon clients, which totaled $62 billion at Sept. 30, 2020 and June 30, 2020 and $66 billion at Sept. 30, 2019.
(f)    For our CET1, Tier 1 capital and Total capital ratios, our effective capital ratios under U.S. capital rules are the lower of the ratios as calculated under the Standardized and Advanced Approaches. For additional information on our capital ratios, see “Capital” beginning on page 36.
(g)    The SLR at Sept. 30, 2020 and June 30, 2020 reflect the exclusion of certain central bank placements and the temporary exclusion of U.S. Treasury securities from the leverage exposure. The temporary exclusion increased our consolidated SLR by 78 basis points at Sept. 30, 2020 and 40 basis points at June 30, 2020. See “Capital” beginning on page 36 for additional information.

BNY Mellon 3

Regulatory capital and other ratiosMarch 31, 2020
Dec. 31, 2019
Average liquidity coverage ratio (“LCR”)115%120%
   
Regulatory capital ratios: (f)
  
Advanced:  
Common Equity Tier 1 (“CET1”) ratio11.4%11.5%
Tier 1 capital ratio13.5
13.7
Total capital ratio14.3
14.4
Standardized:  
CET1 ratio11.3%12.5%
Tier 1 capital ratio13.5
14.8
Total capital ratio14.4
15.8
   
Tier 1 leverage ratio6.0%6.6%
Supplementary leverage ratio (“SLR”)5.6
6.1
   
BNY Mellon shareholders’ equity to total assets ratio8.8%10.9%
BNY Mellon common shareholders’ equity to total assets ratio8.0
9.9
(a)Return on tangible common equity and tangible book value per common share, Non-GAAP measures, exclude goodwill and intangible assets, net of deferred tax liabilities. See “Supplemental information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 43 for the reconciliation of Non-GAAP measures.
(b)See “Net interest revenue” on page 9 for a reconciliation of this Non-GAAP measure.
(c)Includes the AUC/A of CIBC Mellon Global Securities Services Company (“CIBC Mellon”), a joint venture with the Canadian Imperial Bank of Commerce, of $1.2 trillion at March 31, 2020, $1.5 trillion at Dec. 31, 2019 and $1.3 trillion at March 31, 2019.
(d)Excludes securities lending cash management assets and assets managed in the Investment Services business.
(e)Represents the total amount of securities on loan in our agency securities lending program managed by the Investment Services business. Excludes securities for which BNY Mellon acts as an agent on behalf of CIBC Mellon clients, which totaled $59 billion at March 31, 2020, $60 billion at Dec. 31, 2019 and $62 billion at March 31, 2019.
(f)For our CET1, Tier 1 capital and Total capital ratios, our effective capital ratios under U.S. capital rules are the lower of the ratios as calculated under the Standardized and Advanced Approaches. For additional information on our capital ratios, see “Capital” beginning on page 35.



BNY Mellon 3

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

In this Quarterly Report on Form 10-Q, references to “our,” “we,” “us,” “BNY Mellon,” the “Company” and similar terms refer to The Bank of New York Mellon Corporation and its consolidated subsidiaries. The term “Parent” refers to The Bank of New York Mellon Corporation but not its subsidiaries.

Certain business terms used in this report are defined in the Glossary included in our Annual Report on Form 10-K for the year ended Dec. 31, 2019 (“2019 Annual Report”).

The following should be read in conjunction with the Consolidated Financial Statements included in this report. Investors should also read the sections titled “Forward-looking Statements” and “Risk Factors.”


Overview

Established in 1784 by Alexander Hamilton, we were the first company listed on the New York Stock Exchange (NYSE: BK). With a history of more than 235 years, BNY Mellon is a global company that manages and services assets for financial institutions, corporations and individual investors in 35 countries.

BNY Mellon has two business segments, Investment Services and Investment and Wealth Management, which offer a comprehensive set of capabilities and deep expertise across the investment lifecycle, enabling the Company to provide solutions to buy-side and sell-side market participants, as well as leading institutional and wealth management clients globally.

The diagram below presents our two business segments and lines of business, with the remaining operations in the Other segment.

businesses1q20.jpgbk-20200930_g1.jpg


Key firstthird quarter 2020 events

Todd GibbonsEmily Portney named Chief ExecutiveFinancial Officer

In MarchJuly 2020, Todd GibbonsEmily Portney was appointed Chief Financial Officer, succeeding Michael P. Santomassimo, and joined the Company’s Executive OfficerCommittee. Ms. Portney previously led the client management, sales and services teams for the Asset Servicing business globally and oversaw the Americas region for the Asset Servicing business. She has also previously held senior financial roles.

CCAR and common stock repurchases

In August 2020, the Federal Reserve announced that BNY Mellon’s stress capital buffer (“CEO”SCB”). He had served as interim CEO since September 2019, requirement would be 2.5%, which equals the regulatory minimum, effective on Oct. 1, 2020.

The Federal Reserve also announced that it has required participating Comprehensive Capital Analysis and remains a member of the Board of Directors. During Todd’s career atReview (“CCAR”) firms, including us, to update and resubmit their capital plans and that, as

4 BNY Mellon he has held leadership roles across risk, finance, client management and many of our businesses. Most recently, Todd served as Vice Chairman and CEO of Clearing, Markets and Client Management. Todd also served for nine years as BNY Mellon’s Chief Financial Officer.



Temporarily suspended share buybacks

In March 2020, we and other members ofa result, unless otherwise approved by the Financial Services Forum announcedFederal Reserve, participating firms were not permitted, during the temporary suspension of share buybacks until the end of the secondthird quarter of 2020, to preserve capital and liquidity in orderconduct open market common stock repurchases, to furtherincrease their common stock dividends or to pay common stock dividends that exceed average net income for the objectivepreceding four quarters. On Sept. 30, 2020, the Federal Reserve extended these limitations through the fourth quarter of using capital and liquidity to support clients and customers.


2020.

4 BNY Mellon


Highlights of firstthird quarter 2020 results

Net income applicable to common shareholders was $944$876 million, or $1.05$0.98 per diluted common share, in the firstthird quarter of 2020. Net income applicable to common shareholders was $910 million,$1.0 billion, or $0.94$1.07 per diluted common share, in the firstthird quarter of 2019. The highlights below are based on the firstthird quarter of 2020 compared with the firstthird quarter of 2019, unless otherwise noted.

Total revenue of $4.1$3.8 billion increased 5%decreased less than 1% primarily reflecting:
Fee revenue increased 10%decreased 1%, primarily reflecting higher foreign exchange and other trading revenue, higher transaction volumes across the Investment Services businesses and higher performance fees,money market fee waivers, partially offset by equity investment losses, including seed capital.higher client activity and balances in Pershing and Asset Servicing, higher market values and the favorable impact of a weaker U.S. dollar. (See “Fee and other revenue” beginning on page 7.)
Net interest revenue decreased 3%4%. The decrease would have been 8% larger due to the impact of the third quarter 2019 lease-related impairment of $70 million. The decrease primarily reflectingreflects lower interest rates on interest-earning assets, and the impact of hedging activities (primarily offset in foreign exchange and other trading revenue). This was partially offset by the benefit of lower deposit and funding rates, and higher deposits, securities portfolio and loans.loan balances. (See “Net interest revenue” on page 9.10.)
Provision for credit losses was $169 million primarily reflecting the macroeconomic environment in conjunction with the application of the new current expected credit losses accounting standard.
Provision for credit losses of $9 million reflects a fairly consistent macroeconomic outlook compared with the second quarter of 2020. (See “Consolidated balance sheet review - Allowance for credit losses” beginning on page 28.)
26.)
Noninterest expense increased 4%, 3% of $2.7 billion increased slightlywhich was due to the impact of the third quarter 2019 net reduction of reserves for a tax-related exposure of certain investment management funds. The remainder of the increase primarily reflecting thereflects continued investments in technology,
higher professional, legal and higher pensionother purchased services expense and the unfavorable impact of a weaker U.S. dollar, partially offset by lower staff expense and the favorable impact of a stronger U.S. dollar.business development (travel and marketing) expenses. (See “Noninterest expense” on page 11.13.)


Effective tax rate of 21.6%18.4%. (See “Income taxes” on page 11.13.)

Capital and liquidity

CET1 ratio was 11.3% under the Standardized Approach13.0% at March 31,Sept. 30, 2020, compared with 11.5% under the Advanced Approaches12.6% at Dec. 31, 2019.June 30, 2020. The decreaseincrease in the CET1 ratio primarily reflects an increase incapital generated through earnings, foreign currency translation and unrealized gains on securities available-for-sale, partially offset by higher risk-weighted assets (“RWAs”) driven by a larger balance sheet.and capital deployed through dividend payments. (See “Capital” beginning on page 35.36.)
Repurchased 21.7 million common shares for $985 million, and paid dividends of $282 million to common shareholders in the first quarter of 2020. The share repurchases for the first quarter were completed prior to the temporary suspension announced jointly with the Financial Services Forum on March 15, 2020.

Highlights of our principal businesses

Investment Services
Total revenue increased 9%.
Income before income taxes increased 13%.
AUC/A of $35.2 trillion, increased 2%, primarily reflecting higher client inflows, partially offset by lower market values and the unfavorable impact of a stronger U.S. dollar.

Investment Management
Total revenue decreased 4%.
Income before income taxes decreased 27%17%.
AUMAUC/A of $1.8$38.6 trillion, decreased 2%increased 8%, primarily reflecting higher market values, net new business, client inflows and the unfavorablefavorable impact of a strongerweaker U.S. dollar.

Investment and Wealth Management
Total revenue increased 3%.
Income before income taxes decreased 17%, driven by the third quarter 2019 tax-related reserve reduction.
AUM of $2.0 trillion, increased 9%, primarily reflecting higher market values, the favorable impact of a weaker U.S. dollar (principally versus the British pound). and net inflows.

See “Review of businesses” and Note 19 of the Notes to Consolidated Financial Statements for additional information on our businesses.



BNY Mellon 5



Impact of coronavirus pandemic on our business

The coronavirus pandemic has had a significant effect on the global macroeconomic environment. The following discusses the areas of our business that have been impacted and could continue to be impacted by the current environment.

By the end ofSince March 2020, we transitioned approximately 95%the vast majority of our employees to workhave worked from home arrangements, while continuing to behome. They have been fully operational with minimal disruption to servicing our clients. However, our continued reliance on work-from-home arrangements may result in increased operational risks.

Market volatility associated with the performance of global equity and fixed income markets and lower interest rates has had, and may continue to have, a considerable impact on all of our businesses. Our lower-risk diversified fee-based business model benefits from heightened volatility and a flight-to-quality on a relative basis compared with other credit-focused financial institutions.

Our Investment Services businesses were favorably impacted by higher client volumes.volumes in the first nine months of 2020 compared with the prior year. The significant increases in market volatility hasalso resulted in increased client activity in foreign exchange, and higher asset servicing, clearing services in Pershing, as well as clearance and collateral management fee revenue. However, the heightened volumes and volatility were lower in the second and third quarters of 2020 compared with the first quarter of 2020.

This volatility, coupled with the interest rate environment, also led to an increase in deposit levels from the prior year as our clients increased the levels of cash placed with us. This favorably impacted net interest revenue. However, the low interest rate environment has partiallymore than offset that benefit and mayis expected to continue to reduce our net interest revenue and margin. In addition,

Given the increase in our balance sheet has resulted in a reduction in our capital and liquidity ratios.

Ifrecent levels of short-term interest rates, remain at recent levels or decrease further, we may be impacted by money market mutual fund fees have been waived and may continue to be waived, which reduced fee waivers, which would reduce fee revenue.revenue in the second and third quarters of 2020. See further discussion of money market fee waivers in “Fee and other revenue.”

As discussed above under “Key firstthird quarter 2020 events,” we along withand the other members of the Financial Services Forum, announced that we would
suspend shareCCAR firms have suspended open market common stock repurchases through the secondfourth quarter of 2020.2020, and we continued our current quarterly common stock dividend of $0.31 per share. See “Recent regulatory developments” for additional information related to the 2020 CCAR.

Our Investment Management business was negativelyThe significant changes in market values during 2020 have impacted by a decline in investment and other incomerevenue related to seed capital investments as well as lower investment management(net of hedges) in our Investment and Wealth Management business, which benefited the second and third quarters of 2020 and negatively impacted the first quarter of 2020. The Investment and Wealth Management business continued to be negatively impacted by higher money market fee revenue as lower market values offsetwaivers in the impactsecond and third quarters of AUM inflows.2020.

During the first quarter of 2020, we purchased $2.2 billion of commercial paper and certificates of deposit (“CDs”) from affiliated money market mutual funds in order to provide liquidity support to the funds. We also purchased $650 million in the first quarter of 2020 and $1.1 billion in the second quarter of 2020 of commercial paper and CDs from third-party money market mutual funds and funded this purchase through the Federal Reserve Bank of Boston’s Money Market Mutual Fund Liquidity Facility (“MMLF”) program. At Sept. 30, 2020, commercial paper and CDs totaled approximately $650 million. See “Recent regulatory developments” in the First Quarter 2020 Form 10-Q for additional information on the MMLF.

The need to apply macroeconomic forecasting in the current environment in conjunction with the new expected credit loss accounting guidance has resulted in and may continue to result in heightened levels of credit loss provisioning. The continuing effects of the pandemic could also result in increased credit losses and charge offs.charge-offs. The macroeconomic outlook in the third quarter of 2020 was fairly consistent with the second quarter of 2020.

In addition, a prolonged economic downturn may result in other asset write-downs and impairments, including, but not limited to, equity investments, goodwill and intangibles.

It is difficult to forecast the impact of the coronavirus, together with related public health measures, on our results with certainty because so much depends on

6 BNY Mellon


how the health crisis evolves, its impact on the global economy as well as actions taken by central banks and governments to support the economy. However, the heightened levels of volumes and deposits have decreased from the levels experienced at the end of March 2020.

The current macroeconomic environment has also resulted in responses by governmental and regulatory bodies. See “Recent regulatory developments” in the first quarter 2020 Form 10-Q for additional information on legislative and regulatory developments in response to the coronavirus pandemic.

For further discussion of the current and potential impact of the coronavirus pandemic see Item 1A.


6 BNY Mellon


Risk Factors “The coronavirus pandemic is adversely affecting us and creates significant risks and uncertainties for our business, and the ultimate impact
of the pandemic on us will depend on future developments, which are highly uncertain and cannot be predicted.”



Fee and other revenue

Fee and other revenueYTD20
3Q20 vs. vs.
(dollars in millions, unless otherwise noted)3Q202Q203Q192Q203Q19YTD20YTD19YTD19
Investment services fees:
Asset servicing fees (a)
$1,168 $1,173 $1,152  %1 %$3,500 $3,415 2 %
Clearing services fees (b)
397 431 419 (8)(5)1,298 1,227 6 
Issuer services fees295 277 324 6 (9)835 866 (4)
Treasury services fees152 144 140 6 9 445 412 8 
Total investment services fees2,012 2,025 2,035 (1)(1)6,078 5,920 3 
Investment management and performance fees835 786 832 6  2,483 2,506 (1)
Foreign exchange and other trading revenue137 166 150 (17)(9)622 486 28 
Financing-related fees49 58 49 (16) 166 150 11 
Distribution and servicing29 27 33 7 (12)87 95 (8)
Investment and other income46 105 30 N/MN/M162 108 N/M
Total fee revenue3,108 3,167 3,129 (2)(1)9,598 9,265 4 
Net securities gains (losses)9 (1)N/MN/M27 N/M
Total fee and other revenue$3,117 $3,176 $3,128 (2)% %$9,625 $9,272 4 %
Fee revenue as a percentage of total revenue81 %79 %81 %80 %79 %
AUC/A at period end (in trillions) (c)
$38.6 $37.3 $35.8 3 %8 %$38.6 $35.8 8 %
AUM at period end (in billions) (d)
$2,041 $1,961 $1,881 4 %9 %$2,041 $1,881 9 %
Fee and other revenue     
    1Q20 vs.
(dollars in millions, unless otherwise noted)1Q20
4Q19
1Q19
4Q19
1Q19
Investment services fees:     
Asset servicing fees (a)
$1,159
$1,148
$1,122
1 %3 %
Clearing services fees (b)
470
421
398
12
18
Issuer services fees263
264
251

5
Treasury services fees149
147
132
1
13
Total investment services fees2,041
1,980
1,903
3
7
Investment management and performance fees862
883
841
(2)2
Foreign exchange and other trading revenue319
168
170
90
88
Financing-related fees59
46
51
28
16
Distribution and servicing31
34
31
(9)
Investment and other income11
860
35
N/MN/M
Total fee revenue3,323
3,971
3,031
(16)10
Net securities gains (losses)9
(25)1
N/MN/M
Total fee and other revenue$3,332
$3,946
$3,032
(16)%10 %
      
Fee revenue as a percentage of total revenue81%83%78%  
      
AUC/A at period end (in trillions) (c)
$35.2
$37.1
$34.5
(5)%2 %
AUM at period end (in billions) (d)
$1,796
$1,910
$1,841
(6)%(2)%
(a)    Asset servicing fees include the fees from the Clearance and Collateral Management business and also include securities lending revenue of $40 million in the third quarter of 2020, $56 million in the second quarter of 2020, $43 million in the third quarter of 2019, $147 million in the first nine months of 2020 and $135 million in the first nine months of 2019.
(a)Asset servicing fees include the fees from the Clearance and Collateral Management business and also include securities lending revenue of $51 million in the first quarter of 2020, $44 million in the fourth quarter of 2019 and $48 million in the first quarter of 2019.
(b)Clearing services fees are almost entirely earned by our Pershing business.
(c)Consists of AUC/A primarily from the Asset Servicing business and, to a lesser extent, the Clearance and Collateral Management, Issuer Services, Pershing and Wealth Management businesses. Includes the AUC/A of CIBC Mellon of $1.2 trillion at March 31, 2020, $1.5 trillion at Dec. 31, 2019 and $1.3 trillion at March 31, 2019.
(d)Excludes securities lending cash management assets and assets managed in the Investment Services business.
(b)    Clearing services fees are almost entirely earned by our Pershing business.
(c)    Consists of AUC/A primarily from the Asset Servicing business and, to a lesser extent, the Clearance and Collateral Management, Issuer Services, Pershing and Wealth Management businesses. Includes the AUC/A of CIBC Mellon of $1.4 trillion at Sept. 30, 2020, $1.3 trillion at June 30, 2020 and $1.4 trillion at Sept. 30, 2019.
(d)    Excludes securities lending cash management assets and assets managed in the Investment Services business.
N/M - Not meaningful.


Fee and other revenue increased 10%decreased less than 1% compared with the firstthird quarter of 2019 and decreased 16%2% compared with the fourthsecond quarter of 2019.2020. The increasedecrease compared with the firstthird quarter of 2019 primarily reflects higher foreign exchangelower issuer services and other trading revenue, clearing services fees and asset servicing fees, partially offset by lowerhigher asset servicing fees, investment and other income.income and treasury services fees. The decrease compared with the fourthsecond quarter of 20192020 primarily reflects lower investment and other income, due to a gain on sale of an equity investment recorded in the fourth quarter of 2019, clearing services fees
and lower investment management and performance fees, partially offset by higher foreign exchange and other trading revenue, partially offset by higher investment management and clearingperformance fees and issuer services fees.

Money market fee waivers

MoneyGiven the recent levels of short-term interest rates, money market mutual fund fee waivers

If short-term interest rates continue at recent levels or decrease further, money market mutual funds will be expected to waive fees and other similar fees are being waived to protect investors from negative returns. The fee waivers will initially impact have primarily impacted

BNY Mellon 7


clearing services fees in Pershing, but may also impactand to a lesser extent revenue in our other businesses including investment management fees and distribution and servicing revenue in AssetInvestment and Wealth Management and fees in Asset Servicing,other Investment Services businesses, but would also resultresulted in lower distribution and servicing expense. Money market fee waivers are highly sensitive to changes in short-term interest rates and are difficult to predict, butpredict.

The following table presents the impact hasof money market fee waivers on our consolidated fee revenue, net of distribution and servicing expense. A majority of the potentialmoney market fee waivers were driven by low short-term interest rates.

Money market fee waivers
(in millions)3Q202Q20YTD20
Investment services fees:
Asset servicing fees$(1)$— $(1)
Clearing services fees(57)(50)(116)
Issuer services fees(1)(1)(2)
Treasury services fees(3)(2)(5)
Total investment services fees(62)(53)(124)
Investment management and performance fees(42)(30)(86)
Distribution and servicing revenue(6)(3)(9)
Total fee and other revenue(110)(86)(219)
Less: Distribution and servicing expense9 16 
Net impact of money market fee waivers$(101)$(79)$(203)
Impact to revenue by line of business (a):
Asset Servicing$(4)$(1)$(5)
Pershing(73)(60)(142)
Issuer Services(2)(1)(3)
Treasury Services(1)— (1)
Investment Management(28)(24)(66)
Wealth Management(2)— (2)
Total impact to revenue by line of business$(110)$(86)$(219)
(a) The line of business revenue for management reporting purposes reflects the impact of revenue transferred between the businesses.


We expect the impact from money market fee waivers, net of distribution and servicing expense, to grow overbe $135 million to $150 million in the coming quarters.fourth quarter of 2020. We also expect the quarterly run rate in 2021 to be at the higher end of that range. This impact may be partially offset depending on the levels of money market balances.



BNY Mellon 7


Investment services fees

Investment services fees increased 7%decreased 1% compared with both the firstthird quarter of 2019 and 3% compared with the fourthsecond quarter of 20192020 reflecting the following:

Asset servicing fees increased 3%1% compared with the firstthird quarter of 2019 and decreased less than 1% compared with the fourthsecond quarter of 2019. Both increases primarily reflect higher volumes from existing clients.
Clearing services fees increased 18% compared with the first quarter of 2019 and 12% compared with the fourth quarter of 2019. Both increases primarily reflect growth in clearing volumes.2020. The increase compared with the first quarter of 2019 also reflects growth in client assets and accounts.
Issuer services fees increased 5% compared with the first quarter of 2019 and decreased slightly compared with the fourth quarter of 2019. The increase compared with the firstthird quarter of 2019 primarily reflects higher Corporate Trustclient volumes. The decrease compared with the second quarter of 2020 primarily reflects lower securities lending revenue driven by tighter spreads.
Clearing services fees decreased 5% compared with the third quarter of 2019 and 8% compared with the second quarter of 2020. The decrease compared with the third quarter of 2019 primarily reflects the impact of rate-driven money market fee waivers, partially offset by higher money market balances. The decrease compared with the second quarter of 2020 primarily reflects lower clearing volumes and higher rate-driven money market fee waivers.
Issuer services fees decreased 9% compared with the third quarter of 2019 and increased 6% compared with the second quarter of 2020. The decrease compared with the third quarter of 2019 primarily reflects lower Depositary Receipts fees.revenue. The increase compared with the second quarter of 2020 primarily reflects seasonally higher Depositary Receipts revenue.
Treasury services fees increased 13%9% compared with the firstthird quarter of 2019 and 1%6% compared with the fourthsecond quarter of 2019. Both increases2020. The increase compared with the third quarter of 2019 primarily reflectreflects lower compensating balance credits provided to clients driven by lower rates and higher money market balances. The increase compared with the second quarter of 2020 primarily reflects higher payment volumes and other fees.

See the “Investment Services business” in “Review of businesses” for additional details.

Investment management and performance fees

Investment management and performance fees increased 2%slightly compared with the firstthird quarter of 2019 and decreased 2%6% compared with the fourthsecond quarter of 2019.2020. The increase compared with the firstthird quarter of 2019 primarily reflects higher market values, the

8 BNY Mellon


favorable impact of a weaker U.S. dollar and higher performance fees, and average market values, partially offset by an unfavorable change in the miximpact of AUM since the first quarter of 2019.money market fee waivers. The decreaseincrease compared with the fourthsecond quarter of 20192020 primarily reflects lowerhigher market values.values and the favorable impact of a weaker U.S. dollar. On a constant currency basis (Non-GAAP), investment management and performance fees increased 3%decreased 1% compared with the firstthird quarter of 2019. Performance fees were $50$7 million in the firstthird quarter of 2020, $31$2 million in the firstthird quarter of 2019 and $48$5 million in the fourthsecond quarter of 2019.
2020.

AUM was $1.8$2.0 trillion at March 31,Sept. 30, 2020, a decreasean increase of 2%9% compared with March 31,Sept. 30, 2019, primarily reflecting higher market values, the unfavorablefavorable impact of a strongerweaker U.S. dollar (principally versus the British pound). and net inflows.

See the “Investment and Wealth Management business” in “Review of businesses” for additional details regarding the drivers of investment management and performance fees, AUM and AUM flows.

Foreign exchange and other trading revenue

Foreign exchange and other trading revenue
(in millions)3Q202Q203Q19YTD20YTD19
Foreign exchange$151 $174 $129 $578 $439 
Other trading (loss) revenue(14)(8)21 44 47 
Total foreign exchange and other trading revenue$137 $166 $150 $622 $486 
Foreign exchange and other trading revenue
(in millions)1Q20
4Q19
1Q19
Foreign exchange$253
$138
$160
Other trading revenue66
30
10
Total foreign exchange and other trading revenue$319
$168
$170



Foreign exchange and other trading revenue increased 88%decreased 9% compared with the firstthird quarter of 2019 and 90%17% compared with the fourthsecond quarter of 2019.2020.

Foreign exchange revenue is primarily driven by the volume of client transactions and the spread realized on these transactions, both of which are impacted by market volatility, and the impact of foreign currency hedging activities. In the firstthird quarter of 2020, foreign exchange revenue totaled $253$151 million, an increase of 58%17% compared with the firstthird quarter of 2019 and 83%a decrease of 13% compared with the fourthsecond quarter of 2019. Both increases2020. The increase compared with the third quarter of 2019 primarily reflect higher volatilityreflects the impact of foreign currency hedging activity. The decrease compared with the second quarter of 2020 primarily reflects lower volumes and volumes.volatility. Foreign exchange revenue is primarily reported in the
Investment Services business and, to a lesser extent, the Investment and Wealth Management business and the Other segment.

Other trading revenuelosses totaled $66$14 million in the firstthird quarter of 2020 compared with $10other trading revenue of $21 million in the firstthird quarter of 2019 and $30other trading losses of $8 million in the fourthsecond quarter of 2019. The increase compared with the first quarter of 20192020. Both decreases primarily reflects the impact of Investment Management hedging activities and derivative gains. The increase compared with the fourth quarter of 2019 primarily reflectsreflect lower derivative and fixed income trading gains.and hedging, which is partially offset in net interest revenue. Other trading revenue is reported in all three business segments.

Investment and other income

The following table provides the components of investment and other income.


Investment and other income
(in millions)3Q202Q203Q19YTD20YTD19
Corporate/bank-owned life insurance$33 $36 $33 $105 $95 
Expense reimbursements from joint venture23 19 21 63 59 
Asset-related gains4 11 
Seed capital gains (a)
9 23 — 1 10 
Other (loss) income(23)24 (26)(18)(60)
Total investment and other income$46 $105 $30 $162 $108 

(a)    Excludes seed capital gains related to consolidated investment management funds, which are reflected in operations of consolidated investment management funds.
8 BNY Mellon



Investment and other income
(in millions)1Q20
4Q19
1Q19
Corporate/bank-owned life insurance$36
$43
$30
Expense reimbursements from joint venture21
20
19
Asset-related gains4
815
1
Seed capital (losses) gains (a)
(31)4
2
Other (loss)(19)(22)(17)
Total investment and other income$11
$860
$35
(a)Excludes seed capital gains related to consolidated investment management funds, which are reflected in operations of consolidated investment management funds.

Investment and other income decreasedincreased compared with both the firstthird quarter of 2019 and fourthdecreased compared with the second quarter of 2019.2020. The increase compared with the third quarter of 2019 primarily reflects higher seed capital gains. The decrease compared with the firstsecond quarter of 20192020 primarily reflects equity investment losses, including seed capital, partially offset bythe impact of foreign currency translation, a one-time fee in Pershing. The decreasethe Asset Servicing business recorded in the second quarter of 2020 and lower seed capital gains.

Year-to-date 2020 compared with year-to-date 2019

Fee and other revenue increased 4% compared with the fourth quarterfirst nine months of 2019, primarily reflecting higher foreign exchange and other trading revenue, asset servicing fees, clearing services fees and investment and other income. The 28% increase in foreign exchange and other trading revenue primarily reflects the gain on the sale of an equity higher volatility and volumes. The 2% increase in asset servicing fees primarily reflects

BNY Mellon 9


higher client volumes. The 6% increase in clearing services fees primarily reflects higher clearing volumes and money market balances, partially offset by money market fee waivers. The increase in
investment recordedand other income revenue primarily reflects one-time fees in the fourth quarterAsset Servicing and Pershing businesses and the impact of 2019.foreign currency translation.


Net interest revenue

Net interest revenueYTD20
3Q20 vs. vs.
(dollars in millions)3Q202Q203Q192Q203Q19YTD20YTD19YTD19
Net interest revenue – GAAP$703 $780 $730 (10)%(4)%$2,297 $2,373 (3)%
Add: Tax equivalent adjustment2 N/MN/M6 11 N/M
Net interest revenue (FTE) –
Non-GAAP (a)
$705 $782 $733 (10)%(4)%$2,303 $2,384 (3)%
Average interest-earning assets$357,634 $357,562 $294,154  %22 %$346,418 $287,964 20 %
Net interest revenue     
    1Q20 vs.
(dollars in millions)1Q20
4Q19
1Q19
4Q19
1Q19
Net interest revenue – GAAP$814
$815
$841

(3)%
Add: Tax equivalent adjustment2
2
4
N/MN/M
Net interest revenue (FTE) basis – Non-GAAP (a)
$816
$817
$845

(3)%
      
Average interest-earning assets$323,936
$297,987
$282,185
9 %15 %
      
Net interest margin – GAAP1.01%1.09%1.20%(8) bps(19) bps
Net interest margin (FTE) – Non-GAAP (a)
1.01%1.09%1.20%(8) bps(19) bps
Net interest margin – GAAP0.79 %0.88 %0.99 %(9) bps(20) bps0.89 %1.10 %(21) bps
Net interest margin (FTE) –
Non-GAAP (a)
0.79 %0.88 %1.00 %(9) bps(21) bps0.89 %1.11 %(22) bps
(a)Net interest revenue (FTE) – Non-GAAP and net interest margin (FTE) – Non-GAAP include the tax equivalent adjustments on tax-exempt income which allows for comparisons of amounts arising from both taxable and tax-exempt sources and is consistent with industry practice. The adjustment to an FTE basis has no impact on net income.
(a)    Net interest revenue (FTE) – Non-GAAP and net interest margin (FTE) – Non-GAAP include the tax equivalent adjustments on tax-exempt income which allows for comparisons of amounts arising from both taxable and tax-exempt sources and is consistent with industry practice. The adjustment to an FTE basis has no impact on net income.
N/M - Not meaningful.
bps - basis points.


Net interest revenue decreased 3%4% compared with the firstthird quarter of 2019 and decreased slightly10% compared with the fourthsecond quarter of 2019.2020. The decrease compared with the firstthird quarter of 2019 would have been 8% larger due to the impact of the third quarter 2019 lease-related impairment of $70 million. The decrease primarily reflects lower interest rates on interest-earning assets, partially offset by the benefit of lower deposit and funding rates, higher deposits, securities portfolio and loan balances. The decrease compared with the impactsecond quarter of hedging activities. This2020 was primarily driven by lower interest rates on interest-earning assets, partially offset by the benefit of lower deposit and funding rates and higher deposits,a larger securities and loans. The decrease compared with the fourth quarter of 2019 was primarily driven by the favorable impact of higher deposits, securities and loans offset by the impact of hedging activities and lower rates. The impact of hedging activities is primarily offset in foreign exchange and other trading revenue.

portfolio.

Net interest margin decreased 1920 basis points compared with the firstthird quarter of 2019 and 89 basis points compared with the fourthsecond quarter of 2019. Both2020. The decreases primarily reflect the factors mentioned above.
lower asset yields and higher interest-earning assets, partially offset by lower deposit rates.

Average interest-earning assets of $324 billion in the first quarter of 2020 increased 15%22% compared with the firstthird quarter of 2019 and 9%increased slightly compared with the fourthsecond quarter of 2019. Both increases2020. The increase compared with the third quarter of 2019 primarily reflectreflects a larger securities portfolio and higher interest-bearing deposits with the Federal Reserve and other central banks and securities. The increase compared with the first quarter of 2019 also reflects higher federal funds sold and securities purchased under resale agreements and loans. The increases were primarily driven by higher average deposits.

banks.

Average non-U.S. dollar deposits comprised approximately 25% of our average total deposits in the firstthird quarter of 2020. Approximately 40% of the average non-U.S. dollar deposits in the firstthird quarter of 2020 were euro-denominated.euro denominated.

Net interest revenue in future quarters will depend on the level and mix of client deposits, deposit rates, as well as the level and shape of the yield curve, which may result in lower yields on interest-earning assets.

Year-to-date 2020 compared with year-to-date 2019

Net interest revenue decreased 3% compared with the first nine months of 2019. The decrease would have been 3% larger due to the impact of the third quarter 2019 lease-related impairment of $70 million. The decrease is primarily driven by lower interest rates on interest-earning assets, partially offset by the benefit of lower deposit and funding rates, higher deposits, securities portfolio and loan balances. The decrease in the net interest margin primarily reflects the factors mentioned above.

Average interest-earning assets increased 20% compared with the first nine months of 2019. The increase primarily reflects a larger securities portfolio and higher interest-bearing deposits with the Federal Reserve and other central banks.


BNY Mellon 9


Average balances and interest ratesQuarter ended
 March 31, 2020 Dec. 31, 2019 March 31, 2019
(dollars in millions; average rates annualized)
Average
balance

Interest
Average
rates

 
Average
balance

Interest
Average
rates

 Average balance
Interest
Average rates
Assets           
Interest-earning assets:           
Interest-bearing deposits with the Federal Reserve and other central banks$80,403
$80
0.39% $61,627
$94
0.60% $63,583
$139
0.87%
Interest-bearing deposits with banks (primarily foreign banks)17,081
58
1.37
 15,788
65
1.63
 13,857
63
1.85
Federal funds sold and securities purchased under resale agreements (a)
34,109
396
4.67
 38,846
452
4.62
 28,968
474
6.63
Margin loans12,984
87
2.69
 11,609
96
3.25
 12,670
135
4.34
Non-margin loans:           
Domestic offices31,720
238
3.02
 29,690
250
3.36
 28,177
269
3.85
Foreign offices11,170
71
2.55
 11,418
78
2.70
 10,511
86
3.32
Total non-margin loans42,890
309
2.89
 41,108
328
3.18
 38,688
355
3.70
Securities:           
U.S. government obligations23,175
108
1.87
 18,444
96
2.08
 23,597
129
2.22
U.S. government agency obligations69,046
400
2.32
 67,494
398
2.36
 64,867
427
2.63
State and political subdivisions (b)
1,033
8
3.06
 1,134
9
3.03
 2,206
15
2.71
Other securities (b)
36,375
86
0.95
 35,242
145
1.64
 28,647
151
2.13
Trading securities (b)
6,840
40
2.36
 6,695
40
2.41
 5,102
36
2.91
Total securities (b)
136,469
642
1.88
 129,009
688
2.13
 124,419
758
2.45
Total interest-earning assets (b)
$323,936
$1,572
1.95% $297,987
$1,723
2.30% $282,185
$1,924
2.75%
Noninterest-earnings assets61,342
   56,354
   53,980
  
Total assets$385,278
   $354,341
   $336,165
  
Liabilities           
Interest-bearing liabilities:           
Interest-bearing deposits:           
Domestic offices$99,915
$170
0.69% $87,162
$216
0.98% $70,562
$224
1.29%
Foreign offices97,717
70
0.29
 95,262
118
0.49
 89,317
167
0.76
Total interest-bearing deposits197,632
240
0.49
 182,424
334
0.73
 159,879
391
0.99
Federal funds purchased and securities sold under repurchase agreements (a)
13,919
275
7.96
 12,668
291
9.11
 11,922
331
11.26
Trading liabilities1,626
7
1.61
 1,504
9
2.25
 1,305
7
2.25
Other borrowed funds719
4
2.27
 709
5
2.83
 3,305
24
2.87
Commercial paper1,581
6
1.56
 1,792
7
1.66
 1,377
8
2.44
Payables to customers and broker-dealers16,386
30
0.73
 15,178
40
1.07
 16,108
70
1.76
Long-term debt27,231
194
2.83
 28,117
220
3.09
 28,254
248
3.52
Total interest-bearing liabilities$259,094
$756
1.17% $242,392
$906
1.48% $222,150
$1,079
1.96%
Total noninterest-bearing deposits60,577
   49,632
   54,583
  
Other noninterest-bearing liabilities24,229
   20,681
   18,628
  
Total liabilities343,900
   312,705
   295,361
  
Temporary equity           
Redeemable noncontrolling interests66
   69
   70
  
Permanent equity           
Total The Bank of New York Mellon Corporation shareholders’ equity41,206
   41,384
   40,628
  
Noncontrolling interests106
   183
   106
  
Total permanent equity41,312
   41,567
   40,734
  
Total liabilities, temporary equity and permanent equity$385,278
   $354,341
   $336,165
  
Net interest revenue (FTE) – Non-GAAP (c)
 $816
   $817
   $845
 
Net interest margin (FTE) – Non-GAAP (b)(c)
  1.01%   1.09%   1.20%
Less: Tax equivalent adjustment (b)
 2
   2
   4
 
Net interest revenue – GAAP $814
   $815
   $841
 
Net interest margin – GAAP  1.01%   1.09%   1.20%
(a)Includes the average impact of offsetting under enforceable netting agreements of approximately $80 billion for the first quarter of 2020, $60 billion for the fourth quarter of 2019 and $44 billion for the first quarter of 2019. On a Non-GAAP basis, excluding the impact of offsetting, the yield on federal funds sold and securities purchased under resale agreements would have been 1.39% for the first quarter of 2020, 1.82% for the fourth quarter of 2019 and 2.63% for the first quarter of 2019.  On a Non-GAAP basis, excluding the impact of offsetting, the rate on federal funds purchased and securities sold under repurchase agreements would have been 1.18% for the first quarter of 2020, 1.59% for the fourth quarter of 2019 and 2.40% for the first quarter of 2019. We believe providing the rates excluding the impact of netting is useful to investors as it is more reflective of the actual rates earned and paid.
(b)Average rates were calculated on an FTE basis, at tax rates of approximately 21%.
(c)
See “Net interest revenue” on page 9 for a reconciliation of this Non-GAAP measure.



10 BNY Mellon


Average balances and interest ratesQuarter ended
Sept. 30, 2020June 30, 2020Sept. 30, 2019
(dollars in millions; average rates annualized)Average
balance
InterestAverage
rates
Average
balance
InterestAverage
rates
Average balanceInterestAverage rates
Assets
Interest-earning assets:
Interest-bearing deposits with the Federal Reserve and other central banks$90,670 $(10)(0.04)%$94,229 $(7)(0.03)%$60,030 $102 0.67 %
Interest-bearing deposits with banks (primarily foreign banks)19,202 20 0.42 21,093 40 0.76 15,324 73 1.89 
Federal funds sold and securities purchased under resale agreements (a)
30,342 48 0.63 30,265 61 0.82 40,816 660 6.42 
Margin loans12,870 41 1.24 12,791 40 1.28 10,303 104 4.02 
Non-margin loans:
Domestic offices30,053 160 2.12 31,185 172 2.21 29,285 202 2.75 (b)
Foreign offices10,693 39 1.45 12,743 58 1.84 11,247 85 2.97 
Total non-margin loans40,746 199 1.94 43,928 230 2.10 40,532 287 2.81 (b)
Securities:
U.S. government obligations30,073 102 1.36 27,901 105 1.52 19,315 103 2.11 
U.S. government agency obligations78,300 328 1.68 74,583 358 1.92 67,235 418 2.49 
State and political subdivisions (c)
1,500 9 2.51 1,025 2.98 1,217 3.05 
Other securities (c)
46,719 69 0.59 45,511 93 0.82 33,729 148 1.75 
Trading securities (c)
7,212 16 0.91 6,236 18 1.13 5,653 41 2.80 
Total securities (c)
163,804 524 1.28 155,256 581 1.50 127,149 719 2.25 
Total interest-earning assets (c)
$357,634 $822 0.92 %$357,562 $945 1.06 %$294,154 $1,945 2.63 %(b)
Noninterest-earning assets57,231 57,797 56,525 
Total assets$414,865 $415,359 $350,679 
Liabilities
Interest-bearing liabilities:
Interest-bearing deposits:
Domestic offices$102,767 $(4)(0.01)%$102,135 $15 0.06 %$82,663 $267 1.28 %
Foreign offices108,733 (25)(0.09)108,508 (32)(0.12)94,738 170 0.71 
Total interest-bearing deposits211,500 (29)(0.05)210,643 (17)(0.03)177,401 437 0.98 
Federal funds purchased and securities sold under repurchase agreements (a)
16,850 6 0.13 14,209 0.03 13,432 443 13.08 
Trading liabilities2,692 2 0.30 1,974 0.39 1,371 2.33 
Other borrowed funds873 3 1.40 2,272 1.30 1,148 10 3.24 
Commercial paper2,274  0.09 191 1.02 3,796 22 2.26 
Payables to customers and broker-dealers18,501  (0.01)18,742 (1)(0.01)15,440 59 1.52 
Long-term debt26,511 135 2.01 28,122 170 2.42 28,386 233 3.24 
Total interest-bearing liabilities$279,201 $117 0.16 %$276,153 $163 0.24 %$240,974 $1,212 1.99 %
Total noninterest-bearing deposits67,610 72,411 49,027 
Other noninterest-bearing liabilities23,393 24,121 19,280 
Total liabilities370,204 372,685 309,281 
Temporary equity
Redeemable noncontrolling interests82 74 64 
Permanent equity
Total The Bank of New York Mellon Corporation shareholders’ equity44,456 42,486 41,139 
Noncontrolling interests123 114 195 
Total permanent equity44,579 42,600 41,334 
Total liabilities, temporary equity and permanent equity$414,865 $415,359 $350,679 
Net interest revenue (FTE) – Non-GAAP (d)
$705 $782 $733 
Net interest margin (FTE) – Non-GAAP (c)(d)
0.79 %0.88 %1.00 %(b)
Less: Tax equivalent adjustment (c)
2 
Net interest revenue – GAAP$703 $780 $730 
Net interest margin – GAAP0.79 %0.88 %0.99 %(b)
(a)Includes the average impact of offsetting under enforceable netting agreements of approximately $43 billion for the third quarter of 2020, $67 billion for the second quarter of 2020 and $68 billion for the third quarter of 2019. On a Non-GAAP basis, excluding the impact of offsetting, the yield on federal funds sold and securities purchased under resale agreements would have been 0.26% for the third quarter of 2020 and second quarter of 2020 and 2.42% for the third quarter of 2019. On a Non-GAAP basis, excluding the impact of offsetting, the rate on federal funds purchased and securities sold under repurchase agreements would have been 0.04% for the third quarter of 2020, 0.00% for the second quarter of 2020 and 2.17% for the third quarter of 2019. We believe providing the rates excluding the impact of netting is useful to investors as it is more reflective of the actual rates earned and paid.
(b)    Includes the impact of the lease-related impairment of $70 million. On a Non-GAAP basis, excluding the lease-related impairment, the yield on non-margin loans in domestic offices would have been 3.70%, the yield on total non-margin loans would have been 3.50%, the yield on total interest-earning assets would have been 2.72% and the net interest margin and the net interest margin (FTE) – Non-GAAP would have been 1.09%. We believe providing the rates excluding the lease-related impairment is useful to investors as it is more reflective of the actual rates earned.
(c)    Average rates were calculated on an FTE basis, at tax rates of approximately 21%.
(d)    See “Net interest revenue” on page 10 for the reconciliation of this Non-GAAP measure.

BNY Mellon 11


Average balances and interest ratesYear-to-date
Sept. 30, 2020Sept. 30, 2019
(dollars in millions; average rates annualized)Average balanceInterestAverage ratesAverage balanceInterestAverage rates
Assets
Interest-earning assets:
Interest-bearing deposits with the Federal Reserve and other central banks$88,442 $63 0.09 %$61,777 $354 0.75 %
Interest-bearing deposits with banks (primarily foreign banks)19,126 118 0.83 14,288 200 1.87 
Federal funds sold and securities purchased under resale agreements (a)
31,567 505 2.14 35,984 1,702 6.32 
Margin loans12,882 168 1.74 11,289 358 4.25 
Non-margin loans:
Domestic offices30,983 570 2.45 28,989 755 3.48 (b)
Foreign offices11,532 168 1.95 10,576 252 3.18 
Total non-margin loans42,515 738 2.32 39,565 1,007 3.40 (b)
Securities:
U.S. government obligations27,061 316 1.56 20,578 335 2.17 
U.S. government agency obligations73,992 1,086 1.96 66,191 1,273 2.56 
State and political subdivisions (c)
1,187 24 2.80 1,716 37 2.86 
Other securities (c)
42,883 247 0.77 31,068 456 1.96 
Trading securities (c)
6,763 74 1.46 5,508 116 2.80 
Total securities (c)
151,886 1,747 1.53 125,061 2,217 2.37 
Total interest-earning assets (c)
$346,418 $3,339 1.29 %$287,964 $5,838 2.71 %(b)
Noninterest-earning assets58,785 55,165 
Total assets$405,203 $343,129 
Liabilities
Interest-bearing liabilities:
Interest-bearing deposits:
Domestic offices$101,610 $181 0.24 %$75,846 $742 1.31 %
Foreign offices105,000 13 0.02 92,493 518 0.75 
Total interest-bearing deposits206,610 194 0.13 168,339 1,260 1.00 
Federal funds purchased and securities sold under repurchase agreements (a)
15,000 282 2.51 12,393 1,146 12.36 
Trading liabilities2,099 11 0.66 1,470 26 2.36 
Other borrowed funds1,286 14 1.50 2,295 54 3.11 
Commercial paper1,352 7 0.70 2,718 48 2.35 
Payables to customers and broker-dealers17,879 29 0.22 15,736 198 1.68 
Long-term debt27,285 499 2.43 28,108 722 3.40 
Total interest-bearing liabilities$271,511 $1,036 0.51 %$231,059 $3,454 1.99 %
Total noninterest-bearing deposits66,869 52,168 
Other noninterest-bearing liabilities23,913 18,760 
Total liabilities362,293 301,987 
Temporary equity
Redeemable noncontrolling interests74 65 
Permanent equity
Total The Bank of New York Mellon Corporation shareholders’ equity42,722 40,934 
Noncontrolling interests114 143 
Total permanent equity42,836 41,077 
Total liabilities, temporary equity and permanent equity$405,203 $343,129 
Net interest revenue (FTE) – Non-GAAP (d)
$2,303 $2,384 
Net interest margin (FTE) – Non-GAAP (c)(d)
0.89 %1.11 %(b)
Less: Tax equivalent adjustment (c)
6 11 
Net interest revenue – GAAP$2,297 $2,373 
Net interest margin – GAAP0.89 %1.10 %(b)
(a)    Includes the average impact of offsetting under enforceable netting agreements of approximately $63 billion for the first nine months of 2020 and $54 billion for the first nine months of 2019. On a Non-GAAP basis, excluding the impact of offsetting, the yield on federal funds sold and securities purchased under resale agreements would have been 0.71% for the first nine months of 2020 and 2.52% for the first nine months of 2019. On a Non-GAAP basis, excluding the impact of offsetting, the rate on federal funds purchased and securities sold under repurchase agreements would have been 0.48% for the first nine months of 2020 and 2.30% for the first nine months of 2019. We believe providing the rates excluding the impact of netting is useful to investors as it is more reflective of the actual rates earned and paid.
(b)    Includes the impact of the lease-related impairment of $70 million. On a Non-GAAP basis, excluding the lease-related impairment, the yield on non-margin loans in domestic offices would have been 3.80%, the yield on total non-margin loans would have been 3.64%, the yield on total interest-earning assets would have been 2.74%, the net interest margin would have been 1.13% and the net interest margin (FTE) – Non-GAAP would have been 1.14%. We believe providing the rates excluding the lease-related impairment is useful to investors as it is more reflective of the actual rates earned.
(c)    Average rates were calculated on an FTE basis, at tax rates of approximately 21%.
(d)    See “Net interest revenue” on page 10 for the reconciliation of this Non-GAAP measure.

12 BNY Mellon


Noninterest expense

Noninterest expenseYTD20
3Q20 vs. vs.
(dollars in millions)3Q202Q203Q192Q203Q19YTD20YTD19YTD19
Staff$1,466 $1,464 $1,479  %(1)%$4,412 $4,424  %
Professional, legal and other purchased services355 337 316 5 12 1,022 978 4 
Software and equipment340 345 309 (1)10 1,011 896 13 
Net occupancy136 137 138 (1)(1)408 413 (1)
Sub-custodian and clearing119 120 111 (1)7 344 331 4 
Distribution and servicing85 85 97  (12)261 282 (7)
Bank assessment charges30 35 31 (14)(3)100 93 8 
Business development17 20 47 (15)(64)79 148 (47)
Amortization of intangible assets26 26 30  (13)78 89 (12)
Other107 117 32 (9)234 364 282 29 
Total noninterest expense$2,681 $2,686 $2,590  %4 %$8,079 $7,936 2 %
Full-time employees at period end48,600 48,300 48,700 1 % %
Noninterest expense     
    1Q20 vs.
(dollars in millions)1Q20
4Q19
1Q19
4Q19
1Q19
Staff$1,482
$1,639
$1,524
(10)%(3)%
Professional, legal and other purchased services330
367
325
(10)2
Software and equipment326
326
283

15
Net occupancy135
151
137
(11)(1)
Sub-custodian and clearing105
119
105
(12)
Distribution and servicing91
92
91
(1)
Business development42
65
45
(35)(7)
Bank assessment charges35
32
31
9
13
Amortization of intangible assets26
28
29
(7)(10)
Other140
145
129
(3)9
Total noninterest expense$2,712
$2,964
$2,699
(9)% %
     
Full-time employees at period end47,900
48,400
49,800
(1)%(4)%



Total noninterest expense increased slightly4% compared with the firstthird quarter of 2019 and decreased 9%slightly compared with the fourthsecond quarter of 2019.2020. The increase compared with the firstthird quarter of 2019 primarily reflects a reduction of previously established reserves for a tax-related exposure of certain investment management funds that we manage, net of staff expense. The increase compared with the third quarter of 2019 also reflects continued investments in technology, higher professional, legal and higher pensionother purchased services expense and the unfavorable impact of a weaker U.S. dollar, partially offset by lower staff expense and the favorable impact of a stronger U.S. dollar.business development (travel and marketing) expenses. The investments in technology are included in staff, professional, legal and other purchased services, and software and equipment expenses. The slight decrease compared with the fourthsecond quarter of 20192020 primarily reflects lower severance,decreases in most expense categories, partially offset by the unfavorable impact of a weaker U.S. dollar and higher professional, legal and other purchased services and litigation expenses and decreases in most other expense categories, partially offset by the impact of vesting of long-term stock awards for retirement eligible employees and higher pension expense.

Our investments in technology infrastructure and platforms are expected to continue. As a result, we expect to incur higher technology-related expenses in 2020 than in 2019 and higher pension expense as a result of a lower expected rate of return on plan assets. These increases are expected to be offset by decreases in other expenses as we continue to manage overall expenses.

Year-to-date 2020 compared with year-to-date 2019

Noninterest expense increased 2% compared with the first nine months of 2019, primarily reflecting continued investments in technology and a reduction of previously established reserves for a tax-related exposure of certain investment management funds that we manage, net of staff expense recorded in 2019, partially offset by lower business development (travel and marketing) expense.

Income taxes

BNY Mellon recorded an income tax provision of $265$213 million (21.6% (18.4% effective tax rate) in the firstthird quarter of 2020,, $237 $246 million (19.9% (19.1% effective tax rate) in the firstthird quarter of 2019 and $373$216 million (20.5% (18.3% effective tax rate) in the fourthsecond quarter of 2019.2020. For additional information, see Note 11 of the Notes to Consolidated Financial Statements.



BNY Mellon 1113



Review of businesses

We have an internal information system that produces performance data along product and service lines for our two principal businesses, Investment Services and Investment and Wealth Management, and the Other segment.

Business accounting principles

Our business data has been determined on an internal management basis of accounting, rather than the generally accepted accounting principles used for consolidated financial reporting. These measurement principles are designed so that reported results of the businesses will track their economic performance.

For information on the accounting principles of our businesses, see Note 19 of the Notes to Consolidated Financial Statements. For information on the primary products and services in each line of business, the primary types of revenue by business and how our businesses are presented and analyzed, see Note 24 of the Notes to Consolidated Financial Statements in our 2019 Annual Report.

Business results are subject to reclassification when organizational changes are made.made, or for refinements in revenue and expense allocation methodologies. Refinements are typically reflected on a prospective basis. There were no significant organizational changes in the second or third quarters of 2020. In the first quarter of 2020, we reclassified the results of certain services provided between the segments from noninterest expense to fee and other revenue. ThisThe intersegment activity is offseteliminated in the Other segment and relates to services that are also provided to third parties and provides consistency with the reporting of the revenues. This adjustment had no impact on income before taxes of the businesses. Also in the first quarter of 2020, we reclassified the results related to certain lending activities from the Wealth Management business to the Pershing business. These loans were originated by the Wealth Management business as a service to Pershing clients. This resulted in an increase in total revenue, noninterest expense and income before taxes in the Pershing business and a corresponding decrease in the Wealth Management business. Prior periods have beenwere restated in the first quarter of 2020 for both reclassifications. The results are also subject to refinements in revenue and expense allocation methodologies, which are typically reflected on a prospective basis.

The results of our businesses may be influenced by client and other activities that vary by quarter. In the first quarter, staff expense typically increases reflecting the vesting of long-term stock awards for retirement-eligible employees. In the third quarter, Depositary Receipts revenue is typically higher due to an increased level of client dividend payments. Also in the third quarter, volume-related fees may decline due to reduced client activity. In the third quarter,activity, and staff expense typically increases reflecting the annual employee merit increase. In the fourth quarter, we typically incur higher business development and marketing expenses.expenses; however, 2020 is expected to be different given the impact of the coronavirus pandemic. In our Investment and Wealth Management business, performance fees are typically higher in the fourth and first quarters, as those quarters represent the end of the measurement period for many of the performance fee-eligible relationships.

The results of our businesses may also be impacted by the translation of financial results denominated in foreign currencies to the U.S. dollar. We are primarily impacted by activities denominated in the British pound and the euro. On a consolidated basis and in our Investment Services business, we typically have more foreign currency-denominated expenses than revenues. However, our Investment and Wealth Management business typically has more foreign currency-denominated revenues than expenses. Overall, currency fluctuations impact the year-over-year growth rate in the Investment and Wealth Management business more than the Investment Services business. However, currency fluctuations, in isolation, are not expected to significantly impact net income on a consolidated basis.

Fee revenue in Investment and Wealth Management, and to a lesser extent in Investment Services, is impacted by the value of market indices. At March 31,Sept. 30, 2020,, we estimateestimated that a 5% change in global equity markets, spread evenly throughout the year, would impact fee revenue by less than 1% and diluted earnings per common share by $0.03 to $0.05.$0.06.

See Note 19 of the Notes to Consolidated Financial Statements for the consolidating schedules which show the contribution of our businesses to our overall profitability.



1214 BNY Mellon



Investment Services business

YTD20
(dollars in millions)3Q20 vs. vs.
3Q202Q201Q204Q193Q192Q203Q19YTD20YTD19YTD19
Revenue:
Investment services fees:
Asset servicing fees (a)
$1,156 $1,164 $1,147 $1,138 $1,138 (1)%2 %$3,467 $3,375 3 %
Clearing services fees (b)
397 431 470 421 419 (8)(5)1,298 1,228 6 
Issuer services fees295 277 263 264 324 6 (9)835 866 (4)
Treasury services fees152 144 149 147 139 6 9 445 411 8 
Total investment services fees2,000 2,016 2,029 1,970 2,020 (1)(1)6,045 5,880 3 
Foreign exchange and other trading revenue146 178 261 151 160 (18)(9)585 470 24 
Other (c)
100 145 146 115 116 (31)(14)391 340 15 
Total fee and other revenue2,246 2,339 2,436 2,236 2,296 (4)(2)7,021 6,690 5 
Net interest revenue681 768 806 778 761 (11)(11)2,255 2,348 (4)
Total revenue2,927 3,107 3,242 3,014 3,057 (6)(4)9,276 9,038 3 
Provision for credit losses(10)145 149 (5)(15)N/MN/M284 (11)N/M
Noninterest expense (excluding amortization of intangible assets)2,002 1,971 1,969 2,160 1,952 2 3 5,942 5,856 1 
Amortization of intangible assets18 18 18 19 21  (14)54 61 (11)
Total noninterest expense2,020 1,989 1,987 2,179 1,973 2 2 5,996 5,917 1 
Income before income taxes$917 $973 $1,106 $840 $1,099 (6)%(17)%$2,996 $3,132 (4)%
Pre-tax operating margin31 %31 %34 %28 %36 %32 %35 %
Securities lending revenue$37 $51 $46 $40 $39 (27)%(5)%$134 $123 9 %
Total revenue by line of business:
Asset Servicing$1,354 $1,463 $1,531 $1,411 $1,411 (7)%(4)%$4,348 $4,223 3 %
Pershing538 578 653 579 575 (7)(6)1,769 1,708 4 
Issuer Services435 431 419 415 466 1 (7)1,285 1,308 (2)
Treasury Services323 340 339 329 312 (5)4 1,002 946 6 
Clearance and Collateral Management277 295 300 280 293 (6)(5)872 853 2 
Total revenue by line of business$2,927 $3,107 $3,242 $3,014 $3,057 (6)%(4)%$9,276 $9,038 3 %
Average balances:
Average loans$40,308 $43,113 $41,789 $38,721 $37,005 (7)%9 %$41,731 $36,881 13 %
Average deposits$263,621 $268,467 $242,187 $215,388 $208,044 (2)%27 %$258,112 $201,472 28 %
            
(dollars in millions, unless otherwise noted)         1Q20 vs.
1Q20
4Q19
(a)3Q19
(a)2Q19
(a)1Q19
(a)4Q19
1Q19
Revenue:           
Investment services fees:           
Asset servicing fees (b)
$1,147
$1,138
 $1,138
 $1,126
 $1,111
 1 %3 %
Clearing services fees (c)
470
421
 419
 411
 398
 12
18
Issuer services fees263
264
 324
 291
 251
 
5
Treasury services fees149
147
 139
 140
 132
 1
13
Total investment services fees2,029
1,970
 2,020
 1,968
 1,892
 3
7
Foreign exchange and other trading revenue261
151
 160
 153
 157
 73
66
Other (d)
146
115
 116
 112
 112
 27
30
Total fee and other revenue2,436
2,236
 2,296
 2,233
 2,161
 9
13
Net interest revenue806
778
 761
 783
 804
 4

Total revenue3,242
3,014
 3,057
 3,016
 2,965
 8
9
Provision for credit losses149
(5) (15) (4) 8
 N/MN/M
Noninterest expense (excluding amortization of intangible assets)1,969
2,160
 1,952
 1,943
 1,961
 (9)
Amortization of intangible assets18
19
 21
 20
 20
 (5)(10)
Total noninterest expense1,987
2,179
 1,973
 1,963
 1,981
 (9)
Income before income taxes$1,106
$840
 $1,099
 $1,057
 $976
 32 %13 %
          
 
Pre-tax operating margin34%28% 36% 35% 33% 

 
          

 
Securities lending revenue$46
$40
 $39
 $40
 $44
 15 %5 %
          



Total revenue by line of business:
         



Asset Servicing$1,531
$1,411
 $1,411
 $1,397
 $1,415
 9 %8 %
Pershing653
579
 575
 572
 561
 13
16
Issuer Services419
415
 466
 446
 396
 1
6
Treasury Services339
329
 312
 317
 317
 3
7
Clearance and Collateral Management300
280
 293
 284
 276
 7
9
Total revenue by line of business$3,242
$3,014
 $3,057
 $3,016
 $2,965
 8 %9 %
            
Metrics:
         
 
Average loans$41,789
$38,721
 $37,005
 $36,404
 $37,235
 8 %12 %
Average deposits$242,187
$215,388
 $208,044
 $201,146
 $195,082
 12 %24 %
          

 
AUC/A at period end (in trillions) (e)
$35.2
$37.1
 $35.8
 $35.5
 $34.5
 (5)%2 %
Market value of securities on loan at period end (in billions) (f)
$389
$378
 $362
 $369
 $377
 3 %3 %
          

 
Pershing:
           
Net new assets (U.S. platform) (in billions) (g)
$31
$33
 $19
 $21
 $
 (6)%N/M
Average active clearing accounts (U.S. platform) (in thousands)
6,437
6,340
 6,283
 6,254
 6,169
 2 %4 %
Average long-term mutual fund assets (U.S. platform)$549,206
$573,475
 $547,522
 $532,384
 $507,606
 (4)%8 %
Average investor margin loans (U.S. platform)$9,419
$9,420
 $9,222
 $9,440
 $10,093
  %(7)%
            
Clearance and Collateral Management:
           
Average tri-party collateral management balances (in billions)
$3,724
$3,562
 $3,550
 $3,400
 $3,266
 5 %14 %
(a)    Asset servicing fees include the fees from the Clearance and Collateral Management business.
(a)Prior periods have been restated to reflect the reclassifications.
(b)
Asset servicing fees include the fees from the Clearance and Collateral Management business.
(b)    Clearing services fees are almost entirely earned by our Pershing business.
(c)    Other revenue includes investment management and performance fees, financing-related fees, distribution and servicing revenue, securities gains and losses and investment and other income.
(c)
Clearing services fees are almost entirely earned by our Pershing business.
(d)
Other revenue includes investment management and performance fees, financing-related fees, distribution and servicing revenue, securities gains and losses and investment and other income.
(e)
Consists of AUC/A primarily from the Asset Servicing business and, to a lesser extent, the Clearance and Collateral Management, Issuer Services and Pershing businesses. Includes the AUC/A of CIBC Mellon of $1.2 trillion at March 31, 2020, $1.5 trillion at Dec. 31, 2019, $1.4 trillion at Sept. 30, 2019 and June 30, 2019 and $1.3 trillion at March 31, 2019.
(f)
Represents the total amount of securities on loan in our agency securities lending program managed by the Investment Services business. Excludes securities for which BNY Mellon acts as agent on behalf of CIBC Mellon clients, which totaled $59 billion at March 31, 2020, $60 billion at Dec. 31, 2019, $66 billion at Sept. 30, 2019, $64 billion at June 30, 2019 and $62 billion at March 31, 2019.
(g)Net new assets represents net flows of assets (e.g., net cash deposits and net securities transfers) in customer accounts in Pershing LLC, a U.S. broker-dealer.
N/M - Not meaningful.


BNY Mellon 1315


Investment Services business metrics3Q20 vs.
(dollars in millions, unless otherwise noted)3Q202Q201Q204Q193Q192Q203Q19
AUC/A at period end (in trillions) (a)
$38.6 $37.3 $35.2 $37.1 $35.8 3 %8 %
Market value of securities on loan at period end (in billions) (b)
$378 $384 $389 $378 $362 (2)%4 %
Pershing:
Net new assets (U.S. platform) (in billions) (c)
$12 $11 $31 $33 $19 N/MN/M
Average active clearing accounts (U.S. platform) (in thousands)
6,556 6,507 6,437 6,340 6,283 1 %4 %
Average long-term mutual fund assets (U.S. platform)$597,312 $547,579 $549,206 $573,475 $547,522 9 %9 %
Average investor margin loans (U.S. platform)$9,350 $9,235 $9,419 $9,420 $9,222 1 %1 %
Clearance and Collateral Management:
Average tri-party collateral management balances (in billions)
$3,417 $3,573 $3,724 $3,562 $3,550 (4)%(4)%
(a)    Consists of AUC/A primarily from the Asset Servicing business and, to a lesser extent, the Clearance and Collateral Management, Issuer Services, Pershing and Wealth Management businesses. Includes the AUC/A of CIBC Mellon of $1.4 trillion at Sept. 30, 2020, $1.3 trillion at June 30, 2020, $1.2 trillion at March 31, 2020, $1.5 trillionat Dec. 31, 2019 and$1.4 trillion at Sept. 30, 2019.
(b)    Represents the total amount of securities on loan in our agency securities lending program managed by the Investment Services business. Excludes securities for which BNY Mellon acts as agent on behalf of CIBC Mellon clients, which totaled $62 billion at Sept. 30, 2020 and June 30, 2020, $59 billion at March 31, 2020, $60 billion at Dec. 31, 2019 and $66 billion at Sept. 30, 2019.
(c)    Net new assets represent net flows of assets excluding dividends and interest (e.g., net cash deposits and net securities transfers) in customer accounts in Pershing LLC, a U.S. broker-dealer.
N/M - Not meaningful.


Business description

BNY Mellon Investment Services provides business services and technology solutions to entities including financial institutions, corporations, foundations and endowments, public funds and government agencies. Our lines of business include: Asset Servicing, Pershing, Issuer Services, Treasury Services and Clearance and Collateral Management. For information on the drivers of the Investment Services fee revenue, see Note 10 of the Notes to Consolidated Financial Statements.Statements in our 2019 Annual Report.

We are one of the leading global investment services providers with $35.2$38.6 trillion of AUC/A at March 31,Sept. 30, 2020.

The Asset Servicing business provides a comprehensive suite of solutions. As one of the largest global custody and fund accounting providers and a trusted partner, we offer services for the safekeeping of assets in capital markets globally as well as alternative investment and structured product strategies. We provide custody and foreign exchange services, support exchange-traded funds and unit investment trusts and provide our clients outsourcing capabilities. Our robust digital and data offerings enable us to provide fully integrated technology solutions for our clients. We deliver securities lending and financing solutions on both an agency and principal basis. Our agency securities lending program is one of the largest lenders of U.S. and non-U.S. securities, servicing a lendable asset pool of approximately $3.6$4.3 trillion in 34 separate markets.
Our market-leading liquidity services portal enables cash investments for institutional clients and includes fund research and analytics.

Pershing provides execution, clearing, custody, business and technology solutions, delivering dependable operational support to broker-dealers, wealth managers and registered investment advisors (RIAs) globally.

The Issuer Services business includes Corporate Trust and Depositary Receipts. Our Corporate Trust business delivers a full range of issuer and related investor services, including trustee, paying agency, fiduciary, escrow and other financial services. We are a leading provider to the debt capital markets, providing customized and market-driven solutions to investors, bondholders and lenders. Our Depositary Receipts business drives
global investing by providing servicing and value-added solutions that enable, facilitate and enhance cross-border trading, clearing, settlement and ownership. We are one of the largest providers of depositary receipts services in the world, partnering with leading companies from more than 50 countries.

Our Treasury Services business provides global payments, liquidity management and trade finance services for financial institutions, corporations and the public sector.

Our Clearance and Collateral Management business clears and settles equity and fixed-income

16 BNY Mellon


transactions globally and serves as custodian for tri-party repo collateral worldwide. We are the primary provider of U.S. government securities clearance and a provider of non-U.S. government securities clearance. Our collateral services include collateral management, administration and segregation. We offer innovative solutions and industry expertise which help financial institutions and institutional investors with their liquidity, financing, risk and balance sheet challenges. We are a leading provider of tri-party collateral management services with an average of $3.7$3.4 trillion serviced globally including approximately $2.8$2.4 trillion of the U.S. tri-party repo market.market at Sept. 30, 2020.

Review of financial results

AUC/A of $35.2$38.6 trillion increased 2%8% compared with March 31,Sept. 30, 2019, primarily reflecting higher market values, net new business, client inflows partially offset by lower market values and the unfavorablefavorable impact of a strongerweaker U.S. dollar. AUC/A consisted of 31%34% equity securities and 69%66% fixed-income securities at March 31,Sept. 30, 2020 and 35% equity securities and 65% fixed-income securities at March 31,Sept. 30, 2019.

Total revenue of $3.2$2.9 billion increased 9%decreased 4% compared with the firstthird quarter of 2019 and 8%6% compared with the fourthsecond quarter of 2019. Our Investment Services businesses were favorably impacted by higher client volumes in the first quarter of 2020 as a result of the current economic environment. See “Impact of coronavirus pandemic on our business” for additional information.2020. The drivers of total revenue by line of business are indicated below.

Asset Servicing revenue of $1.5$1.4 billion increased 8%decreased 4% compared with the first quarter of 2019 and 9%


14 BNY Mellon


compared with the fourth quarter of 2019. Both increases primarily reflect higher foreign exchange and other trading revenue. The increase compared with the first quarter of 2019 also reflects higher volumes from existing clients, partially offset by lower net interest revenue. The decrease in net interest revenue primarily reflects lower rates, partially offset by higher deposits and loans.

Pershing revenue of $653 million increased 16% compared with the first quarter of 2019 and 13% compared with the fourth quarter of 2019. Both increases primarily reflect higher clearing volumes and a one-time fee. The increase compared with the first quarter of 2019 also reflects growth in client assets and accounts.

Issuer Services revenue of $419 million increased 6% compared with the first quarter of 2019 and 1% compared with the fourth quarter of 2019. The increase compared with the first quarter of 2019 reflects higher Corporate Trust and Depositary Receipts fees. The increase compared with the fourth quarter of 2019 primarily reflects higher Depositary Receipts fees.

Treasury Services revenue of $339 million increased 7% compared with the first quarter of 2019 and 3% compared with the fourth quarter of 2019. Both increases primarily reflect higher fees and net interest revenue. The increase in net interest revenue was driven by deposit growth.
Clearance and Collateral Management revenue of $300 million increased 9% compared with the firstthird quarter of 2019 and 7% compared with the second quarter of 2020. The decrease compared with the third quarter of 2019 primarily reflects lower interest rates, partially offset by higher client deposits and client volumes. The decrease compared with the second quarter of 2020 primarily reflects lower foreign exchange volumes, lower net interest revenue, a one-time fee recorded in the second quarter of 2020 and lower securities lending revenue driven by tighter spreads.

Pershing revenue of $538 million decreased 6% compared with the third quarter of 2019 and 7% compared with the second quarter of 2020. The decrease compared with the third quarter of 2019 primarily reflects the impact of rate-driven money market fee waivers, partially offset by higher money market balances. The decrease compared with the second quarter of 2020 primarily reflects lower clearing volumes and higher rate-driven money market fee waivers.

Issuer Services revenue of $435 million decreased 7% compared with the third quarter of 2019 and increased 1% compared with the second quarter of 2020. The decrease compared with the third quarter of 2019 primarily reflects lower Depositary Receipts revenue. The increase compared with the second quarter of 2020 primarily reflects seasonally higher Depositary Receipts revenue, partially offset by lower net interest revenue.

Treasury Services revenue of $323 million increased 4% compared with the third quarter of 2019 and decreased 5% compared with the second quarter of 2020. The increase compared with the third quarter of 2019 primarily reflects higher client deposits and money market balances. The decrease compared with the second quarter of 2020 primarily reflects lower net interest revenue, partially offset by higher payment volumes.

Clearance and Collateral Management revenue of $277 million decreased 5% compared with the third quarter of 2019 and 6% compared with the second quarter of 2020. The decrease compared with the third quarter of 2019 primarily reflects lower investment income due to the fourth quarter 2019 sale of 2019. Both increasesan equity investment. The decrease compared with the second quarter of 2020 primarily reflect growth in collateral management andreflects lower clearance volumes and higher net interest revenue.

Market and regulatory trends are driving investable assets toward lower fee asset management products at reduced margins for our clients. These dynamics are also negatively impacting our investment services fees. However, at the same time, these trends are providing additional outsourcing opportunities as clients and other market participants seek to comply with new regulations and reduce their operating costs.

Noninterest expense of $2.0 billion increased slightly2% compared with both the firstthird quarter of 2019 and decreased 9% compared with the fourthsecond quarter of 2019.2020. The increase compared with the firstthird quarter of 2019 was primarily driven by continued investments in technology. The decreaseincrease compared with the second quarter of 2020 primarily reflects higher staff expense and the unfavorable impact of a weaker U.S. dollar.

Year-to-date 2020 compared with year-to-date 2019

Total revenue of $9.3 billion increased 3% compared with the first nine months of 2019. Asset Servicing revenue of $4.3 billion increased 3%, primarily reflecting higher foreign exchange and other trading

BNY Mellon 17


revenue, higher volumes from existing clients and higher market values, partially offset by lower net interest revenue. Pershing revenue of $1.8 billion increased 4%, primarily reflecting higher money market balances and clearing volumes, partially offset by the impact of rate-driven money market fee waivers. Issuer Services revenue of $1.3 billion decreased 2%, primarily reflecting lower Depositary Receipts revenue, partially offset by new business in Corporate Trust. Treasury Services revenue of $1.0 billion increased 6%, primarily reflecting higher money market balances, client deposits and net interest revenue. Clearance and Collateral
Management revenue of $872 million increased 2%, primarily reflecting growth in collateral management and clearance volumes and higher net interest revenue, partially offset by lower investment income due to the fourth quarter 2019 sale of an equity investment.

Noninterest expense of $6.0 billion increased 1% compared with the first nine months of 2019 primarily reflects lower severance and litigation expenses,reflecting continued investments in technology, partially offset by higher other stafflower business development (travel and marketing) expense.



BNY Mellon 15


Investment and Wealth Management business

YTD20
3Q20 vs. vs.
(dollars in millions)3Q202Q201Q204Q193Q192Q203Q19YTD20YTD19YTD19
Revenue:
Investment management fees (a)
$828 $782 $812 $836 $830 6 % %$2,422 $2,471 (2)%
Performance fees7 50 48 N/MN/M62 35 77 
Investment management and performance fees (b)
835 787 862 884 832 6  2,484 2,506 (1)
Distribution and servicing31 34 43 44 45 (9)(31)108 134 (19)
Other (a)
5 17 (59)(4)(39)N/MN/M(37)(79)N/M
Total fee and other revenue (a)
871 838 846 924 838 4 4 2,555 2,561  
Net interest revenue47 48 52 47 49 (2)(4)147 175 (16)
Total revenue918 886 898 971 887 4 3 2,702 2,736 (1)
Provision for credit losses12 — — N/MN/M28 (1)N/M
Noninterest expense (excluding amortization of intangible assets)653 650 687 722 582  12 1,990 1,888 5 
Amortization of intangible assets8 10  (20)24 28 (14)
Total noninterest expense661 658 695 731 592  12 2,014 1,916 5 
Income before income taxes$245 $221 $194 $240 $295 11 %(17)%$660 $821 (20)%
Pre-tax operating margin27 %25 %22 %25 %33 %24 %30 %
Adjusted pre-tax operating marginNon-GAAP (c)
29 %28 %24 %27 %37 %27 %33 %
Total revenue by line of business:
Investment Management$641 $621 $620 $692 $608 3 %5 %$1,882 $1,870 1 %
Wealth Management277 265 278 279 279 5 (1)820 866 (5)
Total revenue by line of business$918 $886 $898 $971 $887 4 %3 %$2,702 $2,736 (1)%
Average balances:
Average loans$11,503 $11,791 $12,124 $12,022 $12,013 (2)%(4)%$11,805 $12,184 (3)%
Average deposits$17,570 $17,491 $16,144 $15,195 $14,083  %25 %$17,070 $14,831 15 %
            
          1Q20 vs.
(dollars in millions)1Q20
4Q19
(a)3Q19
(a)2Q19
(a)1Q19
(a)4Q19
1Q19
Revenue:           
Investment management fees (b)
$812
$836
 $830
 $831
 $810
 (3)% %
Performance fees50
48
 2
 2
 31
 4
61
Investment management and performance fees (c)
862
884
 832
 833
 841
 (2)2
Distribution and servicing43
44
 45
 44
 45
 (2)(4)
Other (b)
(59)(4) (39) (23) (17) N/M
N/M
Total fee and other revenue (b)
846
924
 838
 854
 869
 (8)(3)
Net interest revenue52
47
 49
 59
 67
 11
(22)
Total revenue898
971
 887
 913
 936
 (8)(4)
Provision for credit losses9

 
 (2) 1
 N/M
N/M
Noninterest expense (excluding amortization of intangible assets)687
722
 582
 646
 660
 (5)4
Amortization of intangible assets8
9
 10
 9
 9
 (11)(11)
Total noninterest expense695
731
 592
 655
 669
 (5)4
Income before income taxes$194
$240
 $295
 $260
 $266
 (19)%(27)%
            
Pre-tax operating margin22%25% 33% 29% 28%   
Adjusted pre-tax operating margin – Non-GAAP (d)
24%27% 37% 32% 31%   
            
Total revenue by line of business:
           
Asset Management$620
$692
 $608
 $622
 $640
 (10)%(3)%
Wealth Management278
279
 279
 291
 296
 
(6)
Total revenue by line of business$898
$971
 $887
 $913
 $936
 (8)%(4)%
            
Average balances:
           
Average loans$12,124
$12,022
 $12,013
 $12,205
 $12,339
 1 %(2)%
Average deposits$16,144
$15,195
 $14,083
 $14,615
 $15,815
 6 %2 %
(a)    Total fee and other revenue includes the impact of the consolidated investment management funds, net of noncontrolling interests. Additionally, other revenue includes asset servicing fees, treasury services fees, foreign exchange and other trading revenue and investment and other income.
(a)Prior periods have been restated to reflect the reclassifications.
(b)Total fee and other revenue includes the impact of the consolidated investment management funds, net of noncontrolling interests. Additionally, other revenue includes asset servicing fees, treasury services fees, foreign exchange and other trading revenue and investment and other income.
(c)On a constant currency basis, investment management and performance fees increased 3% (Non-GAAP) compared with the first quarter of 2019. See “Supplemental information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 43
(b)    On a constant currency basis, investment management and performance fees decreased 1% (Non-GAAP) compared with the third quarter of 2019. See “Supplemental information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 45 for the reconciliation of this Non-GAAP measure.
(c)    Net of distribution and servicing expense. See “Supplemental information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 45 for the reconciliation of this Non-GAAP measure.
(d)
Net of distribution and servicing expense. See “Supplemental information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 43 for the reconciliation of this Non-GAAP measure.
N/M - Not meaningful.



1618 BNY Mellon


AUM trends 1Q20 vs.AUM trends3Q20 vs.
(dollars in billions)1Q20
4Q19
3Q19
2Q19
1Q19
4Q19
1Q19
(dollars in billions)3Q202Q201Q204Q193Q192Q203Q19
AUM at period end, by product type: (a)
  
AUM at period end, by product type: (a)
Equity$120
$154
$147
$152
$149
(22)%(19)%Equity$149 $141 $120 $154 $147 6 %1 %
Fixed income211
224
211
209
208
(6)1
Fixed income241 224 211 224 211 8 14 
Index274
339
321
322
333
(19)(18)Index350 333 274 339 321 5 9 
Liability-driven investments705
728
742
709
709
(3)(1)Liability-driven investments788 752 705 728 742 5 6 
Multi-asset and alternative investments171
192
182
184
178
(11)(4)Multi-asset and alternative investments193 185 171 192 182 4 6 
Cash315
273
278
267
264
15
19
Cash320 326 315 273 278 (2)15 
Total AUM by product type$1,796
$1,910
$1,881
$1,843
$1,841
(6)%(2)%Total AUM by product type$2,041 $1,961 $1,796 $1,910 $1,881 4 %9 %
 
Changes in AUM: (a)
  
Changes in AUM: (a)
Beginning balance of AUM$1,910
$1,881
$1,843
$1,841
$1,722
 Beginning balance of AUM$1,961 $1,796 $1,910 $1,881 $1,843 
Net (outflows) inflows:  
Net inflows (outflows):Net inflows (outflows):
Long-term strategies:  Long-term strategies:
Equity(2)(6)(4)(2)(4) Equity(4)(2)(2)(6)(4)
Fixed income
5
2
(4)3
 Fixed income1 — 
Liability-driven investments(5)(3)(4)1
5
 Liability-driven investments14 (2)(5)(3)(4)
Multi-asset and alternative investments(1)3
(1)1
(4) Multi-asset and alternative investments(3)— (1)(1)
Total long-term active strategies (outflows)(8)(1)(7)(4)
 
Total long-term active strategies inflows (outflows)Total long-term active strategies inflows (outflows)8 — (8)(1)(7)
Index3
(5)(3)(22)(2) Index(3)(5)(3)
Total long-term strategies (outflows)(5)(6)(10)(26)(2) 
Total long-term strategies inflows (outflows)Total long-term strategies inflows (outflows)5 (5)(6)(10)
Short-term strategies:  Short-term strategies:
Cash43
(7)11
2
2
 Cash(10)11 43 (7)11 
Total net inflows (outflows)38
(13)1
(24)
 
Total net (outflows) inflowsTotal net (outflows) inflows(5)20 38 (13)
Net market impact(91)(20)66
42
103
 Net market impact41 143 (91)(20)66 
Net currency impact(61)62
(29)(16)16
 Net currency impact44 (61)62 (29)
Ending balance of AUM$1,796
$1,910
$1,881
$1,843
$1,841
(6)%(2)%Ending balance of AUM$2,041 $1,961 $1,796 $1,910 $1,881 4 %9 %
 



Wealth Management client assets (b)
$236
$266
$259
$257
$253
(11)%(7)%
Wealth Management client assets (b)
$265 $254 $236 $266 $259 4 %2 %
(a)    Excludes securities lending cash management assets and assets managed in the Investment Services business.
(b)    Includes AUM and AUC/A in the Wealth Management business.


Business description

Our Investment and Wealth Management business consists of two lines of business, AssetInvestment Management and Wealth Management. Our investment firms deliver a highly diversified portfolio of investment strategies independently, and through our global distribution network, to institutional and retail clients globally. BNY Mellon Wealth Management provides investment management, custody, wealth and estate planning and private banking services. See pages 16 and 17 of our 2019 Annual Report for additional information on our Investment and Wealth Management business.

Review of financial results

AUM decreased 2% increased 9% compared with March 31,Sept. 30, 2019 primarily reflecting higher market values, the unfavorablefavorable impact of a strongerweaker U.S. dollar (principally versus the British pound). and net inflows.


Net long-term strategy outflowsinflows were $5 billion in the firstthird quarter of 2020, primarily resulting from outflows ofdriven by liability-driven investments and equity
investment funds. Short-term strategy inflowsoutflows were $43$10 billion in the firstthird quarter of 2020. Market and regulatory trends have resulted in increased demand for lower fee asset management products and for performance-based fees.


Total revenue of $898$918 million decreased 4% increased 3% compared with the firstthird quarter of 2019 and 8%4% compared with the fourthsecond quarter of 2019.2020.


Our Investment Management business was impacted by lower investment and other income, investment management fees and lower market values as a result of the current macroeconomic environment. See “Impact of coronavirus pandemic on our business” for additional information.

Asset Management revenue of $620$641 million decreasedincreased 5% compared with the third quarter of 2019 and 3% compared with the firstsecond quarter of 2020. The increase compared with the third quarter of 2019 primarily reflects the impact of hedging activities in the third quarter of 2019, higher market values, the favorable impact of a weaker U.S. dollar and higher performance fees, partially offset by the impact of money market fee waivers. The increase compared with the second quarter of 2020 primarily reflects higher market values and the favorable impact of a

BNY Mellon 19


weaker U.S. dollar, partially offset by lower seed capital gains, net of hedges.

Wealth Management revenue of $277 million decreased 1% compared with the third quarter of 2019 and 10%increased 5% compared with the fourthsecond quarter of 2019.2020. The decrease compared with the firstthird quarter of 2019 primarily reflects equitylower net interest revenue. The comparisons with the third quarter of 2019 and second quarter of 2020 reflect higher market values offset by a shift to lower fee investment losses, including seed capital,products.

Revenue generated in the Investment and Wealth Management business included 41% from non-U.S. sources in the third quarter of 2020, compared with 39% in the third quarter of 2019 and 40% in the second quarter of 2020.

Noninterest expense of $661 million increased 12% compared with the third quarter of 2019 and increased slightly compared with the second quarter of 2020. The increase compared with the third
quarter of 2019 primarily reflects the net reduction of reserves for a tax-related exposure of certain investment management funds in the third quarter of 2019.

Year-to-date 2020 compared with year-to-date 2019

Total revenue of $2.7 billion decreased 1% compared with the first nine months of 2019. Investment Management revenue of $1.9 billion increased 1% primarily reflecting higher market values, the impact of hedging activities and higher performance fees, partially offset by an unfavorable change in the mix of AUM since the first quarter of 2019, partially offset


BNY Mellon 17


by higher performance fees and market values. The decrease compared with the fourth quarter of 2019 primarily reflects equity investment losses, including seed capital, the impact of hedging activities and lower market values.

fee waivers. Wealth Management revenue of $278$820 million decreased 6%5% reflecting lower net interest revenue, partially offset by higher market values.

Noninterest expense of $2.0 billion increased 5% compared with the first quarternine months of 2019, and decreased slightly compared withprimarily reflecting the fourth quarternet reduction of 2019. The decrease compared with the first quarterreserves for a tax-related exposure of 2019 reflects lower net interest revenue due to lower interest rates, offset by the impact of higher deposits.

Revenue generatedcertain investment management funds in the Investment Management business included 42% from non-U.S. sources in the first quarter of 2020, compared with 40% in the first quarter of 2019 and 42% in the fourththird quarter of 2019.

Noninterest expense of $695 million increased 4% compared with the first quarter of 2019 and decreased 5% compared with the fourth quarter of 2019. The increase compared with the first quarter of 2019 primarily reflects higher professional, legal and other purchased services expense. The decrease compared with the fourth quarter of 2019 primarily reflects lower severance expense.

Other segment

(in millions)3Q202Q201Q204Q193Q19YTD20YTD19
Fee revenue (loss)$11 $29 $21 $817 (a)$(5)$61 $36 
Net securities gains (losses)9 (23)(1)27 
Total fee and other revenue (loss)20 38 30 794 (6)88 43 
Net interest (expense)(25)(36)(44)(10)(80)(105)(150)
Total (loss) revenue(5)(14)784 (86)(17)(107)
Provision for credit losses7 (9)11 (3)(1)9 (5)
Noninterest expense 39 30 54 25 69 103 
(Loss) income before income taxes$(12)$(28)$(55)$733 $(110)$(95)$(205)
Average loans and leases$1,805 $1,815 $1,961 $1,974 $1,817 $1,861 $1,789 
          
(in millions)1Q20
4Q19
(a)3Q19
(a)2Q19
(a)1Q19
(a)
Fee revenue$21
$817
 $(5) $24
 $17
 
Net securities gains (losses)9
(23) (1) 7
 1
 
Total fee and other revenue30
794
 (6) 31
 18
 
Net interest (expense)(44)(10) (80) (40) (30) 
Total (loss) revenue(14)784
 (86) (9) (12) 
Provision for credit losses11
(3) (1) (2) (2) 
Noninterest expense30
54
 25
 29
 49
 
(Loss) income before income taxes$(55)$733
 $(110) $(36) $(59) 
          
Average loans and leases$1,961
$1,974
 $1,817
 $1,764
 $1,784
 
(a)Prior periods have been restated to reflect the reclassifications.

(a)    Includes a gain on sale of an equity investment.


See page 18 of our 2019 Annual Report for additional information on the Other segment.

In the first quarter of 2020, we reclassified the results of certain services provided between the segments from noninterest expense to fee and other revenue. The intersegment activity is eliminated in the Other segment and relates to services that are also provided to third parties and provides consistency with the reporting of the revenues. This adjustment had no impact on income before taxes of the businesses.

Review of financial results

Fee revenue, net securities gains (losses) and net interest expense include corporate treasury and other investment activity, including hedging activity which offsets between fee revenue and net interest expense.

TotalFee revenue decreased $798increased $16 million compared with the fourththird quarter of 2019 and decreased $18 million compared with the second quarter of 2020. The increase compared with the third quarter of 2019 primarily reflecting the gain on the sale of anreflects higher corporate treasury activity and equity investment recorded inincome. The decrease compared with the fourthsecond quarter of 2019.2020 primarily

20 BNY Mellon


reflects lower corporate treasury activity and equity investment income.

Net interest expense increased $14decreased $55 million compared with the third quarter of 2019 and $11 million compared with the second quarter of 2020. The decrease compared with the third quarter of 2019 primarily reflects the lease-related impairment of $70 million recorded in the third quarter of 2019 and corporate treasury activity. The decrease compared with the second quarter of 2020 primarily reflects corporate treasury activity.

Noninterest expense decreased $25 million compared with the third quarter of 2019 and $39 million compared with the second quarter of 2020. Both decreases primarily reflects lower staff expense.

Year-to-date 2020 compared with year-to-date 2019

Loss before taxes decreased $110 million compared with the first nine months of 2019. Total loss decreased $90 million, primarily reflecting the lease-related impairment of $70 million recorded in the third quarter of 2019 and corporate treasury activity. Noninterest expense decreased $34 million compared with the fourth quarter of 2019. Both increases primarily reflect corporate treasury activity.
Noninterest expense decreased $19 million compared with the first quarternine months of 2019, primarily reflecting lower staff expense. Noninterest expense decreased $24 million compared to the fourth quarter of 2019 primarily reflecting lower severance,and higher intersegment eliminations, partially offset by higher other staff expense, including pension expense.

Critical accounting estimates

Our significant accounting policies are described in Note 1 of the Notes to Consolidated Financial Statements in our 2019 Annual Report and in Note 2 of the Notes to Consolidated Financial Statements in this Form 10-Q. Our critical accounting estimates are those related to the allowance for credit losses, fair value of financial instruments and derivatives, goodwill and other intangibles and litigation and regulatory contingencies, as referenced below.



18 BNY Mellon


Critical accounting estimatesReference
Allowance for credit lossesSee below.First quarter 2020 Form 10-Q, pages 19-20.
Fair value of financial instruments and derivatives2019 Annual Report, pages 23-24.
Goodwill and other intangibles2019 Annual Report, pages 24-25. Also, see below.24-25 and second quarter 2020 Form 10-Q, page 21.
Litigation and regulatory contingencies“Legal proceedings” in Note 18 of the Notes to Consolidated Financial Statements.


Consolidated balance sheet review
Allowance for credit losses
One of our key risk management objectives is to maintain a balance sheet that remains strong throughout market cycles to meet the expectations of our major stakeholders, including our shareholders, clients, creditors and regulators.

We also seek to undertake overall liquidity risk, including intraday liquidity risk, that stays within our risk appetite. The objective of our balance sheet management strategy is to maintain a balance sheet that is characterized by strong liquidity and asset quality, ready access to external funding sources at competitive rates and a strong capital structure that supports our risk-taking activities and is adequate to absorb potential losses. In managing the balance sheet, appropriate consideration is given to balancing the competing needs of maintaining sufficient levels of liquidity and complying with applicable regulations and supervisory expectations while optimizing profitability.

At Sept. 30, 2020, total assets were $428 billion, compared with $382 billion at Dec. 31, 2019. The increase in total assets was primarily driven by higher securities and interest-bearing deposits with the Federal Reserve and other central banks, resulting from significant deposit inflows. Deposits totaled $296 billion at Sept. 30, 2020, compared with $259 billion at Dec. 31, 2019. The increase reflects the current macroeconomic environment. Total interest-bearing deposits as a percentage of total interest-earning assets were 58% at Sept. 30, 2020 and 62% at Dec. 31, 2019.

At Sept. 30, 2020, available funds totaled $159 billion which include cash and due from banks, interest-bearing deposits with the Federal Reserve and other central banks, interest-bearing deposits with banks and federal funds sold and securities purchased under resale agreements. This compares with available funds of $145 billion at Dec. 31, 2019. Total available funds as a percentage of total assets were 37% at Sept. 30, 2020 and 38% at Dec. 31, 2019. For additional information on our available funds, see “Liquidity and dividends.”

Securities were $155 billion, or 36% of total assets, at Sept. 30, 2020, compared with $123 billion, or 32% of total assets, at Dec. 31, 2019. The increase primarily reflects investments in U.S. Treasury securities, agency residential mortgage-backed securities (“RMBS”), supranational securities, and

BNY Mellon 21


U.S. government agency securities and an increase in the unrealized pre-tax gain. For additional information on our securities portfolio, see “Securities” and Note 4 of the Notes to Consolidated Financial Statements.

Loans were $55.5 billion, or 13% of total assets, at Sept. 30, 2020, compared with $55.0 billion, or 14% of total assets, at Dec. 31, 2019. The increase was primarily driven by higher overdrafts and commercial real estate loans, partially offset by lower loans to financial institutions. For additional information on our loan portfolio, see “Loans” and Note 5 of the Notes to Consolidated Financial Statements.

Long-term debt totaled $26.1 billion at Sept. 30, 2020 and $27.5 billion at Dec. 31, 2019. Maturities and redemptions were partially offset by issuances and an increase in the fair value of hedged long-term debt. For additional information on long-term debt, see “Liquidity and dividends.”

The allowanceBank of New York Mellon Corporation total shareholders’ equity increased to $44.9 billion at
Sept. 30, 2020 from $41.5 billion at Dec. 31, 2019. For additional information, see “Capital.”

Country risk exposure

The following table presents BNY Mellon’s top 10 exposures by country (excluding the U.S.) as of Sept. 30, 2020, as well as certain countries with higher-risk profiles, and is presented on an internal risk management basis. We monitor our exposure to these and other countries as part of our internal country risk management process.

The country risk exposure below reflects the Company’s risk to an immediate default of the counterparty or obligor based on the country of residence of the entity which incurs the liability. If there is credit risk mitigation, the country of residence of the entity providing the risk mitigation is the country of risk. The country of risk for securities is generally based on the domicile of the issuer of the security.

Country risk exposure at Sept. 30, 2020Interest-bearing depositsTotal exposure
(in billions)Central banksBanks
Lending (a)
Securities (b)
Other (c)
Top 10 country exposure:
United Kingdom (“UK”)$15.7 $0.7 $1.2 $4.0 $2.1 $23.7 
Germany14.9 0.6 0.7 4.3 0.3 20.8 
Japan17.4 1.3 — 0.6 0.1 19.4 
Canada— 2.5 0.1 3.9 1.1 7.6 
Belgium5.9 0.2 0.1 0.3 — 6.5 
China— 2.8 1.5 — 0.2 4.5 
Ireland0.7 0.1 1.3 0.6 1.4 4.1 
France— — 0.1 2.7 0.2 3.0 
Luxembourg0.6 0.2 0.2 0.1 1.8 2.9 
South Korea0.1 0.7 1.8 — 0.1 2.7 
Total Top 10 country exposure$55.3 $9.1 $7.0 $16.5 $7.3 $95.2 (d)
Select country exposure:
Italy$0.1 $0.4 $— $2.0 $— $2.5 
Brazil— — 0.9 0.1 0.1 1.1 
Total select country exposure$0.1 $0.4 $0.9 $2.1 $0.1 $3.6 
(a)Lending includes loans, acceptances, issued letters of credit, losses covers financial assets subject to credit losses and measured at amortized cost, including loansnet of participations, and lending-related commitments,commitments.
(b)    Securities include both the available-for-sale and held-to-maturity securities, certainportfolios.
(c)Other exposures include over-the-counter (“OTC”) derivative and securities financing transactions, net of collateral.
(d)The top 10 country exposures comprise approximately 75% of our total non-U.S. exposure.


Based on our internal country risk management process at Sept. 30, 2020, our largest country risk exposure was to the UK, which withdrew from the European Union (“EU”) on Jan. 31, 2020. For additional information, see “Other Matters - UK’s Withdrawal from the EU (“Brexit”)” and“Risk
Factors - The UK’s withdrawal from the EU may have negative effects on global economic conditions, global financial markets, and deposits with banks.our business and results of operations” both included in our 2019 Annual Report.


22 BNY Mellon


Events in recent years have resulted in increased focus on Italy and Brazil. The allowancecountry risk exposure to Italy primarily consists of investment grade sovereign debt. The country risk exposure to Brazil is primarily short-term trade finance loans extended to large financial institutions. We also have operations in Brazil providing investment services and investment management services.


Securities

In the discussion of our securities portfolio, we have included certain credit ratings information because the information can indicate the degree of credit risk to which we are exposed. Significant changes in ratings classifications for our securities portfolio could indicate increased credit losses is intended to adjustrisk for us and could be accompanied by a reduction in the carryingfair value of these assets by an estimated amountour securities portfolio.

The following table shows the distribution of credit losses that we expect to incur overour total securities portfolio.

Securities portfolioJune 30, 20203Q20
change in
unrealized
gain (loss)
Sept. 30, 2020
Fair value as a % of amortized
cost (a)
Unrealized
gain (loss)
% Floating
rate (b)
Ratings (c)
BBB+/
BBB-
BB+
and
lower
A1+/A2 & SP-1+
(dollars in millions)Fair
value
Amortized
cost
Fair
value
AAA/
AA-
A+/
A-
Not
rated
Agency RMBS$60,401 $47 $61,348 $62,922 103 %$1,574 16 %100 %— %— %— %— %— %
U.S. Treasury28,651 83 26,454 26,964 102 510 42 100 — — — — — 
Sovereign debt/sovereign guaranteed (d)
16,868 14,908 15,086 101 178 10 67 25 — — 
Agency commercial mortgage-backed securities (“MBS”)11,731 45 11,340 11,777 104 437 32 100 — — — — — 
Supranational5,484 7,121 7,176 101 55 46 100 — — — — — 
Foreign covered bonds (e)
5,598 14 5,777 5,841 101 64 35 99 — — — — 
U.S. government agencies5,056 5,566 5,646 101 80 21 100 — — — — — 
Collateralized loan obligations (“CLOs”)4,432 44 4,707 4,657 99 (50)100 99 — — — — 
Foreign government agencies (f)
3,575 3,924 3,967 101 43 29 94 — — — — 
Other asset-backed securities (“ABS”)2,743 2,903 2,930 101 27 25 99 — — — — 
Non-agency commercial MBS2,602 34 2,565 2,684 105 119 23 100 — — — — — 
Non-agency RMBS (g)
1,672 14 1,864 2,013 108 149 55 60 20 — 13 
State and political subdivisions1,196 (1)1,676 1,705 102 29 83 13 — — 
Corporate bonds831 — 988 1,030 104 42 — 19 64 17 — — — 
Commercial paper/CDs3,392 (4)650 652 100 55 — — — — 100 — 
Other— 1 1 100 — — — — — — — 100 
Total securities$154,233 (h)$309 $151,792 $155,051 (h)102 %$3,259 (h)(i)27 %95 %2 %3 % % % %
(a)    Amortized cost reflects historical impairments, but does not include the lifeimpact of the asset. Similarly, the allowance for credit losses on lending-related commitments and other off-balance sheet financial instruments is meant to capture the credit losses that we expect to recognize in these portfolios as of the balance sheet date.

A quantitative methodology and qualitative framework is used to estimate the allowance for credit losses.
(b)    Includes the impact of hedges.
(c)    Represents ratings by Standard & Poor’s (“S&P”) or the equivalent.
(d)    Primarily consists of exposure to Germany, UK, France, Italy, Spain and Singapore.
(e)    Primarily consists of exposure to Canada, UK, Australia and Norway.
(f)    Primarily consists of exposure to Germany, the Netherlands and Canada.
(g)    Includes RMBS that were included in the former Grantor Trust of $538 million at June 30, 2020 and $512 million at Sept. 30, 2020.
(h)Includes net unrealized losses on derivatives hedging securities available-for-sale (including terminated hedges) of $1,817 million at June 30, 2020 and $1,650 million at Sept. 30, 2020.
(i)    Includes unrealized gains of $1,897 million at Sept. 30, 2020 related to available-for-sale securities, net of hedges, and $1,362 million related to held-to-maturity securities.


The fair value of our securities portfolio, including related hedges, was $155.1 billion at Sept. 30, 2020, compared with $122.7 billion at Dec. 31, 2019. The increase primarily reflects investments in U.S. Treasury, agency RMBS, supranational and U.S. government agency securities and an increase in unrealized pre-tax gain.


Included in the securities portfolio at Sept. 30, 2020 were $159 million of commercial paper and $198 million of CDs purchased from affiliated money market mutual funds in order to provide liquidity support to the funds. Additionally, at Sept. 30, 2020, the securities portfolio included $295 million of commercial paper and CDs purchased from money market mutual funds managed by third parties and funded through the MMLF program.

BNY Mellon 23


At Sept. 30, 2020, the securities portfolio had a net unrealized gain, including the impact of related hedges, of $3.3 billion, compared with $796 million at Dec. 31, 2019. The increase in the net unrealized pre-tax gain was primarily driven by lower market rates.

The quantitativefair value of the available-for-sale securities totaled $107.6 million at Sept. 30, 2020, net of hedges, or 69% of the securities portfolio, net of hedges. The fair value of the held-to-maturity securities totaled $47.5 million or 31% of the securities portfolio, net of hedges.

The unrealized gain (after-tax) on our available-for-sale securities portfolio, net of hedges, included in
accumulated other comprehensive income (“OCI”) was $1.4 billion at Sept. 30, 2020, compared with $361 million at Dec. 31, 2019. The increase in the unrealized gain, net of tax, was primarily driven by lower market interest rates.

At Sept. 30, 2020, 95% of the securities in our portfolio were rated AAA/AA-, unchanged when compared with Dec. 31, 2019.

See Note 4 of the Notes to Consolidated Financial Statements for the pre-tax net securities gains (losses) by security type. See Note 15 of the Notes to Consolidated Financial Statements for details of securities by level in the fair value hierarchy.


The following table presents the amortizable purchase premium (net of discount) related to the securities portfolio and accretable discount related to the 2009 restructuring of the securities portfolio.

Net premium amortization and discount accretion of securities (a)
(dollars in millions)3Q202Q201Q204Q193Q19
Amortizable purchase premium (net of discount) relating to securities:
Balance at period end$2,050 $1,693 $1,555 $1,319 $1,308 
Estimated average life remaining at period end (in years)
3.8 3.7 3.8 4.3 4.2 
Amortization$161 $125 $101 $100 $95 
Accretable discount related to the prior restructuring of the securities portfolio:
Balance at period end$133 $145 $159 $163 $171 
Estimated average life remaining at period end (in years)
5.7 5.8 6.1 6.3 6.3 
Accretion$9 $10 $11 $12 $13 
(a)    Amortization of purchase premium decreases net interest revenue while accretion of discount increases net interest revenue. Both were recorded on a level yield basis.


Loans

Total exposure – consolidatedSept. 30, 2020Dec. 31, 2019
(in billions)LoansUnfunded
commitments
Total
exposure
LoansUnfunded
commitments
Total
exposure
Non-margin loans:
Financial institutions$11.0 $33.5 $44.5 $12.5 $34.4 $46.9 
Commercial1.9 12.2 14.1 1.8 12.6 14.4 
Subtotal institutional12.9 45.7 58.6 14.3 47.0 61.3 
Wealth management loans and mortgages15.9 0.9 16.8 16.2 0.8 17.0 
Commercial real estate6.0 3.2 9.2 5.6 3.6 9.2 
Lease financings1.1  1.1 1.1 — 1.1 
Other residential mortgages0.4  0.4 0.5 — 0.5 
Overdrafts4.0  4.0 2.7 — 2.7 
Other1.7  1.7 1.2 — 1.2 
Subtotal non-margin loans42.0 49.8 91.8 41.6 51.4 93.0 
Margin loans13.5 0.1 13.6 13.4 0.1 13.5 
Total$55.5 $49.9 $105.4 $55.0 $51.5 $106.5 



24 BNY Mellon


At Sept. 30, 2020, total exposure of $105.4 billion decreased 1% compared with Dec. 31, 2019, primarily reflecting lower exposure to financial institutions, partially offset by higher overdrafts.


Our financial institutions and commercial portfolios comprise our largest concentrated risk. These portfolios comprised 56% of our total exposure at Sept. 30, 2020 and 58% at Dec. 31, 2019. Additionally, most of our overdrafts relate to financial institutions.

Financial institutions

The financial institutions portfolio is shown below.

Financial institutions
portfolio exposure
(dollars in billions)
Sept. 30, 2020Dec. 31, 2019
LoansUnfunded
commitments
Total
exposure
% Inv.
grade
% due
<1 yr.
LoansUnfunded
commitments
Total
exposure
Securities industry$2.8 $22.3 $25.1 97 %99 %$2.9 $23.4 $26.3 
Asset managers1.2 6.5 7.7 98 83 1.3 6.4 7.7 
Banks6.1 1.1 7.2 85 97 7.4 1.1 8.5 
Insurance0.1 2.7 2.8 100 16 — 2.7 2.7 
Government0.1 0.2 0.3 100 47 0.1 0.3 0.4 
Other0.7 0.7 1.4 96 53 0.8 0.5 1.3 
Total$11.0 $33.5 $44.5 95 %89 %$12.5 $34.4 $46.9 


The financial institutions portfolio exposure was $44.5 billion at Sept. 30, 2020, a decrease of 5% compared with Dec. 31, 2019, primarily reflecting a decrease in loans to banks and unfunded commitments to the securities industry.

Financial institution exposures are high quality, with 95% of the exposures meeting the investment grade equivalent criteria of our internal credit rating classification at Sept. 30, 2020. Each customer is assigned an internal credit rating, which is mapped to an equivalent external rating agency grade based upon a number of dimensions, which are continually evaluated and may change over time. For ratings of non-U.S. counterparties, our internal credit rating is generally capped at a rating equivalent to the sovereign rating of the country where the counterparty resides, regardless of the internal credit rating assigned to the counterparty or the underlying collateral.

In addition, 75% of the financial institutions exposure is secured. For example, securities industry clients and asset managers often borrow against marketable securities held in custody.

The exposure to financial institutions is generally short-term, with 89% of the exposures expiring within one year. At Sept. 30, 2020, 61% of the exposure to financial institutions had an expiration within 90 days, compared with 18% at Dec. 31, 2019.
Secured intraday credit facilities represent approximately 40% of the exposure in the financial institutions portfolio and are reviewed and reapproved annually.

At Sept. 30, 2020, the secured intraday credit provided to dealers in connection with their tri-party repo activity totaled $18.9 billion and was included in the securities industry portfolio. Dealers secure the outstanding intraday credit with high-quality liquid collateral having a market value in excess of the amount of the outstanding credit.

Our banks exposure primarily relates to our global trade finance. These exposures are short-term in nature, with 97% due in less than one year. The investment grade percentage of our banks exposure was 85% at Sept. 30, 2020, compared with 77% at Dec. 31, 2019. Our non-investment grade exposures are primarily trade finance loans in Brazil.

The asset managers portfolio exposure is high-quality, with 98% of the exposures meeting our investment grade equivalent ratings criteria as of Sept. 30, 2020. These exposures are generally short-term liquidity facilities, with the majority to regulated mutual funds.

BNY Mellon 25


Commercial

The commercial portfolio is presented below.

Commercial portfolio exposureSept. 30, 2020Dec. 31, 2019
(dollars in billions)LoansUnfunded
commitments
Total
exposure
% Inv.
grade
% due
<1 yr.
LoansUnfunded
commitments
Total
exposure
Services and other$1.0 $3.5 $4.5 94 %37 %$0.6 $3.7 $4.3 
Manufacturing0.7 3.8 4.5 94 21 0.9 4.2 5.1 
Energy and utilities0.2 4.0 4.2 89 5 0.3 3.7 4.0 
Media and telecom 0.9 0.9 93 3 — 1.0 1.0 
Total$1.9 $12.2 $14.1 93 %20 %$1.8 $12.6 $14.4 


The commercial portfolio exposure was $14.1 billion at Sept. 30, 2020, a decrease of 2% from Dec. 31, 2019, primarily driven by lower exposure in the manufacturing portfolio, partially offset by increased exposure in the services and other and energy and utilities portfolios.

We have $734 million of total direct exposure to the oil and gas industry, most of which is reflected in the energy and utilities portfolio in the table above. This exposure is to exploration and production, refining and integrated companies and was 65% investment grade at Sept. 30, 2020 and 91% at Dec. 31, 2019.

Our credit strategy is to focus on investment grade clients that are active users of our non-credit services. The following table summarizes the percentage of the financial institutions and commercial portfolio exposures that are investment grade.

Percentage of the portfolios that are investment grade
Quarter ended
Sept. 30, 2020June 30, 2020March 31, 2020Dec. 31, 2019Sept. 30, 2019
Financial institutions95 %95 %96 %95 %95 %
Commercial93 %92 %94 %96 %95 %
Wealth management loans and mortgages

Our wealth management exposure was $16.8 billion at Sept. 30, 2020, compared with $17.0 billion at Dec. 31, 2019. Wealth management loans and mortgages primarily consist of loans to high-net-worth individuals, which are secured by marketable securities and/or residential property. Wealth management mortgages are primarily interest-only, adjustable-rate mortgages with a weighted-average loan-to-value ratio of 62% at origination. Less than 1% of the mortgages were past due at Sept. 30, 2020.

At Sept. 30, 2020, the wealth management mortgage portfolio consisted of the following geographic concentrations: California - 22%; New York - 17%; Massachusetts - 10%; Florida - 8%; and other - 43%.

26 BNY Mellon


Commercial real estate

The composition of the commercial real estate portfolio by asset class, including percentage secured, is presented below.

Composition of commercial real estate portfolio by asset classSept. 30, 2020Dec. 31, 2019
Total
exposure
Percentage
secured (a)
Total
exposure
Percentage
secured (a)
(in billions)
Residential$3.2 87 %$3.1 86 %
Office2.8 76 3.1 77 
Retail1.0 52 1.0 57 
Mixed-use0.8 20 0.6 24 
Hotels0.6 19 0.6 17 
Healthcare0.3 10 0.3 — 
Other0.5 24 0.5 21 
Total commercial real estate$9.2 64 %$9.2 65 %
(a)    Represents the amount of secured exposure in each asset class.


Our commercial real estate exposure totaled $9.2 billion at Sept. 30, 2020 and Dec. 31, 2019. Our income-producing commercial real estate facilities are focused on experienced owners and are structured with moderate leverage based on existing cash flows. Our commercial real estate lending activities also include construction and renovation facilities. Our client base consists of experienced developers and long-term holders of real estate assets. Loans are approved on the basis of existing or projected cash flows and supported by appraisals and knowledge of local market conditions. Development loans are structured with moderate leverage, and in many instances, involve some level of recourse to the developer.

At Sept. 30, 2020, the unsecured portfolio consists of real estate investment trusts (“REITs”) and real estate operating companies, which are both primarily investment grade.

At Sept. 30, 2020, our commercial real estate portfolio consisted of the following concentrations: New York metro - 39%; REITs and real estate operating companies - 36%; and other - 25%.

Lease financings

The lease financings portfolio exposure totaled $1.1 billion at Sept. 30, 2020 and Dec. 31, 2019. At Sept. 30, 2020, approximately 98% of leasing exposure was investment grade, or investment grade equivalent and consisted of exposures backed by well-diversified assets, primarily large-ticket transportation equipment and real estate. The largest component of our estimate uses modelslease residual value exposure is freight-related rail cars.
Assets are both domestic and methodologies that categorize financial assets based on product type, collateral type,foreign-based, with primary concentrations in the U.S. and Germany.

Other residential mortgages

The other credit trendsresidential mortgages portfolio primarily consists of 1-4 family residential mortgage loans and risk characteristics, including relevant information about past events, current conditionstotaled $423 million at Sept. 30, 2020 and reasonable$494 million at Dec. 31, 2019. Included in this portfolio at Sept. 30, 2020 were $76 million of mortgage loans purchased in 2005, 2006 and supportable forecaststhe first quarter of future economic conditions that affect the collectability2007, of which 19% of the recorded amounts. Forserviced loan balance was at least 60 days delinquent.

Overdrafts

Overdrafts primarily relate to custody and securities clearance clients and are generally repaid within two business days.

Other loans

Other loans primarily include loans to consumers that are fully collateralized with equities, mutual funds and fixed-income securities.

Margin loans

Margin loan exposure of $13.6 billion at Sept. 30, 2020 and $13.5 billion at Dec. 31, 2019 was collateralized with marketable securities. Borrowers are required to maintain a daily collateral margin in excess of 100% of the quantitative component, we segment portfolios into various major components including commercialvalue of the loan. Margin loans included $3.6 billion at Sept. 30, 2020 and lease financing, commercial real estate, financial institutions, residential mortgages, and other. The segmentationDec. 31, 2019 related to a term loan program that offers fully collateralized loans to broker-dealers.

BNY Mellon 27


Allowance for credit losses

Our credit strategy is to focus on investment grade clients who are active users of our debtnon-credit services. Our primary exposure to the credit risk of a customer consists of funded loans, unfunded contractual commitments to lend, standby letters of credit (“SBLC”) and overdrafts associated with our custody and securities portfolios is by major asset class and is influenced by whether the security is structured or non-structured (i.e.clearance businesses.
On Jan. 1, 2020, we adopted ASU 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments, direct obligation), as well as the issuer type. The componentson a prospective basis. See Note 2 of the credit loss calculationNotes to Consolidated Financial Statements for each major portfolio or asset class include a probability of default, loss given default and exposure at default, as applicable, and their values depend on the forecast behavior of variables in the macroeconomic environment. We utilize a multi-scenario
macroeconomic forecast which includes a weighting of baseline, stronger near-term growth and moderate recession scenarios and allows ussignificant accounting policy related to develop our estimate using a wide span of economic variables. Our baseline scenario reflects a view on likely performance of each global region and the other two scenarios are designed relative to the baseline scenario. The scenarios include a reasonable and supportable forecast period, typically two to three years, and a reversion period, in which the economic data reverts to long-term historical experience of each economic variable. In general, the forecasts across the alternative economic scenarios tend to revert toward the long-term trends after the forecast period, which is the period in which the confidence interval is considered reasonable and supportable. The speed at which the scenario specific forecasts revert is based on observed historical patterns of mean reversion that are reflected in our model parameter estimates. Certain macroeconomic variables such as unemployment or home prices take longer to revert after a contraction, though specific recovery times are scenario-specific. Reversion will usually take longer the further away the scenario specific forecast is from the historical mean. On a quarterly basis, and within a developed governance structure, we update these scenarios for current economic conditions and may adjust the scenario weighting based on our economic outlook. The Company uses its best judgment to assess these economic conditions and loss data in estimating the allowance for credit losses on loans and these estimates are subject to periodic refinement based on changes to underlying external or Company-specific historical data.

In the quantitative component of our estimate, we measure expected credit losses using an individual evaluation method if the risk characteristics of the asset is no longer consistent with the portfolio or class of asset. For these assets we do not employ the macroeconomic model calculation but consider factors such as payment status, collateral value, the obligor’s financial condition, guarantor support, the probability of collecting scheduled principal and interest payments when due, and recovery expectations if they can be reasonably estimated. For loans, we measure the expected credit loss as the difference between the amortized cost basis in the loan and the present value of the expected future cash flows from the borrower which is generally discounted at the loan’s effective interest rate, or the fair value of the collateral, if the loan is collateral dependent. We generally consider nonperforming loans as well as loans that have been or arelending-related commitments.


BNY Mellon 19


anticipated to be modified under a troubled debt restructuring for individual evaluation given the risk characteristics of such loans.

Available-for-sale debt securities are recorded at fair value. When an available-for-sale debt security is in an unrealized loss position, we employ a methodology to identify and estimate the credit loss portion of the unrealized loss position. The measurement of expected credit losses is performed at the security level and is based on our best single estimate of cash flows, on a discounted basis; however, we do not specifically employ the macroeconomic forecasting models and scenarios summarized above.

The qualitative component offollowing table details changes in our estimateallowance for thecredit losses.

Allowance for credit losses activitySept. 30, 2020June 30, 2020Dec. 31, 2019Sept. 30, 2019
(dollars in millions)
Beginning balance of allowance for credit losses$475 $329 $224 $241 
Provision for credit losses9 143 (8)(16)
Net recoveries (charge-offs):
Loans:
Other residential mortgages1 — — 
Commercial — — (1)
Other financial instruments1 — N/AN/A
Net recoveries (charge-offs)2 — (1)
Ending balance of allowance for credit losses$486 $475 $216 $224 
Allowance for loan losses$325 $302 $122 $127 
Allowance for lending-related commitments135 152 94 97 
Allowance for financial instruments26 (a)21 (a)N/AN/A
Total allowance for credit losses$486 $475 $216 $224 
Non-margin loans$41,993 $42,488 $41,567 $44,417 
Margin loans13,498 12,909 13,386 10,464 
Total loans$55,491 $55,397 $54,953 $54,881 
Allowance for loan losses as a percentage of total loans0.59 %0.55 %0.22 %0.23 %
Allowance for loan losses as a percentage of non-margin loans0.77 0.71 0.29 0.29 
Allowance for loan losses and lending-related commitments as a percentage of total loans0.83 0.82 0.39 0.41 
Allowance for loan losses and lending-related commitments as a percentage of non-margin loans1.10 1.07 0.52 0.50 
(a)    Includes allowance for credit losses on federal funds sold and securities purchased under resale agreements, available-for-sale securities, held-to-maturity securities, accounts receivable, cash and due from banks and interest-bearing deposits with banks.
N/A - Not applicable.


The provision for credit losses of $9 million in the third quarter of 2020 reflects a fairly consistent macroeconomic outlook compared with the second quarter of 2020.

We had $13.5 billion of secured margin loans on our balance sheet at Sept. 30, 2020 compared with $13.4 billion at Dec. 31, 2019. We have rarely suffered a loss on these types of loans. As a result, we believe that the ratio of allowance for loan losses and lending-related commitments as a percentage of non-
margin loans is intendeda more appropriate metric to capturemeasure the adequacy of the reserve.

The allowance for loan losses and allowance for lending-related commitments represent management’s estimate of lifetime expected losses that may not have been fully captured in the quantitative component. Through an established governance structure, management determines the qualitative allowance each period based on anour credit portfolio. This evaluation of various internalprocess is subject to numerous estimates and environmental factors which include: scenario weighting and sensitivity risk, credit concentration risk, economic conditions and other considerations. We may also make adjustments for idiosyncratic risks or natural disaster risks.

judgments. To the extent actual results differ from forecasts or management’s judgment, the allowance for credit losses may be greater or less than future charge-offscharge-offs.

28 BNY Mellon


Based on an evaluation of the allowance for credit losses as discussed in “Critical accounting estimates” and recoveries.Note 2 of the Notes to Consolidated Financial Statements, we have allocated our allowance for loans and lending-related commitments as presented below.

Allocation of allowance for loan losses and lending-related commitmentsSept. 30, 2020June 30, 2020Dec. 31, 2019Sept. 30, 2019
Commercial real estate84 %81 %35 %35 %
Commercial6 28 27 
Financial institutions2 
Other residential mortgages4 
Wealth management (b)
3 
Lease financings1 
Foreign (a)— (a)11 13 
Total100 %100 %100 %100 %
(a)    The allowance related to foreign exposure has been reclassified to the respective classes of financing receivables.
(b)    Includes the allowance for credit losses on wealth management mortgages.


The allocation of the allowance for credit losses is inherently judgmental, and the entire allowance for credit losses is available to absorb credit losses regardless of the nature of the losses.

Our allowance for credit losses is sensitive to a number of inputs, most notably the credit ratings assigned to each borrower as well as macroeconomic forecast assumptions that are incorporated in our estimate of credit losses through the expected life of the loan portfolio. Thus, as the macroeconomic environment and related forecasts change, the allowance for credit losses may change materially. The following sensitivity analyses do not represent management’s expectations of the deterioration of our portfolios or the economic environment, but are provided as hypothetical scenarios to assess the sensitivity of the allowance for credit losses to changes in key inputs. If each credit were rated one grade better, the allowance would have decreased by $90$119 million, whileand if each credit were rated one grade worse, the allowance would have increased by $127$146 million. Pertaining to ourOur multi-scenario based macroeconomic forecast used in determining the March 31,Sept. 30, 2020 allowance for credit losses weconsisted of three recessionary scenarios, each of varying severity and duration. The baseline scenario reflects moderate recovery across most key variables, whereas the upside scenario is principally a V-shaped recovery, and the downside scenario is reflective of W-shaped recovery in GDP and unemployment and deeper reductions in asset prices compared to the baseline. We placed the most weight on our baseline scenario, with the remaining weighting resulting in slightly
meaningful weighting towards a moderate recessionmore weight placed on the downside scenario that assumes contraction in many important economic variables over several quarters.than the upside scenario. From a sensitivity perspective, for every ten percentage points change inat Sept. 30, 2020, if we had applied 100% weighting applied to the recessionarydownside scenario, the allowance for credit losses would change byhave been approximately $20 million.$245 million higher.

Goodwill and other intangible
Nonperforming assets

BNY Mellon’s business segments include six reporting units for which goodwill impairment testing is performed on an annual basis. The Investment Services segment is comprised of four reporting units and the Investment Management segment is comprised of two reporting units.table below presents our nonperforming assets.

An interim test is performed when events or circumstances occur that may indicate that it is more likely than not that the fair value of any reporting unit may be less than its carrying value.
Nonperforming assetsSept. 30, 2020Dec. 31, 2019
(dollars in millions)
Nonperforming loans:
Other residential mortgages$56 $62 
Wealth management loans and mortgages27 24 
Total nonperforming loans83 86 
Other assets owned1 
Total nonperforming assets$84 $89 
Nonperforming assets ratio0.15 %0.16 %
Nonperforming assets ratio,
excluding margin loans
0.20 0.21 
Allowance for loan losses/nonperforming loans (a)
391.6 141.9 
Allowance for loan losses/nonperforming assets (a)
386.9 137.1 
Allowance for loan losses and lending-related commitments/nonperforming loans (a)
554.2 251.2 
Allowance for loan losses and lending-related commitments/nonperforming assets (a)
547.6 242.7 

Due to significant changes in the macroeconomic environment in(a)    In the first quarter of 2020, we performed an interim goodwill impairment test of the Asset Management reporting unit, resulting in no goodwill impairment. The fair value of the Asset Management reporting unit, with $7.2 billion of allocated goodwill, exceeded its carrying value by approximately 2%.

Estimated cash flows used in the income approach were based on management’s projections as of March 31, 2020. The discount rate applied to these cash flows was 10% and incorporated a 7% market equity risk premium. We assumed a long-term growth rate of 3.6%. Estimated cash flows extend far into the future, and, by their nature, are difficult to estimate over such an extended time frame. Factors that may significantly affect the cash flow estimates include, among others, market values of assets we manage, customer behaviors and attrition, changes in revenue growth trends, certain money market fee waiver practices, cost structures and technology, regulatory and legislative changes, specific industry or market sector conditions, competition and changes in interest rates. In the future, small changes in the assumptions, such as changes in the cash flow estimates, discount rate or long-term growth rate, or a prolonged macroeconomic downturn could produce a material non-cash goodwill impairment, which would have no impact on our regulatory capital ratios.



20 BNY Mellon


As of March 31, 2020, if the discount rate applied to the estimated cash flows was increased or decreased by 25 basis points, the fair value of the Asset Management reporting unit would decrease or increase by 4%, respectively. Similarly, if the long-term growth rate was increased or decreased by 10 basis points, the fair value of the Asset Management reporting unit would increase or decrease by approximately 1%, respectively.

Consolidated balance sheet review

One of our key risk management objectives is to maintain a balance sheet that remains strong throughout market cycles to meet the expectations of our major stakeholders, including our shareholders, clients, creditors and regulators.

We also seek to undertake overall liquidity risk, including intraday liquidity risk, that stays within our risk appetite. The objective of our balance sheet management strategy is to maintain a balance sheet that is characterized by strong liquidity and asset quality, ready access to external funding sources at competitive rates and a strong capital structure that supports our risk-taking activities and is adequate to absorb potential losses. In managing the balance sheet, appropriate consideration is given to balancing the competing needs of maintaining sufficient levels of liquidity and complying with applicable regulations and supervisory expectations while optimizing profitability.

At March 31, 2020, total assets were $468 billion, compared with $382 billion at Dec. 31, 2019. The increase in total assets was primarily driven by higher interest-bearing deposits with the Federal Reserve and other central banks and higher securities, resulting from significant deposit inflows. Deposits totaled $337 billion at March 31, 2020, compared with $259 billion at Dec. 31, 2019. The increase reflects the current macroeconomic environment. Total interest-bearing deposits as a percentage of total interest-earning assets were 60% at March 31, 2020 and 62% at Dec. 31, 2019. The higher level of client deposits received in the first quarter of 2020 was primarily placed with the Federal Reserve and other
central banks or in short-term deposits with large global banks.

At March 31, 2020, available funds totaled $202 billion which include cash and due from banks, interest-bearing deposits with the Federal Reserve and other central banks, interest-bearing deposits with banks and federal funds sold and securities purchased under resale agreements. This compares with available funds of $145 billion at Dec. 31, 2019. Total available funds as a percentage of total assets were 43% at March 31, 2020 and 38% at Dec. 31, 2019. For additional information on our liquid funds and available funds, see “Liquidity and dividends.”

Securities were $139 billion, or 30% of total assets, at March 31, 2020, compared with $123 billion, or 32% of total assets, at Dec. 31, 2019. The increase in securities primarily reflects investments in U.S. Treasury securities, commercial paper and CDs, agency residential mortgage-backed securities (“RMBS”) and an increase in the net unrealized pre-tax gain. For additional information on our securities portfolio, see “Securities” and Note 4 of the Notes to Consolidated Financial Statements.

Loans were $62 billion, or 13% of total assets, at March 31, 2020, compared with $55 billion, or 14% of total assets, at Dec. 31, 2019. The increase was primarily driven by higher overdrafts and higher loans in the financial institutions and commercial portfolios. For additional information on our loan portfolio, see “Loans” and Note 5 of the Notes to Consolidated Financial Statements.

Long-term debt totaled $27.5 billion at both March 31, 2020 and Dec. 31, 2019. Maturities of $1.8 billion were offset by issuances and an increase in the fair value of hedged long-term debt. For additional information on long-term debt, see “Liquidity and dividends.”

The Bank of New York Mellon Corporation total shareholders’ equity decreased to $41.1 billion at March 31, 2020 from $41.5 billion at Dec. 31, 2019. For additional information, see “Capital.”



BNY Mellon 21


Country risk exposure

The following table presents BNY Mellon’s top 10 exposures by country (excluding the U.S.) as of March 31, 2020, as well as certain countries with higher-risk profiles, and is presented on an internal risk management basis. We monitor our exposure to these and other countries as part of our internal country risk management process.

The country risk exposure below reflects the Company’s risk to an immediate default of the counterparty or obligor based on the country of residence of the entity which incurs the liability. If there is credit risk mitigation, the country of residence of the entity providing the risk mitigation is the country of risk. The country of risk for securities is generally based on the domicile of the issuer of the security.

Country risk exposure at March 31, 2020Interest-bearing deposits       Total exposure
 
(in billions)Central banks
Banks
 
Lending (a)

 
Securities (b)

 
Other (c)

  
Top 10 country exposure:           
United Kingdom (“UK”)$15.5
$0.4
 $1.4
 $4.8
 $4.4
 $26.5
 
Germany16.7
0.7
 0.7
 4.0
 0.3
 22.4
 
Japan19.3
0.9
 0.2
 0.4
 0.3
 21.1
 
Belgium7.9
1.2
 0.1
 0.2
 
 9.4
 
Canada
2.5
 0.2
 4.1
 2.5
 9.3
 
China
2.6
 1.3
 
 0.3
 4.2
 
France0.1
0.9
 
 2.3
 0.6
 3.9
 
Ireland0.6
0.1
 0.5
 0.5
 2.0
 3.7
 
Singapore
1.7
 0.2
 0.9
 0.6
 3.4
 
South Korea0.1
0.4
 1.8
 
 0.1
 2.4
 
Total Top 10 country exposure$60.2
$11.4

$6.4

$17.2

$11.1

$106.3
(d)
            
Select country exposure:           
Italy$0.1
$0.6
 $
 $1.4
 $
 $2.1
 
Brazil

 1.5
 0.1
 0.1
 1.7
 
Total select country exposure$0.1
$0.6

$1.5

$1.5

$0.1

$3.8
 
(a)Lending includes loans, acceptances, issued letters of credit, net of participations, and lending-related commitments.
(b)
Securities include both the available-for-sale and held-to-maturity portfolios.
(c)Other exposures include over-the-counter (“OTC”) derivative and securities financing transactions, net of collateral.
(d)The top 10 country exposures comprise approximately 80% of our total non-U.S. exposure.


Based on our internal country risk management process at March 31, 2020, our largest country risk exposure was to the UK, which withdrew from the European Union (“EU”) on Jan. 31, 2020. For additional information, see “Other Matters - UK’s Withdrawal from the EU (“Brexit”)” and“Risk Factors - The UK’s withdrawal from the EU may have negative effects on global economic conditions, global financial markets, and our business and results of operations” bothadopted new accounting guidance included in our 2019 Annual Report.

Events in recent years have resulted in increased focusASU 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Italy and Brazil. The country risk exposure to Italy primarily consists of investment grade sovereign debt. The country risk exposure to Brazil
is primarily short-term trade finance loans extended to large financial institutions. We also have operations in Brazil providing investment services and investment management services.

Securities

In the discussion of our securities portfolio, we have included certain credit ratings information because the information can indicate the degree of credit risk to which we are exposed. Significant changes in ratings classifications for our securities portfolio could indicate increased credit risk for us and could be accompanied by a reduction in the fair value of our securities portfolio.



22 BNY Mellon


The following table shows the distribution of our total securities portfolio.

Securities portfolioDec. 31, 2019
 
1Q20
change in
unrealized
gain (loss)

March 31, 2020 
Fair value
as a % of amortized
cost (a)

Unrealized
gain (loss)

 
Ratings (b)
     
BBB+/
BBB-
BB+
and
lower
  
(dollars in millions)
 Fair
value

 
Amortized
cost

Fair
value

  
AAA/
AA-
A+/
A-
A1+/A1
Not
rated
Agency RMBS$54,646
 $809
$56,002
$57,078
 102%$1,076
 100%%%%%%
U.S. Treasury18,865
 368
24,367
24,803
 102
436
 100





Sovereign debt/sovereign guaranteed (c)
13,404
 23
13,710
13,833
 101
123
 72
6
21
1


Agency commercial mortgage-backed securities (“MBS”)10,613
 295
11,183
11,534
 103
351
 100





Foreign covered bonds (d)
4,276
 (20)5,361
5,349
 100
(12) 100





Supranational3,734
 13
4,316
4,339
 101
23
 100





Collateralized loan obligations (“CLOs”)4,063
 (228)4,341
4,098
 94
(243) 99




1
Commercial paper/CDs
 1
3,464
3,465
 100
1
 



100

U.S. government agencies2,933
 98
3,303
3,421
 104
118
 100





Foreign government agencies (e)
2,641
 22
2,736
2,761
 101
25
 95
5




Non-agency commercial MBS2,165
 (80)2,501
2,452
 98
(49) 100





Other asset-backed securities (“ABS”)2,143
 (39)2,257
2,220
 98
(37) 100





Non-agency
RMBS (f)
1,316
 (129)1,479
1,548
 105
69
 47
8
2
26

17
State and political subdivisions1,061
 (9)983
1,001
 102
18
 76
23



1
Corporate bonds853
 (7)804
818
 102
14
 18
69
13



Other1
 
1
1
 100

 




100
Total securities$122,714
(g)$1,117
$136,808
$138,721
(g)101%$1,913
(g)(h)94%1%2%%3%%
(a)Amortized cost reflects historical impairments.
(b)Represents ratings by Standard & Poor’s (“S&P”) or the equivalent.
(c)Primarily consists of exposure to UK, France, Germany, Spain, Italy and Singapore.
(d)Primarily consists of exposure to Canada, UK, Australia and Norway.
(e)Primarily consists of exposure to Germany, the Netherlands and Finland.
(f)Includes RMBS that were included in the former Grantor Trust of $640 million at Dec. 31, 2019 and $535 million at March 31, 2020.
(g)Includes net unrealized losses on derivatives hedging securities available-for-sale of $641 million at Dec. 31, 2019 and $1,665 million at March 31, 2020.
(h)Includes unrealized gains of $800 million at March 31, 2020 related to available-for-sale securities, net of hedges.


The fair value of our securities portfolio, including related hedges, was $138.7 billion at March 31, 2020, compared with $122.7 billion at Dec. 31, 2019. The increase primarily reflects investments in U.S. Treasury securities, commercial paper and CDs, agency RMBS, and an increase in the net unrealized pre-tax gain. At March 31, 2020, the securities portfolio, including the impact of interest rate swap hedges, is 69% fixed rate and 31% floating rate.

Included in securities were $1.2 billion of commercial paper and $943 million of CDs purchased from affiliated money market mutual funds in order to provide liquidity support to the funds. The purchase price was in excess of the fair value by $8 million and was recorded in other expense on the consolidated income statement.
Also included in our securities portfolio was $651 million of commercial paper and CDs purchased from money market mutual funds managed by third parties and funded through the MMLF program.

At March 31, 2020, the securities portfolio had a net unrealized gain, including the impact of related hedges, of $1.9 billion, compared with a net unrealized gain, including the impact of related hedges, of $796 million at Dec. 31, 2019. The increase in the net unrealized pre-tax gain was primarily driven by lower market interest rates.

The unrealized gain (after-tax) on our available-for-sale securities portfolio, net of hedges, included in accumulated other comprehensive income (“OCI”) was $608 million at March 31, 2020, compared with


BNY Mellon 23


an unrealized gain (after-tax) of $361 million at Dec. 31, 2019. The increase in the unrealized gain, net of tax, was primarily driven by lower market interest rates.

At March 31, 2020, 94% of the securities in our portfolio were rated AAA/AA-, compared with 95% at Dec. 31, 2019.

See Note 4 of the Notes to Consolidated Financial Statements for the pre-tax net securities gains (losses) by security type. See Note 15 of the Notes to Consolidated Financial Statements for details of securities by level in the fair value hierarchy.

The following table presents the amortizable purchase premium (net of discount) related to the securities portfolio and accretable discount related to the 2009 restructuring of the securities portfolio.

Net premium amortization and discount accretion of securities (a)
     
(dollars in millions)1Q20
4Q19
3Q19
2Q19
1Q19
Amortizable purchase premium (net of discount) relating to securities:     
Balance at period end$1,555
$1,319
$1,308
$1,315
$1,388
Estimated average life remaining at period end (in years)
3.8
4.3
4.2
4.5
4.8
Amortization$101
$100
$95
$91
$78
Accretable discount related to the prior restructuring of the securities portfolio:     
Balance at period end$159
$163
$171
$181
$193
Estimated average life remaining at period end (in years)
6.1
6.3
6.3
6.3
6.3
Accretion$11
$12
$13
$13
$16
(a)Amortization of purchase premium decreases net interest revenue while accretion of discount increases net interest revenue. Both were recorded on a level yield basis.


Loans

Total exposure – consolidatedMarch 31, 2020 Dec. 31, 2019
(in billions)Loans
Unfunded
commitments

Total
exposure

 Loans
Unfunded
commitments

Total
exposure

Non-margin loans:       
Financial institutions$14.2
$35.3
$49.5
 $12.5
$34.4
$46.9
Commercial3.4
11.0
14.4
 1.8
12.6
14.4
Subtotal institutional17.6
46.3
63.9
 14.3
47.0
61.3
Wealth management loans and mortgages16.3
0.8
17.1
 16.2
0.8
17.0
Commercial real estate6.5
3.0
9.5
 5.6
3.6
9.2
Lease financings1.1

1.1
 1.1

1.1
Other residential mortgages0.5

0.5
 0.5

0.5
Overdrafts6.1

6.1
 2.7

2.7
Other1.2

1.2
 1.2

1.2
Subtotal non-margin loans49.3
50.1
99.4
 41.6
51.4
93.0
Margin loans13.1
0.1
13.2
 13.4
0.1
13.5
Total$62.4
$50.2
$112.6
 $55.0
$51.5
$106.5


At March 31, 2020, total exposures of $112.6 billion increased 6% compared with Dec. 31, 2019, primarily reflecting higher overdrafts and exposure in the financial institutions portfolio.

Our financial institutions and commercial portfolios comprise our largest concentrated risk. These portfolios comprised 57% of our total exposure at March 31, 2020 and 58% at Dec. 31, 2019. Additionally, most of our overdrafts relate to financial institutions.



24 BNY Mellon


Financial institutions

The financial institutions portfolio is shown below.

Financial institutions
portfolio exposure
(dollars in billions)
March 31, 2020 Dec. 31, 2019
Loans
Unfunded
commitments

Total
exposure

% Inv.
grade

% due
<1 yr.

 Loans
Unfunded
commitments

Total
exposure

Securities industry$4.2
$24.5
$28.7
99%99% $2.9
$23.4
$26.3
Banks7.5
1.1
8.6
80
98
 7.4
1.1
8.5
Asset managers1.3
6.5
7.8
99
82
 1.3
6.4
7.7
Insurance0.3
2.4
2.7
100
8
 
2.7
2.7
Government0.1
0.2
0.3
100
64
 0.1
0.3
0.4
Other0.8
0.6
1.4
96
57
 0.8
0.5
1.3
Total$14.2
$35.3
$49.5
96%90% $12.5
$34.4
$46.9


The financial institutions portfolio exposure was $49.5 billion at March 31, 2020, an increase of 6% compared with Dec. 31, 2019, primarily reflecting increased exposure in the securities industry portfolio. In addition, we experienced increased drawdowns of committed exposure.

Financial institution exposures are high quality, with 96% of the exposures meeting the investment grade equivalent criteria of our internal credit rating classification at March 31, 2020. Each customer is assigned an internal credit rating, which is mapped to an equivalent external rating agency grade based upon a number of dimensions, which are continually evaluated and may change over time. For ratings of non-U.S. counterparties, our internal credit rating is generally capped at a rating equivalent to the sovereign rating of the country where the counterparty resides, regardless of the internal credit rating assigned to the counterparty or the underlying collateral.

In addition, 79% of the financial institutions exposure is secured. For example, securities industry clients and asset managers often borrow against marketable securities held in custody.

The exposure to financial institutions is generally short-term with 90% of the exposures expiring within one year. At March 31, 2020, 19% of the exposure to
financial institutions had an expiration within 90 days, compared with 18% at Dec. 31, 2019.

At March 31, 2020, the secured intraday credit provided to dealers in connection with their tri-party repo activity totaled $20.6 billion and was included in the securities industry portfolio. Dealers secure the outstanding intraday credit with high-quality liquid collateral having a market value in excess of the amount of the outstanding credit. Secured intraday credit facilities represent nearly half of the exposure in the financial institutions portfolio and are reviewed and reapproved annually.

Our banks exposure primarily relates to our global trade finance. These exposures are short-term in nature, with 98% due in less than one year. The investment grade percentage of our bank exposure was 80% at March 31, 2020, compared with 77% at Dec. 31, 2019. Our non-investment grade exposures are primarily in Brazil. These loans are primarily trade finance loans.

The asset managers portfolio exposure is high-quality, with 99% of the exposures meeting our investment grade equivalent ratings criteria as of March 31, 2020. These exposures are generally short-term liquidity facilities, with the majority to regulated mutual funds.



BNY Mellon 25


Commercial

The commercial portfolio is presented below.

Commercial portfolio exposureMarch 31, 2020 Dec. 31, 2019
(dollars in billions)Loans
Unfunded
commitments

Total
exposure

% Inv.
grade

% due
<1 yr.

 Loans
Unfunded
commitments

Total
exposure

Manufacturing$1.4
$3.7
$5.1
94%14% $0.9
$4.2
$5.1
Services and other1.3
2.9
4.2
95
24
 0.6
3.7
4.3
Energy and utilities0.7
3.5
4.2
93
5
 0.3
3.7
4.0
Media and telecom
0.9
0.9
93

 
1.0
1.0
Total$3.4
$11.0
$14.4
94%13% $1.8
$12.6
$14.4


The commercial portfolio exposure was $14.4 billion at March 31, 2020, unchanged from Dec. 31, 2019, however, we did experience increased drawdowns of committed exposure.

We have $750 million of total direct exposure to the oil and gas industry, most of which is reflected in the energy and utilities portfolio in the table above. This exposure is to refining, exploration and production and integrated companies and was 65% investment grade at March 31, 2020 and 91% at Dec. 31, 2019.

Our credit strategy is to focus on investment grade clients that are active users of our non-credit services.
The following table summarizes the percentage of the financial institutions and commercial portfolio exposures that are investment grade.

Percentage of the portfolios that are investment grade 
 Quarter ended
 March 31, 2020
Dec. 31, 2019
Sept. 30, 2019
June 30,
2019

March 31,
2019

Financial institutions96%95%95%95%94%
Commercial94%96%95%95%95%


Wealth management loans and mortgages

Our wealth management exposure was $17.1 billion at March 31, 2020, compared with $17.0 billion at Dec. 31, 2019. Wealth management loans and mortgages primarily consist of loans to high-net-worth individuals, which are secured by marketable securities and/or residential property. Wealth management mortgages are primarily interest-only, adjustable-rate mortgages with a weighted-average loan-to-value ratio of 62% at origination. Less than 1% of the mortgages were past due at March 31, 2020.

At March 31, 2020, the wealth management mortgage portfolio consisted of the following geographic concentrations: California - 23%; New York - 17%; Massachusetts - 10%; Florida - 8%; and other - 42%.


26 BNY Mellon


Commercial real estate

The composition of the commercial real estate portfolio by asset class, including percentage secured, is presented below.

Composition of commercial real estate portfolio by asset classMarch 31, 2020 Dec. 31, 2019
 
Total
exposure

Percentage
secured

 
Total
exposure

Percentage
secured

(in billions) 
Office$3.2
41% $3.1
40%
Residential3.2
43
 3.1
44
Retail1.0
8
 1.0
8
Hotels0.6

 0.6

Mixed-use0.7

 0.6

Healthcare0.3

 0.3

Other0.5
8
 0.5
8
Total commercial real estate$9.5
66% $9.2
65%


Our commercial real estate exposure totaled $9.5 billion at March 31, 2020, compared with $9.2 billion at Dec. 31, 2019. Our income-producing commercial real estate facilities are focused on experienced owners and are structured with moderate leverage based on existing cash flows. Our commercial real estate lending activities also include construction and renovation facilities. Our client base consists of experienced developers and long-term holders of real estate assets. Loans are approved on the basis of existing or projected cash flows and supported by appraisals and knowledge of local market conditions. Development loans are structured with moderate leverage, and in many instances, involve some level of recourse to the developer.

At March 31, 2020, approximately 95% of the unsecured portfolio consists of real estate investment trusts (“REITs”) and real estate operating companies, which are both predominantly investment grade.

At March 31, 2020, our commercial real estate portfolio consisted of the following concentrations: New York metro - 45%; REITs and real estate operating companies - 33%; and other - 22%.

Lease financings

The lease financings portfolio exposure totaled $1.1 billion at both March 31, 2020 and Dec. 31, 2019. At March 31, 2020, approximately 98% of leasing exposure was investment grade, or investment grade equivalent and consisted of exposures backed by well-diversified assets, primarily large-ticket transportation equipment and real estate. The largest component of our lease residual value exposure is freight-related rail. Assets are both domestic and
foreign-based, with primary concentrations in the U.S. and Germany.

Other residential mortgages

The other residential mortgages portfolio primarily consists of 1-4 family residential mortgage loans and totaled $472 million at March 31, 2020 and $494 million at Dec. 31, 2019. Included in this portfolio at March 31, 2020 were $87 million of mortgage loans purchased in 2005, 2006 and the first quarter of 2007, of which 9% of the serviced loan balance was at least 60 days delinquent.

Overdrafts

Overdrafts primarily relate to custody and securities clearance clients and are generally repaid within two business days.

Other loans

Other loans primarily include loans to consumers that are fully collateralized with equities, mutual funds and fixed-income securities.

Margin loans

Margin loan exposure of $13.2 billion at March 31, 2020 and $13.5 billion at Dec. 31, 2019 was collateralized with marketable securities. Borrowers are required to maintain a daily collateral margin in excess of 100% of the value of the loan. Margin loans included $3.6 billion at both March 31, 2020 and Dec. 31, 2019 related to a term loan program that offers fully collateralized loans to broker-dealers.



BNY Mellon 27


Allowance for credit losses

Our credit strategy is to focus on investment grade clients who are active users of our non-credit services. Our primary exposure to the credit risk of a
customer consists of funded loans, unfunded contractual commitments to lend, standby letters of credit (“SBLC”) and overdrafts associated with our custody and securities clearance businesses.

The following table details changes in our allowance for credit losses.

Allowance for credit losses activityMarch 31, 2020
 Dec. 31, 2019
March 31, 2019
(dollars in millions)
Beginning balance of allowance for credit losses$216
 $224
$252
Impact of adopting ASU 2016-13(55)(a)N/A
N/A
Provision for credit losses169
(a)(8)7
Net (charge-offs):    
Loans:    
Commercial
 
(11)
Other financial instruments(1) N/A
N/A
Net (charge-offs)(1) 
(11)
Ending balance of allowance for credit losses$329
 $216
$248
     
Allowance for loan losses$140
 $122
$146
Allowance for lending-related commitments148
 94
102
Allowance for financial instruments41
(b)N/A
N/A
Total allowance for credit losses$329
 $216
$248
     
Non-margin loans$49,253
 $41,567
$41,176
Margin loans13,115
 13,386
12,311
Total loans$62,368
 $54,953
$53,487
Allowance for loan losses as a percentage of total loans0.22% 0.22%0.27%
Allowance for loan losses as a percentage of non-margin loans0.28
 0.29
0.35
Allowance for loan losses and lending-related commitments as a percentage of total loans0.46
 0.39
0.46
Allowance for loan losses and lending-related commitments as a percentage of non-margin loans0.58
 0.52
0.60
(a)In the first quarter of 2020, we adopted new accounting guidance included in ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses On Financial Instruments, on a prospective basis. See Note 2 of the Notes to Consolidated Financial Statement for additional information. Includes the reclassification of credit-related reserves on accounts receivable of $4 million.
(b)Includes allowance for credit losses on federal funds sold and securities purchased under resale agreements, available-for-sale securities, accounts receivable, cash and due from banks and interest-bearing deposits with banks.
N/A - Not applicable.


The provision for credit losses was $169 million in the first quarter 2020, primarily reflecting the macroeconomic environment in conjunction with the application of the new current expected credit losses accounting standard. The expected credit loss models incorporated a multi-scenario macroeconomic forecast that was meaningfully weighted towards a moderate recession scenario that assumes contraction in many important economic variables over several quarters.

We had $13.1 billion of secured margin loans on our balance sheet at March 31, 2020 compared with $13.4 billion at Dec. 31, 2019. We have rarely suffered a loss on these types of loans. As a result, we believe that the ratio of allowance for loan losses and lending-related commitments as a percentage of non-
margin loans is a more appropriate metric to measure the adequacy of the reserve.

Reverse repurchase agreements are fully collateralized transactions. Substantially all of the collateral was high quality. At March 31, 2020, we had $1.2 billion of reverse repos fully secured by non-agency debt securities that have experienced decreased liquidity during March 2020. The allowance for credit losses related to these assets at March 31, 2020 is $18 million.

The allowance for loan losses and allowance for lending-related commitments represent management’s estimate of lifetime expected losses in our credit portfolio. This evaluation process is subject to numerous estimates and judgments. To the extent actual results differ from forecasts or


28 BNY Mellon


management’s judgment, the allowance for credit losses may be greater or less than future charge-offs.

Based on an evaluation of the allowance for credit losses as discussed in “Critical accounting estimates” and Note 2 of the Notes to Consolidated Financial Statements, we have allocated our allowanceStatement for loans and lending-related commitments as presented below.additional information.


BNY Mellon 29
 Allocation of allowance for loan losses and lending-related commitments    
 March 31, 2020
(a)Dec. 31, 2019
March 31, 2019
 
 Commercial real estate72% 35%30%
 Commercial9
 28
33
 Foreign
(b)11
12
 Financial institutions6
 9
9
 
Wealth management (c)
3
 9
8
 Other residential mortgages5
 6
6
 Lease financings5
 2
2
 Total100% 100%100%
(a)In the first quarter of 2020, we adopted new accounting guidance included in ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses On Financial Instruments, on a prospective basis. See Note 2 of the Notes to Consolidated Financial Statement for additional information.
(b)The allowance related to the foreign exposure has been reclassified to the respective classes of financing receivables.
(c)Includes the allowance for credit losses on wealth management mortgages.



The allocation of the allowance for credit losses is inherently judgmental, and the entire allowance for credit losses is available to absorb credit losses regardless of the nature of the losses.

Nonperforming assets

The table below presents our nonperforming assets.

Nonperforming assetsMarch 31, 2020
Dec. 31, 2019
(dollars in millions)
Nonperforming loans:  
Other residential mortgages$60
$62
Wealth management loans and mortgages27
24
Total nonperforming loans87
86
Other assets owned1
3
Total nonperforming assets$88
$89
Nonperforming assets ratio0.14%0.16%
Nonperforming assets ratio,
excluding margin loans
0.18
0.21
Allowance for loan losses/nonperforming loans (a)
160.9
141.9
Allowance for loan losses/nonperforming assets (a)
159.1
137.1
Allowance for loan losses and lending-related commitments/nonperforming loans (a)(b)
331.0
251.2
Allowance for loan losses and lending-related commitments/nonperforming assets (a)(b)
327.3
242.7
(a)In the first quarter of 2020, we adopted new accounting guidance included in ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses On Financial Instruments, on a prospective basis. See Note 2 of the Notes to Consolidated Financial Statement for additional information.
(b)Total allowance for credit losses includes both the allowance for credit losses on loans and lending-related commitments.


Nonperforming assets decreased slightly compared with Dec. 31, 2019.

Lost interest

Interest revenue would have increased by $1 million in the firstthird quarter of 2020, second quarter of 2020 and fourththe third quarter of 2019 and $2$4 million in the first quarternine months of 2020 and first nine months of 2019, if nonperforming loans at period-end had been performing for the entire respective period.



periods.
BNY Mellon 29


Loan modifications

Due to the coronavirus pandemic, there have been two forms of relief provided for classifying loans as troubled debt restructurings (“TDRs”): The Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), which became law and the Interagency Guidance. See Note 2 of the Notes to Consolidated Financial Statements for additional details on March 27, 2020, provides that financialthis guidance. Financial institutions may subject to certain conditions, elect to temporarily suspend the U.S. GAAP requirements with respect toaccount for eligible loan modifications relatedeither under the CARES Act or the Interagency Guidance and we have elected to apply both, as applicable, in providing borrowers with loan modification relief in response to the coronavirus pandemic that would otherwise be treated as troubled debt restructurings (“TDRs”) and the determination that such a loan modification is a TDR.pandemic. We modified loans of less than $1$106 million in the firstthird quarter of 2020 firstand $282 million in the second quarter of 2019 and fourth quarter2020. Nearly all of 2019.the modifications were short-term loan payment forbearances or modified principal and/or interest payments. These loans were primarily other residential mortgage and commercial real estate loans. We also modified loans of $56 million in the third quarter of 2020, a majority of which were commercial real estate loans, by providing long-term loan payment modifications and an extension of maturity. We did not identify any of the modifications as TDRs. None of these loans were reported as past due or nonperforming at Sept. 30, 2020. At Sept. 30, 2020, the unpaid principal balance of the loans modified under the CARES Act or Interagency Guidance was $174 million. We modified residential mortgage loans of $4 million in the third quarter of 2019.

Deposits

Increased volatility coupled with the interest rate environment has led to an increase in deposit levels as our clients increased the levels of cash placed with us. Total deposits were $336.7$296.3 billion at March 31,Sept. 30, 2020, an increase of 30%14%, compared with $259.5 billion at Dec. 31, 2019.

Noninterest-bearing deposits were $96.6$79.5 billion at March 31,Sept. 30, 2020, compared with $57.6 billion at Dec.
31, 2019. Interest-bearing deposits were $240.1$216.8 billion at March 31,Sept. 30, 2020, compared with $201.9 billion at Dec. 31, 2019. See “Impact of coronavirus pandemic on our business” for additional information.

Short-term borrowings

We fund ourselves primarily through deposits and, to a lesser extent, other short-term borrowings and long-term debt. Short-term borrowings consist of federal funds purchased and securities sold under repurchase agreements, payables to customers and broker-dealers, commercial paper and other borrowed funds. Certain short-term borrowings, for example, securities sold under repurchase agreements, require the delivery of securities as collateral.

Information related to federal funds purchased and securities sold under repurchase agreements is presented below.

Federal funds purchased and securities sold under
repurchase agreements
Quarter ended
(dollars in millions)Sept. 30, 2020June 30, 2020Sept. 30, 2019
Maximum month-end balance during the quarter$17,248 $14,512 $16,967 
Average daily balance (a)
$16,850 $14,209 $13,432 
Weighted-average rate during the quarter (a)
0.13 %0.03 %13.08 %
Ending balance (b)
$15,907 $14,512 $11,796 
Weighted-average rate at period end (b)
0.16 %0.00 %11.70 %
Federal funds purchased and securities sold under
repurchase agreements
 Quarter ended
(dollars in millions)March 31, 2020
Dec. 31, 2019
March 31, 2019
Maximum month-end balance during the quarter$16,644
$16,171
$12,113
Average daily balance (a)
$13,919
$12,668
$11,922
Weighted-average rate during the quarter (a)
7.96%9.11%11.26%
Ending balance (b)
$13,128
$11,401
$11,761
Weighted-average rate at period end (b)
3.93%9.47%9.82%
(a)Includes the average impact of offsetting under enforceable netting agreements of $80,216 million in the first quarter of 2020, $59,756 million in the fourth quarter of 2019 and $44,091 million in the first quarter of 2019. On a Non-GAAP basis, excluding the impact of offsetting, the weighted-average rates would have been 1.18% for the first quarter of 2020, 1.59% for the fourth quarter of 2019 and 2.40% for the first(a)    Includes the average impact of offsetting under enforceable netting agreements of $42,862 million in the third quarter of 2020, $66,606 million in the second quarter of 2020 and $67,519 million in the third quarter of 2019. On a Non-GAAP basis, excluding the impact of offsetting, the weighted-average rates would have been 0.04% for the third quarter of 2020, 0.00% for the second quarter of 2020 and 2.17% for the third quarter of 2019. We believe providing the rates excluding the impact of netting is useful to investors as it is more reflective of the actual rates paid.
(b)Includes the impact of offsetting under enforceable netting agreements of $80,203 million at March 31, 2020, $93,794 million at Dec. 31, 2019 and $47,461 million at March 31, 2019.

(b)    Includes the impact of offsetting under enforceable netting agreements of $54,629 million at Sept. 30, 2020, $48,615 million at June 30, 2020 and $60,094 million at Sept. 30, 2019.


Fluctuations of federal funds purchased and securities sold under repurchase agreements reflect changes in overnight borrowing opportunities. The decrease influctuations of the weighted-average rates compared with March 31,Sept. 30, 2019 and Dec. 31, 2019June 30, 2020 primarily reflect lower interest rates and repurchase agreement activity with the Fixed Income Clearing Corporation (“FICC”(the “FICC”),

30 BNY Mellon


where we record interest expense gross, but the ending and average balances reflect the impact of offsetting under enforceable netting agreements. This activity primarily relates to government securities collateralized resale and repurchase agreements executed with clients that are novated to and settle with the FICC.



30 BNY Mellon


Information related to payables to customers and broker-dealers is presented below.

Payables to customers and broker-dealers
Quarter ended
(dollars in millions)Sept. 30, 2020June 30, 2020Sept. 30, 2019
Maximum month-end balance during the quarter$24,188 $25,012 $19,103 
Average daily balance (a)
$23,847 $23,944 $18,619 
Weighted-average rate during the quarter (a)
(0.01)%(0.01)%1.52 %
Ending balance$23,514 $25,012 $18,364 
Weighted-average rate at period end(0.01)%(0.01)%1.34 %
Payables to customers and broker-dealers
 Quarter ended
(dollars in millions)March 31, 2020
Dec. 31, 2019
March 31, 2019
Maximum month-end balance during the quarter$24,016
$19,166
$20,343
Average daily balance (a)
$20,629
$18,532
$19,291
Weighted-average rate during the quarter (a)
0.73%1.07%1.76%
Ending balance$24,016
$18,758
$19,310
Weighted-average rate at period end0.28%1.01%1.75%
(a)The weighted-average rate is calculated based on, and is applied to, the average interest-bearing payables to customers and broker-dealers, which were $16,386 million in the first quarter of 2020, $15,178 million in the fourth quarter of 2019 and $16,108 million in the first quarter of 2019.

(a)The weighted-average rate is calculated based on, and is applied to, the average interest-bearing payables to customers and broker-dealers, which were $18,501 million in the third quarter of 2020, $18,742 million in the second quarter of 2020 and $15,440 million in the third quarter of 2019.


Payables to customers and broker-dealers represent funds awaiting re-investmentreinvestment and short sale proceeds payable on demand. Payables to customers and broker-dealers are driven by customer trading activity and market volatility.

Information related to commercial paper is presented below.

Commercial paper
Quarter ended
(dollars in millions)Sept. 30, 2020June 30, 2020Sept. 30, 2019
Maximum month-end balance during the quarter$5,000 $665 $5,692 
Average daily balance$2,274 $191 $3,796 
Weighted-average rate during the quarter0.09 %1.02 %2.26 %
Ending balance$671 $665 $3,538 
Weighted-average rate at period end0.09 %0.02 %1.88 %
Commercial paper   
 Quarter ended
(dollars in millions)March 31, 2020
Dec. 31, 2019
March 31, 2019
Maximum month-end balance during the quarter$3,379
$3,959
$4,601
Average daily balance$1,581
$1,792
$1,377
Weighted-average rate during the quarter1.56%1.66%2.44%
Ending balance$1,121
$3,959
$2,773
Weighted-average rate at period end1.57%1.60%2.40%



The Bank of New York Mellon issues commercial paper that matures within 397 days from the date of issue and is not redeemable prior to maturity or
subject to voluntary prepayment. The fluctuations in the commercial paper balances primarily reflect funding of investments in short-term assets.

Information related to other borrowed funds is presented below.

Other borrowed funds
Quarter ended
(dollars in millions)Sept. 30, 2020June 30, 2020Sept. 30, 2019
Maximum month-end balance during the quarter$948 $2,451 $1,358 
Average daily balance$873 $2,272 $1,148 
Weighted-average rate during the quarter1.40 %1.30 %3.24 %
Ending balance$420 $1,628 $820 
Weighted-average rate at period end1.66 %1.37 %3.16 %
Other borrowed funds   
 Quarter ended
(dollars in millions)March 31, 2020
Dec. 31, 2019
March 31, 2019
Maximum month-end balance during the quarter$1,544
$599
$3,969
Average daily balance$719
$709
$3,305
Weighted-average rate during the quarter2.27%2.83%2.87%
Ending balance$1,544
$599
$3,932
Weighted-average rate at period end2.01%2.65%3.31%



Other borrowed funds primarily include borrowings from the Federal Home Loan Bank, the Federal Reserve Bank of Boston under the MMLF program, overdrafts of sub-custodian account balances in our Investment Services businesses, finance lease liabilities and borrowings under lines of credit by our Pershing subsidiaries. Overdrafts typically relate to timing differences for settlements. The decrease in other borrowed funds compared with March 31,Sept. 30, 2019 primarily reflects a decrease in borrowings from the Federal Home Loan Bank, partially offset by borrowings from the Federal Reserve Bank of Boston under the MMLF program. The increasedecrease in other borrowed funds compared with Dec. 31, 2019June 30, 2020 primarily reflects lower borrowings from the Federal Reserve Bank of Boston under the MMLF program and higher overdrafts of sub-custodian account balances in our Investment Services businesses.program.

Liquidity and dividends

BNY Mellon defines liquidity as the ability of the Parent and its subsidiaries to access funding or convert assets to cash quickly and efficiently, or to roll over or issue new debt, especially during periods of market stress, at a reasonable cost, and in order to meet its short-term (up to one year) obligations. Funding liquidity risk is the risk that BNY Mellon cannot meet its cash and collateral obligations at a reasonable cost for both expected and unexpected cash flow and collateral needs without adversely affecting daily operations or our financial condition. Funding liquidity risk can arise from funding mismatches, market constraints from the inability to convert assets into cash, the inability to hold or raise

BNY Mellon 31


cash, low overnight deposits, deposit run-off or contingent liquidity events.



BNY Mellon 31


Changes in economic conditions or exposure to credit, market, operational, legal and reputational risks also can affect BNY Mellon’s liquidity risk profile and are considered in our liquidity risk framework. See “Impact of coronavirus pandemic on our business” for additional information.

The Parent’s policy is to have access to sufficient unencumbered cash and cash equivalents at each quarter-end to cover maturities and other forecasted debt redemptions, net interest payments and net tax payments for the following 18-month period, and to provide sufficient collateral to satisfy transactions subject to Section 23A of the Federal Reserve Act. As of March 31,Sept. 30, 2020, the Parent was in compliance with this policy.

For additional information on our liquidity policy, see “Risk Management - Liquidity Risk” in our 2019 Annual Report.

We monitor and control liquidity exposures and funding needs within and across significant legal
entities, branches, currencies and business lines, taking into account, among other factors, any applicable restrictions on the transfer of liquidity among entities.

BNY Mellon also manages potential intraday liquidity risks. We monitor and manage intraday liquidity against existing and expected intraday liquid resources (such as cash balances, remaining intraday credit capacity, intraday contingency funding and available collateral) to enable BNY Mellon to meet its intraday obligations under normal and reasonably severe stressed conditions.

We define available funds for internal liquidity management purposes as cash and due from banks, interest-bearing deposits with the Federal Reserve and other central banks, interest-bearing deposits with banks and federal funds sold and securities purchased under resale agreements. The following table presents our total available funds at period end and on an average basis.

Available fundsMarch 31, 2020
Dec. 31, 2019
Average
(dollars in millions)1Q20
4Q19
1Q19
Cash and due from banks$5,091
$4,830
$4,595
$5,144
$4,853
Interest-bearing deposits with the Federal Reserve and other central banks146,535
95,042
80,403
61,627
63,583
Interest-bearing deposits with banks22,672
14,811
17,081
15,788
13,857
Federal funds sold and securities purchased under resale agreements27,363
30,182
34,109
38,846
28,968
Total available funds$201,661
$144,865
$136,188
$121,405
$111,261
Total available funds as a percentage of total assets43%38%35%34%33%

Available fundsSept. 30, 2020Dec. 31, 2019Average
(dollars in millions)3Q202Q203Q19YTD20YTD19
Cash and due from banks$4,104 $4,830 $4,332 $4,102 $5,250 $4,343 $5,063 
Interest-bearing deposits with the Federal Reserve and other central banks106,185 95,042 90,670 94,229 60,030 88,442 61,777 
Interest-bearing deposits with banks19,027 14,811 19,202 21,093 15,324 19,126 14,288 
Federal funds sold and securities purchased under resale agreements29,647 30,182 30,342 30,265 40,816 31,567 35,984 
Total available funds$158,963 $144,865 $144,546 $149,689 $121,420 $143,478 $117,112 
Total available funds as a percentage of total assets37 %38 %35 %36 %35 %35 %34 %


Total available funds were $201.7$159.0 billion at March 31,Sept. 30, 2020,, compared with $144.9$144.9 billion at Dec. 31, 2019.2019. The increase was primarily due to higher interest-bearing deposits with the Federal Reserve and other central banks.

Average non-core sources of funds, such as federal funds purchased and securities sold under repurchase agreements, trading liabilities, commercial paper and other borrowed funds, were $17.8$19.7 billion for the threenine months ended March 31,Sept. 30, 2020 and $17.9$18.9 billion for the threenine months ended March 31,Sept. 30, 2019. The slight decreaseincrease primarily reflects a decrease in other borrowed funds partially offset by an increase in federal funds purchased and securities sold under repurchase agreements.agreements, partially offset by decreases in commercial paper and other borrowed funds.

Average foreign deposits, primarily from our European-based Investment Services businesses, were $97.7$105.0 billion for the threenine months ended March
31,Sept. 30, 2020, compared with $89.3$92.5 billion for the threenine months ended March 31,Sept. 30, 2019. Average interest-bearing domestic deposits were $99.9$101.6 billion for the threenine months ended March 31,Sept. 30, 2020 and $70.6$75.8 billion for the threenine months ended March 31,Sept. 30, 2019. The increase primarily reflects increased client activity.

Average payables to customers and broker-dealers were $16.4$17.9 billion for the threenine months ended March 31,Sept. 30, 2020 and $16.1$15.7 billion for the threenine months ended March 31,Sept. 30, 2019. Payables to customers and broker-dealers are driven by customer trading activity and market volatility.

32 BNY Mellon


Average long-term debt was $27.2$27.3 billion for the threenine months ended March 31,Sept. 30, 2020 and $28.3$28.1 billion for threethe nine months ended March 31,Sept. 30, 2019.

Average noninterest-bearing deposits increased to $60.6$66.9 billion for the threenine months ended March 31,


32 BNY Mellon


Sept. 30, 2020 from $54.6$52.2 billion for the threenine months ended March 31,Sept. 30, 2019, primarily reflecting client activity.

A significant reduction in our Investment Services business would reduce our access to deposits. See “Asset/
“Asset/liability management” for additional factors that could impact our deposit balances.

Sources of liquidity

The Parent’s three major sources of liquidity are access to the debt and equity markets, dividends from its subsidiaries, and cash on hand and cash otherwise made available in business-as-usual circumstances to the Parent through a committed credit facility with our intermediate holding company (“IHC”).


Our ability to access the capital markets on favorable terms, or at all, is partially dependent on our credit ratings, which are as follows:

Credit ratings at Sept. 30, 2020
Moody’sS&PFitchDBRS
Parent:
Long-term senior debtA1AAA-AA
Subordinated debtA2A-AAA (low)
Preferred stockBaa1BBBBBB+A
Outlook - ParentStableStableStableStable
The Bank of New York Mellon:
Long-term senior debtAa2AA-AAAA (high)
Subordinated debtNRANRNR
Long-term depositsAa1AA-AA+AA (high)
Short-term depositsP1A-1+F1+R-1 (high)
Commercial paperP1A-1+F1+R-1 (high)
Credit ratings at March 31, 2020
Moody’sS&PFitchDBRS
Parent:
Long-term senior debtA1AAA-AA
Subordinated debtA2A-A+AA (low)
Preferred stockBaa1BBBBBBA
Outlook - ParentStableStableStableStable
The Bank of New York Mellon:
Long-term senior debtAa2AA-AAAA (high)
Subordinated debtNRANRNR
Long-term depositsAa1AA-AA+AA (high)
Short-term depositsP1A-1+F1+R-1 (high)
Commercial paperP1A-1+F1+R-1 (high)
BNY Mellon, N.A.:
Long-term senior debtAa2(a)AA-
AA 
(a)AA (high)
Long-term depositsAa1AA-AA+AA (high)
Short-term depositsP1A-1+F1+R-1 (high)
Outlook - BanksStableStableStableStable
(a)Outlook - BanksRepresents senior debt issuer default rating.StableStableStableStable
(a)    Represents senior debt issuer default rating.
NR - Not rated.


In April 2020, Fitch upgraded the Parent’s preferred stock rating to BBB+ and downgraded the Parent’s subordinated debt rating to A. The long-term senior debt rating for the Parent was affirmed.

Long-term debt totaled $27.5$26.1 billion at both March 31,Sept. 30, 2020 and $27.5 billion at Dec. 31, 2019.2019. Maturities of $1.8$2.05 billion and redemptions of $2.35 billion were partially offset by issuances of $2.25 billion and an increase in the fair value of hedged long-term debt. The Parent has $2.2 billionhad $800 million of long-term debt that will2.45% senior notes scheduled to mature in the remainder of 2020. These notes were redeemed in October 2020 at par plus accrued and unpaid interest.

In November 2020, the Parent issued 582,500 depositary shares, each representing a 1/100th interest in a share of the Parent’s Series H Noncumulative Perpetual Preferred Stock (the “Series H Preferred Stock”). The Series H Preferred Stock has a liquidation preference of $100,000 per share. The
Parent will pay dividends on the Series H Preferred Stock, if declared by its board of directors, on each March 20, June 20, September 20 and December 20, commencing on March 20, 2021, at an annual rate equal to 3.70% from the original issue date to but excluding, March 20, 2026; and at a floating rate equal to the five-year treasury rate (as defined in the certificate of designations) on the date that is three business days prior to the reset date plus 3.352% for each reset period, from and including March 20, 2026. The floating rate will initially reset on March 20, 2026 and subsequently on each date falling on the fifth anniversary of the preceding reset date.

The Parent will use the net proceeds, after deducting the underwriting discount and estimated offering

BNY Mellon 33


expenses, of approximately $575 million from the sale of the depositary shares to redeem all outstanding shares of the Series C Noncumulative Perpetual Preferred Stock, $100,000 liquidation preference per share (the “Series C Preferred Stock”). On Nov. 4, 2020, the Parent issued $1.25 billiona notice of fixed rate senior notes maturingredemption to the holders of the Series C Preferred Stock to redeem in 2025 at an annual interest ratefull the Series C Preferred Stock on Dec. 20, 2020. Deferred fees of 1.60% in April 2020.approximately $15 million will be realized as preferred stock dividends upon redemption.

The Bank of New York Mellon may issue notes and CDs. At March 31,Sept. 30, 2020 and Dec. 31, 2019 $539there were $137 million and $1.1 billion, respectively, of CDs were
outstanding. At March 31,Sept. 30, 2020 and Dec. 31, 2019, $30 million and $1.3 billion, respectively, of notes were outstanding.


The Bank of New York Mellon also issues commercial paper that matures within 397 days from the date of issue and is not redeemable prior to maturity or subject to voluntary prepayment. The average commercial paper outstanding was $1.6 billion for the three months ended March 31, 2020 and $1.4 billion for the threenine months ended March 31,Sept. 30, 2020 and $2.7 billion for the nine months ended Sept. 30, 2019. Commercial paper outstanding was $1.1 billion$671 million at March 31,Sept. 30, 2020 and $4.0 billion at Dec. 31, 2019.


Subsequent to March 31,Sept. 30, 2020,, our U.S. bank subsidiaries could declare dividends to the Parent of approximately $209$973 million,, without the need for a regulatory waiver. In addition, at March 31,Sept. 30, 2020,, non-bank subsidiaries of the Parent had liquid assets of approximately $1.6 billion.$1.6 billion. Restrictions on our ability to obtain funds from our subsidiaries are


BNY Mellon 33


discussed in more detail in “Supervision and Regulation - Capital Planning and Stress Testing - Payment of Dividends, Stock Repurchases and Other Capital Distributions” and in Note 19 of the Notes to Consolidated Financial Statements in our 2019 Annual Report.

Pershing LLC has uncommitted lines of credit in place for liquidity purposes which are guaranteed by the Parent. Pershing LLC has threetwo separate uncommitted lines of credit amounting to $750$350 million in aggregate. There were noAverage borrowings under these lines were $4 million, in aggregate, in the firstthird quarter of 2020. Pershing Limited, an indirect UK-based subsidiary of BNY Mellon, has three separate uncommitted lines of credit amounting to $350 million in aggregate. Average borrowings under
these lines were $79$4 million, in aggregate, in the firstthird quarter of 2020.

BNY Mellon Capital Markets, LLC also has an uncommitted line of credit in place for $100 million for liquidity purposes. There were no borrowings under this line in the firstthird quarter of 2020.

The double leverage ratio is the ratio of our equity investment in subsidiaries divided by our consolidated Parent company equity, which includes our noncumulative perpetual preferred stock. In short, the double leverage ratio measures the extent to which equity in subsidiaries is financed by Parent company debt. As the double leverage ratio increases, this can reflect greater demands on a company’s cash flows in order to service interest payments and debt maturities. BNY Mellon’s double leverage ratio is managed in a range considering the high level of unencumbered available liquid assets held in its principal subsidiaries (such as central bank deposit placements and government securities), the Company’s cash generating fee-based business model, with fee revenue representing 81% of total revenue in the firstthird quarter of 2020, and the dividend capacity of our banking subsidiaries. Our double leverage ratio was 120.7%115.4% at March 31,Sept. 30, 2020 and 116.9% at Dec. 31, 2019, and within the range targeted by management.

Uses of funds

The Parent’s major uses of funds are repurchases of common stock, payment of dividends, principal and interest payments on its borrowings, acquisitions and additional investments in its subsidiaries.

In FebruaryAugust 2020, a quarterly cash dividend of $0.31 per common share was paid to common shareholders. Our common stock dividend payout ratio was 30%32% for the firstthird quarter of 2020.

In the firstthird quarter of 2020, we repurchased 21.7 million15.1 thousand common shares from employees, primarily in connection with the employees’ payment of taxes upon the vesting of restricted stock, at an average price of $45.44$36.65 per common share for a total cost of $985less than $1 million.

In June 2020, the Federal Reserve announced that it would require participating CCAR firms, including us, to update and resubmit their capital plans and that, as a result, unless otherwise approved by the Federal
The first
34 BNY Mellon


Reserve, participating firms were not permitted, during the third quarter of 2020, shareto conduct open market common stock repurchases, were completed priorto increase their common stock dividends or to pay common stock dividends that exceed average net income for the preceding four quarters. On Sept. 30, 2020, the Federal Reserve extended these limitations through the fourth quarter of 2020.

BNY Mellon intends to resume the common stock repurchase program as early as possible, depending on factors such as prevailing market conditions, our outlook for the economic environment and the additional capital analysis required by the Federal Reserve. See “Recent regulatory developments” for additional information related to the announcement, issued jointly by us and the other members of the Financial Services Forum, to temporarily suspend share repurchases through the second quarter of 2020.2020 CCAR.

Liquidity coverage ratio (“LCR”)

U.S. regulators have established an LCR that requires certain banking organizations, including BNY Mellon, to maintain a minimum amount of unencumbered high-quality liquid assets (“HQLA”) sufficient to withstand the net cash outflow under a hypothetical standardized acute liquidity stress scenario for a 30-day time horizon.

The following table presents BNY Mellon’s consolidated HQLA at March 31,Sept. 30, 2020, and the average HQLA and average LCR for the firstthird quarter of 2020.

Consolidated HQLA and LCRMarch 31, 2020
(dollars in billions)
Securities (a)
$108
Cash (b)
146
Total consolidated HQLA (c)
$254
  
Total consolidated HQLA – average (c)
$184
Average LCR115%
Consolidated HQLA and LCRSept. 30, 2020
(dollars in billions)
Securities (a)
$120
Cash (b)
103
Total consolidated HQLA (c)
$223
(a)
Total consolidated HQLA – average (c)
Primarily includes securities of U.S. government-sponsored enterprises, sovereign securities, U.S. Treasury, U.S. agency and investment-grade corporate debt.$
213
(b)Average LCRPrimarily includes cash on deposit with central banks.111%
(c)Consolidated HQLA presented before adjustments. After haircuts and the impact of trapped liquidity, consolidated HQLA totaled $202 billion at March 31, 2020 and averaged $142 billion for the first quarter of 2020.


(a)    Primarily includes securities of U.S. government-sponsored enterprises, sovereign securities, U.S. Treasury, U.S. agency and investment-grade corporate debt.
(b)    Primarily includes cash on deposit with central banks.
(c)    Consolidated HQLA presented before adjustments. After haircuts and the impact of trapped liquidity, consolidated HQLA totaled $163 billion at Sept. 30, 2020 and averaged $154 billion for the third quarter of 2020.
BNY Mellon and each of our affected domestic bank subsidiaries were compliant with the U.S. LCR requirements of at least 100% throughout the firstthird quarter of 2020.

Statement of cash flows

The following summarizes the activity reflected on the consolidated statement of cash flows. While this


34 BNY Mellon


information may be helpful to highlight certain macro trends and business strategies, the cash flow analysis may not be as relevant when analyzing changes in our net earnings and net assets. We believe that in addition to the traditional cash flow analysis, the discussion related to liquidity and dividends and asset/liability management herein may provide more useful context in evaluating our liquidity position and related activity.

Net cash used forprovided by operating activities was $1.7$5.9 billion in the threenine months ended March 31,Sept. 30, 2020, compared with $949 million$2.6 billion in the threenine months ended March 31,Sept. 30, 2019. In the threenine months ended March 31,Sept. 30, 2020, and three months ended March 31, 2019, cash flows used forprovided by operations primarily resulted from the changeearnings and changes in accrualstrading assets and other, net, partially offset by earnings.liabilities. In the threenine months ended March 31, 2020,Sept. 30, 2019, cash flows used forprovided by operations was alsoprimarily resulted from earnings, partially offset by changes in trading assets and liabilities.

Net cash used for investing activities was $78.6$44.3 billion in the threenine months ended March 31,Sept. 30, 2020, compared with net cash provided by investing activities of $20.8$5.2 billion in the threenine months ended March 31,Sept. 30, 2019. In the threenine months ended March
31,Sept. 30, 2020, net cash used for investing activities primarily reflects net changes in securities and changes in interest-bearing deposits with the Federal Reserve and other central banks. In the nine months ended Sept. 30, 2019, net cash used for investing activities primarily reflects changes in interest-bearing deposits with the Federal Reserve and other central banks, net changes in securities, loans and interest-bearing deposits with banks. In the three months ended March 31, 2019, net cash providedpartially offset by investing activities primarily reflects changes in interest-bearing deposits with the Federal Reserve and other central banks, changes in federal funds sold and securities purchased under resale agreements, and net changes in securities and loans.agreements.

Net cash provided by financing activities was $82.9$38.1 billion in the threenine months ended March 31,Sept. 30, 2020, compared with net cash used for financing activities of $19.8$3.5 billion in the threenine months ended March 31,Sept. 30, 2019. In the threenine months ended March 31,Sept. 30, 2020, net cash provided by financing activity reflects changes in deposits, payables to customers and broker-dealers and federal funds purchased and securities sold under repurchase agreements, partially offset by changes in commercial paper. In the nine months ended Sept. 30, 2019, net cash provided by financing activities primarily reflects changes in deposits. Indeposits and net proceeds from the three months ended March 31, 2019, net cash used for financing activities primarily reflects the change in deposits, changeissuance of long-term debt, partially offset by repayments of long-term debt, changes in federal funds purchased and

BNY Mellon 35


securities sold under repurchase agreements, changes in other borrowed funds and repayment of long-term debt.common stock repurchases.


Capital

Capital data
(dollars in millions, except per share amounts; common shares in thousands)
Sept. 30, 2020June 30, 2020Dec. 31, 2019
Average common equity to average assets9.6 %9.3 %10.7 %
At period end:
BNY Mellon shareholders’ equity to total assets ratio10.5 %9.9 %10.9 %
BNY Mellon common shareholders’ equity to total assets ratio9.4 %8.9 %9.9 %
Total BNY Mellon shareholders’ equity$44,917 $43,697 $41,483 
Total BNY Mellon common shareholders’ equity$40,385 $39,165 $37,941 
BNY Mellon tangible common shareholders’ equity – Non-GAAP (a)
$21,800 $20,650 $19,216 
Book value per common share$45.58 $44.21 $42.12 
Tangible book value per common share – Non-GAAP (a)
$24.60 $23.31 $21.33 
Closing stock price per common share$34.34 $38.65 $50.33 
Market capitalization$30,430 $34,239 $45,331 
Common shares outstanding886,136 885,862 900,683 
Cash dividends per common share$0.31 $0.31 $0.31 
Common dividend payout ratio32 %31 %20 %
Common dividend yield3.6 %3.2 %2.4 %
Capital data
(dollars in millions, except per share amounts; common shares in thousands)
March 31, 2020
Dec. 31, 2019
Average common equity to average assets9.8%10.7%
   
At period end:  
BNY Mellon shareholders’ equity to total assets ratio8.8%10.9%
BNY Mellon common shareholders’ equity to total assets ratio8.0%9.9%
Total BNY Mellon shareholders’ equity$41,145
$41,483
Total BNY Mellon common shareholders’ equity$37,603
$37,941
BNY Mellon tangible common shareholders’ equity – Non-GAAP (a)
$19,068
$19,216
Book value per common share (a)
$42.47
$42.12
Tangible book value per common share – Non-GAAP (a)
$21.53
$21.33
Closing stock price per common share$33.68
$50.33
Market capitalization$29,822
$45,331
Common shares outstanding885,443
900,683
   
Cash dividends per common share$0.31
$0.31
Common dividend payout ratio30%20%
Common dividend yield3.7%2.4%
(a)See “Supplemental information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 43(a)    See “Supplemental information – Explanation of GAAP and Non-GAAP financial measures” beginning on page 45 for a reconciliation of GAAP to Non-GAAP.



The Bank of New York Mellon Corporation total shareholders’ equity decreasedincreased to $41.1$44.9 billion at March 31,Sept. 30, 2020 from $41.5$41.5 billion at Dec. 31, 2019. The decreaseincrease primarily reflects commonearnings, unrealized gains on assets available-for-sale and the issuance of preferred stock
repurchases, foreign currency translation and dividend payments, in May 2020, partially offset by earningscommon stock repurchases and unrealized gainsdividend payments.

In May 2020, the Parent issued 1,000,000 depositary shares, each representing a 1/100th interest in a share of the Parent’s Series G Noncumulative Perpetual Preferred Stock (the “Series G Preferred Stock”). The Series G Preferred Stock has a liquidation preference of $100,000 per share. The Parent will pay dividends on securities available-for-sale.the Series G Preferred Stock, if declared by its board of directors, on each March 20 and September 20, at an annual rate equal to 4.70% from the original issue date to but excluding, Sept. 20, 2025; and at a floating rate equal to the five-year treasury rate (as defined in the certificate of designations) on the date that is three business days prior to the reset date plus 4.358% for each reset period, from and including Sept. 20, 2025. The floating rate will initially reset on Sept. 20, 2025 and subsequently on each date falling on the fifth anniversary of the preceding reset date.

In November 2020, the Parent issued 582,500 depositary shares, each representing a 1/100th interest in a share of the Parent’s Series H Noncumulative Perpetual Preferred Stock (the “Series H Preferred Stock”). The Series H Preferred Stock has a liquidation preference of $100,000 per share. The Parent will pay dividends on the Series H Preferred Stock, if declared by its board of directors, on each March 20, June 20, September 20 and December 20, commencing on March 20, 2021, at an annual rate equal to 3.70% from the original issue date to but excluding, March 20, 2026; and at a floating rate equal to the five-year treasury rate (as defined in the certificate of designations) on the date that is three business days prior to the reset date plus 3.352% for each reset period, from and including March 20, 2026. The floating rate will initially reset on March 20, 2026 and subsequently on each date falling on the fifth anniversary of the preceding reset date.

The Parent will use the net proceeds, after deducting the underwriting discount and estimated offering expenses, of approximately $575 million from the sale of the depositary shares to redeem all outstanding shares of the Series C Preferred Stock. On Nov. 4, 2020, the Parent issued a notice of redemption to the holders of the Series C Preferred Stock to redeem in full the Series C Preferred Stock on Dec. 20, 2020.


36 BNY Mellon 35



In the first quarterDeferred fees of 2020, we repurchased 21.7approximately $15 million common shares at an average price of $45.44 per common share for a total of $985 million under the current program.will be realized as preferred stock dividends upon redemption.

The unrealized gain (after-tax) on our available-for-sale securities portfolio, net of hedges, included in accumulated OCI was $608 million$1.4 billion at March 31,Sept. 30, 2020, compared with an unrealized gain (after-tax), net of hedges, of $361 million at Dec. 31, 2019. The increase in the unrealized gain, net of tax, was primarily driven by lower market interest rates.

In the nine months ended Sept. 30, 2020, we repurchased 21.8 million common shares at an average price of $45.43 per common share for a total of $988 million, nearly all of which were repurchased prior to the temporary suspension of share repurchases in March 2020.

In June 2020, the Federal Reserve announced that it would require participating CCAR firms, including us, to update and resubmit their capital plans and that, as a result, unless otherwise approved by the Federal Reserve, participating firms were not permitted, during the third quarter of 2020, to conduct open market common stock repurchases, to increase their common stock dividends or to pay common stock dividends that exceed average net income for the preceding four quarters. On Sept. 30, 2020, the Federal Reserve extended these limitations through the fourth quarter of 2020.

BNY Mellon intends to resume the common stock repurchase program as early as possible, depending on factors such as prevailing market conditions, our outlook for the economic environment and the additional capital analysis required by the Federal Reserve. For additional information, see “Recent regulatory developments.”
Capital adequacy

Regulators establish certain levels of capital for bank holding companies (“BHCs”) and banks, including BNY Mellon and our bank subsidiaries, in accordance with established quantitative measurements. For the Parent to maintain its status as a financial holding company (“FHC”), our U.S. bank subsidiaries and BNY Mellon must, among other things, qualify as “well capitalized.” As of March 31,Sept. 30, 2020 and Dec. 31, 2019, BNY Mellon and our U.S. bank subsidiaries were “well capitalized.”

Failure to satisfy regulatory standards, including “well capitalized” status or capital adequacy rules more generally, could result in limitations on our activities and adversely affect our financial condition. See the discussion of these matters in “Supervision and Regulation - Regulated Entities of BNY Mellon and Ancillary Regulatory Requirements” and “Risk Factors - Operational Risk - Failure to satisfy regulatory standards, including “well capitalized” and “well managed” status or capital adequacy and liquidity rules more generally, could result in limitations on our activities and adversely affect our
business and financial condition,” both of which are in our 2019 Annual Report.

The U.S. banking agencies’ capital rules are based on the framework adopted by the Basel Committee on Banking Supervision (“BCBS”), as amended from time to time. For additional information on these capital requirements, see “Supervision and Regulation” in our 2019 Annual Report and “Recent regulatory developments” in this Form 10-Q.


BNY Mellon 37


The table below presents our consolidated and largest bank subsidiary regulatory capital ratios.

Consolidated and largest bank subsidiary regulatory capital ratiosSept. 30, 2020June 30, 2020Dec. 31, 2019
Well capitalizedMinimum requiredCapital
ratios
Capital
ratios
Capital
ratios
(a)
Consolidated regulatory capital ratios: (b)
Advanced Approaches:
CET1 ratioN/A(c)8.5 %13.0 %12.6 %11.5 %
Tier 1 capital ratio%10 15.7 15.4 13.7 
Total capital ratio10 12 16.6 16.3 14.4 
Standardized Approach:
CET1 ratioN/A(c)8.5 %13.5 %12.7 %12.5 %
Tier 1 capital ratio%10 16.3 15.6 14.8 
Total capital ratio10 12 17.4 16.6 15.8 
Tier 1 leverage ratioN/A(c)6.5 6.2 6.6 
SLR (d)(e)
N/A(c)8.5 8.2 6.1 
The Bank of New York Mellon regulatory capital ratios: (b)
Advanced Approaches:
CET1 ratio6.5 %%17.2 %17.1 %15.1 %
Tier 1 capital ratio8.5 17.2 17.1 15.1 
Total capital ratio10 10.5 17.4 17.2 15.2 
Tier 1 leverage ratio6.9 6.7 6.9 
SLR (d)
8.5 8.4 6.4 
Consolidated and largest bank subsidiary regulatory capital ratiosMarch 31, 2020 Dec. 31, 2019
Well capitalized
 Minimum required
 
Capital
ratios

 
Capital
ratios

 (a)
Consolidated regulatory capital ratios: (b)
       
Advanced Approaches:       
CET1 ratioN/A
(c)8.5% 11.4% 11.5%
Tier 1 capital ratio6% 10
 13.5
 13.7
Total capital ratio10% 12
 14.3
 14.4
Standardized Approach:       
CET1 ratioN/A
(c)8.5% 11.3% 12.5%
Tier 1 capital ratio6% 10
 13.5
 14.8
Total capital ratio10% 12
 14.4
 15.8
Tier 1 leverage ratioN/A
(c)4
 6.0
 6.6
SLR (d)
N/A
(c)5
 5.6
 6.1
        
The Bank of New York Mellon regulatory capital ratios: (b)
       
Advanced Approaches:       
CET1 ratio6.5% 7% 15.5% 15.1%
Tier 1 capital ratio8
 8.5
 15.5
 15.1
Total capital ratio10
 10.5
 15.6
 15.2
Tier 1 leverage ratio5
 4
 6.7
 6.9
SLR (d)
6
 3
 6.2
 6.4
(a)
Minimum requirements for March 31, 2020 include minimum thresholds plus currently applicable buffers.
(b)For our CET1, Tier 1 capital and Total capital ratios, our effective capital ratios under U.S. capital rules are the lower of the ratios as calculated under the Standardized and Advanced Approaches. The Tier 1 leverage ratio is based on Tier 1 capital and quarterly average total assets. The U.S. global systemically important banks (“G-SIB”) surcharge of 1.5% is subject to change. The countercyclical capital buffer is currently set to 0%.
(c)
The Federal Reserve’s regulations do not establish well capitalized thresholds for these measures for BHCs.
(d)
The SLR is based on Tier 1 capital and total leverage exposure, which includes certain off-balance sheet exposures.

(a)    Minimum requirements for Sept. 30, 2020 include minimum thresholds plus currently applicable buffers. The U.S. global systemically important banks (“G-SIB”) surcharge of 1.5% is subject to change. The countercyclical capital buffer is currently set to 0%. Effective Oct. 1, 2020, the stress capital buffer (“SCB”) requirement is 2.5%, equal to the regulatory minimum, and replaces the current 2.5% capital conservation buffer for Standardized Approach capital ratios.
(b)    For our CET1, Tier 1 capital and Total capital ratios, our effective capital ratios under U.S. capital rules are the lower of the ratios as calculated under the Standardized and Advanced Approaches. The Tier 1 leverage ratio is based on Tier 1 capital and quarterly average total assets.

(c)    The Federal Reserve’s regulations do not establish well capitalized thresholds for these measures for BHCs.
(d)    The SLR is based on Tier 1 capital and total leverage exposure, which includes certain off-balance sheet exposures. The SLR at Sept. 30, 2020 and June 30, 2020 reflects the exclusion of certain central bank placements from leverage exposure.
(e)    The SLR at Sept. 30, 2020 and June 30, 2020 reflects the temporary exclusion of U.S. Treasury securities from the leverage exposure which increased our consolidated SLR by 78 basis points and 40 basis points, respectively.
36 BNY Mellon


Our CET1 ratio determined under the Standardized ApproachAdvanced Approaches was 11.3%13.0% at March 31,Sept. 30, 2020 and was 11.5% at Dec. 31, 2019 under the Advanced Approaches.2019. The decreaseincrease primarily reflects an increasecapital generated through earnings and unrealized gains on assets available-for-sale, partially offset by capital deployed through common stock repurchased, prior to the temporary suspension of share repurchases that began in RWAs driven by a larger balance sheet.March 2020, and dividend payments.

Our operational loss risk model is informed by external losses, including fines and penalties levied against institutions in the financial services industry, particularly those that relate to businesses in which we operate, and as a result external losses have
impacted and could in the future impact the amount of capital that we are required to hold.

Our capital ratios are necessarily subject to, among other things, anticipated compliance with all necessary enhancements to model calibration, approval by regulators of certain models used as part of RWA calculations, other refinements, further implementation guidance from regulators, market practices and standards and any changes BNY Mellon may make to its businesses. As a consequence of these factors, our capital ratios may materially change, and may be volatile over time and from period to period.


38 BNY Mellon


The following table presents our capital components and RWAs.

Capital components and risk-weighted assetsSept. 30, 2020June 30, 2020Dec. 31, 2019
(in millions)
CET1:
Common shareholders’ equity$40,385 $39,165 $37,941 
Adjustments for:
Goodwill and intangible assets (a)
(18,585)(18,515)(18,725)
Net pension fund assets(275)(270)(272)
Equity method investments(298)(297)(311)
Deferred tax assets(51)(48)(46)
Other(5)— (47)
Total CET121,171 20,035 18,540 
Other Tier 1 capital:
Preferred stock4,532 4,532 3,542 
Other(92)(89)(86)
Total Tier 1 capital$25,611 $24,478 $21,996 
Tier 2 capital:
Subordinated debt$1,248 $1,248 $1,248 
Allowance for credit losses474 463 216 
Other(6)(6)(11)
Total Tier 2 capital – Standardized Approach1,716 1,705 1,453 
Excess of expected credit losses228 217 — 
Less: Allowance for credit losses474 463 216 
Total Tier 2 capital – Advanced Approaches$1,470 $1,459 $1,237 
Total capital:
Standardized Approach$27,327 $26,183 $23,449 
Advanced Approaches$27,081 $25,937 $23,233 
Risk-weighted assets:
Standardized Approach$156,698 $157,290 $148,695 
Advanced Approaches:
Credit Risk$95,881 $95,647 $95,490 
Market Risk3,077 2,793 4,020 
Operational Risk64,150 60,900 61,388 
Total Advanced Approaches$163,108 $159,340 $160,898 
Average assets for Tier 1 leverage ratio$394,945 $394,394 $334,869 
Total leverage exposure for SLR$300,265 $297,300 $362,452 
(a)    Reduced by deferred tax liabilities associated with intangible assets and tax-deductible goodwill.
Capital components and risk-weighted assetsMarch 31, 2020
Dec. 31, 2019
(in millions)
CET1:  
Common shareholders’ equity$37,603
$37,941
Adjustments for:  
Goodwill and intangible assets (a)
(18,535)(18,725)
Net pension fund assets(269)(272)
Equity method investments(290)(311)
Deferred tax assets(46)(46)
Other2
(47)
Total CET118,465
18,540
Other Tier 1 capital:  
Preferred stock3,542
3,542
Other(74)(86)
Total Tier 1 capital$21,933
$21,996
Tier 2 capital:  
Subordinated debt$1,248
$1,248
Allowance for credit losses314
216
Other(1)(11)
Total Tier 2 capital – Standardized Approach1,561
1,453
Excess of expected credit losses101

Less: Allowance for credit losses314
216
Total Tier 2 capital – Advanced Approaches$1,348
$1,237
Total capital:  
Standardized Approach$23,494
$23,449
Advanced Approaches$23,281
$23,233
   
Risk-weighted assets:  
Standardized Approach$163,006
$148,695
Advanced Approaches:  
Credit Risk$97,093
$95,490
Market Risk3,630
4,020
Operational Risk61,838
61,388
Total Advanced Approaches$162,561
$160,898
   
Average assets for Tier 1 leverage ratio$366,058
$334,869
Total leverage exposure for SLR$392,807
$362,452
(a)Reduced by deferred tax liabilities associated with intangible assets and tax deductible goodwill.




BNY Mellon 37


The table below presents the factors that impacted CET1 capital.

CET1 generation1Q20
(in millions)
CET1 – Beginning of period$18,540
Net income applicable to common shareholders of The Bank of New York Mellon Corporation944
Goodwill and intangible assets, net of related deferred tax liabilities190
Gross CET1 generated1,134
Capital deployed: 
Common stock repurchases(985)
Common stock dividend payments(282)
Total capital deployed(1,267)
Other comprehensive income: 
Foreign currency translation(367)
Unrealized gain on assets available-for-sale176
Defined benefit plans18
Unrealized gain on cash flow hedges(11)
Other(5)
Total other comprehensive income(189)
Additional paid-in capital (a)
129
Other additions: 
Embedded goodwill21
Net pension fund assets3
Deferred tax assets
Other94
Total other additions118
Net CET1 deployed(75)
CET1 – End of period$18,465
CET1 generation3Q20
(in millions)
CET1 – Beginning of period$20,035
Net income applicable to common shareholders of The Bank of New York Mellon Corporation876
Goodwill and intangible assets, net of related deferred tax liabilities(70)
Gross CET1 generated806
Capital deployed:
Common stock dividend payments(279)
(a)Total capital deployedPrimarily related to stock awards, the exercise(279)
Other comprehensive income:
Foreign currency translation329
Unrealized gain on assets available-for-sale227
Defined benefit plans20
Unrealized gain on cash flow hedges8
Total other comprehensive income584
Additional paid-in capital (a)
39
Other (deductions):
Embedded goodwill(1)
Net pension fund assets(5)
Deferred tax assets(3)
Other(5)
Total other deductions(14)
Net CET1 generated1,136
CET1 – End of stock options and stock issued for employee benefit plans.period$21,171

(a)    Primarily related to stock awards, the exercise of stock options and stock issued for employee benefit plans.


The following table shows the impact on the consolidated capital ratios at March 31,Sept. 30, 2020 of a $100 million increase or decrease in common equity, or a $1 billion increase or decrease in RWAs, quarterly average assets or total leverage exposure.

Sensitivity of consolidated capital ratios at March 31, 2020
Sensitivity of consolidated capital ratios at Sept. 30, 2020Sensitivity of consolidated capital ratios at Sept. 30, 2020
Increase or decrease of Increase or decrease of
(in basis points)
$100 million
in common 
equity
$1 billion in RWA, quarterly average assets or total leverage exposure(in basis points)$100 million
in common 
equity
$1 billion in RWA, quarterly average assets or total leverage exposure
CET1: CET1:
Standardized Approach6bps7bpsStandardized Approach6bps9bps
Advanced Approaches6 7 Advanced Approaches68
 
Tier 1 capital: Tier 1 capital:
Standardized Approach6 8 Standardized Approach610
Advanced Approaches6 8 Advanced Approaches610
 
Total capital: Total capital:
Standardized Approach6 9 Standardized Approach611
Advanced Approaches6 9 Advanced Approaches610
 
Tier 1 leverage3 2 Tier 1 leverage32
 
SLR3 1 SLR33

BNY Mellon 39


Capital ratios vary depending on the size of the balance sheet at period end and the levels and types of investments in assets. The balance sheet size fluctuates from period to period based on levels of customer and market activity. In general, when servicing clients are more actively trading securities, deposit balances and the balance sheet as a whole are higher. In addition, when markets experience significant volatility or stress, our balance sheet size may increase considerably as client deposit levels increase.

Effective April 1, 2020, custody banks, including BNY Mellon and The Bank of New York Mellon, are permitted to exclude certain central bank placements from leverage exposure used in the SLR calculation. Based on our current leverage exposure, this change would increase our consolidated SLR by approximately 145 basis points. Also, effective April 1, 2020 and lasting through March 31, 2021, BHCs are permitted to temporarily exclude U.S. Treasury securities from the SLR’s leverage exposure. Based on BNY Mellon’s current leverage exposure and amount of U.S. Treasury securities,used in the interim rule would additionally increaseSLR calculation. This temporary exclusion increased our consolidated SLR approximately 55by 78 basis points.points at Sept. 30, 2020 and 40 basis points at June 30, 2020. See “Supervision and Regulation” in our 2019 Annual Report and “Recent regulatory developments” in thisour First Quarter 2020 Form 10-Q for additional information.

Stress capital buffer

In August 2020, the Federal Reserve announced that BNY Mellon’s SCB requirement would be 2.5%, equal to the regulatory minimum, effective as of Oct. 1, 2020. The SCB replaces the current 2.5% capital conservation buffer for Standardized Approach capital ratios.

The SCB final rule generally eliminates the requirement for prior approval of common stock repurchases in excess of the distributions in a firm’s capital plan, provided that such distributions are consistent with applicable capital requirements, including the SCB. In conjunction with the release of the 2020 CCAR results, the Federal Reserve has imposed restrictions on capital distributions for the third quarter of 2020, which have been extended through the fourth quarter of 2020. For more detail
regarding these restrictions, see “Recent regulatory developments - CCAR 2020 results” in this Quarterly Report on Form 10-Q.

Total Loss-Absorbing Capacity (“TLAC”)

The final TLAC rule establishing external TLAC, external long-term debt (“LTD”) and related requirements for U.S. G-SIBs, including BNY Mellon, at the top-tier holding company level became effective on Jan. 1, 2019.The following summarizes the minimum requirements for BNY Mellon’s external TLAC and external LTD ratios, plus currently applicable buffers.



38 BNY Mellon


As a % of RWAs (a)
As a % of total leverage exposure
Eligible external TLAC ratios
Regulatory minimum of 18% plus a buffer (b) equal to the sum of 2.5%, the method 1 G-SIB surcharge (currently 1%), and the countercyclical capital buffer, if any
Regulatory minimum of 7.5% plus a buffer (c) equal to 2%
Eligible external LTD ratiosRegulatory minimum of 6% plus the greater of the method 1 or method 2 G-SIB surcharge (currently 1.5%)4.5%
(a)    RWA is the greater of Standardized and Advanced Approaches.
(b)    Buffer to be met using only CET1.
(c)
(c)    Buffer to be met using only Tier 1 capital.




External TLAC consists of the Parent’s Tier 1 capital and eligible unsecured LTD issued by it that has a remaining term to maturity of at least one year and satisfies certain other conditions. Eligible LTD consists of the unpaid principal balance of eligible unsecured debt securities, subject to haircuts for amounts due to be paid within two years, that satisfy certain other conditions. Debt issued prior to Dec. 31, 2016 has been permanently grandfathered to the extent these instruments otherwise would be ineligible only due to containing impermissible acceleration rights or being governed by foreign law.


40 BNY Mellon


The following table presents our external TLAC and external LTD ratios.


TLAC and LTD ratiosMarch 31, 2020
 Minimum
required

Minimum ratios
with buffers

 
 Ratios
Eligible external TLAC:   
As a percentage of RWA18.0%21.5%27.1%
As a percentage of total leverage exposure7.5%9.5%11.3%
    
Eligible external LTD:   
As a percentage of RWA7.5%N/A12.1%
As a percentage of total leverage exposure4.5%N/A5.0%


TLAC and LTD ratiosSept. 30, 2020
Minimum
required
Minimum ratios
with buffers
Ratios
Eligible external TLAC:
As a percentage of RWA18.0 %21.5 %27.8 %
As a percentage of total leverage exposure7.5 %9.5 %15.1 %
Eligible external LTD:
As a percentage of RWA7.5 %N/A11.4 %
As a percentage of total leverage exposure4.5 %N/A6.2 %


If BNY Mellon maintains risk-based ratio or leverage TLAC measures above the minimum required level, but with a risk-based ratio or leverage below the minimum level with buffers, we will face constraints on dividends, equity repurchases and discretionary executive compensation based on the amount of the shortfall and eligible retained income.

Trading activities and risk management

Our trading activities are focused on acting as a market-maker for our customers, facilitating customer trades and risk mitigating hedging in compliance with the Volcker Rule. The risk from market-making activities for customers is managed by our traders and limited in total exposure through a system of position limits, value-at-risk (“VaR”) methodology and other market sensitivity measures. VaR is the potential loss in value due to adverse market movements over a defined time horizon with a specified confidence level. The calculation of our VaR used by management and presented below assumes a one-day holding period, utilizes a 99% confidence level and incorporates non-linear product characteristics. VaR facilitates comparisons across portfolios of different risk characteristics. VaR also captures the diversification of aggregated risk at the firm-wide level.

VaR represents a key risk management measure and it is important to note the inherent limitations to VaR, which include:
VaR does not estimate potential losses over longer time horizons where moves may be extreme;

VaR does not take account of potential variability of market liquidity; and
Previous moves in market risk factors may not produce accurate predictions of all future market moves.

See Note 17 of the Notes to Consolidated Financial Statements for additional information on the VaR methodology.

The following tables indicate the calculated VaR amounts for the trading portfolio for the designated periods using the historical simulation VaR model.

VaR (a)
3Q20Sept. 30, 2020
(in millions)AverageMinimumMaximum
Interest rate$2.1 $1.7 $2.6 $2.2 
Foreign exchange2.6 2.0 3.7 2.5 
Equity0.3 0.1 0.6 0.1 
Credit2.2 1.5 3.5 2.3 
Diversification(3.8)N/MN/M(3.7)
Overall portfolio3.4 2.4 4.6 3.4 
VaR (a)
1Q20March 31, 2020
(in millions)Average
Minimum
Maximum
Interest rate$4.9
$3.2
$11.3
$5.1
Foreign exchange3.1
1.7
6.3
4.5
Equity1.4
0.8
2.3
0.9
Credit3.4
1.2
12.1
9.8
Diversification(6.4)N/M
N/M
(9.9)
Overall portfolio6.4
3.5
14.3
10.4


VaR (a)
2Q20June 30, 2020
(in millions)AverageMinimumMaximum
Interest rate$3.0 $2.1 $4.9 $2.2 
Foreign exchange3.4 2.2 5.9 2.4 
Equity0.5 0.4 1.4 0.4 
Credit3.5 1.8 10.2 2.8 
Diversification(5.7)N/MN/M(4.0)
Overall portfolio4.7 3.1 11.4 3.8 


VaR (a)
3Q19Sept. 30, 2019
(in millions)AverageMinimumMaximum
Interest rate$4.7 $3.7 $7.3 $4.3 
Foreign exchange3.0 1.8 5.1 3.3 
Equity0.9 0.6 1.2 1.1 
Credit1.0 0.5 2.0 1.6 
Diversification(3.5)N/MN/M(3.6)
Overall portfolio6.1 4.0 8.2 6.7 


VaR (a)
YTD20
(in millions)AverageMinimumMaximum
Interest rate$3.4 $1.7 $11.3 
Foreign exchange3.0 1.7 6.3 
Equity0.7 0.1 2.3 
Credit3.0 1.2 12.1 
Diversification(5.3)N/MN/M
Overall portfolio4.8 2.4 14.3 




BNY Mellon 3941



VaR (a)
4Q19Dec. 31, 2019
VaR (a)
YTD19
(in millions)Average
Minimum
Maximum
(in millions)AverageMinimumMaximum
Interest rate$4.4
$3.3
$6.6
$4.8
Interest rate$4.3 $3.2 $7.3 
Foreign exchange2.7
1.5
5.3
2.7
Foreign exchange3.2 1.8 6.4 
Equity0.8
0.3
1.1
1.0
Equity0.8 0.6 1.2 
Credit1.4
1.0
2.0
1.3
Credit0.8 0.4 2.0 
Diversification(3.6)N/M
N/M
(4.0)Diversification(3.3)N/M
Overall portfolio5.7
3.9
9.2
5.8
Overall portfolio5.8 4.0 9.5 

(a)VaR exposure does not include the impact of the Company’s consolidated investment management funds and seed capital investments.

VaR (a)
1Q19March 31, 2019
(in millions)Average
Minimum
Maximum
Interest rate$4.0
$3.2
$5.3
$4.2
Foreign exchange3.8
2.8
6.4
3.9
Equity0.7
0.6
1.1
0.9
Credit0.6
0.4
1.0
0.7
Diversification(2.9)N/M
N/M
(3.5)
Overall portfolio6.2
4.6
9.5
6.2
(a)VaR exposure does not include the impact of the Company’s consolidated investment management funds and seed capital investments.
N/M - Because the minimum and maximum may occur on different days for different risk components, it is not meaningful to compute a minimum and maximum portfolio diversification effect.


The increase in VaR at March 31, 2020 compared with both March 31, 2019 and Dec. 31, 2019 reflects higher market volatility due to the coronavirus pandemic.

The interest rate component of VaR represents instruments whose values are predominantly driven by U.S. Treasury securities interest rate levels. These instruments include, but are not limited to, U.S. Treasury securities, swaps, swaptions, forward rate agreements, exchange-traded futures and options, and other interest rate derivative products.

The foreign exchange component of VaR represents instruments whose values predominantly vary with the level or volatility of currency exchange rates or interest rates. These instruments include, but are not limited to, currency balances, spot and forward transactions, currency options and other currency derivative products.

The equity component of VaR consists of instruments that represent an ownership interest in the form of domestic and foreign common stock or other equity-linked instruments. These instruments include, but are not limited to, common stock, exchange-traded funds, preferred stock, listed equity options (puts and calls), OTC equity options, equity total return swaps,
equity index futures and other equity derivative products.

The credit component of VaR represents instruments whose values are predominantly driven by credit spread levels, i.e., idiosyncratic default risk. These instruments include, but are not limited to, securities with exposures from corporate and municipal credit spreads.

The diversification component of VaR is the risk reduction benefit that occurs when combining
portfolios and offsetting positions, and from the correlated behavior of risk factor movements.

During the firstthird quarter of 2020, interest rate risk generated 38%29% of average gross VaR, foreign exchange risk generated 24%36% of average gross VaR, equity risk generated 11%4% of average gross VaR and credit risk generated 27%31% of average gross VaR. During the firstthird quarter of 2020, our daily trading loss did not exceed our calculated VaR amount of the overall portfolio.

The following table of total daily trading revenue or loss illustrates the number of trading days in which our trading revenue or loss fell within particular ranges during the past five quarters.

Distribution of trading revenue (loss) (a)
Quarter ended
(dollars in millions)Sept. 30, 2020June 30, 2020March 31, 2020Dec. 31, 2019Sept. 30, 2019
Revenue range:Number of days
Less than $(2.5)4 — 
$(2.5) – $010 12 
$0 – $2.523 17 19 23 26 
$2.5 – $5.016 15 19 24 22 
More than $5.012 14 21 
 
Distribution of trading revenue (loss) (a)
   
  Quarter ended
 (dollars in millions)March 31,
2020

Dec. 31, 2019
Sept. 30, 2019
June 30,
2019

March 31, 2019
 
 Revenue range:Number of days
 Less than $(2.5)
3
2

1
 $(2.5) – $03
5
7
4
5
 $0 – $2.519
23
26
30
22
 $2.5 – $5.019
24
22
23
23
 More than $5.021
7
7
7
10
(a)(a)    Trading revenue (loss) includes realized and unrealized gains and losses primarily related to spot and forward foreign exchange transactions, derivatives and securities trades for our customers and excludes any associated commissions, underwriting fees and net interest revenue.


The number of days when revenue was generated increased compared with both the first quarter of 2019 and the fourth quarter of 2019 driven by the significant increase in volatility and volumes in the first quarter of 2020.



40 BNY Mellon



Trading assets include debt and equity instruments and derivative assets, primarily interest rate and foreign exchange contracts, not designated as hedging instruments. Trading assets were $12.9$13.1 billion at March 31,Sept. 30, 2020 and $13.6 billion at Dec. 31, 2019.

Trading liabilities include debt and equity instruments and derivative liabilities, primarily interest rate and foreign exchange contracts, not designated as hedging instruments. Trading liabilities were $6.6$6.1 billion at March 31,Sept. 30, 2020 and $4.8 billion at Dec. 31, 2019.

Under our fair value methodology for derivative contracts, an initial “risk-neutral” valuation is performed on each position assuming time-discounting based on a AA credit curve. In addition, we consider credit risk in arriving at the fair value of our derivatives.

42 BNY Mellon


We reflect external credit ratings as well as observable credit default swap spreads for both ourselves and our counterparties when measuring the fair value of our derivative positions. Accordingly, the valuation of our derivative positions is sensitive to the current changes in our own credit spreads, as well as those of our counterparties.

At March 31,Sept. 30, 2020, our OTC derivative assets, including those in hedging relationships, of $5.9$4.2 billion included a credit valuation adjustment (“CVA”) deduction of $44$39 million. Our OTC derivative liabilities, including those in hedging relationships, of $6.3$3.6 billion included a debit valuation adjustment (“DVA”) of $1 million related to our own credit spread. Net of hedges, the CVA decreased by $4$3 million and the DVA was unchanged in the firstthird quarter of 2020. The net impact of these adjustments2020, which increased foreign exchange and other trading revenue by $4$3 million. The net impact decreased foreign exchange and other trading revenue by $2 million in the firstsecond quarter of 2020 and increased foreign exchange and other trading revenue by $1 million in the fourth quarter of 2019 and less than $1 million in the firstthird quarter of 2019.

The table below summarizes the distribution of credit ratings for our foreign exchange and interest rate derivative counterparties over the past five quarters, which indicates the level of counterparty credit associated with these trading activities. Significant changes in counterparty credit ratings could alter the level of credit risk faced by BNY Mellon.

Foreign exchange and other trading counterparty risk rating profile (a)
Quarter ended
Sept. 30, 2020June 30, 2020March 31, 2020Dec. 31, 2019Sept. 30, 2019
Rating:
AAA to AA-54 %56 %56 %54 %55 %
A+ to A-20 18 24 24 24 
BBB+ to BBB-17 18 14 17 16 
BB+ and
lower (b)
9 
Total100 %100 %100 %100 %100 %
(a)    Represents credit rating agency equivalent of internal credit ratings.
(b)    Non-investment grade.



Foreign exchange and other trading counterparty risk rating profile (a)
 
 Quarter ended
 March 31, 2020
Dec. 31, 2019
Sept. 30, 2019
June 30,
2019

March 31,
2019

 
Rating:     
AAA to AA-56%54%55%54%49%
A+ to A-24
24
24
26
28
BBB+ to BBB-14
17
16
17
20
BB+ and
lower (b)
6
5
5
3
3
Total100%100%100%100%100%
(a)Represents credit rating agency equivalent of internal credit ratings.
(b)Non-investment grade.


Asset/liability management

Our diversified business activities include processing securities, accepting deposits, investing in securities, lending, raising money as needed to fund assets and other transactions. The market risks from these activities include interest rate risk and foreign exchange risk. Our primary market risk is exposure to movements in U.S. dollar interest rates and certain foreign currency interest rates. We actively manage interest rate sensitivity and use earnings simulation and discounted cash flow models to identify interest rate exposures.


An earnings simulation model is the primary tool used to assess changes in pre-tax net interest revenue. The model incorporates management’s assumptions regarding interest rates, market spreads, changes in the prepayment behavior of loans and securities and the impact of derivative financial instruments used for interest rate risk management purposes. These assumptions have been developed through a combination of historical analysis and future expected pricing behavior and are inherently uncertain. Actual results may differ materially from projected results due to timing, magnitude and frequency of interest rate changes, and changes in market conditions and management’s strategies, among other factors.

In the table below, we use the earnings simulation model to run various interest rate ramp scenarios from a baseline scenario. The interest rate ramp scenarios examine the impact of large interest rate movements. In each scenario, all currencies’ interest rates are shifted higher or lower. Typically, the baseline scenario uses the average deposit balances of the last month of the quarter. However, during the month of March we experienced a significant increase in deposits and a corresponding increase in


BNY Mellon 41


central bank placements. To normalize the analysis, we used the first quarter average for these balances. The 100 basis point ramp scenario assumes rates change 25 basis points above or below the yield curve in each of the next four quarters and the 200 basis point ramp scenario assumes a 50 basis point per quarter change. Interest rate sensitivity is quantified by calculating the change in pre-tax net interest revenue between the scenarios over a 12-month measurement period. The net interest revenue sensitivity methodology assumes static deposit levels and also assumes that no management actions will be taken to mitigate the effects of interest rate changes.


BNY Mellon 43


The following table shows net interest revenue sensitivity for BNY Mellon.


Estimated changes in net interest revenue
(in millions)
March 31, 2020
Dec. 31, 2019
March 31,
2019

Up 200 bps parallel rate ramp vs. baseline (a)
$557
$195
$410
Up 100 bps parallel rate ramp vs. baseline (a)
334
79
208
Down 100 bps parallel rate ramp vs. baseline (a)
100
(40)(91)
Long-term up 50 bps, short-term unchanged (b)
166
110
149
Long-term down 50 bps, short-term unchanged (b)
(158)(105)(178)
(a)
In the parallel rate ramp, both short-term and long-term rates move in four equal quarterly increments.
(b)Long-term is equal to or greater than one year.


Estimated changes in net interest revenue
(in millions)
Sept. 30, 2020June 30, 2020Sept. 30, 2019
Up 200 bps parallel rate ramp vs. baseline (a)
$608 $591 $187 
Up 100 bps parallel rate ramp vs. baseline (a)
343 349 74 
Down 100 bps parallel rate ramp vs. baseline (a)
418 315 (45)
Long-term up 50 bps, short-term unchanged (b)
144 153 115 
Long-term down 50 bps, short-term unchanged (b)
(164)(173)(119)
(a)In the parallel rate ramp, both short-term and long-term rates move in four equal quarterly increments.
(b)Long-term is equal to or greater than one year.


The increasedown 100 basis point scenario was impacted by a change in sensitivities at March 31, 2020 compared with Dec. 31, 2019 primarily reflects higherour deposit balances and the forecasted difference in deposit rate changes versus asset yield changes given the prevailing low interest rate environment. This was partially offset by an increase inassumptions. Specifically, we increased the amount of higher fixed rate securities in our securities portfolio. The down 100 bps scenario assumesdeposit balances to which we would pass on the cost ofthrough negative central bank rates.rates in the scenario.

To illustrate the net interest revenue sensitivity to deposit runoff, we note that a $5 billion instantaneous reduction of U.S. dollar denominated noninterest-bearing deposits would reduce the net interest revenue sensitivity results in the ramp up 100 basis point and 200 basis point scenarios in the table above by approximately $30 million and approximately $60$65 million, respectively. The impact would be smaller if the runoff was assumed to be a mixture of interest-bearing and noninterest-bearing deposits.


For a discussion of factors impacting the growth or contraction of deposits, see “Risk Factors - Our business, financial condition and results of operations could be adversely affected if we do not effectively manage our liquidity,”liquidity” in our 2019 Annual Report.

Off-balance sheet arrangements

Off-balance sheet arrangements discussed in this section are limited to certain guarantees, retained or contingent interests and obligations arising out of unconsolidated variable interest entities (“VIEs”). Guarantees include SBLCs issued as part of our corporate banking business and securities lending indemnifications issued as part of our Investment Services business. See Note 18 of the Notes to Consolidated Financial Statements for a further discussion of our off-balance sheet arrangements.

44 BNY Mellon


42 BNY Mellon



Supplemental information - Explanation of GAAP and Non-GAAP financial measures

BNY Mellon has included in this Form 10-Q certain Non-GAAP financial measures on a tangible basis as a supplement to generally accepted accounting principles (“GAAP”) information, which exclude goodwill and intangible assets, net of deferred tax liabilities. We believe that the return on tangible common equity is additional useful information for investors because it presents a measure of those assets that can generate income, and the tangible book value per common share is additional useful information because it presents the level of tangible assets in relation to shares of common stock outstanding.

The presentation of the growth rates of investment management and performance fees on a constant currency basis permits investors to assess the
significance of changes in foreign currency exchange
rates. Growth rates on a constant currency basis were determined by applying the current period foreign currency exchange rates to the prior period revenue. We believe that this presentation, as a supplement to GAAP information, gives investors a clearer picture of the related revenue results without the variability caused by fluctuations in foreign currency exchange rates.

BNY Mellon has also included the adjusted pre-tax operating margin Non-GAAP, which is the pre-tax operating margin for the Investment and Wealth Management business net of distribution and servicing expense that was passed to third parties who distribute or service our managed funds. We believe that this measure is useful when evaluating the performance of the Investment and Wealth Management business relative to industry competitors.


The following table presents the reconciliation of the return on common equity and tangible common equity.

Return on common equity and tangible common equity reconciliation3Q202Q203Q19YTD20YTD19
(dollars in millions)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation – GAAP$876 $901 $1,002 $2,721 $2,881 
Add:  Amortization of intangible assets26 26 30 78 89 
Less: Tax impact of amortization of intangible assets7 19 21 
Adjusted net income applicable to common shareholders of The Bank of New York Mellon Corporation, excluding amortization of intangible assets – Non-GAAP$895 $921 $1,025 $2,780 $2,949 
Average common shareholders’ equity$39,924 $38,476 $37,597 $38,693 $37,392 
Less: Average goodwill17,357 17,243 17,267 17,304 17,328 
Average intangible assets3,039 3,058 3,141 3,062 3,176 
Add: Deferred tax liability – tax deductible goodwill1,132 1,119 1,103 1,132 1,103 
  Deferred tax liability – intangible assets666 664 679 666 679 
Average tangible common shareholders’ equity – Non-GAAP$21,326 $19,958 $18,971 $20,125 $18,670 
Return on common shareholders’ equity – GAAP
8.7 %9.4 %10.6 %9.4 %10.3 %
Return on tangible common shareholders’ equity – Non-GAAP16.7 %18.5 %21.4 %18.5 %21.1 %



Return on common equity and tangible common equity reconciliation1Q20
4Q19
1Q19
(dollars in millions)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation – GAAP$944
$1,391
$910
Add:  Amortization of intangible assets26
28
29
Less: Tax impact of amortization of intangible assets6
7
7
Adjusted net income applicable to common shareholders of The Bank of New York Mellon Corporation, excluding amortization of intangible assets – Non-GAAP$964
$1,412
$932
    
Average common shareholders’ equity$37,664
$37,842
$37,086
Less: Average goodwill17,311
17,332
17,376
Average intangible assets3,089
3,119
3,209
Add: Deferred tax liability – tax deductible goodwill (a)
1,109
1,098
1,083
  Deferred tax liability – intangible assets (a)
666
670
690
Average tangible common shareholders’ equity – Non-GAAP$19,039
$19,159
$18,274
    
Return on common shareholders’ equity – GAAP 
10.1%14.6%10.0%
Return on tangible common shareholders’ equity – Non-GAAP20.4%29.3%20.7%
(a)Deferred tax liabilities are based on fully phased-in U.S. capital rules.




BNY Mellon 4345



The following table presents the reconciliation of book value and tangible book value per common share.

Book value and tangible book value per common share reconciliationSept. 30, 2020June 30,
2020
Dec. 31, 2019Sept. 30, 2019
(dollars in millions, except per share amounts and unless otherwise noted)
BNY Mellon shareholders’ equity at period end – GAAP$44,917 $43,697 $41,483 $41,120 
Less: Preferred stock4,532 4,532 3,542 3,542 
BNY Mellon common shareholders’ equity at period end – GAAP40,385 39,165 37,941 37,578 
Less: Goodwill17,357 17,253 17,386 17,248 
Intangible assets3,026 3,045 3,107 3,124 
Add: Deferred tax liability – tax deductible goodwill1,132 1,119 1,098 1,103 
Deferred tax liability – intangible assets666 664 670 679 
BNY Mellon tangible common shareholders’ equity at period end – Non-GAAP$21,800 $20,650 $19,216 $18,988 
Period-end common shares outstanding (in thousands)
886,136 885,862 900,683 922,199 
Book value per common share – GAAP$45.58 $44.21 $42.12 $40.75 
Tangible book value per common share – Non-GAAP$24.60 $23.31 $21.33 $20.59 
Book value and tangible book value per common share reconciliationMarch 31, 2020
Dec. 31, 2019
March 31,
2019

(dollars in millions, except per share amounts and unless otherwise noted)
BNY Mellon shareholders’ equity at period end – GAAP$41,145
$41,483
$41,225
Less: Preferred stock3,542
3,542
3,542
BNY Mellon common shareholders’ equity at period end – GAAP37,603
37,941
37,683
Less: Goodwill17,240
17,386
17,367
Intangible assets3,070
3,107
3,193
Add: Deferred tax liability – tax deductible goodwill (a)
1,109
1,098
1,083
Deferred tax liability – intangible assets (a)
666
670
690
BNY Mellon tangible common shareholders’ equity at period end – Non-GAAP$19,068
$19,216
$18,896
    
Period-end common shares outstanding (in thousands)
885,443
900,683
957,517
    
Book value per common share – GAAP$42.47
$42.12
$39.36
Tangible book value per common share – Non-GAAP$21.53
$21.33
$19.74
(a)Deferred tax liabilities are based on fully phased-in U.S. capital rules.


The following table presents the impact of changes in foreign currency exchange rates on our consolidated investment management and performance fees.

Constant currency reconciliation – Consolidated3Q203Q193Q20 vs.
(dollars in millions)3Q19
Investment management and performance fees – GAAP$835 $832  %
Impact of changes in foreign currency exchange rates 11 
Adjusted investment management and performance fees – Non-GAAP$835 $843 (1)%
Constant currency reconciliation – Consolidated1Q20
1Q19
1Q20 vs.
(dollars in millions)1Q19
Investment management and performance fees – GAAP$862
$841
2%
Impact of changes in foreign currency exchange rates
(5) 
Adjusted investment management and performance fees – Non-GAAP$862
$836
3%



The following table presents the impact of changes in foreign currency exchange rates on investment management and performance fees reported in the Investment and Wealth Management business.

Constant currency reconciliation Investment and Wealth Management business
3Q20 vs.
(dollars in millions)3Q203Q193Q19
Investment management and performance fees GAAP
$835 $832  %
Impact of changes in foreign currency exchange rates— 11 
Adjusted investment management and performance fees – Non-GAAP$835 $843 (1)%
Constant currency reconciliation  Investment Management business
  1Q20 vs.
(dollars in millions)1Q20
1Q19
1Q19
Investment management and performance fees  GAAP
$862
$841
2%
Impact of changes in foreign currency exchange rates
(5) 
Adjusted investment management and performance fees – Non-GAAP$862
$836
3%



The following table presents the reconciliation of the pre-tax operating margin for the Investment and Wealth Management business.

Pre-tax operating margin reconciliation Investment and Wealth Management business
(dollars in millions)3Q202Q201Q204Q193Q19YTD20YTD19
Income before income taxes – GAAP$245 $221 $194 $240 $295 $660 $821 
Total revenue – GAAP$918 $886 $898 $971 $887 $2,702 $2,736 
Less: Distribution and servicing expense
85 86 91 93 98 262 283 
Adjusted total revenue, net of distribution and servicing expense – Non-GAAP$833 $800 $807 $878 $789 $2,440 $2,453 
Pre-tax operating margin – GAAP (a)
27 %25 %22 %25 %33 %24 %30 %
Adjusted pre-tax operating margin, net of distribution and servicing expense – Non-GAAP (a)
29 %28 %24 %27 %37 %27 %33 %
(a)    Income before taxes divided by total revenue.

46 BNY Mellon
Pre-tax operating margin reconciliation  Investment Management business
  
(dollars in millions)1Q20
4Q19
3Q19
2Q19
1Q19
Income before income taxes – GAAP$194
$240
$295
$260
$266
      
Total revenue – GAAP$898
$971
$887
$913
$936
Less:  Distribution and servicing expense
91
93
98
94
91
Adjusted total revenue, net of distribution and servicing expense – Non-GAAP$807
$878
$789
$819
$845
      
Pre-tax operating margin – GAAP (a)
22%25%33%29%28%
Adjusted pre-tax operating margin, net of distribution and servicing expense – Non-GAAP (a)
24%27%37%32%31%
(a)Income before taxes divided by total revenue.




44 BNY Mellon



Recent accounting and regulatory developments

Recent accounting developments

The following ASU issued by the FASB had not yet been adopted as of March 31,Sept. 30, 2020.

ASU 2020-04, Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting

In March 2020, the FASB issued an ASU, Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This ASU provides temporary optional expedients and exceptions for applying U.S. GAAP to financial contracts, hedging relationships and other transactions affected by reference rate reform. This ASU also permits an entity to make a one-time election to sell and/or transfer held-to-maturity securities that are affected by reference rate reform and were classified as held-to-maturity on or before Jan. 1, 2020. The guidance in this ASU can be adopted as of March 12, 2020 through Dec. 31, 2022. We are assessing the impacts of the new standard, but would not expect this ASU to have a material impact on BNY Mellon.

Recent regulatory developments

For a summary of additional regulatory matters relevant to our operations, see “Recent regulatory developments” in our Form 10-Q for the quarters ended March 31, 2020 and June 30, 2020 and “Supervision and Regulation” in our 2019 Annual Report. The following discussions summarize certain regulatory, legislative and other developments that may affect BNY Mellon, the impact of many of which we are still evaluating.

The Coronavirus Aid, Relief,CCAR Refiling, Limitations and Economic Security Act (the “CARES Act”)SCB

On March 27, 2020, the President signed into law the CARES Act, a law that provides unprecedented economic stimulus and emergency relief to address the effectsIn light of the coronavirus pandemic. The CARES Act provides assistance to industries, businesses, nonprofits and individuals and spans areas such as financial assistance, tax, financial reporting, financial regulation, real estate, employee benefits and family and medical leave. Some provisions that may be of particular interest tochanges in the financial industry includemarkets and the grant of temporary authority to the U.S. Department
of Treasury to guarantee U.S. money market mutual funds (“MMMF”); approval for the establishment by the FDIC of a program to guarantee obligations of insured depository institutions; expansion of the FDIC’s power to guarantee deposits heldeconomy, in noninterest-bearing business transaction accounts; and expansion of the OCC’s authority to exempt certain transactions from, or suspend, the OCC lending limits. The authorities granted under these provisions are set to expire on Dec. 31, 2020. In addition, the CARES Act provides that financial institutions may, subject to certain conditions, elect to temporarily suspend (i) U.S. GAAP requirements with respect to loan modifications related to the coronavirus pandemic that would otherwise be treated as TDRs and (ii) any determination that a loan modified as a result of the coronavirus pandemic is a TDR. The CARES Act also includes an appropriation of $454 billion, which is to be used byJune 2020, the Federal Reserve announced that all banking institutions subject to provide liquidityCCAR, including BNY Mellon, are required to resubmit their capital plans. On Sept. 17, 2020, the financial system under existing Federal Reserve facilities or new programs.released the supervisory scenarios for the resubmission, which was submitted on Nov. 2, 2020.

Money Market Mutual Fund Liquidity Facility
Also in September 2020, the Federal Reserve extended through the fourth quarter of 2020 the limitations on capital distributions and share repurchases that the Federal Reserve imposed on CCAR firms, including BNY Mellon, earlier in the year. For additional information regarding these limitations, see “Recent regulatory developments - CCAR 2020 results” in our Second Quarter 2020 Form 10-Q.Consistent with these limitations, for the fourth quarter, BNY Mellon maintained its quarterly common stock dividend of $0.31 per share and plans to maintain the suspension of its open market common stock repurchases.

On March 18,Aug. 10, 2020, the Federal Reserve announced the establishment of the MMLF, which is designed to provide indirect liquidity to MMMFs so that such MMMFs can meet the demands for redemptions by households and businesses. Under the terms of the MMLF, the Federal Reserve Bank of Boston may make loans to U.S. depository institutions, U.S. bank holding companies and their U.S. broker-dealer subsidiaries and other eligible financial institutions (“borrowers”) subject to stringent terms and conditions imposed by the Federal Reserve Bank of Boston. Among other terms and conditions, such loans must be secured by certain high-quality short-dated debt instruments purchased by the borrowers from qualifying MMMFs promptly before the loans are extended.individual CCAR firms’ SCBs. The qualifying instruments include U.S. Treasuries; U.S. agency securities; secured commercial paper; highly rated unsecured or asset-backed commercial paper; highly rated certificates of deposit; highly rated municipal short-term debt and variable demand notes; and receivables from certain repurchase agreements. MMLF loans must generally be repaid contemporaneously with the maturity of the collateral and borrowers are not generally required to repay the loans if the obligors of the collateral instruments fail to make payments on such instruments. The MMLF will terminate on Sept. 30, 2020, unless extended. See “Impact of coronavirus


BNY Mellon 45

SCB requirement is 2.5%, which equals the regulatory minimum, and is unchanged compared to the capital conservation buffer that previously applied. The SCB became effective on Oct. 1, 2020. For additional information regarding the SCB, see “Recent regulatory developments - Changes to CCAR and Stress Capital Buffer” in our First Quarter 2020 Form 10-Q and “Supervision and Regulation - Capital Planning and Stress Testing” in our 2019 Annual Report.

pandemic on our business” for additional information.

Capital, Liquidity and TLAC Relief

In light of the coronavirus pandemic, the Federal Reserve has taken a series of regulatory actions to encourage banks to deploy capital and liquidity to support businesses and individuals affected by the pandemic.

On March 15,Sept. 29, 2020, the Federal Reserve issued a statement encouraging banking organizations to use their capital and liquidity buffers to support lending to individuals and businesses affected by the coronavirus pandemic. To facilitate banking organizations’ use of the buffers, the Federal Reserve, the FDIC and the OCC (the “Agencies”) issuedfinalized without changes an interim final rule revisingissued in March 2020 that neutralizes the regulatory capital and liquidity coverage ratio effects for institutions that participate in the Federal Reserve’s MMLF.

Similarly, in August 2020, the Agencies finalized without change an interim final rule issued in March 2020 that revised the definition of “eligible retained income”. To to make more gradual the extent a banking organization’s capital buffer is less than 100%, its distributions and discretionary bonus payments are constrained by the amount of the shortfall and its eligible retained income. The definition of eligible retained income, as previously defined, created the potential for sudden and severe limitationsautomatic restrictions on capital distributions. Underdistributions, such as share repurchases, dividend payments, and bonus payments. In the same final rulemaking, the Federal Reserve also finalized the March 2020 interim final rule eligible retained income is defined as the greater of (i) a banking organization’s net income for the four preceding calendar quarters, net of any distributions and associated tax effects not already reflected in net income, and (ii) the average of a banking organization’s net income over the preceding four quarters. The Federal Reservethat made corresponding changes to the total-loss absorbing capacityTLAC buffer requirements. The final rule is effective as of Jan. 1, 2021.

On March 23,Also in August 2020, the Agencies issued anfinalized a current expected credit loss (“CECL”) final rule that is substantially similar to the interim final rule to exclude non-recourse exposures acquired as part of the MMLF from a banking organization’s total leverage exposure, average total consolidated assets, advanced approaches-total risk weighted assets and standardized total RWAs.issued in March 2020. The relief applies to assets purchased beginning on March 19, 2020, including assets purchased by BNY Mellon and pledged as eligible collateral to the Federal Reserve Bank of Boston in connection with BNY Mellon’s participation in the MMLF. In addition, on May 5, 2020, the Agencies issued an interim final rule to neutralize the LCR effects of the advances made by the MMLF and the exposures securing MMLF advances.

The Agencies have adopted an interim final rule permittingpermits banking organizations to temporarily delay the estimated

BNY Mellon 47


effects of CECL on regulatory capital until Jan. 1, 2022 and then to phase-inphase in those effects through Jan. 1, 2025. Under the interim final rule, during 2020 and 2021, the adjustment to CET1 capital reflects the change in retained earnings upon adoption of CECL at Jan. 1, 2020 plus 25% of the increase in the allowance for credit losses since Jan. 1, 2020. BNY Mellon has not yet elected to apply this interim final rule. See NotesNote 2 and 5 of the Notes to Consolidated Financial Statements for additional information on the impact of the adoption of CECL and Note 5 of the Notes to Consolidated Financial Statements for the change in the allowance for credit losses during the firstthird quarter of 2020.

To increaseFor additional information regarding the flexibilityinterim final rulemakings noted above, see “Recent regulatory developments – Capital, Liquidity and TLAC Relief” in our First Quarter 2020 Form 10-Q.

Net Stable Funding Ratio

On Oct. 20, 2020, the Agencies issued a final net stable funding ratio (“NSFR”) rule that implements a quantitative measure of BHCs, likefunding stability over a one-year horizon, and is applicable to certain large banking organizations, including BNY Mellon. Under the rule, BNY Mellon’s NSFR would be expressed as a ratio of its available stable funding to its required stable funding amount, calculated on an ongoing basis, and BNY Mellon would be required to maintain an NSFR of 100%. The effective date of the final NSFR rule is July 1, 2021, with the exception of certain disclosure requirements, which will begin to apply in 2023. BNY Mellon expects to be in compliance with the NSFR rule by the effective date.


Capital Treatment of Investments in Certain Debt Instruments of G-SIBs

On Oct. 20, 2020, the Agencies finalized a rule that generally requires certain advanced approaches banking organizations (including BNY Mellon) to deduct from Tier 2 capital, subject to certain exceptions, direct, indirect and synthetic exposures to covered debt instruments. Covered debt instruments under the rule include, for example, unsecured debt instruments issued by U.S. or foreign G-SIBs, among other financial companies,entities, to actmeet TLAC requirements or similar foreign requirements as financial intermediaries,well as any other unsecured debt instruments pari passu or subordinated to such debt instruments. The rule is effective on April 1, 2021. The impact of the final rule is not expected to be material to BNY Mellon.

ECB Declaration of Exceptional Circumstances

In September 2020, the Federal ReserveEuropean Central Bank (“ECB”) issued an interim final rulea declaration of exceptional circumstances, which is in effect from Sept. 26, 2020 to temporarily exclude from the calculationJune 27, 2021, and which, as a result of the SLRso-called “quick-fix” to the Capital Requirements Regulation (“CRR”) earlier in the year, has the effect of bank holding companies,allowing credit institutions subject to direct ECB supervision, such as The Bank of New York Mellon SA/NV, to disclose their leverage ratios excluding central bank deposits (as well as the Parent, on-balance sheet amounts of U.S. Treasury securities and deposits at Federal Reserve Banks beginning with the second quarter of 2020.leverage ratios absent this exclusion). The interim final ruleleverage ratio requirement is currently not binding on EU credit institutions but will remain in effect through March 31, 2021. See “Capital” for additional information.

Volcker Covered Funds Proposal

On Jan. 30, 2020, the Federal Reserve, OCC, FDIC, Securities and Exchange Commission (“SEC”) and Commodity Futures Trading Commission (“CFTC”) approvedbecome a notice of proposed rulemaking to amend the implementing regulations for the provisionsbinding requirement as part of the Dodd-Frank Act commonly referred toCRR 2, on June 28, 2021. The ECB declaration also has the effect of providing relief for subsidiaries of G-SIBs, such as The Bank of New York Mellon SA/NV, under the “Volcker Rule”. This proposal, which follows revisions tobinding internal TLAC requirement.

For additional information regarding the proprietary trading provisions of the Volcker Ruleso-called CRR “quick-fix”, see “Recent regulatory developments – ‘CRR Quick-Fix’” in 2019, contains a number of targeted amendments to the Volcker Rule regulations, principally focused on the restrictions on banking entities’ investments in and other relationships with covered funds. BNY Mellon’s preliminary assessment is that the proposed changes would be favorable and reduce certain compliance burdens; however, the general prohibitions and requirements with respect to investment in, sponsoring and transactions with covered funds would remain in place. The proposed provision that, if enacted, may have the most targeted benefits for BNY Mellon, concerns transactions with covered funds which we sponsor or advise. The proposal would exempt certain transactions from the currently applicableour Second Quarter 2020 Form 10-Q.


4648 BNY Mellon




prohibitions, including intraday credit extensions and certain payment, clearing and settlement transactions, subject to certain conditions. Comments on the proposal were due on May 1, 2020.

Changes to CCAR and Stress Capital Buffer

On March 4, 2020, the Federal Reserve finalized a stress capital buffer (“SCB”) rule. The final rule eliminates the quantitative grounds for objection to a firm’s CCAR capital plan. The rule introduces an SCB that will be part of quarterly capital requirements beginning Oct. 1, 2020. The final rule replaces the current 2.5% capital conservation buffer with an SCB requirement for Standardized Approach capital ratios that is based on the largest projected decrease in a firm’s CET1 ratio in the nine quarter CCAR supervisory severely adverse scenario based on the Federal Reserve’s models, subject to a 2.5% floor. Each CCAR firm, including BNY Mellon, will be notified of its SCB by June 30, and the SCB will become effective on October 1 of the applicable calendar year. Starting on Oct. 1, 2020, it requires that firms reduce their planned capital actions if those distributions would cause the firm to fall below applicable buffer requirements based on a firm’s own baseline scenario projections, and allows firms to increase certain capital distributions if they are forecasted to be above capital buffer constraints. The final rule also eliminates the requirement for prior approval of common stock distributions in excess of the distributions in a firm’s capital plan, provided that such distributions do not cause a breach of the firm’s capital ratios, including applicable capital buffer.


Website information

Our website is www.bnymellon.com. We currently make available the following information under the Investor Relations portion of our website. With respect to filings with the SEC, we post such information as soon as reasonably practicable after we electronically file such materials with, or furnish them to, the SEC.

All of our SEC filings, including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and all amendments to these reports, as well as proxy statements and SEC Forms 3, 4 and 5;
Financial statements and footnotes prepared using eXtensible Business Reporting Language (“XBRL”);
Our earnings materials and selected management conference calls and presentations;
Other regulatory disclosures, including: Pillar 3 Disclosures (and Market Risk Disclosure contained therein); Liquidity Coverage Ratio
Disclosures; Federal Financial Institutions Examination Council - Consolidated Reports of Condition and Income for a Bank With Domestic and Foreign Offices; Consolidated Financial Statements for Bank Holding Companies; and the Dodd-Frank Act Stress Test Results for BNY Mellon and The Bank of New York Mellon; and
Our Corporate Governance Guidelines, Amended and Restated By-laws, Directors’ Code of Conduct and the Charters of the Audit, Finance, Corporate Governance, Nominating and Social Responsibility, Human Resources and Compensation, Risk and Technology Committees of our Board of Directors.

We may use our website, our Twitter account (twitter.com/BNYMellon)(@BNYMellon) and other social media channels as additional means of disclosing information to the public. The information disclosed through those channels may be considered to be material. The contents of our website or social media channels referenced herein are not incorporated by reference into this Quarterly Report on Form 10-Q.



BNY Mellon 4749

Item 1. Financial Statements
The Bank of New York Mellon Corporation (and its subsidiaries)


Consolidated Income Statement (unaudited)

 Quarter ended
(in millions)March 31, 2020
Dec. 31, 2019
March 31, 2019
Fee and other revenue   
Investment services fees:   
Asset servicing fees$1,159
$1,148
$1,122
Clearing services fees470
421
398
Issuer services fees263
264
251
Treasury services fees149
147
132
Total investment services fees2,041
1,980
1,903
Investment management and performance fees862
883
841
Foreign exchange and other trading revenue319
168
170
Financing-related fees59
46
51
Distribution and servicing31
34
31
Investment and other income11
860
35
Total fee revenue3,323
3,971
3,031
Net securities gains (losses)9
(25)1
Total fee and other revenue3,332
3,946
3,032
Operations of consolidated investment management funds   
Investment (loss) income(38)17
26
Interest of investment management fund note holders


(Loss) income from consolidated investment management funds(38)17
26
Net interest revenue   
Interest revenue1,570
1,721
1,920
Interest expense756
906
1,079
Net interest revenue814
815
841
Total revenue4,108
4,778
3,899
Provision for credit losses (a)
169
(8)7
Noninterest expense   
Staff1,482
1,639
1,524
Professional, legal and other purchased services330
367
325
Software and equipment326
326
283
Net occupancy135
151
137
Sub-custodian and clearing105
119
105
Distribution and servicing91
92
91
Business development42
65
45
Bank assessment charges35
32
31
Amortization of intangible assets26
28
29
Other140
145
129
Total noninterest expense2,712
2,964
2,699
Income   
Income before income taxes1,227
1,822
1,193
Provision for income taxes265
373
237
Net income962
1,449
956
Net loss (income) attributable to noncontrolling interests (includes $18, $(9) and $(10) related to consolidated investment management funds, respectively)18
(9)(10)
Net income applicable to shareholders of The Bank of New York Mellon Corporation980
1,440
946
Preferred stock dividends(36)(49)(36)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation$944
$1,391
$910

Quarter endedYear-to-date
(in millions)Sept. 30, 2020June 30, 2020Sept. 30, 2019Sept. 30, 2020Sept. 30, 2019
Fee and other revenue
Investment services fees:
Asset servicing fees$1,168 $1,173 $1,152 $3,500 $3,415 
Clearing services fees397 431 419 1,298 1,227 
Issuer services fees295 277 324 835 866 
Treasury services fees152 144 140 445 412 
Total investment services fees2,012 2,025 2,035 6,078 5,920 
Investment management and performance fees835 786 832 2,483 2,506 
Foreign exchange and other trading revenue137 166 150 622 486 
Financing-related fees49 58 49 166 150 
Distribution and servicing29 27 33 87 95 
Investment and other income46 105 30 162 108 
Total fee revenue3,108 3,167 3,129 9,598 9,265 
Net securities gains (losses)9 (1)27 
Total fee and other revenue3,117 3,176 3,128 9,625 9,272 
Operations of consolidated investment management funds
Investment income27 54 43 40 
Interest of investment management fund note holders0 0 
Income from consolidated investment management funds27 54 43 39 
Net interest revenue
Interest revenue820 943 1,942 3,333 5,827 
Interest expense117 163 1,212 1,036 3,454 
Net interest revenue703 780 730 2,297 2,373 
Total revenue3,847 4,010 3,861 11,965 11,684 
Provision for credit losses9 143 (16)321 (17)
Noninterest expense
Staff1,466 1,464 1,479 4,412 4,424 
Professional, legal and other purchased services355 337 316 1,022 978 
Software and equipment340 345 309 1,011 896 
Net occupancy136 137 138 408 413 
Sub-custodian and clearing119 120 111 344 331 
Distribution and servicing85 85 97 261 282 
Bank assessment charges30 35 31 100 93 
Business development17 20 47 79 148 
Amortization of intangible assets26 26 30 78 89 
Other107 117 32 364 282 
Total noninterest expense2,681 2,686 2,590 8,079 7,936 
Income
Income before income taxes1,157 1,181 1,287 3,565 3,765 
Provision for income taxes213 216 246 694 747 
Net income944 965 1,041 2,871 3,018 
Net (income) attributable to noncontrolling interests related to consolidated investment management funds(7)(15)(3)(4)(17)
Net income applicable to shareholders of The Bank of New York Mellon Corporation937 950 1,038 2,867 3,001 
Preferred stock dividends(61)(49)(36)(146)(120)
Net income applicable to common shareholders of The Bank of New York Mellon Corporation$876 $901 $1,002 $2,721 $2,881 


50 BNY Mellon

(a)The provision for credit losses for the quarter ended March 31, 2020 relates to the financial instruments within the scope of Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses On Financial Instruments. See Note 2 of the Notes to Consolidated Financial Statements for additional information.


48 BNY Mellon

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

Consolidated Income Statement (continued)(unaudited) (continued)

Net income applicable to common shareholders of The Bank of New York Mellon Corporation used for the earnings per share calculation
(in millions)
Quarter ended
March 31, 2020
Dec. 31, 2019
March 31, 2019
Net income applicable to common shareholders of The Bank of New York Mellon Corporation$944
$1,391
$910
Less:  Earnings allocated to participating securities3
6
5
Net income applicable to common shareholders of The Bank of New York Mellon Corporation after required adjustment for the calculation of basic and diluted earnings per common share$941
$1,385
$905


Average common shares and equivalents outstanding of The Bank of New York Mellon CorporationQuarter ended
(in thousands)March 31, 2020
Dec. 31, 2019
March 31, 2019
Basic894,122
911,324
962,397
Common stock equivalents3,941
5,191
6,071
Less: Participating securities(1,374)(1,776)(2,508)
Diluted896,689
914,739
965,960
    
Anti-dilutive securities (a)
2,584
3,515
5,550
(a)Represents stock options, restricted stock, restricted stock units and participating securities outstanding but not included in the computation of diluted average common shares because their effect would be anti-dilutive.


Earnings per share applicable to common shareholders of The Bank of New York Mellon CorporationQuarter ended
(in dollars)March 31, 2020
Dec. 31, 2019
March 31, 2019
Basic$1.05
$1.52
$0.94
Diluted$1.05
$1.52
$0.94


Net income applicable to common shareholders of The Bank of New York Mellon Corporation used for the earnings per share calculationQuarter endedYear-to-date
(in millions)Sept. 30, 2020June 30, 2020Sept. 30, 2019Sept. 30, 2020Sept. 30, 2019
Net income applicable to common shareholders of The Bank of New York Mellon Corporation$876 $901 $1,002 $2,721 $2,881 
Less: Earnings allocated to participating securities1 5 12 
Net income applicable to common shareholders of The Bank of New York Mellon Corporation after required adjustment for the calculation of basic and diluted earnings per common share$875 $900 $999 $2,716 $2,869 


Average common shares and equivalents outstanding of The Bank of New York Mellon CorporationQuarter endedYear-to-date
(in thousands)Sept. 30, 2020June 30, 2020Sept. 30, 2019Sept. 30, 2020Sept. 30, 2019
Basic889,499 889,020 933,264 891,050 949,035 
Common stock equivalents2,173 2,044 3,811 2,522 4,484 
Less: Participating securities(603)(503)(1,398)(779)(1,643)
Diluted891,069 890,561 935,677 892,793 951,876 
Anti-dilutive securities (a)
1,485 1,578 3,701 1,828 4,269 
(a)    Represents stock options, restricted stock, restricted stock units and participating securities outstanding but not included in the computation of diluted average common shares because their effect would be anti-dilutive.


Earnings per share applicable to common shareholders of The Bank of New York Mellon CorporationQuarter endedYear-to-date
(in dollars)Sept. 30, 2020June 30, 2020Sept. 30, 2019Sept. 30, 2020Sept. 30, 2019
Basic$0.98 $1.01 $1.07 $3.05 $3.02 
Diluted$0.98 $1.01 $1.07 $3.04 $3.01 


See accompanying unaudited Notes to Consolidated Financial Statements.



BNY Mellon 4951

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

Consolidated Comprehensive Income Statement (unaudited)

 Quarter ended
(in millions)March 31, 2020
Dec. 31, 2019
March 31, 2019
Net income$962
$1,449
$956
Other comprehensive (loss) income, net of tax:   
Foreign currency translation adjustments(369)388
29
Unrealized gain (loss) on assets available-for-sale:   
Unrealized gain (loss) arising during the period183
(77)239
Reclassification adjustment(7)19
(1)
Total unrealized gain (loss) on assets available-for-sale176
(58)238
Defined benefit plans:   
Prior service cost arising during the period
(1)
Net (loss) gain arising during the period
(78)(9)
Amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost18
4
10
Total defined benefit plans18
(75)1
Net unrealized (loss) gain on cash flow hedges(11)4
5
Total other comprehensive (loss) income, net of tax (a)
(186)259
273
Total comprehensive income776
1,708
1,229
Net loss (income) attributable to noncontrolling interests18
(9)(10)
Other comprehensive loss (income) attributable to noncontrolling interests2
(4)(2)
Comprehensive income applicable to shareholders of The Bank of New York Mellon Corporation$796
$1,695
$1,217

(a)Other comprehensive (loss) income attributable to The Bank of New York Mellon Corporation shareholders was $(184) million for the quarter ended March 31, 2020, $255 million for the quarter ended Dec. 31, 2019 and $271 million for the quarter ended March 31, 2019.

Quarter endedYear-to-date
(in millions)Sept. 30, 2020June 30, 2020Sept. 30, 2019Sept. 30, 2020Sept. 30, 2019
Net income$944 $965 $1,041 $2,871 $3,018 
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments331 115 (276)77 (237)
Unrealized gain on assets available-for-sale:
Unrealized gain arising during the period233 753 63 1,169 589 
Reclassification adjustment(6)(7)(20)(5)
Total unrealized gain on assets available-for-sale227 746 64 1,149 584 
Defined benefit plans:
Net (loss) arising during the period0 0 (9)
Amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost20 19 10 57 30 
Total defined benefit plans20 19 10 57 21 
Net unrealized gain (loss) on cash flow hedges8 (6)1 (1)
Total other comprehensive income (loss), net of tax (a)
586 884 (208)1,284 367 
Total comprehensive income1,530 1,849 833 4,155 3,385 
Net (income) attributable to noncontrolling interests(7)(15)(3)(4)(17)
Other comprehensive (income) loss attributable to noncontrolling interests(2)0 
Comprehensive income applicable to shareholders of The Bank of New York Mellon Corporation$1,521 $1,834 $833 $4,151 $3,369 
(a)    Other comprehensive income (loss) attributable to The Bank of New York Mellon Corporation shareholders was $584 million for the quarter ended Sept. 30, 2020, $884 million for the quarter ended June 30, 2020, $(205) million for the quarter ended Sept. 30, 2019, $1,284 million for the nine months ended Sept. 30, 2020 and $368 million for the nine months ended Sept. 30, 2019.


See accompanying unaudited Notes to Consolidated Financial Statements.



50 BNY Mellon


52 BNY Mellon

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

Consolidated Balance Sheet (unaudited)

  March 31, 2020
Dec. 31, 2019
(dollars in millions, except per share amounts)
Assets  
Cash and due from banks (including allowance for credit losses of $3 at March 31, 2020) (a)
$5,091
$4,830
Interest-bearing deposits with the Federal Reserve and other central banks146,535
95,042
Interest-bearing deposits with banks (including allowance for credit losses of $1 at March 31, 2020; $4,714 and $2,437 is restricted) (a)
22,672
14,811
Federal funds sold and securities purchased under resale agreements (including allowance for credit losses of $18 at March 31, 2020) (a)
27,363
30,182
Securities:  
Held-to-maturity (including allowance for credit losses of less than $1 at March 31, 2020; fair value of $38,418 and
$34,805) (a)
37,305
34,483
Available-for-sale (including allowance for credit losses of $15 at March 31, 2020; amortized cost of $99,503 and
$87,435) (a)
101,968
88,550
Total securities139,273
123,033
Trading assets12,918
13,571
Loans62,368
54,953
Allowance for credit losses (a)
(140)(122)
Net loans62,228
54,831
Premises and equipment3,514
3,625
Accrued interest receivable576
624
Goodwill17,240
17,386
Intangible assets3,070
3,107
Other assets (including allowance for credit losses on accounts receivable of $4 at March 31, 2020, also includes $527
and $419, at fair value) (a)
27,446
20,221
Subtotal assets of operations467,926
381,263
Assets of consolidated investment management funds, at fair value229
245
Total assets$468,155
$381,508
Liabilities  
Deposits:  
Noninterest-bearing (principally U.S. offices)$96,600
$57,630
Interest-bearing deposits in U.S. offices118,466
101,542
Interest-bearing deposits in non-U.S. offices121,651
100,294
Total deposits336,717
259,466
Federal funds purchased and securities sold under repurchase agreements13,128
11,401
Trading liabilities6,625
4,841
Payables to customers and broker-dealers24,016
18,758
Commercial paper1,121
3,959
Other borrowed funds1,544
599
Accrued taxes and other expenses 
4,705
5,642
Other liabilities (including allowance for credit losses on lending-related commitments of $148 and $94, also includes $973
and $607, at fair value) (a)
11,425
7,612
Long-term debt (includes $397 and $387, at fair value)27,494
27,501
Subtotal liabilities of operations426,775
339,779
Liabilities of consolidated investment management funds, at fair value1
1
Total liabilities426,776
339,780
Temporary equity  
Redeemable noncontrolling interests140
143
Permanent equity  
Preferred stock – par value $0.01 per share; authorized 100,000,000 shares; issued 35,826 and 35,826 shares3,542
3,542
Common stock – par value $0.01 per share; authorized 3,500,000,000 shares; issued 1,380,881,570 and 1,374,443,376 shares14
14
Additional paid-in capital27,644
27,515
Retained earnings32,601
31,894
Accumulated other comprehensive loss, net of tax(2,827)(2,638)
Less: Treasury stock of 495,438,749 and 473,760,338 common shares, at cost(19,829)(18,844)
Total The Bank of New York Mellon Corporation shareholders’ equity41,145
41,483
Nonredeemable noncontrolling interests of consolidated investment management funds94
102
Total permanent equity41,239
41,585
Total liabilities, temporary equity and permanent equity$468,155
$381,508

(a)In the first quarter of 2020, we adopted new accounting guidance included in ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses On
Sept. 30, 2020Dec. 31, 2019
(dollars in millions, except per share amounts)
Assets
Cash and due from banks, net of allowance for credit losses of $5 at Sept. 30, 2020 (a)
$4,104 $4,830 
Interest-bearing deposits with the Federal Reserve and other central banks106,185 95,042 
Interest-bearing deposits with banks, net of allowance for credit losses of $4 at Sept. 30, 2020 (includes restricted of $2,891 and $2,437) (a)
19,027 14,811 
Federal funds sold and securities purchased under resale agreements29,647 30,182 
Securities:
Held-to-maturity, at amortized cost, net of allowance for credit losses of less than $1 at Sept. 30, 2020 (fair value of $47,458 and $34,805) (a)
46,096 34,483 
Available-for-sale, at fair value (amortized cost of $105,684 and $87,435, net of allowance for credit losses of $12 at Sept 30, 2020) (a)
109,243 88,550 
Total securities155,339 123,033 
Trading assets13,074 13,571 
Loans55,491 54,953 
Allowance for credit losses (a)
(325)(122)
Net loans55,166 54,831 
Premises and equipment3,617 3,625 
Accrued interest receivable489 624 
Goodwill17,357 17,386 
Intangible assets3,026 3,107 
Other assets, net of allowance for credit losses on accounts receivable of $5 at Sept. 30, 2020 (includes $527 and $419, at fair value) (a)
20,779 20,221 
Subtotal assets of operations427,810 381,263 
Assets of consolidated investment management funds, at fair value588 245 
Total assets$428,398 $381,508 
Liabilities
Deposits:
Noninterest-bearing (principally U.S. offices)$79,470 $57,630 
Interest-bearing deposits in U.S. offices111,703 101,542 
Interest-bearing deposits in non-U.S. offices105,139 100,294 
Total deposits296,312 259,466 
Federal funds purchased and securities sold under repurchase agreements15,907 11,401 
Trading liabilities6,084 4,841 
Payables to customers and broker-dealers23,514 18,758 
Commercial paper671 3,959 
Other borrowed funds420 599 
Accrued taxes and other expenses
5,347 5,642 
Other liabilities (including allowance for credit losses on lending-related commitments of $135 and $94, also includes $997
and $607, at fair value) (a)
8,671 7,612 
Long-term debt (includes $400 and $387, at fair value)26,121 27,501 
Subtotal liabilities of operations383,047 339,779 
Liabilities of consolidated investment management funds, at fair value4 
Total liabilities383,051 339,780 
Temporary equity
Redeemable noncontrolling interests179 143 
Permanent equity
Preferred stock – par value $0.01 per share; authorized 100,000,000 shares; issued 45,826 and 35,826 shares4,532 3,542 
Common stock – par value $0.01 per share; authorized 3,500,000,000 shares; issued 1,381,650,891 and 1,374,443,376 shares14 14 
Additional paid-in capital27,741 27,515 
Retained earnings33,821 31,894 
Accumulated other comprehensive loss, net of tax(1,359)(2,638)
Less: Treasury stock of 495,515,086 and 473,760,338 common shares, at cost(19,832)(18,844)
Total The Bank of New York Mellon Corporation shareholders’ equity44,917 41,483 
Nonredeemable noncontrolling interests of consolidated investment management funds251 102 
Total permanent equity45,168 41,585 
Total liabilities, temporary equity and permanent equity$428,398 $381,508 
(a)    In the first quarter of 2020, we adopted new accounting guidance included in ASU 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments, on a prospective basis. See Note 2 of the Notes to Consolidated Financial Statements for additional information.

See accompanying unaudited Notes to Consolidated Financial Statements.


BNY Mellon 5153

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

Consolidated Statement of Cash Flows (unaudited)

 Three months ended March 31,
(in millions)2020
2019
Operating activities  
Net income$962
$956
Net (income) loss attributable to noncontrolling interests18
(10)
Net income applicable to shareholders of The Bank of New York Mellon Corporation980
946
Adjustments to reconcile net income to net cash (used for) operating activities:  
Provision for credit losses (a)
169
7
Pension plan contributions(6)(17)
Depreciation and amortization354
302
Deferred tax (benefit)(300)(28)
Net securities (gains)(9)(1)
Change in trading assets and liabilities2,419
(57)
Change in accruals and other, net(5,292)(2,101)
Net cash (used for) operating activities(1,685)(949)
Investing activities  
Change in interest-bearing deposits with banks(6,066)413
Change in interest-bearing deposits with the Federal Reserve and other central banks(52,370)7,096
Purchases of securities held-to-maturity(5,151)(1,403)
Paydowns of securities held-to-maturity1,503
914
Maturities of securities held-to-maturity1,310
500
Purchases of securities available-for-sale(22,222)(8,894)
Sales of securities available-for-sale3,107
3,692
Paydowns of securities available-for-sale2,042
1,400
Maturities of securities available-for-sale4,727
7,223
Net change in loans(7,626)3,010
Sales of loans and other real estate1
51
Change in federal funds sold and securities purchased under resale agreements2,739
6,640
Net change in seed capital investments18
3
Purchases of premises and equipment/capitalized software(264)(264)
Other, net(349)429
Net cash (used for) provided by investing activities(78,601)20,810
Financing activities  
Change in deposits79,678
(16,146)
Change in federal funds purchased and securities sold under repurchase agreements1,775
(2,482)
Change in payables to customers and broker-dealers5,329
(414)
Change in other borrowed funds961
695
Change in commercial paper(2,838)834
Net proceeds from the issuance of long-term debt998

Repayments of long-term debt(1,750)(1,500)
Proceeds from the exercise of stock options30
31
Issuance of common stock3
13
Treasury stock acquired(985)(555)
Common cash dividends paid(282)(270)
Preferred cash dividends paid(36)(36)
Other, net(3)(7)
Net cash provided by (used for) financing activities82,880
(19,837)
Effect of exchange rate changes on cash(56)11
Change in cash and due from banks and restricted cash  
Change in cash and due from banks and restricted cash2,538
35
Cash and due from banks and restricted cash at beginning of period7,267
8,258
Cash and due from banks and restricted cash at end of period$9,805
$8,293
Cash and due from banks and restricted cash:  
Cash and due from banks at end of period (unrestricted cash)$5,091
$5,980
Restricted cash at end of period4,714
2,313
Cash and due from banks and restricted cash at end of period$9,805
$8,293
Supplemental disclosures  
Interest paid$851
$1,122
Income taxes paid185
100
Income taxes refunded10
3

(a)In the first quarter of 2020, we adopted new accounting guidance included in ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses On Financial Instruments, on a prospective basis. See Note 2 of the Notes to Consolidated Financial Statements for additional information.

Nine months ended Sept. 30,
(in millions)20202019
Operating activities
Net income$2,871 $3,018 
Net (income) attributable to noncontrolling interests(4)(17)
Net income applicable to shareholders of The Bank of New York Mellon Corporation2,867 3,001 
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Provision for credit losses (a)
321 (17)
Pension plan contributions(18)(30)
Depreciation and amortization1,175 971 
Deferred tax (benefit)(351)(185)
Net securities (gains)(27)(7)
Change in trading assets and liabilities1,736 (1,880)
Change in accruals and other, net200 714 
Net cash provided by operating activities5,903 2,567 
Investing activities
Change in interest-bearing deposits with banks(3,808)(1,503)
Change in interest-bearing deposits with the Federal Reserve and other central banks(9,775)(7,171)
Purchases of securities held-to-maturity(23,507)(5,390)
Paydowns of securities held-to-maturity6,291 3,501 
Maturities of securities held-to-maturity5,477 2,274 
Purchases of securities available-for-sale(56,860)(33,929)
Sales of securities available-for-sale10,824 7,482 
Paydowns of securities available-for-sale7,300 5,260 
Maturities of securities available-for-sale21,113 20,006 
Net change in loans(537)1,478 
Sales of loans and other real estate10 147 
Change in federal funds sold and securities purchased under resale agreements525 3,071 
Net change in seed capital investments20 68 
Purchases of premises and equipment/capitalized software(956)(1,112)
Other, net(417)588 
Net cash (used for) investing activities(44,300)(5,230)
Financing activities
Change in deposits35,736 13,207 
Change in federal funds purchased and securities sold under repurchase agreements4,299 (2,447)
Change in payables to customers and broker-dealers4,627 (1,332)
Change in other borrowed funds(183)(2,422)
Change in commercial paper(3,288)1,599 
Net proceeds from the issuance of long-term debt2,245 2,246 
Repayments of long-term debt(4,400)(4,250)
Proceeds from the exercise of stock options36 51 
Issuance of common stock9 19 
Issuance of preferred stock990 
Treasury stock acquired(988)(2,286)
Common cash dividends paid(838)(834)
Preferred cash dividends paid(146)(120)
Other, net36 23 
Net cash provided by financing activities38,135 3,454 
Effect of exchange rate changes on cash(10)(57)
Change in cash and due from banks and restricted cash
Change in cash and due from banks and restricted cash(272)734 
Cash and due from banks and restricted cash at beginning of period7,267 8,258 
Cash and due from banks and restricted cash at end of period$6,995 $8,992 
Cash and due from banks and restricted cash
Cash and due from banks at end of period (unrestricted cash)$4,104 $6,718 
Restricted cash at end of period2,891 2,274 
Cash and due from banks and restricted cash at end of period$6,995 $8,992 
Supplemental disclosures
Interest paid$1,166 $3,528 
Income taxes paid1,112 697 
Income taxes refunded23 445 
(a)    In the first quarter of 2020, we adopted new accounting guidance included in ASU 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments, on a prospective basis. See Note 2 of the Notes to Consolidated Financial Statements for additional information.

See accompanying unaudited Notes to Consolidated Financial Statements.


5254 BNY Mellon

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

Consolidated Statement of Changes in Equity (unaudited)

The Bank of New York Mellon Corporation shareholdersNonredeemable
noncontrolling
interests of
consolidated
investment
management
funds
Total
permanent
equity
Redeemable
non-
controlling
interests/
temporary
equity
(in millions, except per
share amount)
Preferred stockCommon
stock
Additional
paid-in
capital
Retained
earnings
Accumulated other comprehensive (loss), net
of tax
Treasury
stock
Balance at June 30, 2020$4,532 $14 $27,702 $33,224 $(1,943)$(19,832)$112 $43,809 (a)$157 
Shares issued to shareholders of noncontrolling interests        21 
Redemption of subsidiary shares from noncontrolling interests        (1)
Other net changes in noncontrolling interests  0    132 132 0 
Net income   937   7 944  
Other comprehensive income    584   584 2 
Dividends:
Common stock at $0.31 per
  share
   (279)   (279) 
Preferred stock   (61)   (61) 
Common stock issued under employee benefit plans  6     6  
Stock awards and options exercised  33     33  
Balance at Sept. 30, 2020$4,532 $14 $27,741 $33,821 $(1,359)$(19,832)$251 $45,168 (a)$179 
(a)Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $39,165 million at June 30, 2020 and $40,385 million at Sept. 30, 2020.


The Bank of New York Mellon Corporation shareholdersNonredeemable
noncontrolling
interests of
consolidated
investment
management
funds
Total
permanent
equity
Redeemable
non-
controlling
interests/
temporary
equity
(in millions, except per
share amount)
Preferred stockCommon
stock
Additional
paid-in
capital
Retained
earnings
Accumulated other comprehensive (loss), net
of tax
Treasury
stock
Balance at March 31, 2020$3,542 $14 $27,644 $32,601 $(2,827)$(19,829)$94 $41,239 (a)$140 
Shares issued to shareholders of noncontrolling interests— — — — — — — — 17 
Other net changes in noncontrolling interests— — — — — 
Net income— — — 950 — — 15 965 — 
Other comprehensive income— — — — 884 — — 884 
Dividends:
Common stock at $0.31 per
  share
— — — (278)— — — (278)— 
Preferred stock— — — (49)— — — (49)— 
Repurchase of common stock— — — — — (3)— (3)— 
Common stock issued under employee benefit plans— — — — — — — 
Preferred stock issued990 — — — — — — 990 — 
Stock awards and options exercised— — 52 — — — — 52 — 
Balance at June 30, 2020$4,532 $14 $27,702 $33,224 $(1,943)$(19,832)$112 $43,809 (a)$157 
(a)Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $37,603 million at March 31, 2020 and $39,165 million at June 30, 2020.

BNY Mellon 55

 The Bank of New York Mellon Corporation shareholdersNonredeemable
noncontrolling
interests of
consolidated
investment
management
funds

Total
permanent
equity

 Redeemable
non-
controlling
interests/
temporary
equity

(in millions, except per
share amount)
Preferred stock
Common
stock

Additional
paid-in
capital

Retained
earnings

Accumulated other comprehensive (loss), net
of tax

Treasury
stock

Balance at Dec. 31, 2019$3,542
$14
$27,515
$31,894
$(2,638)$(18,844)$102
$41,585
(a)$143
Impact of adopting ASU 2016-13, Financial Instruments - Credit Losses 



45
(5)

40
 
Adjusted balance at Jan. 1, 20203,542
14
27,515
31,939
(2,643)(18,844)102
41,625
 143
Shares issued to shareholders of noncontrolling interests







 17
Redemption of subsidiary shares from noncontrolling interests







 (16)
Other net changes in noncontrolling interests

(5)


10
5
 (2)
Net income


980


(18)962
 
Other comprehensive income



(184)

(184) (2)
Dividends:          
Common stock at $0.31 per
share



(282)


(282) 
Preferred stock


(36)


(36) 
Repurchase of common stock




(985)
(985) 
Common stock issued under employee benefit plans

9




9
 
Stock awards and options exercised

125




125
 
Balance at March 31, 2020$3,542
$14
$27,644
$32,601
$(2,827)$(19,829)$94
$41,239
(a)$140
(a)Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $37,941 million at Dec. 31, 2019 and $37,603 million at March 31, 2020.


 The Bank of New York Mellon Corporation shareholdersNonredeemable
noncontrolling
interests of
consolidated
investment
management
funds

Total
permanent
equity

 Redeemable
non-
controlling
interests/
temporary
equity

(in millions, except per
share amount)
Preferred stock
Common
stock

Additional
paid-in
capital

Retained
earnings

Accumulated other comprehensive (loss), net
of tax

Treasury
stock

Balance at Sept. 30, 2019$3,542
$14
$27,471
$30,789
$(2,893)$(17,803)$203
$41,323
(a)$147
Shares issued to shareholders of noncontrolling interests







 25
Redemption of subsidiary shares from noncontrolling interests







 (41)
Other net changes in noncontrolling interests

(17)


(110)(127) 8
Net income


1,440


9
1,449
 
Other comprehensive income



255


255
 4
Dividends:          
Common stock at $0.31 per
share



(286)


(286) 
Preferred stock


(49)


(49) 
Repurchase of common stock




(1,041)
(1,041) 
Common stock issued under:          
Employee benefit plans

6




6
 
Stock awards and options exercised

55




55
 
Balance at Dec. 31, 2019$3,542
$14
$27,515
$31,894
$(2,638)$(18,844)$102
$41,585
(a)$143
(a)Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $37,578 million at Sept. 30, 2019 and $37,941 million at Dec. 31, 2019.


BNY Mellon 53

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

Consolidated Statement of Changes in Equity (unaudited) (continued) 

The Bank of New York Mellon Corporation shareholdersNonredeemable
noncontrolling
interests of
consolidated
investment
management
funds
Total
permanent
equity
Redeemable
non-
controlling
interests/
temporary
equity
(in millions, except per
share amount)
Preferred stockCommon
stock
Additional
paid-in
capital
Retained
earnings
Accumulated other comprehensive (loss), net
of tax
Treasury
stock
Balance at June 30, 2019$3,542 $14 $27,406 $30,081 $(2,688)$(16,822)$166 $41,699 (a)$136 
Shares issued to shareholders of noncontrolling interests— — — — — — — — 16 
Other net changes in noncontrolling interests— — — — — 34 36 (2)
Net income— — — 1,038 — — 1,041 — 
Other comprehensive income— — — — (205)— — (205)(3)
Dividends:
Common stock at $0.31 per
  share
— — — (294)— — — (294)— 
Preferred stock— — — (36)— — — (36)— 
Repurchase of common stock— — — — — (981)— (981)— 
Common stock issued under employee benefit plans— — — — — — — 
Stock awards and options exercised— — 57 — — — — 57 — 
Balance at Sept. 30, 2019$3,542 $14 $27,471 $30,789 $(2,893)$(17,803)$203 $41,323 (a)$147 
(a)    Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $37,991 million at June 30, 2019 and $37,578 million at Sept. 30, 2019.


The Bank of New York Mellon Corporation shareholdersNonredeemable
noncontrolling
interests of
consolidated
investment
management
funds
Total
permanent
equity
Redeemable
non-
controlling
interests/
temporary
equity
(in millions, except per
share amount)
Preferred stockCommon
stock
Additional
paid-in
capital
Retained
earnings
Accumulated other comprehensive (loss), net
of tax
Treasury
stock
Balance at Dec. 31, 2019$3,542 $14 $27,515 $31,894 $(2,638)$(18,844)$102 $41,585 (a)$143 
Impact of adopting ASU 2016-13, Financial Instruments – Credit Losses
— — — 45 (5)— — 40 — 
Adjusted balance at Jan. 1, 20203,542 14 27,515 31,939 (2,643)(18,844)102 41,625 143 
Shares issued to shareholders of noncontrolling interests        55 
Redemption of subsidiary shares from noncontrolling interests        (17)
Other net changes in noncontrolling interests  (5)   145 140 (2)
Net income (loss)   2,867   4 2,871  
Other comprehensive income (loss)    1,284   1,284 0 
Dividends:
Common stock at $0.93 per
  share
   (839)   (839) 
Preferred stock   (146)   (146) 
Repurchase of common stock     (988) (988) 
Common stock issued under employee benefit plans  21     21  
Preferred stock issued990       990  
Stock awards and options exercised  210     210  
Balance at Sept. 30, 2020$4,532 $14 $27,741 $33,821 $(1,359)$(19,832)$251 $45,168 (a)$179 
(a)Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $37,941 million at Dec. 31, 2019 and $40,385 million at Sept. 30, 2020.

56 BNY Mellon

 The Bank of New York Mellon Corporation shareholdersNonredeemable
noncontrolling
interests of
consolidated
investment
management
funds

Total
permanent
equity

 Redeemable
non-
controlling
interests/
temporary
equity

(in millions, except per
share amount)
Preferred stock
Common
stock

Additional
paid-in
capital

Retained
earnings

Accumulated other comprehensive (loss), net
of tax

Treasury
stock

Balance at Dec. 31, 2018$3,542
$14
$27,118
$28,652
$(3,171)$(15,517)$101
$40,739
(a)$129
Reclassification of certain tax effects related to adopting ASU 2018-02


90
(90)


 
Adjusted balance at Jan. 1, 20193,542
14
27,118
28,742
(3,261)(15,517)101
40,739
 129
Shares issued to shareholders of noncontrolling interests







 20
Redemption of subsidiary shares from noncontrolling interests







 (7)
Other net changes in noncontrolling interests

19



11
30
 (22)
Net income


946


10
956
 
Other comprehensive income



271


271
 2
Dividends:          
Common stock at $0.28 per
share



(270)


(270) 
Preferred stock


(36)


(36) 
Repurchase of common stock




(555)
(555) 
Common stock issued under:          
Employee benefit plans

10




10
 
Direct stock purchase and dividend reinvestment plan

11




11
 
Stock awards and options exercised

191




191
 
Balance at March 31, 2019$3,542
$14
$27,349
$29,382
$(2,990)$(16,072)$122
$41,347
(a)$122
(a)Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $37,096 million at Dec. 31, 2018 and $37,683 million at March 31, 2019.(and its subsidiaries)

Consolidated Statement of Changes in Equity (unaudited)(continued)

The Bank of New York Mellon Corporation shareholdersNonredeemable
noncontrolling
interests of
consolidated
investment
management
funds
Total
permanent
equity
Redeemable
non-
controlling
interests/
temporary
equity
(in millions, except per
share amount)
Preferred stockCommon
stock
Additional
paid-in
capital
Retained
earnings
Accumulated other comprehensive (loss), net
of tax
Treasury
stock
Balance at Dec. 31, 2018$3,542 $14 $27,118 $28,652 $(3,171)$(15,517)$101 $40,739 (a)$129 
Reclassification of certain tax effects related to adopting
ASU 2018-02
— — — 90 (90)— — — 
Adjusted balance at Jan. 1, 20193,542 14 27,118 28,742 (3,261)(15,517)101 40,739 129 
Shares issued to shareholders of noncontrolling interests— — — — — — — — 52 
Redemption of subsidiary shares from noncontrolling interests— — — — — — — — (7)
Other net changes in noncontrolling interests— — 23 — — — 85 108 (26)
Net income— — — 3,001 — — 17 3,018 — 
Other comprehensive income— — — — 368 — — 368 (1)
Dividends:
Common stock at $0.87 per
  share
— — — (834)— — — (834)— 
Preferred stock— — — (120)— — — (120)— 
Repurchase of common stock— — — — — (2,286)— (2,286)— 
Common stock issued under:
Employee benefit plans— — 22 — — — — 22 — 
Direct stock purchase and dividend reinvestment plan— — 11 — — — — 11 — 
Stock awards and options exercised— — 297 — — — — 297 — 
Balance at Sept. 30, 2019$3,542 $14 $27,471 $30,789 $(2,893)$(17,803)$203 $41,323 (a)$147 
(a)Includes total The Bank of New York Mellon Corporation common shareholders’ equity of $37,096 million at Dec. 31, 2018 and $37,578 million at Sept. 30, 2019.


See accompanying unaudited Notes to Consolidated Financial Statements.


54 BNY Mellon 57

Notes to Consolidated Financial Statements


Note 1–Basis of presentation

In this Quarterly Report on Form 10-Q, references to “our,” “we,” “us,” “BNY Mellon,” the “Company” and similar terms refer to The Bank of New York Mellon Corporation and its consolidated subsidiaries. The term “Parent” refers to The Bank of New York Mellon Corporation but not its subsidiaries.

Basis of presentation

The accounting and financial reporting policies of BNY Mellon, a global financial services company, conform to U.S. generally accepted accounting principles (“GAAP”) and prevailing industry practices. For information on our significant accounting and reporting policies, see Note 1 in our 2019 Annual Report.

The accompanying consolidated financial statements are unaudited. In the opinion of management, all adjustments necessary for a fair presentation of financial position, results of operations and cash flows for the periods presented have been made. These financial statements should be read in conjunction with our 2019 Annual Report. Certain immaterial reclassifications have been made to prior periods to place them on a basis comparable with the current period presentation.

Use of estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates based upon assumptions about future economic and market conditions which affect reported amounts and related disclosures in our financial statements. Although our current estimates contemplate current conditions and how we expect them to change in the future, it is reasonably possible that actual conditions could be worse than anticipated in those estimates, which could materially affect our results of operations and financial condition.


Note 2–Accounting changes and new accounting guidance

The following accounting guidance was adopted in the first quarter of 2020.


Accounting Standards Update (“ASU”) 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments

In June 2016, the Financial Accounting Standards Board (“FASB”) issued an ASU, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments. This ASU introduces a new current expected credit losses model, which applies to financial assets subject to credit losses and measured at amortized cost, including held-to-maturity securities and certain off-balance sheet credit exposures. The guidance also changes current practice for the impairment model for available-for-sale debt securities by requiring the use of an allowance to record estimated credit losses and subsequent recoveries. The standard requires a cumulative effect of initial application to be recognized in retained earnings at the date of initial application.

In conjunction with adopting the new standard, we developed expected credit loss models and approaches that include consideration of multiple forecast scenarios and other methodologies. On Jan. 1, 2020, we adopted this new accounting guidance on a prospective basis and recognized a $45 million after-tax increase in retained earnings primarily attributable to a reduction to the allowance for credit losses for our commercial lending portfolios. The comparative financial information for prior periods has not been restated. See the Consolidated Balance Sheet and Notes 4 and 5 for the disclosures required by this ASU.



58 BNY Mellon 55

Notes to Consolidated Financial Statements (continued)

The table below presents the reconciliation of the allowance for credit losses (pre-tax).

Allowance for credit losses 
(in millions) 
Allowance for credit losses – Dec. 31, 2019$216
Impact of adopting ASU 2016-13: 
Securities7
Loans (a)
(69)
Other3
Total impact of adoption of ASU 2016-13(59)
Reclassification of credit-related reserves on accounts receivable4
Allowance for credit losses – Jan. 1, 2020$161
(a)Allowance for credit lossesIncludes $48 million related to loans and $21 million
(in millions)
Allowance for lending-related commitments.credit losses – Dec. 31, 2019$216 
Impact of adopting ASU 2016-13:
Securities
Loans (a)
(69)
Other
Total impact of adoption of ASU 2016-13(59)
Reclassification of credit-related reserves on accounts receivable
Allowance for credit losses – Jan. 1, 2020$161 

(a)    Includes $48 million related to loans and $21 million for lending-related commitments.


Significant accounting policies

Loans

Loans are reported at amortized cost, net of any unearned income and deferred fees and costs. Certain loan origination and upfront commitment fees, as well as certain direct loan origination and commitment costs, are deferred and amortized as a yield adjustment over the lives of the related loans. Loans held for sale are carried at the lower of cost or fair value.

Troubled debt restructuring/loan modifications

A modified loan is considered a troubled debt restructuring (“TDR”) if the debtor is experiencing financial difficulties and the creditor grants a concession to the debtor that would not otherwise be considered. A TDR may include a transfer of real estate or other assets from the debtor to the creditor, or a modification of the term of the loan. Credit losses related to TDRs are accounted for under an individual evaluation methodology (see “Allowance for credit losses” below). Credit losses for anticipated TDRs are accounted for similarly to TDRs and are identified when there is a reasonable expectation that a TDR will be executed with the borrower and when we expect the modification to affect the timing or amount of payments and/or the payment term.

Due to the coronavirus pandemic, there have been two forms of relief provided for classifying loans as TDRs: The Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), and the Interagency
Guidance (as defined below). Financial institutions may account for eligible loan modifications either under the CARES Act or the Interagency Guidance. The Company has elected to apply both the CARES Act and the Interagency Guidance, as applicable, in providing borrowers with loan modification relief in response to the coronavirus pandemic.

The CARES Act, which became law on March 27, 2020, provides that financial institutions may, subject to certain conditions, elect to temporarily suspend the U.S. GAAP requirements with respect to loan modifications related to the coronavirus pandemic
that were current as of Dec. 31, 2019 and that would otherwise be identified and treated as TDRsTDRs.

This TDR relief is applicable to modifications that were made from March 1, 2020 until the earlier of Dec. 31, 2020 or 60 days from the date the national emergency related to the coronavirus pandemic officially ends.

Various banking regulators issued guidance in the April 7, 2020 “Interagency Statement on Loan Modifications and Reporting for Financial Institutions Working with Customers Affected by the determination that suchCoronavirus (revised)” (“Interagency Guidance”) on loan modification treatment pursuant to which financial institutions can apply the U.S. GAAP requirements for loan modifications. In accordance with this guidance, a loan modification is not considered a TDR.TDR if the modification is related to the coronavirus pandemic, the borrower had been current when the modification program was implemented, and the modification includes payment deferrals for not more than six months.

Nonperforming assets

Commercial loans are placed on nonaccrual status when principal or interest is past due 90 days or more, or when there is reasonable doubt that interest or principal will be collected.

When a first or second lien residential mortgage loan reaches 90 days delinquent, it is subject to an individual evaluation of credit loss and placed on nonaccrual status.

When a loan is placed on nonaccrual status, previously accrued and uncollected interest is reversed against current period interest revenue. Interest receipts on nonaccrual loans are recognized

BNY Mellon 59

Notes to Consolidated Financial Statements(continued)
as interest revenue or are applied to principal when we believe the ultimate collectability of principal is in doubt. Nonaccrual loans generally are restored to an accrual basis when principal and interest become current and remain current for a specified period.

“Allowance for credit losses” below provides additional information regarding the individual evaluation of credit losses for nonperforming loans.

Allowance for credit losses

The accounting policy for estimating credit losses related to financial assets measured at amortized cost, including loans and lending-related commitments changed beginning in the first quarter of 2020 as a result of the adoption of ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments. This ASU also included targeted amendments with respect to credit losses for available-for-sale debt securities. The accounting policy for determining the allowances has been identified as a “critical accounting estimate” as it requires us to make numerous complex and subjective estimates and assumptions relating to amounts which are judgmental and inherently uncertain.

Credit quality is monitored by management and is reflected within the allowance for credit losses. The allowance represents management’s estimate of expected credit losses over the expected contractual life of the financial instruments as of the balance sheet date. The allowance methodology is designed


56 BNY Mellon

Notes to Consolidated Financial Statements(continued)

to provide procedural discipline in assessing the appropriateness of the allowance.

A quantitative methodology and qualitative framework is used to estimate the allowance for credit losses. The qualitative framework is described in further detail within “Allowance for credit losses - Other” below. The quantitative component of our estimate uses models and methodologies that categorize financial assets based on product type, collateral type, and other credit trends and risk characteristics, including relevant information about past events, current conditions and reasonable and supportable forecasts of future economic conditions that affect the collectability of the recorded amounts. The allowance may be determined using various methods, including discounted cash flow methods, loss-rate methods, probability of default methods or other methods that we determine to be appropriate.
We estimate our expected credit losses using the probability of default method for the majority of our financial assets. We measure expected credit losses of financial assets on a collective (pool) basis when similar risk characteristics exist. For a financial asset that does not share risk characteristics with other assets, expected credit losses are measured based on an individual evaluation method.

In our estimate, with the exception of our small home equity line of credit portfolio, available-for-sale debt securities, and individually evaluated financial assets, we utilize a multi-scenario macroeconomic forecast which includes a weighting of baseline, stronger near-term growth and moderate recession scenarios. This approach allows us to develop our estimate using a wide span of economic input variables. Our baseline scenario reflects a view on likely performance of each global region and the other two scenarios are designed relative to the baseline scenario. The scenarios include both a reasonable and supportable forecast period as well as a reversion period. The reasonable and supportable forecast is typically over a twotwo- to three yearthree-year horizon, followed by a reversion period in which the economic data reverts to long-term historical experience. In general, the forecasts across the alternative economic scenarios tend to revert toward the long-term trends after the forecast period, which is the period in which the confidence interval is considered reasonable and supportable. The speed at which the scenario specific forecasts revert is based on observed historical patterns of mean reversion that are reflected in our model parameter estimates. Certain macroeconomic
variables such as unemployment or home prices take longer to revert after a contraction, though specific recovery times are scenario-specific. Reversion will usually take longer the further away the scenario specific forecast is from the historical mean. On a quarterly basis, within a developed governance structure, we update these scenarios for current economic conditions and may adjust the scenario weighting based on our economic outlook.

Allowance for credit losses - Loans and lending-related commitments

The allowance for credit losses on loans is presented as a valuation allowance to loans, and the allowance for credit losses on lending-related commitments is recorded in other liabilities. The components of the allowance for credit losses on loans and lending-relatedlending-

60 BNY Mellon

Notes to Consolidated Financial Statements(continued)
related commitments consist of the following three elements:

a pooled allowance component for higher risk-rated and pass-rated commercial and institutional credits;
a pooled allowance component for residential mortgage loans; and
an asset-specific allowance component involving individually evaluated credits of $1 million or greater.

The first element, a pooled allowance component for higher risk-rated and pass-rated commercial and institutional credits, is based on our expected credit loss model. Individual credit analyses are performed on such loans before being assigned a credit rating. All borrowers are collectively evaluated based on their credit rating. The loss expected in each loan incorporates the borrower’s credit rating, facility rating and maturity. The loss given default, derived from the facility rating, incorporates a recovery expectation, and for unfunded lending exposures, an estimate of the use of the facility at default (usage given default). The borrower’s probability of default is derived from the associated credit rating. For each of the different parameters, specific credit models are developed for each segment of our portfolio, including commercial loans and lease financing, commercial real estate, financial institutions, and other. Segmentation is established based on risk characteristics of the loans and how risk is monitored. We use both internal and external data in the development of these parameters. In estimating the


BNY Mellon 57

Notes to Consolidated Financial Statements(continued)

term of the exposures and resulting effect on the measurement of expected credit loss, we consider the impact of potential prepayments as well as the effect of borrower extension options. Borrower ratings are reviewed at least annually and are periodically mapped to third-party databases, including rating agency and default and recovery databases, to ensure ongoing consistency and validity. Higher risk-rated loans and lending-related commitments are reviewed quarterly.

The second element, a pooled allowance component for residential mortgage loans, is determined by first segregating our mortgage pools into two categories: (i) our wealth management mortgages and (ii) our legacy mortgage portfolio disclosed as other residential mortgages. We then apply models to each portfolio to predict prepayments, default rates and
loss severity. We consider historical loss experience and use a loan-level, multi-period default model which further segments each portfolio by product type including first lien fixed rate mortgages, first lien adjustable rate mortgages, second lien mortgages, and interest onlyinterest-only mortgages. We calculate the mortgage loss up to loan contractual maturity and embed a reasonable and supportable forecast and macroeconomic variable inputs which are described above. For home equity lines of credit, probability of default and loss given default are based on external data from third-party databases due to the small size of the portfolio and limited internal data. Our legacy mortgage portfolio and home equity line of credit portfolios represent small sub-segments of our mortgage loans.

The third element, individually evaluated credits, is based on individual analysis of loans of $1 million and greater which no longer share the risk characteristics with other loans. Factors we consider in measuring the extent of expected credit loss include the payment status, collateral value, the borrower’s financial condition, guarantor support, the probability of collecting scheduled principal and interest payments when due, anticipated modifications of payment structure or term for troubled borrowers, and recoveries if they can be reasonably estimated. We measure the expected credit loss as the difference between the amortized cost basis in the loan and the present value of the expected future cash flows from the borrower which is generally discounted at the loan’s effective interest rate, or the fair value of the collateral, if the loan is collateral dependent. We generally consider
nonperforming loans as well as loans that have been or are anticipated to be modified under a troubled debt restructuring for individual evaluation given the risk characteristics of such loans.

Allowance for credit losses - Securities - Debt

When estimating expected credit losses, we segment our available-for-sale and held-to-maturity debt securities portfolios by major asset class. This is influenced by whether the security is structured or non-structured (i.e., direct obligation), as well as the issuer type.

Debt securities are classified as available-for-sale securities when we intend to hold the securities for an indefinite period of time or when the securities may be used for tactical asset/liability management

BNY Mellon 61

Notes to Consolidated Financial Statements(continued)
purposes and may be sold from time to time to effectively manage interest rate exposure, prepayment risk and liquidity needs. Available-for-sale securities are measured at fair value. The difference between fair value and amortized cost represents the unrealized gains or losses on assets classified as available-for-sale, and is recorded net of tax as an addition to, or deduction from, other comprehensive income, unless we determine that this difference or a portion thereof represents an expected credit loss. If we determine that a credit loss exists, the amount is recognized as an allowance for credit losses in securities - available-for sale, with a corresponding adjustment to the provision for credit losses. We evaluate credit losses at the individual security level and do not recognize credit losses if the fair value exceeds amortized cost, and if we determine that a credit loss exists, we limit the recognition of the loss to the difference between fair value and amortized cost. In our determination of whether an expected credit loss exists, we routinely conduct periodic reviews and examine various quantitative and qualitative factors that are unique to each portfolio, including the severity of the unrealized loss position, agency rating, credit enhancement, cash flow deterioration and other factors. The measurement of an expected credit loss is then based on the best estimate of the present value of cash flows to be collected from the debt security. Generally, cash flows are discounted at the effective interest rate implicit in the debt security. Changes to the present value of cash flows due to the passage of time are recognized within the allowance for credit losses.



58 BNY Mellon

Notes to Consolidated Financial Statements(continued)

We estimate expected credit losses for held-to-maturity debt securities using a similar methodology as described in the first allowance element within “Allowance for credit losses - Loans and lending-related commitments” above. The allowance for credit losses on held-to-maturity debt securities are recorded in securities - held-to-maturity. The components of the credit loss calculation for each major portfolio or asset class include a probability of default and loss given default and their values depend on the forecast behavior of variables in the macroeconomic environment. For structured debt securities, we estimated expected credit losses at the individual security level and use a cash flow model to project principal losses. Generally, cash flows are discounted at the effective interest rate implicit in the debt security. The difference is reflected in the allowance for credit losses, and changes to the present
value of cash flows due to the passage of time are recognized within the allowance for credit losses.

We currently do not require an estimate of expected credit losses to be measured and recorded for U.S. Treasury securities, agency debt securities, as well as other debt securities that meet certain conditions that are based on a combination of factors such as guarantees, credit ratings, and other credit quality factors. These assets are monitored within our established governance structure on a recurring basis to determine if any changes are warranted.

Allowance for credit losses – Other financial instruments

We also estimate expected credit losses associated with margin loans, reverse repurchase agreements, security lending indemnifications, and deposits with third-party financial institutions using a similar methodology as described in the first allowance element within “Allowance for credit losses - Loans and lending-related commitments” above. The allowance for credit losses on reverse repurchase agreements are recorded in federal funds sold and securities purchased under resale agreements; the allowance for credit losses on securities lending indemnifications is recorded in other liabilities and the allowance for credit losses on deposits with third partythird-party financial institutions is recorded in cash and due from banks or interest-bearing deposits with banks. Our reverse repurchase agreements are short term and subject to continuous overcollateralization by our counterparties and timely collateral replenishment, when necessary. As a result, we estimate the
expected credit loss related to the uncollateralized portion of the asset at the balance sheet date, if any, and when there is a reasonable expectation that the counterparty will not replenish the collateral in compliance with the terms of the repurchase agreement. This method is also applied to margin lending arrangements and securities lending indemnifications.

Allowance for credit losses - Other

We do not apply our credit loss measurement methodologies to accrued interest receivable balances related to our loan, debt securities and deposits with third party financial institutions assets given our nonaccrual policy that requires charge-off of interest receivable when deemed uncollectible. Accrued interest receivable balances related to these instruments is

62 BNY Mellon

Notes to Consolidated Financial Statements(continued)
presented in total with other interest-bearing instruments in the consolidated balance sheet. Accrued interest receivable related to each major loan class is disclosed within our credit quality disclosure in Note 5.

Our policy for credit losses related to purchased financial assets requires an evaluation to be performed prior to the effective purchase date to determine if more than an insignificant decline in credit quality has occurred during the period between the origination and purchase date, or, in the case of debt securities, the period between the issuance and purchase date. If we purchase a financial asset with more than insignificant deterioration in credit quality, the measurement of expected credit loss is performed using the methodologies described above, and the credit loss is recorded as an allowance for credit losses on the purchase date. Subsequent to purchase, changes (favorable and unfavorable) in expected cash flows are recognized immediately in net income by adjusting the allowance. We evaluate various factors in the determination of whether a more than an insignificant decline in credit quality has occurred and these factors vary depending upon the type of asset purchased. Such factors include changes in risk rating and/or agency rating, collateral deterioration, payment status, purchase price, credit spreads, and other factors. We did not purchase any such assets during the most recent reporting periodfirst nine months of 2020 and did not own such assets as of March 31,Sept. 30, 2020.

We apply a separate credit loss methodology to accounts receivables to estimate the expected credit losses associated with these short-term receivables


BNY Mellon 59

Notes to Consolidated Financial Statements(continued)

which historically have not resulted in significant credit losses. The allowance for credit losses on accounts receivable is reflected in other assets.

The qualitative component of our estimate for the allowance for credit losses is intended to capture expected losses that may not have been fully captured in the quantitative component. Through an established governance structure, management determines the qualitative allowance each period based on an evaluation of various internal and environmental factors which include: scenario weighting and sensitivity risk, credit concentration risk, economic conditions and other considerations. We may also make adjustments for idiosyncratic
risks. Once determined in the aggregate, our qualitative allowance is then allocated to each of our financial instrument portfolios except for debt securities and those instruments carried in other assets based on the respective instruments’ quantitative allowance balances. The allocation of this additional allowance for credit losses is inherently judgmental, and the entire allowance for credit losses is available to absorb credit losses regardless of the nature of the loss.


Note 3–Acquisitions and dispositions

We sometimes structure our acquisitions with both an initial payment and later contingent payments tied to post-closing revenue or income growth. There were 0 contingent payments in the firstthird quarter of 2020. Contingent payment totaled $3 million in the first nine months of 2020.

At March 31,Sept. 30, 2020, we are potentially obligated to pay additional considerationwhich, using reasonable assumptions, could range from $5 million to $1310 millionover the nexttwo years, but could be higher as certain of the arrangements do not contain a contractual maximum.

Transaction in 2019

On Nov. 8, 2019, BNY Mellon, along with the other holders of Promontory Interfinancial Network, LLC (“PIN”), completed the sale of their interests in PIN. BNY Mellon recorded an after-tax gain of $622 million on the sale of this equity investment.

Note 4–Securities

On Jan. 1, 2020, we adopted ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments on a prospective basis. See Note 2 for the significant accounting policy related to securities.

The following tables present the amortized cost, the gross unrealized gains and losses and the fair value of securities at March 31,Sept. 30, 2020 and Dec. 31, 2019.



60 BNY Mellon 63

Notes to Consolidated Financial Statements (continued)

Securities at Sept. 30, 2020Gross
unrealized
Fair
value
Amortized cost
(in millions)GainsLosses
Available-for-sale:
Agency RMBS$24,262 $526 $55 $24,733 
U.S. Treasury23,166 1,568 1 24,733 
Sovereign debt/sovereign guaranteed13,925 169 1 14,093 
Agency commercial mortgage-backed securities (“MBS”)9,299 646 3 9,942 
Supranational7,069 68 1 7,136 
Foreign covered bonds5,777 64 0 5,841 
Collateralized loan obligations (“CLOs”)4,696 5 44 4,657 
Foreign government agencies3,924 46 0 3,970 
U.S. government agencies3,300 180 2 3,478 
Other asset-backed securities (“ABS”)2,903 31 4 2,930 
Non-agency commercial MBS2,565 156 10 2,711 
Non-agency RMBS (a)
1,793 157 9 1,941 
State and political subdivisions1,661 33 4 1,690 
Corporate bonds988 43 1 1,030 
Commercial paper/certificates of deposit (“CDs”)355 2 0 357 
Other debt securities1 0 0 1 
Total securities available-for-sale (b)(c)
$105,684 $3,694 $135 $109,243 
Held-to-maturity:
Agency RMBS$37,086 $1,117 $10 $38,193 
U.S. Treasury3,288 103 0 3,391 
U.S. government agencies2,266 5 4 2,267 
Agency commercial MBS2,041 107 0 2,148 
Sovereign debt/sovereign guaranteed983 41 0 1,024 
Commercial paper/CDs295 0 0 295 
Non-agency RMBS70 3 1 72 
Supranational52 1 0 53 
State and political subdivisions15 0 0 15 
Total securities held-to-maturity$46,096 $1,377 $15 $47,458 
Total securities$151,780 $5,071 $150 $156,701 
(a)    Includes $512 million that was included in the former Grantor Trust.
(b)    In the first quarter of 2020, we adopted new accounting guidance included in ASU 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments, on a prospective basis. The amortized cost of available-for-sale securities is net of the allowance for credit loss of $12 million. The allowance for credit lossprimarily relates to CLOs. See Note 2 for additional information.
(c)    Includes gross unrealized gains of $25 million and gross unrealized losses of $49 million recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized gains and losses are primarily related to Agency RMBS and will be amortized into net interest revenue over the contractual lives of the securities.
Securities at March 31, 2020
Gross
unrealized
Fair
value

 Amortized cost
(in millions)Gains
Losses
Available-for-sale:    
Agency RMBS$26,484
$426
$219
$26,691
U.S. Treasury21,430
1,651

23,081
Sovereign debt/sovereign guaranteed12,791
128
9
12,910
Agency commercial mortgage-backed securities (“MBS”)9,315
510
20
9,805
Foreign covered bonds5,284
24
36
5,272
Supranational4,316
38
6
4,348
Collateralized loan obligations (“CLOs”)4,341
1
244
4,098
Commercial paper/certificates of deposit (“CDs”)2,813
3
2
2,814
Foreign government agencies2,736
31
3
2,764
Non-agency commercial MBS2,501
35
63
2,473
Other asset-backed securities (“ABS”)2,257
6
43
2,220
U.S. government agencies2,059
156
2
2,213
Non-agency RMBS (a)
1,404
114
43
1,475
State and political subdivisions967
20
2
985
Corporate bonds804
16
2
818
Other debt securities1


1
Total securities available-for-sale (b)(c)
$99,503
$3,159
$694
$101,968
Held-to-maturity:    
Agency RMBS$29,518
$874
$5
$30,387
U.S. Treasury2,937
121

3,058
Agency commercial MBS1,868
84

1,952
U.S. government agencies1,244
7
3
1,248
Sovereign debt/sovereign guaranteed919
37

956
Commercial paper/CDs651


651
Foreign covered bonds77


77
Non-agency RMBS75
3
5
73
State and political subdivisions16


16
Total securities held-to-maturity$37,305
$1,126
$13
$38,418
Total securities$136,808
$4,285
$707
$140,386

(a)Includes $535 million that was included in the former Grantor Trust.
(b)In the first quarter of 2020, we adopted new accounting guidance included in ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses On Financial Instruments, on a prospective basis. The allowance for credit loss on available-for-sale securities of $15 million primarily relates to CLOs and Non-Agency RMBS. See Note 2 for additional information.
(c)Includes gross unrealized gains of $29 million and gross unrealized losses of $59 million recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized gains and losses are primarily related to Agency RMBS and will be amortized into net interest revenue over the contractual lives of the securities.

Securities at Dec. 31, 2019Gross
unrealized
Amortized costFair
value
(in millions)GainsLosses
Available-for-sale:
Agency RMBS$27,022 $164 $143 $27,043 
U.S. Treasury14,979 472 20 15,431 
Sovereign debt/sovereign guaranteed12,548 109 11 12,646 
Agency commercial MBS9,231 203 17 9,417 
Foreign covered bonds4,189 15 4,197 
CLOs4,078 16 4,063 
Supranational3,697 18 3,709 
Foreign government agencies2,638 2,643 
Non-agency commercial MBS2,134 46 2,178 
Other ABS2,141 2,143 
U.S. government agencies1,890 61 1,949 
Non-agency RMBS (a)
1,038 202 1,233 
State and political subdivisions1,017 27 1,044 
Corporate bonds832 21 853 
Other debt securities
Total securities available-for-sale (b)
$87,435 $1,353 $238 $88,550 
Held-to-maturity:
Agency RMBS$27,357 $292 $46 $27,603 
U.S. Treasury3,818 28 3,843 
Agency commercial MBS1,326 21 1,344 
U.S. government agencies1,023 1,022 
Sovereign debt/sovereign guaranteed756 31 787 
Non-agency RMBS80 83 
Foreign covered bonds79 79 
Supranational27 27 
State and political subdivisions17 17 
Total securities held-to-maturity$34,483 $377 $55 $34,805 
Total securities$121,918 $1,730 $293 $123,355 
Securities at Dec. 31, 2019
Gross
unrealized
 
 Amortized cost
Fair
value

(in millions)Gains
Losses
Available-for-sale:    
Agency RMBS$27,022
$164
$143
$27,043
U.S. Treasury14,979
472
20
15,431
Sovereign debt/sovereign guaranteed12,548
109
11
12,646
Agency commercial MBS9,231
203
17
9,417
Foreign covered bonds4,189
15
7
4,197
CLOs4,078
1
16
4,063
Supranational3,697
18
6
3,709
Foreign government agencies2,638
7
2
2,643
Non-agency commercial MBS2,134
46
2
2,178
Other ABS2,141
7
5
2,143
U.S. government agencies1,890
61
2
1,949
Non-agency RMBS (a)
1,038
202
7
1,233
State and political subdivisions1,017
27

1,044
Corporate bonds832
21

853
Other debt securities1


1
Total securities available-for-sale (b)
$87,435
$1,353
$238
$88,550
Held-to-maturity:    
Agency RMBS$27,357
$292
$46
$27,603
U.S. Treasury3,818
28
3
3,843
Agency commercial MBS1,326
21
3
1,344
U.S. government agencies1,023
1
2
1,022
Sovereign debt/sovereign guaranteed756
31

787
Non-agency RMBS80
4
1
83
Foreign covered bonds79


79
Supranational27


27
State and political subdivisions17


17
Total securities held-to-maturity$34,483
$377
$55
$34,805
Total securities$121,918
$1,730
$293
$123,355
(a)    Includes $640 million that was included in the former Grantor Trust.
(b)    Includes gross unrealized gains of $32 million and gross unrealized losses of $65 million recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized gains and losses are primarily related to Agency RMBS and will be amortized into net interest revenue over the contractual lives of the securities.

(a)Includes $640 million that was included in the former Grantor Trust.
(b)Includes gross unrealized gains of $32 million and gross unrealized losses of $65 million recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized gains and losses are primarily related to Agency RMBS and will be amortized into net interest revenue over the contractual lives of the securities.


The following table presents the realized gains, losses and impairments, on a gross basis.

Net securities gains (losses)  
(in millions)1Q20
4Q19
1Q19
Realized gross gains$12
$5
$5
Realized gross losses(3)(29)(4)
Recognized gross impairments
(1)
Total net securities gains (losses)$9
$(25)$1

Net securities gains (losses)
(in millions)3Q202Q203Q19YTD20YTD19
Realized gross gains$10 $16 $$38 $18 
Realized gross losses(1)(7)(1)(11)(10)
Recognized gross impairments0 (1)0 (1)
Total net securities gains (losses)$9 $$(1)$27 $


64 BNY Mellon 61

Notes to Consolidated Financial Statements (continued)

The following table presents pre-tax net securities gains (losses) by type.

Net securities gains (losses) 
(in millions)1Q20
4Q19
1Q19
U.S. Treasury$5
$(17)$1
Other4
(8)
Total net securities gains (losses)$9
$(25)$1


Net securities gains (losses)
(in millions)3Q202Q203Q19YTD20YTD19
Foreign government agencies$5 $$$7 $
U.S. Treasury1 7 
Supranational0 6 
Sovereign debt/sovereign guaranteed1 3 
State and political subdivisions0 0 
Other2 (2)(1)4 (2)
Total net securities gains (losses)$9 $$(1)$27 $


Allowance for credit losses - Securities

In the first quarter of 2020, we adopted new accounting guidance included in ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses Onon Financial Instruments, on a prospective basis. The allowance for credit losses related to securities was $7 million on Jan. 1, 2020 and $15$12 million at March 31,Sept. 30, 2020. The increase reflects additional credit deterioration in the available-for-sale CLO portfolio. For additional information about the review of securities under previous other-than-temporary impairment guidance, refer to Notes 1 and 4, both Notes to Consolidated Financial Statements, in theour 2019 Annual Report.

Credit quality indicators - Securities

At March 31,Sept. 30, 2020, the gross unrealized losses on the securities portfolio were primarily attributable to an
increase in interest ratescredit spreads from the date of purchase, and for certain securities that were transferred from available-for-sale to held-to-maturity, an increase in interest rates through the date they were transferred. Specifically, $59$49 million of the unrealized losses at March 31,Sept. 30, 2020 and $65 million at Dec. 31, 2019 reflected in the available-for-sale sections of the tables below relate to certain securities (primarily Agency RMBS) that were transferred in prior periods from available-for-sale to held-to-maturity. The unrealized losses will be amortized into net interest revenue over the contractual lives of the securities. The transfer created a new cost basis for the securities. As a result, if these securities have experienced unrealized losses since the date of transfer, the corresponding fair value and unrealized losses would be reflected in the held-to-maturity sections of the following tables. We do not intend to sell these securities, and it is not more likely than not that we will have to sell these securities.

BNY Mellon 65

Notes to Consolidated Financial Statements(continued)
The following table shows the aggregate fair value of available-for-sale securities with a continuous unrealized loss position for less than 12 months and those that have been in a continuous unrealized loss position for 12 months or more without an allowance for credit losses.


Available-for-sale securities in an unrealized loss position without an allowance for credit losses at Sept. 30, 2020 (a)
Less than 12 months12 months or moreTotal
Fair
value
Unrealized
losses
Fair
value
Unrealized
losses
Fair
value
Unrealized
losses
(in millions)
Agency RMBS$1,126 $3 $2,102 $52 $3,228 $55 
U.S. Treasury1,041 1 0 0 1,041 1 
Sovereign debt/sovereign guaranteed1,069 1 119 0 1,188 1 
Agency commercial MBS566 1 306 2 872 3 
Supranational1,583 1 127 0 1,710 1 
CLOs3,449 31 579 13 4,028 44 
U.S. government agencies99 2 0 0 99 2 
Other ABS675 2 229 2 904 4 
Non-agency commercial MBS358 6 194 4 552 10 
Non-agency RMBS (b)
636 3 97 6 733 9 
State and political subdivisions262 4 2 0 264 4 
Corporate bonds173 1 0 0 173 1 
Total securities available-for-sale (c)
$11,037 $56 $3,755 $79 $14,792 $135 
(a)    Includes $370 million of securities with an unrealized loss of greater than $1 million.
Available-for-sale securities in an unrealized loss position at March 31, 2020 (a)
Less than 12 months 12 months or more Total
Fair
value

Unrealized
losses

 
Fair
value

Unrealized
losses

 
Fair
value

Unrealized
losses

(in millions)  
Agency RMBS$5,200
$53
 $6,969
$166
 $12,169
$219
Sovereign debt/sovereign guaranteed2,801
9
 104

 2,905
9
Agency commercial MBS1,440
14
 522
6
 1,962
20
Foreign covered bonds2,934
33
 255
3
 3,189
36
Supranational1,663
6
 203

 1,866
6
CLOs3,456
189
 554
41
 4,010
230
Commercial paper/CDs1,225
2
 

 1,225
2
Foreign government agencies942
3
 50

 992
3
Non-agency commercial MBS1,050
60
 37
3
 1,087
63
Other ABS1,283
38
 193
5
 1,476
43
U.S. government agencies73
2
 

 73
2
Non-agency RMBS (b)
737
27
 96
12
 833
39
State and political subdivisions37
2
 15

 52
2
Corporate bonds232
2
 

 232
2
Total securities available-for-sale (c)
$23,073
$440
 $8,998
$236
 $32,071
$676
(b)    Includes $22 million of securities with an unrealized loss of $1 million for less than 12 months and $1 million of securities with an unrealized loss of less than $1 million for 12 months or more that were included in the former Grantor Trust.
(a)Includes $3.9 billion of securities with an unrealized loss of greater than $1 million.
(b)Includes $97 million of securities with an unrealized loss of $7 million for less than 12 months and $1 million of securities with an unrealized loss of less than $1 million for 12 months or more that were included in the former Grantor Trust.
(c)Includes gross unrealized losses of $59
(c)    Includes gross unrealized losses of $49 million for 12 months or more recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized losses are primarily related to Agency RMBS and will be amortized into net interest revenue over the contractual lives of the securities. There were 0 gross unrealized losses for less than 12 months.




62 BNY Mellon

Notes to Consolidated Financial Statements
(continued)

The following table presents the temporarily impaired securities under the disclosure guidance that existed prior to the adoption of ASU 2016-13 and shows the aggregate fair value of available-for-sale securities with a continuous unrealized loss position for less than 12 months and those that have been in a continuous unrealized loss position for 12 months or more.

Temporarily impaired securities at Dec. 31, 2019Less than 12 months12 months or moreTotal
(in millions)Fair
value
Unrealized
losses
Fair
value
Unrealized
losses
Fair
value
Unrealized
losses
Available-for-sale:
Agency RMBS$8,373 $33 $5,912 $110 $14,285 $143 
U.S. Treasury1,976 16 766 2,742 20 
Sovereign debt/sovereign guaranteed4,045 10 225 4,270 11 
Agency commercial MBS1,960 12 775 2,735 17 
Foreign covered bonds1,009 690 1,699 
CLOs1,066 1,499 14 2,565 16 
Supranational1,336 360 1,696 
Foreign government agencies1,706 47 1,753 
Non-agency commercial MBS525 45 570 
Other ABS456 305 761 
U.S. government agencies377 377 
Non-agency RMBS (a)
101 113 214 
State and political subdivisions16 16 
Corporate bonds82 21 103 
Total securities available-for-sale (b)
$23,012 $92 $10,774 $146 $33,786 $238 
(a)    Includes $2 million of securities with an unrealized loss of less than $1 million for less than 12 months and $2 million of securities with an unrealized loss of less than $1 million for 12 months or more that were included in the former Grantor Trust.
(b)    Includes gross unrealized losses of $65 million for 12 months or more recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized losses are primarily related to Agency RMBS and will be amortized into net interest revenue over the contractual lives of the securities. There were 0 gross unrealized losses for less than 12 months.

66 BNY Mellon

Temporarily impaired securities at Dec. 31, 2019Less than 12 months 12 months or more Total
(in millions)
Fair
value

Unrealized
losses

 
Fair
value

Unrealized
losses

 
Fair
value

Unrealized
losses

Available-for-sale:        
Agency RMBS$8,373
$33
 $5,912
$110
 $14,285
$143
U.S. Treasury1,976
16
 766
4
 2,742
20
Sovereign debt/sovereign guaranteed4,045
10
 225
1
 4,270
11
Agency commercial MBS1,960
12
 775
5
 2,735
17
Foreign covered bonds1,009
4
 690
3
 1,699
7
CLOs1,066
2
 1,499
14
 2,565
16
Supranational1,336
6
 360

 1,696
6
Foreign government agencies1,706
2
 47

 1,753
2
Non-agency commercial MBS525
2
 45

 570
2
Other ABS456
3
 305
2
 761
5
U.S. government agencies377
2
 

 377
2
Non-agency RMBS (a)
101

 113
7
 214
7
State and political subdivisions

 16

 16

Corporate bonds82

 21

 103

Total securities available-for-sale (b)
$23,012
$92
 $10,774
$146
 $33,786
$238
(a)Includes $2 million of securities with an unrealized loss of less than $1 million for less than 12 months and $2 million of securities with an unrealized loss of less than $1 million for 12 months or more that were included in the former Grantor Trust.
Notes to Consolidated Financial Statements(continued)
(b)Includes gross unrealized losses of $65 million for 12 months or more recorded in accumulated other comprehensive income related to securities that were transferred from available-for-sale to held-to-maturity. The unrealized losses are primarily related to Agency RMBS and will be amortized into net interest revenue over the contractual lives of the securities. There were 0 gross unrealized losses for less than 12 months.


The following table shows the credit quality of the held-to-maturity securities. We have included certain credit ratings information because the information can indicate the degree of credit risk to which we are exposed. Significant changes in ratings classifications could indicate increased credit risk for us and could be accompanied by a reduction in the fair value of our securities portfolio.

Held-to-maturity securities portfolio at Sept. 30, 2020 (a)
Ratings (b)
Net unrealized gainBB+
and
lower
A1+/A2/SP-1+
(dollars in millions)Amortized
cost
AAA/
AA-
A+/
A-
BBB+/
BBB-
Not
rated
Agency RMBS$37,086 $1,107 100 %%%%%%
U.S. Treasury3,288 103 100 
U.S. government agencies2,266 100 
Agency commercial MBS2,041 107 100 
Sovereign debt/sovereign guaranteed (c)
983 41 100 
Commercial paper/CDs295 100 
Non-agency RMBS70 39 46 12 
Supranational52 100 
State and political subdivisions15 86 
Total held-to-maturity securities$46,096 $1,362 99 %0 %0 %0 %1 %0 %
Held-to-maturity securities portfolio at March 31, 2020 (a)
   
Ratings (b)
        BB+
and
lower
  
(dollars in millions)Amortized
cost

 Unrealized gain (loss)
 AAA/
AA-
A+/
A-
BBB+/
BBB-
A1+/A1Not
rated
Agency RMBS$29,518
 $869
 100%%%%%%
U.S. Treasury2,937
 121
 100





Agency commercial MBS1,868
 84
 100





U.S. government agencies1,244
 4
 100





Sovereign debt/sovereign guaranteed (c)
919
 37
 100





Commercial paper/CDs651
 
 



100

Foreign covered bonds (d)
77
 
 100





Non-agency RMBS75
 (2) 42
43
3
12


State and political subdivisions16
 
 7
2
6


85
Total held-to-maturity securities$37,305
 $1,113
 98%%%%2%%
(a)    In the first quarter of 2020, we adopted new accounting guidance included in ASU 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments, on a prospective basis. See Note 2 for additional information.
(a)In the first quarter of 2020, we adopted new accounting guidance included in ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses On Financial Instruments, on a prospective basis. See Note 2 for additional information.
(b)Represents ratings by Standard & Poor’s (“S&P”) or the equivalent.
(c)
(b)    Represents ratings by Standard & Poor’s (“S&P”) or the equivalent.
(c)    Primarily consists of exposure to France, UK and Germany.
(d)Primarily consists of exposure to Canada.




BNY Mellon 63

Notes to Consolidated Financial Statements
(continued)

Maturity distribution

The following table shows the maturity distribution by carrying amount and yield (on a tax equivalent basis) of our securities portfolio.

Maturity distribution and yields on securities at Sept. 30, 2020U.S. TreasuryU.S. government
agencies
State and political
subdivisions
Other bonds, notes and debenturesMortgage/
asset-backed
(dollars in millions)Amount
Yield (a)
Amount
Yield (a)
Amount
Yield (a)
Amount
Yield (a)
Amount
Yield (a)
Total
Securities available-for-sale:
One year or less$4,405 1.11 %$25 2.55 %$549 1.49 %$11,186 0.44 %$— — %$16,165 
Over 1 through 5 years10,546 1.28 1,866 0.85 570 3.16 17,769 0.61 — — 30,751 
Over 5 through 10 years6,517 1.57 1,468 2.51 223 1.88 3,240 0.56 — — 11,448 
Over 10 years3,265 3.11 119 2.06 348 2.22 233 0.62 — — 3,965 
Mortgage-backed securities— — — — — — — — 39,327 2.18 39,327 
Asset-backed securities— — — — — — — — 7,587 1.72 7,587 
Total$24,733 1.57 %$3,478 1.60 %$1,690 2.26 %$32,428 0.55 %$46,914 2.10 %$109,243 
Securities held-to-maturity:
One year or less$785 1.43 %$%$%$307 1.99 %$— — %$1,092 
Over 1 through 5 years2,503 1.90 1,253 0.82 5.66 946 0.67 — — 4,704 
Over 5 through 10 years564 1.13 32 0.92 — — 596 
Over 10 years449 2.28 13 4.76 45 0.35 — — 507 
Mortgage-backed securities— — — — — — — — 39,197 2.57 39,197 
Total$3,288 1.79 %$2,266 1.19 %$15 4.91 %$1,330 0.96 %$39,197 2.57 %$46,096 
(a)Yields are based upon the amortized cost of securities.



BNY Mellon 67

Maturity distribution and yields on securities at March 31, 2020U.S. Treasury 
U.S. government
agencies
 
State and political
subdivisions
 Other bonds, notes and debentures 
Mortgage/
asset-backed
  
(dollars in millions)Amount
Yield (a)

 Amount
Yield (a)

 Amount
Yield (a)

 Amount
Yield (a)

 Amount
Yield (a)

 Total
Securities available-for-sale:                
One year or less$1,353
2.58% $26
2.46% $165
2.93% $11,377
1.20% $
% $12,921
Over 1 through 5 years12,422
1.53
 474
1.73
 719
3.29
 14,763
0.76
 

 28,378
Over 5 through 10 years6,009
1.69
 1,594
2.70
 88
2.58
 2,601
0.65
 

 10,292
Over 10 years3,297
3.11
 119
2.06
 13
2.32
 186
1.67
 

 3,615
Mortgage-backed securities

 

 

 

 40,444
2.50
 40,444
Asset-backed securities

 

 

 

 6,318
2.70
 6,318
Total$23,081
1.86% $2,213
2.46% $985
3.15% $28,927
0.93% $46,762
2.53% $101,968
Securities held-to-maturity:                
One year or less$
% $
% $
% $758
1.53% $
% $758
Over 1 through 5 years2,937
1.98
 603
1.86
 3
5.68
 703
0.68
 

 4,246
Over 5 through 10 years

 259
2.30
 

 186
0.69
 

 445
Over 10 years

 382
2.43
 13
4.76
 

 

 395
Mortgage-backed securities

 

 

 

 31,461
2.88
 31,461
Total$2,937
1.98% $1,244
2.12% $16
4.92% $1,647
1.06% $31,461
2.88% $37,305
(a)
Notes to Consolidated Financial Statements(continued)
Yields are based upon the amortized cost of securities.


Pledged assets

At March 31,Sept. 30, 2020, BNY Mellon had pledged assets of $131$141 billion, including $99$108 billion pledged as collateral for potential borrowings at the Federal Reserve Discount Window and $6$5 billion pledged as collateral for borrowing at the Federal Home Loan Bank. The components of the assets pledged at March 31,Sept. 30, 2020 included $111$123 billion of securities, $13$11 billion of loans, $6 billion of trading assets and $1 billion of interest-bearing deposits with banks.

If there has been no borrowing at the Federal Reserve Discount Window, the Federal Reserve generally allows banks to freely move assets in and out of their pledged assets account to sell or repledge the assets for other purposes. BNY Mellon regularly moves assets in and out of its pledged assets account at the Federal Reserve.

At Dec. 31, 2019, BNY Mellon had pledged assets of $118 billion, including $80 billion pledged as collateral for potential borrowing at the Federal Reserve Discount Window and $6 billion pledged as collateral for borrowing at the Federal Home Loan Bank. The components of the assets pledged at Dec. 31, 2019 included $98 billion of securities, $13 billion of loans, $7 billion of trading assets and less than $1 billion of interest-bearing deposits with banks.

At March 31,Sept. 30, 2020 and Dec. 31, 2019, pledged assets included $24$23 billion and $29 billion, respectively, for which the recipients were permitted to sell or repledge the assets delivered.

At March 31,Sept. 30, 2020, we pledged commercial paper and CDs totaling $651$295 million as collateral to the Federal Reserve Bank of Boston to secure non-recourse borrowings under the Federal Reserve’s Money Market Mutual Fund Liquidity Facility (“MMLF”) program.

We also obtain securities as collateral, including receipts under resale agreements, securities borrowed, derivative contracts and custody agreements, on terms which permit us to sell or repledge the securities to others. At March 31,Sept. 30, 2020 and Dec. 31, 2019, the market value of the securities received that can be sold or repledged was $132$112 billion and $153 billion, respectively. We routinely sell or repledge these securities through delivery to third parties. As of March 31,Sept. 30, 2020 and Dec. 31, 2019, the market value of
securities collateral sold or repledged was $101$80 billion and $107 billion, respectively.

Restricted cash and securities

Cash and securities may be segregated under federal and other regulations or requirements. At March 31,Sept. 30, 2020 and Dec. 31, 2019, cash segregated under


64 BNY Mellon

Notes to Consolidated Financial Statements(continued)

federal and other regulations or requirements was $5$3 billion and $2 billion, respectively. Restricted cash is included in interest-bearing deposits with banks on the consolidated balance sheet. Securities segregated under federal and other regulations or requirements were $5$4 billion at March 31,Sept. 30, 2020 and $1 billion at Dec. 31, 2019. Restricted securities were sourced from securities purchased under resale agreements and are included in federal funds sold and securities purchased under resale agreements on the consolidated balance sheet.

Note 5–Loans and asset quality

Loans

The table below provides the details of our loan portfolio and industry concentrationsportfolio.

LoansSept. 30, 2020Dec. 31, 2019
(in millions)
Domestic:
Commercial$1,839 $1,442 
Commercial real estate5,987 5,575 
Financial institutions4,915 4,852 
Lease financings482 537 
Wealth management loans and mortgages15,805 16,050 
Other residential mortgages423 494 
Overdrafts899 524 
Other1,616 1,167 
Margin loans11,220 11,907 
Total domestic43,186 42,548 
Foreign:
Commercial102 347 
Commercial real estate5 
Financial institutions6,097 7,626 
Lease financings596 576 
Wealth management loans and mortgages121 140 
Other (primarily overdrafts)3,106 2,230 
Margin loans2,278 1,479 
Total foreign12,305 12,405 
Total loans (a)
$55,491 $54,953 
(a)Net of credit riskunearned income of $285 million at March 31,Sept. 30, 2020 and $313 million at Dec. 31, 2019.2019 primarily related to domestic and foreign lease financings.


68 BNY Mellon

LoansMarch 31, 2020
Dec. 31, 2019
(in millions)
Domestic:  
Commercial$3,010
$1,442
Commercial real estate6,429
5,575
Financial institutions6,231
4,852
Lease financings472
537
Wealth management loans and mortgages16,128
16,050
Other residential mortgages472
494
Overdrafts1,851
524
Other1,168
1,167
Margin loans11,733
11,907
Total domestic47,494
42,548
Foreign:  
Commercial425
347
Commercial real estate22
7
Financial institutions7,985
7,626
Lease financings582
576
Wealth management loans and mortgages131
140
Other (primarily overdrafts)4,347
2,230
Margin loans1,382
1,479
Total foreign14,874
12,405
Total loans (a)
$62,368
$54,953
(a)
Net of unearned income of $301 millionNotes to Consolidated Financial Statements at March 31, 2020 and $313 million at Dec. 31, 2019 primarily related to domestic and foreign lease financings.(continued)


Our loan portfolio consists of 3 portfolio segments: commercial, lease financings and mortgages. We manage our portfolio at the class level, which consists of 6 classes of financing receivables: commercial, commercial real estate, financial institutions, lease financings, wealth
management loans and mortgages, and other residential mortgages.

The following tables are presented for each class of financing receivables and provide additional information about our credit risks.




BNY Mellon 65

Notes to Consolidated Financial Statements(continued)

Allowance for credit losses

On Jan. 1, 2020, we adopted ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments, on a prospective basis. See Note 2 for the significant accounting policy related to allowance for credit losses on loans and lending-related commitments.

Activity in the allowance for credit losses on loans and lending-related commitments is presented below. This does not include activity in the allowance for credit losses related to other financial instruments, including cash and due from banks, interest-bearing deposits with banks, federal funds sold and securities purchased under resale agreements, held-to-maturity securities, available-for-sale securities and accounts receivable.

Allowance for credit losses activity for the quarter ended Sept. 30, 2020Wealth management loans and mortgagesOther
residential
mortgages
(in millions)CommercialCommercial
real estate
Financial
institutions
Lease
financings
Total
Beginning balance$40 $372 $16 $$11 $12 $454 
Charge-offs
Recoveries
Net recoveries
Provision (a)
(13)14 (5)
Ending balance (b)
$27 $386 $11 $3 $15 $18 $460 
Allowance for:
Loan losses$14 $270 $$$13 $18 $325 
Lending-related commitments13 116 135 
Individually evaluated for impairment:
Loan balance$$$$$17 (c)$$17 
Allowance for loan losses
(a)    Does not include provision for credit losses related to other financial instruments of $4 million for the third quarter 2020.
(b)    Includes $8 million of allowance for credit losses related to foreign loans, primarily financial institutions.
(c)    Includes collateral dependent loans of $17 million with $25 million of collateral at fair value.


Allowance for credit losses activity for the quarter ended June 30, 2020Wealth management loans and mortgagesOther
residential
mortgages
(in millions)CommercialCommercial
real estate
Financial
institutions
Lease
financings
Total
Beginning balance$26 $208 $18 $13 $$14 $288 
Charge-offs
Recoveries
Net recoveries
Provision (a)
14 164 (2)(10)(5)163 
Ending balance (b)
$40 $372 $16 $$11 $12 $454 
Allowance for:
Loan losses$23 $244 $11 $$$12 $302 
Lending-related commitments17 128 152 
Individually evaluated for impairment:
Loan balance$$$$$18 (c)$$18 
Allowance for loan losses
(a)    Does not include provision for credit losses related to other financial instruments of $(20) million for the second quarter 2020.
(b)    Includes $11 million of allowance for credit losses related to foreign loans, primarily financial institutions.
(c)    Includes collateral dependent loans of $18 million with $26 million of collateral at fair value.

Allowance for credit losses activity for the quarter ended March 31, 2020Wealth management loans and mortgages
 
Other
residential
mortgages

   
(in millions)Commercial
Commercial
real estate

Financial
institutions

Lease
financings

Foreign
(a)Total
Balance at Dec. 31, 2019$60
$76
$20
$3
$20
 $13
$24
 $216
Impact of adopting ASU 2016-13(43)14
(6)
(12) 2
(24) (69)
Balance at Jan. 1, 202017
90
14
3
8
 15

 147
Charge-offs




 

 
Recoveries




 

 
Net (charge-offs) recoveries




 

 
Provision9
118
4
10
1
 (1)
 141
Ending balance (b)
$26
$208
$18
$13
$9
 $14
$
 $288
Allowance for:          
Loan losses$13
$83
$10
$13
$7
 $14
$
 $140
Lending-related commitments13
125
8

2
 

 148
Individually evaluated for impairment:          
Loan balance$
$
$
$
$18
(c)$
$
 $18
Allowance for loan losses




 

 
(a)The allowance related to the foreign exposure has been reclassified to financial institutions ($10 million), commercial ($10 million) and lease financings ($4 million).
(b)Includes $12 million of allowance for credit losses related to foreign loans, primarily financial institutions.
(c)Includes collateral dependent loans of $18 million with $26 million of collateral at fair value.


Allowance for credit losses activity for the quarter ended Dec. 31, 2019Wealth management loans and mortgages
Other
residential
mortgages

    
(in millions)Commercial
Commercial
real estate

Financial
institutions

Lease
financings

All
other

 Foreign
Total
Beginning balance$61
$77
$21
$3
$20
$14
$
 $28
$224
Charge-offs




(1)
 
(1)
Recoveries




1

 
1
Net (charge-offs) recoveries






 

Provision(1)(1)(1)

(1)
 (4)(8)
Ending balance$60
$76
$20
$3
$20
$13
$
 $24
$216
Allowance for:          
Loan losses$11
$57
$5
$3
$18
$13
$
 $15
$122
Lending-related commitments49
19
15

2


 9
94
Individually evaluated for impairment:          
Loan balance$
$
$
$
$15
$
$
 $
$15
Allowance for loan losses






 

Collectively evaluated for impairment:          
Loan balance$1,442
$5,575
$4,852
$537
$16,035
$494
$13,598
(a)$12,405
$54,938
Allowance for loan losses11
57
5
3
18
13

 15
122
(a)Includes $524 million of domestic overdrafts, $11,907 million of margin loans and $1,167 million of other loans at Dec. 31, 2019.




66 BNY Mellon 69

Notes to Consolidated Financial Statements (continued)
Allowance for credit losses activity for the quarter ended Sept. 30, 2019Wealth management loans and mortgagesOther
residential
mortgages
All
other
ForeignTotal
(in millions)CommercialCommercial
real estate
Financial
institutions
Lease
financings
Beginning balance$77 $72 $21 $$20 $14 $$33 $241 
Charge-offs(1)(1)
Recoveries
Net (charge-offs)(1)(1)
Provision(15)(1)(5)(16)
Ending balance$61 $77 $21 $$20 $14 $$28 $224 
Allowance for:
Loan losses$10 $57 $$$17 $14 $$19 $127 
Lending-related commitments51 20 14 97 
Individually evaluated for impairment:
Loan balance$$$$$16 $$$$16 
Allowance for loan losses
Collectively evaluated for impairment:
Loan balance$1,335 $5,292 $4,973 $559 $15,748 $520 $12,567 (a)$13,871 $54,865 
Allowance for loan losses10 57 17 14 19 127 
(a)    Includes $1,247 million of domestic overdrafts, $10,177 million of margin loans and $1,143 million of other loans at Sept. 30, 2019.


Allowance for credit losses activity for the nine months ended Sept. 30, 2020Wealth management loans and mortgagesOther
residential
mortgages
ForeignTotal
(in millions)CommercialCommercial
real estate
Financial
institutions
Lease
financings
(a)
Balance at Dec. 31, 2019$60 $76 $20 $$20 $13 $24 $216 
Impact of adopting ASU 2016-13
(43)14 (6)(12)(24)(69)
Balance at Jan. 1, 202017 90 14 15 147 
Charge-offs
Recoveries
Net recoveries
Provision (b)
10 296 (3)(1)309 
Ending balance$27 $386 $11 $3 $15 $18 $0 $460 
(a)    The allowance related to foreign exposure has been reclassified to financial institutions ($10 million), commercial ($10 million) and lease financings ($4 million).
(b)    Does not include provision for credit losses related to other financial instruments of $12 million for the nine months ended Sept. 30, 2020.


Allowance for credit losses activity for the nine months ended Sept. 30, 2019Wealth management loans and mortgagesOther
residential
mortgages
All
other
ForeignTotal
(in millions)CommercialCommercial
real estate
Financial
institutions
Lease
financings
Beginning balance$81 $75 $22 $$21 $16 $$32 $252 
Charge-offs(12)(1)(13)
Recoveries
Net (charge-offs) recoveries(12)(1)(11)
Provision(8)(1)(2)(4)(4)(17)
Ending balance$61 $77 $21 $$20 $14 $$28 $224 



70 BNY Mellon

Allowance for credit losses activity for the quarter ended March 31, 2019Wealth management loans and mortgages
Other
residential
mortgages

All
other

 Foreign
Total
(in millions)Commercial
Commercial
real estate

Financial
institutions

Lease
financings

 
Beginning balance$81
$75
$22
$5
$21
$16
$
 $32
$252
Charge-offs(11)





 
(11)
Recoveries






 

Net recoveries(11)





 
(11)
Provision12
(1)1
(1)
(1)
 (3)7
Ending balance$82
$74
$23
$4
$21
$15
$
 $29
$248
Allowance for:          
Loan losses$24
$56
$10
$4
$18
$15
$
 $19
$146
Lending-related commitments58
18
13

3


 10
102
Individually evaluated for impairment:          
Loan balance$96
$
$
$
$4
$
$
 $
$100
Allowance for loan losses10






 
10
Collectively evaluated for impairment:          
Loan balance$1,626
$4,921
$4,652
$653
$15,724
$574
$13,913
(a)$11,324
$53,387
Allowance for loan losses14
56
10
4
18
15

 19
136
(a)
Notes to Consolidated Financial Statements(continued)
Includes $654 million of domestic overdrafts, $12,107 million of margin loans and $1,152 million of other loans at March 31, 2019.


Nonperforming assets

The table below presents our nonperforming assets.

Nonperforming assetsMarch 31, 2020Dec. 31, 2019
 Recorded investment
 
With an
allowance

Without an allowance
 
(in millions)Total
Nonperforming loans:    
Other residential mortgages$60
$
$60
$62
Wealth management loans and mortgages9
18
27
24
Total nonperforming loans69
18
87
86
Other assets owned1

1
3
Total nonperforming assets$70
$18
$88
$89


Nonperforming assetsSept. 30, 2020Dec. 31, 2019
Recorded investment
With an
allowance
Without an allowance
(in millions)Total
Nonperforming loans:
Other residential mortgages$56 $0 $56 $62 
Wealth management loans and mortgages10 17 27 24 
Total nonperforming loans66 17 83 86 
Other assets owned0 1 1 
Total nonperforming assets$66 $18 $84 $89 


At March 31,Sept. 30, 2020, undrawn commitments to borrowers whose loans were classified as nonaccrual or reduced rate were not material.


Past due loans

The table below presents our past due loans.

Past due loans and still accruing interestSept. 30, 2020Dec. 31, 2019
 Days past dueTotal
past due
Days past dueTotal
past due
(in millions)30-5960-89≥9030-5960-89≥90
Wealth management loans and mortgages$20 $1 $0 $21 $22 $$$27 
Other residential mortgages7 0 0 7 11 
Financial institutions0 0 0 0 30 31 
Commercial real estate9 0 0 9 12 18 
Total past due loans$36 $1 $0 $37 $37 $50 $$87 


Past due loans and still accruing interestMarch 31, 2020 Dec. 31, 2019
 Days past due
Total
past due

 Days past due
Total
past due

(in millions)30-59
60-89
≥90
30-59
60-89
≥90
Financial institutions$
$
$
$
 $1
$30
$
$31
Wealth management loans and mortgages77
1

78
 22
5

27
Commercial real estate



 6
12

18
Other residential mortgages9
1

10
 8
3

11
Total past due loans$86
$2
$
$88

$37
$50
$
$87
Loan modifications


Due to the coronavirus pandemic, there have been two forms of relief provided for classifying loans as TDRs: The Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) and the Interagency Guidance. See Note 2 for additional details on the CARES Act and Interagency Guidance. Financial institutions may account for eligible loan modifications either under the CARES Act or the Interagency Guidance. The Company has elected to apply both the CARES Act and the Interagency Guidance, as applicable, in providing borrowers with loan modification relief in response to the coronavirus pandemic. We modified loans of $106 million in the third quarter of 2020 and $282 million in the second quarter of 2020. Nearly all of the modifications were



short-term loan payment forbearances or modified principal and/or interest payments. These loans were primarily residential mortgage and commercial real estate loans. We also modified loans of $56 million in the third quarter of 2020, a majority of which were commercial real estate loans, by providing long-term loan payment modifications and an extension of maturity. We did not identify any of the modifications as troubled debt restructurings (“TDRs”). None of these loans were reported as past due or nonperforming at Sept. 30, 2020. At Sept. 30, 2020, the unpaid principal balance of the loans modified under the CARES Act or Interagency Guidance was $174 million. We modified other residential mortgage loans of $4 million in the third quarter of 2019.

BNY Mellon 6771

Notes to Consolidated Financial Statements (continued)

Loan modifications

The CARES Act, which became law on March 27, 2020, provides that financial institutions may, subject to certain conditions, elect to temporarily suspend the U.S. GAAP requirements with respect to loan modifications related to the coronavirus pandemic that would otherwise be treated as troubled debt restructurings (“TDRs”) and the determination that such a loan modification is a TDR. We modified loans of less than $1 million in the first quarter of 2020, first quarter of 2019 and fourth quarter of 2019. The loans were primarily other residential loans.
Credit quality indicators

Our credit strategy is to focus on investment-grade clients that are active users of our non-credit services. Each customer is assigned an internal credit rating,
which is mapped to an external rating agency grade equivalent, if possible, based upon a number of dimensions, which are continually evaluated and may change over time.




The table below provides information about the credit profile of the loan portfolio by the period of origination.

Credit profile of the loan portfolioSept. 30, 2020
Revolving loans
Originated, at amortized costAmortized costConverted to term loans - Amortized costAccrued
interest
receivable
(in millions)YTD202019201820172016Prior to 2016
Total (a)
Commercial:
Investment grade$153 $73 $96 $450 $57 $$893 $0 $1,722 
Non-investment grade85 61 66 0 219 
Total commercial238 134 103 450 57 959 0 1,941 $1 
Commercial real estate:
Investment grade611 1,065 542 543 385 430 175 0 3,751 
Non-investment grade160 526 604 159 367 152 244 29 2,241 
Total commercial real estate771 1,591 1,146 702 752 582 419 29 5,992 8 
Financial institutions:
Investment grade60 238 47 125 14 165 8,471 0 9,120 
Non-investment grade98 36 1,758 0 1,892 
Total financial institutions158 274 47 125 14 165 10,229 0 11,012 13 
Wealth management loans and mortgages:
Investment grade31 80 11 149 56 85 7,235 0 7,647 
Non-investment grade0 63 0 63 
Wealth management mortgages781 1,082 682 1,267 1,622 2,748 34 0 8,216 
Total wealth management loans and mortgages812 1,162 693 1,416 1,678 2,833 7,332 0 15,926 29 
Lease financings126 19 17 10 25 881 0 0 1,078 0 
Other residential mortgages0 423 0 0 423 2 
Other loans0 1,658 0 1,658 1 
Margin loans3,553 9,945 0 13,498 7 
Total loans$5,658 $3,180 $2,006 $2,703 $2,526 $4,884 $30,542 $29 $51,528 $61 
Credit profile of the loan portfolio


March 31, 2020













Revolving loans




Originated, at amortized costAmortized cost
Converted to term loans - Amortized cost


Accrued
interest
receivable

(in millions)1Q20
2019
2018
2017
2016
Prior to 2016
Total (a)

Commercial:









Investment grade$20
$286
$107
$600
$57
$
$1,994
$
$3,064
 
Non-investment grade41
72
12

6

240

371
 
Total commercial61
358
119
600
63

2,234

3,435
$4
Commercial real estate:          
Investment grade414
1,412
1,047
624
636
640
586

$5,359
 
Non-investment grade15
136
213
106
313
48
232
29
1,092
 
Total commercial real estate429
1,548
1,260
730
949
688
818
29
6,451
11
Financial institutions:          
Investment grade49
270
133
125
14
189
11,429

$12,209
 
Non-investment grade15
8




1,984

2,007
 
Total financial institutions64
278
133
125
14
189
13,413

14,216
26
Wealth management loans and mortgages:          
Investment grade3
83
12
178
58
94
7,049

$7,477
 
Non-investment grade





132

132
 
Wealth management mortgages208
1,139
752
1,438
1,833
3,239
41

8,650
 
Total wealth management loans and mortgages211
1,222
764
1,616
1,891
3,333
7,222

16,259
38
Lease financings
21
23
72
34
904


1,054

Other residential mortgages




472


472
2
Other loans5





1,214

1,219
1
Margin loans2,260
1,300




9,555

13,115
12
Total loans$3,030
$4,727
$2,299
$3,143
$2,951
$5,586
$34,456
$29
$56,221
$94
(a)Excludes overdrafts of $6,147 million. Overdrafts occur on a daily basis primarily in the custody and securities clearance business and are generally repaid within two business days.

(a)    Excludes overdrafts of $3,963 million. Overdrafts occur on a daily basis primarily in the custody and securities clearance business and are generally repaid within two business days.


Commercial loans

The commercial loan portfolio is divided into investment grade and non-investment grade categories based on the assigned internal credit ratings, which are generally consistent with those of the public rating agencies. Customers with ratings consistent with BBB- (S&P)/Baa3 (Moody’s) or better are considered to be investment grade. Those
clients with ratings lower than this threshold are considered to be non-investment grade.

Commercial real estate

Our income-producing commercial real estate facilities are focused on experienced owners and are
structured with moderate leverage based on existing cash flows. Our commercial real estate lending


68 BNY Mellon

Notes to Consolidated Financial Statements(continued)

activities also include construction and renovation facilities.

Financial institutions

Financial institution exposures are high quality, with 96%95% of the exposures meeting the investment grade equivalent criteria of our internal credit rating classification at March 31,Sept. 30, 2020. In addition, 79%75% of the financial institutions exposure is secured. For example, securities industry clients and asset managers often borrow against marketable securities held in custody. The exposure to financial

72 BNY Mellon

Notes to Consolidated Financial Statements(continued)
institutions is generally short-term, with 90%89% expiring within one year.

Wealth management loans and mortgages

Wealth management non-mortgage loans are not typically rated by external rating agencies. A majority of the wealth management loans are secured by the customers’ investment management accounts or custody accounts. Eligible assets pledged for these loans are typically investment grade fixed-income securities, equities and/or mutual funds. Internal ratings for this portion of the wealth management portfolio, therefore, would equate to investment grade external ratings. Wealth management loans are provided to select customers based on the pledge of other types of assets, including business assets, fixed assets or a modest amount of commercial real estate. For the loans collateralized by other assets, the credit quality of the obligor is carefully analyzed, but we do not consider this portfolio of loans to be investment grade.

Credit quality indicators for wealth management mortgages are not correlated to external ratings. Wealth management mortgages are typically loans to high-net-worth individuals, which are secured primarily by residential property. These loans are primarily interest-only, adjustable rate mortgages with a weighted-average loan-to-value ratio of 62% at origination. Delinquency rate is a key indicator of credit quality in the wealth management portfolio. At March 31,Sept. 30, 2020, less than 1% of the mortgages were past due.

At March 31,Sept. 30, 2020, the wealth management mortgage portfolio consisted of the following geographic concentrations: California - 23%22%; New York - 17%; Massachusetts - 10%; Florida - 8%; and other - 42%43%.

Lease financing

At March 31,Sept. 30, 2020, the lease financings portfolio consisted of exposures backed by well-diversified assets, primarily large-ticket transportation equipment and real estate. The largest component of our lease
residual value exposure is freight-related rail. Assets are both domestic and foreign-based, with primary concentrations in the U.S. and Germany.

Other residential mortgages

The other residential mortgage portfolio primarily consists of 1-4 family residential mortgage loans and totaled $472$423 million at March 31,Sept. 30, 2020 and $494 million at Dec. 31, 2019. These loans are not typically correlated to external ratings. Included in this portfolio at March 31,Sept. 30, 2020 were $87$76 million of mortgage loans purchased in 2005, 2006 and the first quarter of 2007, of which 9%19% of the serviced loan balance was at least 60 days delinquent.

Overdrafts

Overdrafts primarily relate to custody and securities clearance clients and totaled $6.1$4.0 billion at March 31,Sept. 30, 2020 and $2.7 billion at Dec. 31, 2019. Overdrafts occur on a daily basis primarily in the custody and securities clearance business and are generally repaid within two business days.

Other loans

Other loans primarily include loans to consumers that are fully collateralized with equities, mutual funds and fixed-income securities.

Margin loans

We had $13.1$13.5 billion of secured margin loans at March 31,Sept. 30, 2020, compared with $13.4 billion at Dec. 31, 2019. Margin loans are collateralized with marketable securities, and borrowers are required to maintain a daily collateral margin in excess of 100% of the value of the loan. We have rarely suffered a loss on these types of loans.

Reverse repurchase agreements

Reverse repurchase agreements are fully collateralized transactions. Substantially all of the collateral was high quality. At March 31,at Sept. 30, 2020 we had $1.2 billion of reverse reposwere fully secured bywith high quality collateral. As a result, there was 0 allowance for credit losses related to these assets at Sept. 30, 2020.


BNY Mellon 6973

Notes to Consolidated Financial Statements (continued)

non-agency debt securities that have experienced decreased liquidity during March 2020. The
allowance for credit losses related to these assets at March 31, 2020 is $18 million.


Note 6–Goodwill and intangible assets

Goodwill

The tables below provide a breakdown of goodwill by business.

Goodwill by business
(in millions)
Investment
Services

Investment
Management

Other
Consolidated
Balance at Dec. 31, 2019$8,332
$9,007
$47
$17,386
Foreign currency translation(43)(103)
(146)
Other (a)
47

(47)
Balance at March 31, 2020$8,336
$8,904
$
$17,240
(a)Reflects the transfer of goodwill associated with the Capital Markets business.


Goodwill by business
(in millions)
Investment
Services

Investment
Management

Other
Consolidated
Balance at Dec. 31, 2018$8,333
$8,970
$47
$17,350
Foreign currency translation(5)22

17
Balance at March 31, 2019$8,328
$8,992
$47
$17,367


Goodwill by business

(in millions)
Investment
Services
Investment and Wealth
Management
OtherConsolidated
Balance at Dec. 31, 2019$8,332 $9,007 $47 $17,386 
Foreign currency translation21 (50)(29)
Other (a)
47 (47)
Balance at Sept. 30, 2020$8,400 $8,957 $0 $17,357 
(a)    Reflects the transfer of goodwill associated with the Capital Markets business.


Goodwill by business

(in millions)
Investment
Services
Investment and Wealth ManagementOtherConsolidated
Balance at Dec. 31, 2018$8,333 $8,970 $47 $17,350 
Foreign currency translation(45)(57)(102)
Balance at Sept. 30, 2019$8,288 $8,913 $47 $17,248 


Intangible assets

The tables below provide a breakdown of intangible assets by business.

Intangible assets – net carrying amount by business
(in millions)
Investment
Services

Investment
Management

Other
Consolidated
Balance at Dec. 31, 2019$678
$1,580
$849
$3,107
Amortization(18)(8)
(26)
Foreign currency translation(1)(10)
(11)
Balance at March 31, 2020$659
$1,562
$849
$3,070


Intangible assets – net carrying amount by business
(in millions)
Investment
Services

Investment
Management

Other
Consolidated
Balance at Dec. 31, 2018$758
$1,613
$849
$3,220
Amortization(20)(9)
(29)
Foreign currency translation(1)3

2
Balance at March 31, 2019$737
$1,607
$849
$3,193


Intangible assets – net carrying amount by business

(in millions)
Investment
Services
Investment and Wealth ManagementOtherConsolidated
Balance at Dec. 31, 2019$678 $1,580 $849 $3,107 
Amortization(54)(24)(78)
Foreign currency translation(4)(3)
Balance at Sept. 30, 2020$625 $1,552 $849 $3,026 


Intangible assets – net carrying amount by business
(in millions)
Investment
Services
Investment and Wealth ManagementOtherConsolidated
Balance at Dec. 31, 2018$758 $1,613 $849 $3,220 
Amortization(61)(28)(89)
Foreign currency translation(1)(6)(7)
Balance at Sept. 30, 2019$696 $1,579 $849 $3,124 



7074 BNY Mellon

Notes to Consolidated Financial Statements (continued)

The table below provides a breakdown of intangible assets by type.

Intangible assetsMarch 31, 2020 Dec. 31, 2019
(in millions)
Gross
carrying
amount

Accumulated
amortization

Net
carrying
amount

Remaining
weighted-
average
amortization
period
 Gross
carrying
amount

Accumulated
amortization

Net
carrying
amount

Subject to amortization: (a)
        
Customer contracts—Investment Services$1,515
$(1,227)$288
10 years $1,520
$(1,214)$306
Customer relationships—Investment Management709
(548)161
11 years 712
(544)168
Other64
(18)46
14 years 64
(16)48
Total subject to amortization2,288
(1,793)495
10 years 2,296
(1,774)522
Not subject to amortization: (b)
        
Tradenames1,291
N/A
1,291
N/A 1,293
N/A
1,293
Customer relationships1,284
N/A
1,284
N/A 1,292
N/A
1,292
Total not subject to amortization2,575
N/A
2,575
N/A 2,585
N/A
2,585
Total intangible assets$4,863
$(1,793)$3,070
N/A $4,881
$(1,774)$3,107

(a)Excludes fully amortized intangible assets.
(b)Intangible assets not subject to amortization have an indefinite life.

Intangible assetsSept. 30, 2020Dec. 31, 2019
(in millions)Gross
carrying
amount
Accumulated
amortization
Net
carrying
amount
Remaining
weighted-
average
amortization
period
Gross
carrying
amount
Accumulated
amortization
Net
carrying
amount
Subject to amortization: (a)
Customer contracts—Investment Services$1,482 $(1,228)$254 10 years$1,520 $(1,214)$306 
Customer relationships—Investment and Wealth Management711 (563)148 10 years712 (544)168 
Other64 (21)43 14 years64 (16)48 
Total subject to amortization2,257 (1,812)445 10 years2,296 (1,774)522 
Not subject to amortization: (b)
Tradenames1,292 N/A1,292 N/A1,293 N/A1,293 
Customer relationships1,289 N/A1,289 N/A1,292 N/A1,292 
Total not subject to amortization2,581 N/A2,581 N/A2,585 N/A2,585 
Total intangible assets$4,838 $(1,812)$3,026 N/A$4,881 $(1,774)$3,107 
(a)    Excludes fully amortized intangible assets.
(b)Intangible assets not subject to amortization have an indefinite life.


Estimated annual amortization expense for current intangibles for the next five years is as follows:

For the year ended
Dec. 31,
Estimated amortization expense
(in millions)
 
2020 $104
2021 81
2022 63
2023 52
2024 45


For the year ended
Dec. 31,
Estimated amortization expense
(in millions)
2020$104 
202181 
202263 
202352 
202445 


Impairment testing

BNY Mellon’s business segments include 6 reporting units for which goodwill impairment testing is performed on an annual basis, in the second quarter. In the first quarter of 2020, we performed an interimThe goodwill impairment test ofis performed at least annually at the Asset Management reporting unit which resulted in 0 goodwill impairment.

level. Intangible assets not subject to amortization are tested for impairment annually or more often if events or circumstances indicate they may be impaired.

BNY Mellon’s 3 business segments include 6 reporting units for which goodwill impairment testing is performed on an annual basis. The Investment Services segment is comprised of 4 reporting units and the Investment and Wealth Management segment is comprised of 2 reporting units. As a result of the annual goodwill impairment test of the 6 reporting units conducted in the second quarter of 2020, 0 goodwill impairment was recognized.

Note 7–Other assets

The following table provides the components of other assets presented on the consolidated balance sheet.

Other assetsSept. 30, 2020Dec. 31, 2019
(in millions)
Corporate/bank-owned life insurance$5,276 $5,219 
Accounts receivable3,549 3,802 
Fails to deliver2,192 1,671 
Software1,832 1,590 
Prepaid pension assets1,599 1,464 
Equity in a joint venture and other investments1,190 1,102 
Renewable energy investments1,057 1,144 
Qualified affordable housing project investments997 1,024 
Prepaid expense522 491 
Federal Reserve Bank stock478 466 
Income taxes receivable332 388 
Seed capital200 184 
Fair value of hedging derivatives56 21 
Other (a)
1,499 1,655 
Total other assets$20,779 $20,221 
Other assetsMarch 31, 2020
 Dec. 31, 2019
(in millions)
Fails to deliver$8,200
(a)$1,671
Corporate/bank-owned life insurance5,240
 5,219
Accounts receivable4,649
 3,802
Software1,678
 1,590
Prepaid pension assets1,502
 1,464
Renewable energy investments1,119
 1,144
Equity in a joint venture and other investments1,091
 1,102
Qualified affordable housing project investments993
 1,024
Prepaid expense515
 491
Federal Reserve Bank stock466
 466
Fair value of hedging derivatives187
 21
Seed capital141
 184
Income taxes receivable47
 388
Other (b)
1,618
 1,655
Total other assets$27,446
 $20,221
(a)The increase at March 31, 2020 primarily reflects higher trade volumes in the current macroeconomic environment.
(b)At March 31, 2020 and Dec. 31, 2019, other assets include $20(a)    At Sept. 30, 2020 and Dec. 31, 2019, other assets include $8 million and $22 million, respectively, of Federal Home Loan Bank stock, at cost.





BNY Mellon 7175

Notes to Consolidated Financial Statements (continued)

Non-readily marketable equity securities

Non-readily marketable equity securities do not have readily determinable fair values. These investments are valued using a measurement alternative where the investments are carried at cost, less any impairment, and plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. The observable price changes are recorded in investment and other income on the consolidated income statement. Our non-readily marketable equity securities totaled $101$112 million at March 31,Sept. 30, 2020 and $61 million at Dec. 31, 2019 and are included in equity in a joint venture and other investments in the table above.

The following table presents the adjustments on the non-readily marketable equity securities.

Non-readily marketable equity securities Life-to-date
(in millions)1Q204Q191Q19
Upward adjustments$4
$1
$
$36
Downward adjustments
(2)
(4)
Net adjustments$4
$(1)$
$32


Adjustments on non-readily marketable equity securitiesLife-to-date
(in millions)3Q202Q203Q19YTD20YTD19
Upward adjustments$4 $$$10 $$42 
Downward adjustments0 0 (1)(4)
Net adjustments$4 $$$10 $$38 


Qualified affordable housing project investments

We invest in affordable housing projects primarily to satisfy the Company’s requirements under the Community Reinvestment Act. Our total investment in qualified affordable housing projects totaled $1.0 billion at both March 31,Sept. 30, 2020 and Dec. 31, 2019.
Commitments to fund future investments in qualified
affordable housing projects totaled $390$388 million at March 31,Sept. 30, 2020 and $422 million at Dec. 31, 2019 and are recorded in other liabilities. A summary of the commitments to fund future investments is as follows: 2020 – $114$40 million; 2021 – $181$187 million; 2022 – $83$99 million; 2023 – $6$36 million; 2024 – $2$1 million; and 2025 and thereafter – $4$25 million.

Tax credits and other tax benefits recognized were $35 million in the third quarter of 2020, $38 million in the firstsecond quarter of 2020, $31 million in the fourth quarter of 2019 and $39 million in the firstthird quarter of 2019, $111 million in the first nine months of 2020 and $117 million in the first nine months of 2019.

Amortization expense included in the provision for income taxes was $30 million in the third quarter of 2020, $31 million in the firstsecond quarter of 2020, $24$33 million in the fourththird quarter of 2019, and $32$92 million in the first quarternine months of 2020 and $97 million in the first nine months of 2019.

Investments valued using net asset value (“NAV”) per share

In our Investment and Wealth Management business, we make seed capital investments in certain funds we manage. We also hold private equity investments, specifically small business investment companies (“SBICs”), which are compliant with the Volcker Rule, and certain other corporate investments. Seed capital, private equity and other corporate investments are included in other assets on the consolidated balance sheet. The fair value of certain of these investments was estimated using the NAV per share for our ownership interest in the funds.

The table below presents information on our investments valued using NAV.

Investments valued using NAVMarch 31, 2020 Dec. 31, 2019
(in millions)Fair value
Unfunded 
commitments
  Fair value
Unfunded
commitments
 
Seed capital (a)
$51
 $
 $59
 $
Private equity investments (SBICs) (b)
80
 52
 89
 55
Other (c)
27
 
 33
 
Total$158
 $52
 $181
 $55

(a)Primarily includes leveraged loans and structured credit funds, which are generally not redeemable. Distributions from such investments will be received as the underlying investments in the funds, which have a life of six years, are liquidated.
(b)Private equity investments include Volcker Rule-compliant investments in SBICs that invest in various sectors of the economy. Private equity investments do not have redemption rights. Distributions from such investments will be received as the underlying investments in the private equity investments, which have a life of 10 years, are liquidated.
(c)Primarily includes investments in funds that relate to deferred compensation arrangements with employees. Investments in funds can be redeemed on a quarterly basis with redemption notice periods of up to 95 days.




Investments valued using NAVSept. 30, 2020Dec. 31, 2019
(in millions)Fair valueUnfunded 
commitments
Fair valueUnfunded
commitments
Seed capital (a)
$44 $11 $59 $
Private equity investments (SBICs) (b)
97 55 89 55 
Other (c)
43 0 33 
Total$184 $66 $181 $55 
(a)72 BNY MellonPrimarily includes leveraged loans and structured credit funds, which are generally not redeemable. Distributions from such investments will be received as the underlying investments in the funds, which have lives of six to 11 years at Sept. 30, 2020 and lives of six years at Dec. 31, 2019, are liquidated.
(b)    Private equity investments include Volcker Rule-compliant investments in SBICs that invest in various sectors of the economy. Private equity investments do not have redemption rights. Distributions from such investments will be received as the underlying investments in the private equity investments, which have a life of 10 years, are liquidated.

(c)    Primarily includes investments in funds that relate to deferred compensation arrangements with employees. Investments in funds can be redeemed on a monthly to quarterly basis with redemption notice periods of up to 95 days.


76 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Note 8–Contract revenue

Fee revenue in Investment Services and Investment and Wealth Management is primarily variable, based on levels of assets under custody and/or administration, assets under management and the level of client-driven transactions, as specified in fee schedules. See Note 10 of the Notes to Consolidated Financial Statements in our 2019 Annual Report for information on the nature of our services and revenue recognition. See Note 24 of the Notes to Consolidated Financial Statements in our 2019 Annual Report for additional
information on our principal businesses, Investment Services and
Investment and Wealth Management, and the primary services provided.

Disaggregation of contract revenue

Contract revenue is included in fee revenue on the consolidated income statement. The following table presents fee revenue related to contracts with customers, disaggregated by type of fee revenue, for each business segment. Business segment data has been determined on an internal management basis of accounting, rather than the generally accepted accounting principles used for consolidated financial reporting.

Disaggregation of contract revenue by business segment
Quarter ended
Sept. 30, 2020June 30, 2020
Sept. 30, 2019 (a)
(in millions)ISIWMOtherTotalISIWMOtherTotalISIWMOtherTotal
Fee revenue - contract revenue:
Investment services fees:
Asset servicing fees$1,143 $25 $(13)$1,155 $1,147 $25 $(15)$1,157 $1,106 $20 $(5)$1,121 
Clearing services fees397 0 0 397 431 431 419 419 
Issuer services fees296 0 0 296 277 277 324 324 
Treasury services fees153 1 (2)152 144 145 140 140 
Total investment services fees1,989 26 (15)2,000 1,999 25 (14)2,010 1,989 20 (5)2,004 
Investment management and performance fees4 838 (3)839 792 (5)791 829 (4)829 
Financing-related fees13 1 1 15 23 24 14 14 
Distribution and servicing(2)31 0 29 (7)34 27 (12)45 33 
Investment and other income57 (33)(2)22 62 (41)24 72 (50)22 
Total fee revenue - contract revenue2,061 863 (19)2,905 2,081 811 (16)2,876 2,067 844 (9)2,902 
Fee and other revenue - not in scope of Accounting Standards Codification (“ASC”) 606 (b)(c)
185 8 39 232 258 27 54 339 229 (6)226 
Total fee and other revenue (loss)$2,246 $871 $20 $3,137 $2,339 $838 $38 $3,215 $2,296 $838 $(6)$3,128 
Disaggregation of contract revenue by business segment (a)
          
 Quarter ended
 March 31, 2020 Dec. 31, 2019 March 31, 2019
(in millions)IS
IM
Other
Total
 
IS (b)

IM (b)

Other (b)

Total
 
IS (b)

IM (b)

Other (b)

Total
Fee revenue - contract revenue:              
Investment services fees:              
Asset servicing fees$1,127
$23
$(11)$1,139
 $1,117
$25
$(14)$1,128
 $1,081
$20
$(8)$1,093
Clearing services fees470


470
 421


421
 398


398
Issuer services fees263


263
 264


264
 251


251
Treasury services fees149


149
 148


148
 132


132
Total investment services fees2,009
23
(11)2,021
 1,950
25
(14)1,961
 1,862
20
(8)1,874
Investment management and performance fees5
862
(4)863
 5
886
(4)887
 4
841
(4)841
Financing-related fees28


28
 12


12
 17


17
Distribution and servicing(12)43

31
 (10)44

34
 (14)45

31
Investment and other income72
(50)
22
 72
(50)
22
 69
(49)
20
Total fee revenue - contract revenue2,102
878
(15)2,965
 2,029
905
(18)2,916
 1,938
857
(12)2,783
Fee and other revenue - not in scope of Accounting Standards Codification (“ASC”) 606 (c)(d)
334
(32)45
347
 207
19
812
1,038
 223
12
30
265
Total fee and other revenue$2,436
$846
$30
$3,312
 $2,236
$924
$794
$3,954
 $2,161
$869
$18
$3,048
(a)    Restated to reflect the first quarter 2020 business segment reclassifications. There was no impact on total revenue, by type or in aggregate. See Note 19 for additional information related to the reclassifications.
(a)Business segment data has been determined on an internal management basis of accounting, rather than the generally accepted accounting principles used for consolidated financial reporting.
(b)Prior periods have been restated to reflect the reclassifications. See Note 19 for additional information.
(c)Primarily includes foreign exchange and other trading revenue, financing-related fees, asset servicing fees, net securities gains (losses) and investment and other income (loss), all of which are accounted for using other accounting guidance.
(d)The Investment Management business includes (loss) income from consolidated investment management funds, net of noncontrolling interests, of $(20) million in the first quarter of 2020, $8 million in the fourth quarter of 2019 and $16 million in the first quarter of 2019.
(b)    Primarily includes foreign exchange and other trading revenue, financing-related fees, investment and other income (loss), asset servicing fees and net securities gains (losses), all of which are accounted for using other accounting guidance.
(c)    The Investment and Wealth Management business segment includes income from consolidated investment management funds, net of noncontrolling interests, of $20 millionin the third quarter of 2020, $39 million in the second quarter of 2020 and $— millionin the third quarter of 2019.
IS - Investment Services business segment.
IMIWM - Investment and Wealth Management business segment.



BNY Mellon 77

Notes to Consolidated Financial Statements(continued)
Disaggregation of contract revenue by business segmentYear-to-date
Sept. 30, 2020
Sept. 30, 2019 (a)
(in millions)ISIWMOtherTotalISIWMOtherTotal
Fee revenue - contract revenue:
Investment services fees:
Asset servicing fees$3,417 $73 $(39)$3,451 $3,282 $60 $(19)$3,323 
Clearing services fees1,298 0 0 1,298 1,228 (1)1,227 
Issuer services fees836 0 0 836 866 866 
Treasury services fees446 1 (1)446 412 413 
Total investment services fees5,997 74 (40)6,031 5,788 61 (20)5,829 
Investment management and performance fees13 2,492 (12)2,493 12 2,503 (12)2,503 
Financing-related fees64 2 1 67 47 48 
Distribution and servicing(21)108 0 87 (39)134 95 
Investment and other income191 (124)1 68 210 (147)63 
Total fee revenue - contract revenue6,244 2,552 (50)8,746 6,018 2,551 (31)8,538 
Fee and other revenue - not in scope of ASC 606 (b)(c)
777 3 138 918 672 10 74 756 
Total fee and other revenue$7,021 $2,555 $88 $9,664 $6,690 $2,561 $43 $9,294 
(a)    Restated to reflect the first quarter 2020 business segment reclassifications. There was no impact on total revenue, by type or in aggregate. See Note 19 for additional information related to the reclassifications.
(b)    Primarily includes foreign exchange and other trading revenue, financing-related fees, investment and other income (loss), asset servicing fees and net securities gains (losses), all of which are accounted for using other accounting guidance.
(c)    The Investment and Wealth Management business segment includes income from consolidated investment management funds, net of noncontrolling interests, of $39 million in the first nine months of 2020 and $22 million in the first nine months of 2019.
IS - Investment Services business segment.
IWM - Investment and Wealth Management business segment.


Contract balances

Our clients are billed based on fee schedules that are agreed upon in each customer contract. Receivables from customers were $2.6$2.5 billion at March 31,Sept. 30, 2020 and $2.4 billion at Dec. 31, 2019.

Contract assets represent accrued revenues that have not yet been billed to the customers due to certain contractual terms other than the passage of time and were $48$57 million at March 31,Sept. 30, 2020 and $32 million at Dec. 31, 2019. Accrued revenues recorded as contract assets are usually billed on an annual basis.


BNY Mellon 73

Notes to Consolidated Financial Statements(continued)

Both receivables from customers and contract assets are included in other assets on the consolidated balance sheet.

Contract liabilities represent payments received in advance of providing services under certain contracts and were $194$187 million at March 31,Sept. 30, 2020 and $168 million at Dec. 31, 2019. Contract liabilities are included in other liabilities on the consolidated balance sheet. Revenue recognized in the third quarter of 2020 relating to contract liabilities as of June 30, 2020 was $65 million. Revenue recognized in the first quarternine months of 2020 relating to contract liabilities as of Dec. 31, 2019 was $50$95 million.

Changes in contract assets and liabilities primarily relate to either party’s performance under the contracts.

Contract costs

Incremental costs for obtaining contracts that are deemed recoverable are capitalized as contract costs. Such costs result from the payment of sales incentives, primarily in the Wealth Management business, and totaled $89$77 million at March 31,Sept. 30, 2020 and $86 million at Dec. 31, 2019. Capitalized sales incentives are amortized based on the transfer of goods or services to which the assets relate and typically average nine years. The amortization of capitalized sales incentives, which is primarily included in staff expense on the consolidated income statement, totaled $6 million in the third quarter of 2020, $7 million in the third quarter of 2019, $5 million in the firstsecond quarter of 2020, $16 million in the first quarternine months of 20192020 and fourth quarter$17 million in the first nine months of 2019.

Costs to fulfill a contract are capitalized when they relate directly to an existing contract or a specific anticipated contract, generate or enhance resources that will be used to fulfill performance obligations, and are recoverable. Such costs generally represent set-up costs, which include any direct cost incurred at the inception of a contract which enables the

78 BNY Mellon

Notes to Consolidated Financial Statements(continued)
fulfillment of the performance obligation, and totaled $14$12 million at March 31,Sept. 30, 2020 and $16 million at Dec. 31, 2019. These capitalized costs are amortized on a straight-line basis over the expected contract period, which generally ranges from seven to nine years. The amortization is included in professional, legal and other expensepurchased services and other expenses on the consolidated income statement and totaled $1 million in the firstthird quarter of 2020 firstand third quarter of 2019, $2 million in the second quarter of 2020 and fourth quarter$4 million in the first nine months of 2020 and first nine months of 2019. There were 0 impairments recorded on capitalized contract costs in the first quarternine months of 2020.

Unsatisfied performance obligations

We do not have any unsatisfied performance obligations other than those that are subject to a practical expedient election under ASC 606, Revenue From Contracts With Customers. The practical expedient election applies to (i) contracts with an original expected length of one year or less, and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.


Note 9–Net interest revenue

The following table provides the components of net interest revenue presented on the consolidated income statement.

Net interest revenueQuarter ended
(in millions)March 31, 2020
Dec. 31, 2019
March 31, 2019
Interest revenue   
Deposits with the Federal Reserve and other central banks$80
$94
$139
Deposits with banks58
65
63
Federal funds sold and securities purchased under resale agreements396
452
474
Margin loans87
96
135
Non-margin loans309
328
355
Securities:   
Taxable594
639
706
Exempt from federal income taxes6
7
12
Total securities600
646
718
Trading securities40
40
36
Total interest revenue1,570
1,721
1,920
Interest expense   
Deposits240
334
391
Federal funds purchased and securities sold under repurchase agreements275
291
331
Trading liabilities7
9
7
Other borrowed funds4
5
24
Commercial paper6
7
8
Customer payables30
40
70
Long-term debt194
220
248
Total interest expense756
906
1,079
Net interest revenue814
815
841
Provision for credit losses169
(8)7
Net interest revenue after provision for credit losses$645
$823
$834

Net interest revenueQuarter endedYear-to-date
(in millions)Sept. 30, 2020June 30, 2020Sept. 30, 2019Sept. 30, 2020Sept. 30, 2019
Interest revenue
Deposits with the Federal Reserve and other central banks$(10)$(7)$102 $63 $354 
Deposits with banks20 40 73 118 200 
Federal funds sold and securities purchased under resale agreements48 61 660 505 1,702 
Margin loans41 40 104 168 358 
Non-margin loans199 230 287 (a)738 1,007 (a)
Securities:
Taxable499 556 669 1,649 2,062 
Exempt from federal income taxes7 19 29 
Total securities506 562 676 1,668 2,091 
Trading securities16 17 40 73 115 
Total interest revenue820 943 1,942 3,333 5,827 
Interest expense
Deposits(29)(17)437 194 1,260 
Federal funds purchased and securities sold under repurchase agreements6 443 282 1,146 
Trading liabilities2 11 26 
Other borrowed funds3 10 14 54 
Commercial paper0 22 7 48 
Customer payables0 (1)59 29 198 
Long-term debt135 170 233 499 722 
Total interest expense117 163 1,212 1,036 3,454 
Net interest revenue703 780 730 2,297 2,373 
Provision for credit losses9 143 (16)321 (17)
Net interest revenue after provision for credit losses$694 $637 $746 $1,976 $2,390 
(a)    Includes the impact of a lease-related impairment of $70 million.

BNY Mellon 79


74 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Note 10–Employee benefit plans

The components of net periodic benefit (credit) cost are presented below. The service cost component is reflected in staff expense, whereas the remaining components are reflected in other expense.

Net periodic benefit (credit) costQuarter ended
March 31, 2020 March 31, 2019
(in millions)Domestic pension benefits
Foreign pension benefits
Health care benefits
 Domestic pension benefits
Foreign pension benefits
Health care benefits
Service cost$
$3
$
 $
$3
$
Interest cost39
7
1
 44
8
2
Expected return on assets(80)(10)(1) (84)(11)(2)
Other22
3
(1) 13

(1)
Net periodic benefit (credit) cost$(19)$3
$(1) $(27)$
$(1)


Net periodic benefit (credit) costQuarter ended
Sept. 30, 2020June 30, 2020Sept. 30, 2019
(in millions)Domestic
pension
benefits
Foreign
pension
benefits
Health
care
benefits
Domestic
pension
benefits
Foreign
pension
benefits
Health
care
benefits
Domestic
pension
benefits
Foreign
pension
benefits
Health
care
benefits
Service cost$0 $3 $0 $$$$$$
Interest cost39 7 2 39 44 
Expected return on assets(80)(10)(2)(79)(9)(2)(84)(11)(1)
Other22 2 (1)21 13 (1)
Net periodic benefit (credit) cost$(19)$2 $(1)$(19)$$(1)$(27)$$


Net periodic benefit (credit) costYear-to-date
Sept. 30, 2020Sept. 30, 2019
(in millions)Domestic
pension
benefits
Foreign
pension
benefits
Health
care
benefits
Domestic
pension
benefits
Foreign
pension
benefits
Health
care
benefits
Service cost$0 $9 $0 $$$
Interest cost117 20 4 133 24 
Expected return on assets(239)(29)(5)(252)(34)(5)
Other65 8 (2)39 (2)
Net periodic benefit (credit) cost$(57)$8 $(3)$(80)$$(2)


Note 11–Income taxes

BNY Mellon recorded an income tax provision of $265$213 million (21.6% (18.4% effective tax rate) in the firstthird quarter of 2020,, $237 $246 million (19.9% (19.1% effective tax rate) in the firstthird quarter of 2019 and $373$216 million (20.5% (18.3% effective tax rate) in the fourthsecond quarter of 2019.2020.

Our total tax reserves as of March 31,Sept. 30, 2020 were $176$85 million compared with $173 million at Dec. 31, 2019. If these tax reserves were unnecessary, $176$85 million would affect the effective tax rate in future periods. We recognize accrued interest and penalties, if applicable, related to income taxes in income tax expense. Included in the balance sheet at March 31,Sept. 30, 2020 is accrued interest, where applicable, of $35
$23 million. The additional tax expense related to interest for the first quarter ofnine months ended Sept. 30, 2020 was $4$5 million, compared with $2$9 million for the first quarter ofnine months ended Sept. 30, 2019.

It is reasonably possible the total reserve for uncertain tax positions could decrease within the next 12 months by approximately $100$15 million as a result of adjustments related to tax years that are still subject to examination.

Our federal income tax returns are closed to examination through 2013.2016. Our New York State and New York City andincome tax returns are closed to examination through 2012. Our UK income tax returns are closed to examination through 2012.2015.


80 BNY Mellon

Notes to Consolidated Financial Statements(continued)

Note 12–Variable interest entities and securitization

We have variable interests in variable interest entities (“VIEs”), which include investments in retail, institutional and alternative investment funds, including CLO structures in which we provide asset management services, some of which are consolidated.


We earn management fees from these funds as well as performance fees in certain funds and may also provide start-up capital for new funds. The funds are primarily financed by our customers’ investments in the funds’ equity or debt.

Additionally, we invest in qualified affordable housing and renewable energy projects, which are designed to generate a return primarily through the realization of tax credits. The projects, which are structured as limited partnerships and limited liability companies, are also VIEs, but are not consolidated.


The following table presents the incremental assets and liabilities included in the consolidated balance sheet as of March 31,Sept. 30, 2020 and Dec. 31, 2019. The net assets of any consolidated VIE are solely available to settle the liabilities of the VIE and to settle any investors’ ownership liquidation requests, including any seed capital we invested in the VIE.


Consolidated investmentsSept. 30, 2020Dec. 31, 2019
(in millions)Investment
Management
funds
SecuritizationTotal
consolidated
investments
Investment
Management
funds
SecuritizationTotal
consolidated
investments
Trading assets$579 $400 $979 $229 $400 $629 
Other assets9 0 9 16 16 
Total assets$588 (a)$400 $988 $245 (b)$400 $645 
Other liabilities$4 $400 $404 $$387 $388 
Total liabilities$4 (a)$400 $404 $(b)$387 $388 
Nonredeemable noncontrolling interests$251 (a)$0 $251 $102 (b)$$102 
(a)    Includes voting model entities (“VMEs”) with assets of $226 million, liabilities of $1 million and nonredeemable noncontrolling interests of $31 million.

(b)    Includes VMEs with assets of $50 million, liabilities of $1 million and nonredeemable noncontrolling interests of $1 million.
BNY Mellon 75

Notes to Consolidated Financial Statements
(continued)

Consolidated investmentsMarch 31, 2020 Dec. 31, 2019
(in millions)
Investment
Management
funds
Securitization
Total
consolidated
investments

 
Investment
Management
funds
Securitization
Total
consolidated
investments

Trading assets$215
 $400
$615
 $229
 $400
$629
Other assets14
 
14
 16
 
16
Total assets$229
(a)$400
$629
 $245
(b)$400
$645
Other liabilities$1
 $397
$398
 $1
 $387
$388
Total liabilities$1
(a)$397
$398
 $1
(b)$387
$388
Nonredeemable noncontrolling interests$94
(a)$
$94
 $102
(b)$
$102
(a)Includes voting model entities (“VMEs”) with assets of $44 million, liabilities of $1 million and nonredeemable noncontrolling interests of less than $1 million.
(b)Includes VMEs with assets of $50 million, liabilities of $1 million and nonredeemable noncontrolling interests of $1 million.


We have not provided financial or other support that was not otherwise contractually required to be provided to our VIEs. Additionally, creditors of any consolidated VIEs do not have any recourse to the general credit of BNY Mellon.


Non-consolidated VIEs

As of March 31,Sept. 30, 2020 and Dec. 31, 2019, the following assets and liabilities related to the VIEs
where we are
not the primary beneficiary were included in our consolidated balance sheets and primarily related to accounting for our investments in qualified affordable housing and renewable energy projects.

The maximum loss exposure indicated in the table below relates solely to our investments in, and unfunded commitments to, the VIEs.

Non-consolidated VIEsSept. 30, 2020Dec. 31, 2019
(in millions)AssetsLiabilitiesMaximum
loss exposure
AssetsLiabilitiesMaximum
loss exposure
Securities - Available-for-sale (a)
$206 $0 $206 $208 $$208 
Other2,278 388 2,675 2,400 422 2,822 
(a)    Includes investments in the Company’s sponsored CLOs.



BNY Mellon 81

Non-consolidated VIEsMarch 31, 2020 Dec. 31, 2019
(in millions)Assets
Liabilities
Maximum loss exposure
 Assets
Liabilities
Maximum loss exposure
Securities - Available-for-sale (a)
$180
$
$180
 $208
$
$208
Other2,287
390
2,677
 2,400
422
2,822
(a)
Notes to Consolidated Financial Statements(continued)
Includes investments in the Company’s sponsored CLOs.


Note 13–Preferred stock

BNY MellonThe Parent has 100 million authorized shares of preferred stock with a par value of $0.01 per share. The following table summarizes BNY Mellon’sthe Parent’s preferred stock issued and outstanding at March 31,Sept. 30, 2020 and Dec. 31, 2019.

Preferred stock summary (a)
Total shares issued and outstanding
Carrying value (b)
(in millions)
Sept. 30, 2020Dec. 31, 2019Sept. 30, 2020Dec. 31, 2019
Per annum dividend rate
Series AGreater of (i) three-month LIBOR plus 0.565% for the related distribution period; or (ii) 4.000%5,001 5,001 $500 $500 
Series C5.2%5,825 5,825 568 568 
Series D4.50% to but excluding June 20, 2023, then a floating rate equal to the three-month LIBOR plus 2.46%5,000 5,000 494 494 
Series E4.95% to but excluding June 20, 2020, then a floating rate equal to the three-month LIBOR plus 3.42%10,000 10,000 990 990 
Series F4.625% to but excluding Sept. 20, 2026, then a floating rate equal to the three-month LIBOR plus 3.131%10,000 10,000 990 990 
Series G4.70% to but excluding Sept. 20, 2025, then a floating rate equal to the five-year treasury rate plus 4.358%10,000 990 
Total45,826 35,826 $4,532 $3,542 
(a)    All outstanding preferred stock is noncumulative perpetual preferred stock with a liquidation preference of $100,000 per share.
(b)    The carrying value of the Series C, Series D, Series E, Series F and Series G preferred stock is recorded net of issuance costs.


In May 2020, the Parent issued 1,000,000 depositary shares, each representing a 1/100th interest in a share of the Parent’s Series G Noncumulative Perpetual Preferred Stock (the “Series G Preferred Stock”). The Parent will pay dividends on the Series G Preferred Stock, if declared by its board of directors, on each March 20 and September 20, at an annual rate of 4.70%, from the original issue date to but
Preferred stock summary (a)
Total shares issued and outstanding 
Carrying value (b)
  (in millions)
  March 31, 2020
Dec. 31, 2019
March 31, 2020
Dec. 31, 2019
 Per annum dividend rate
Series AGreater of (i) three-month LIBOR plus 0.565% for the related distribution period; or (ii) 4.000%5,001
5,001
 $500
$500
Series C5.2%5,825
5,825
 568
568
Series D4.50% to but excluding June 20, 2023, then a floating rate equal to the three-month LIBOR plus 2.46%5,000
5,000
 494
494
Series E4.95% to and including June 20, 2020, then a floating rate equal to the three-month LIBOR plus 3.42%10,000
10,000
 990
990
Series F4.625% to and including Sept. 20, 2026, then a floating rate equal to the three-month LIBOR plus 3.131%10,000
10,000
 990
990
Total35,826
35,826
 $3,542
$3,542
(a)All outstanding preferred stock is noncumulative perpetual preferred stock with a liquidation preference of $100,000 per share.
(b)The carrying value of the Series C, Series D, Series E and Series F preferred stock is recorded net of issuance costs.




76 BNY Mellon

excluding Sept. 20, 2025; and at a floating rate equal to the five-year treasury rate on the date that is three business days prior to the reset date plus 4.358% for each reset period, from and including Sept. 20, 2025. The floating rate will initially reset on Sept. 20, 2025 and subsequently on each date falling on the fifth anniversary of the preceding reset date.
Notes to Consolidated Financial Statements
(continued)

The table below presents the dividends paid on ourthe Parent’s preferred stock.

Preferred dividends paid
(dollars in millions, except per share amounts)Depositary shares
per share
3Q202Q203Q19YTD20YTD19
Per shareTotal
dividend
Per shareTotal
dividend
Per shareTotal
dividend
Per shareTotal
dividend
Per shareTotal
dividend
Series A100 (a)$1,011.11 $5 $1,022.22 $$1,022.22 $$3,044.44 $15 $3,044.44 $15 
Series C4,000 1,300.00 7 1,300.00 1,300.00 3,900.00 23 3,900.00 23 
Series D100 N/A0 2,250.00 11 N/A2,250.00 11 2,250.00 11 
Series E100 962.65 10 2,475.00 25 N/A3,437.65 35 2,475.00 25 
Series F100 2,312.50 23 N/A2,312.50 23 4,625.00 46 4,625.00 46 
Series G100 1,579.72 16 N/AN/A1,579.72 16 N/A
Total$61 $49 $36 $146 $120 
Preferred dividends paid      
(dollars in millions, except per share amounts)
Depositary shares
per share
   1Q20 4Q19 1Q19
  Per share
Total
dividend

 Per share
Total
dividend

 Per share
Total
dividend

Series A 100
(a) $1,011.11
$5
 $1,011.11
$5
 $1,000.00
$5
Series C 4,000
  1,300.00
8
 1,300.00
8
 1,300.00
8
Series D 100
  N/A

 2,250.00
11
 N/A

Series E 100
  N/A

 2,475.00
25
 N/A

Series F 100
  2,312.50
23
 N/A

 2,312.50
23
Total     $36
  $49
  $36
(a)    Represents Normal Preferred Capital Securities.
(a)Represents Normal Preferred Capital Securities.
N/A - Not applicable.


For additional information on the preferred stock, see Note 15 of the Notes to Consolidated Financial Statements in our 2019 Annual Report.


Note 14–Other comprehensive income (loss)

Components of other comprehensive income (loss)Quarter ended
March 31, 2020 Dec. 31, 2019 March 31, 2019
(in millions)Pre-tax
amount

Tax
(expense)
benefit

After-tax
amount

 Pre-tax
amount

Tax
(expense)
benefit

After-tax
amount

 Pre-tax
amount

Tax
(expense)
benefit

After-tax
amount

Foreign currency translation:           
Foreign currency translation adjustments arising during the period (a)
$(265)$(104)$(369) $292
$96
$388
 $27
$2
$29
Total foreign currency translation(265)(104)(369) 292
96
388
 27
2
29
Unrealized gain (loss) on assets available-for-sale:           
Unrealized gain (loss) arising during period243
(60)183
 (114)37
(77) 322
(83)239
Reclassification adjustment (b)
(9)2
(7) 25
(6)19
 (1)
(1)
Net unrealized gain (loss) on assets available-for-sale234
(58)176
 (89)31
(58) 321
(83)238
Defined benefit plans:           
Prior service cost arising during the period


 (1)
(1) 


Net (loss) gain arising during the period


 (110)32
(78) (11)2
(9)
Amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost (b)
24
(6)18
 14
(10)4
 13
(3)10
Total defined benefit plans24
(6)18
 (97)22
(75) 2
(1)1
Unrealized gain (loss) on cash flow hedges:           
Unrealized hedge (loss) gain arising during period(13)3
(10) 17
(5)12
 6
(4)2
Reclassification of net loss (gain) to net income:           
Interest rate contracts - interest expense


 (8)2
(6) 


Foreign exchange (“FX”) contracts - staff expense(1)
(1) (2)
(2) 1
2
3
Total reclassifications to net income(1)
(1) (10)2
(8) 1
2
3
Net unrealized (loss) gain on cash flow hedges(14)3
(11) 7
(3)4
 7
(2)5
Total other comprehensive (loss) income$(21)$(165)$(186) $113
$146
$259
 $357
$(84)$273

(a)Includes the impact of hedges of net investments in foreign subsidiaries. See Note 17 for additional information.
(b)The reclassification adjustment related to the unrealized gain (loss) on assets available-for-sale is recorded as net securities gains on the consolidated income statement. The amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost is recorded as staff expense on the consolidated income statement.



82 BNY Mellon 77

Notes to Consolidated Financial Statements (continued)
Note 14–Other comprehensive income (loss)

Components of other comprehensive income (loss)Quarter ended
Sept. 30, 2020June 30, 2020Sept. 30, 2019
(in millions)Pre-tax
amount
Tax
(expense)
benefit
After-tax
amount
Pre-tax
amount
Tax
(expense)
benefit
After-tax
amount
Pre-tax
amount
Tax
(expense)
benefit
After-tax
amount
Foreign currency translation:
Foreign currency translation adjustments arising during the period (a)
$262 $69 $331 $104 $11 $115 $(213)$(63)$(276)
Total foreign currency translation262 69 331 104 11 115 (213)(63)(276)
Unrealized gain on assets available-for-sale:
Unrealized gain arising during period297 (64)233 989 (236)753 88 (25)63 
Reclassification adjustment (b)
(9)3 (6)(9)(7)
Net unrealized gain on assets available-for-sale288 (61)227 980 (234)746 89 (25)64 
Defined benefit plans:
Amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost (b)
24 (4)20 24 (5)19 13 (3)10 
Total defined benefit plans24 (4)20 24 (5)19 13 (3)10 
Unrealized gain (loss) on cash flow hedges:
Unrealized hedge gain (loss) arising during period9 (1)8 (1)(9)(5)
Reclassification of net (gain) loss to net income:
Interest rate contracts - interest expense0 0 0 
Foreign exchange (“FX”) contracts - staff expense0 0 0 (1)(2)(2)
Total reclassifications to net income0 0 0 (1)(1)(1)
Net unrealized gain (loss) on cash flow hedges9 (1)8 (2)(10)(6)
Total other comprehensive income (loss)$583 $3 $586 $1,114 $(230)$884 $(121)$(87)$(208)
(a)    Includes the impact of hedges of net investments in foreign subsidiaries. See Note 17 for additional information.
(b)    The reclassification adjustment related to the unrealized gain (loss) on assets available-for-sale is recorded as net securities gains on the consolidated income statement. The amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost is recorded as staff expense on the consolidated income statement.


Components of other comprehensive income (loss)Year-to-date
Sept. 30, 2020Sept. 30, 2019
(in millions)Pre-tax
amount
Tax
(expense)
benefit
After-tax
amount
Pre-tax
amount
Tax
(expense)
benefit
After-tax
amount
Foreign currency translation:
Foreign currency translation adjustments arising during the period (a)
$101 $(24)$77 $(157)$(80)$(237)
Total foreign currency translation101 (24)77 (157)(80)(237)
Unrealized gain on assets available-for-sale:
Unrealized gain (loss) arising during period1,529 (360)1,169 794 (205)589 
Reclassification adjustment (b)
(27)7 (20)(7)(5)
Net unrealized gain on assets available-for-sale1,502 (353)1,149 787 (203)584 
Defined benefit plans:
Net (loss) arising during the period0 0 0 (11)(9)
Amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost (b)
72 (15)57 38 (8)30 
Total defined benefit plans72 (15)57 27 (6)21 
Unrealized (loss) gain on cash flow hedges:
Unrealized hedge (loss) arising during period(1)1 0 (1)(2)(3)
Reclassification of net loss (gain) to net income:
Interest rate contracts - interest expense0 0 0 
FX contracts - staff expense2 (1)1 (1)
Total reclassifications to net income2 (1)1 
Net unrealized (loss) on cash flow hedges1 0 1 (1)(1)
Total other comprehensive income$1,676 $(392)$1,284 $656 $(289)$367 
(a)    Includes the impact of hedges of net investments in foreign subsidiaries. See Note 17 for additional information.
(b)    The reclassification adjustment related to the unrealized gain (loss) on assets available-for-sale is recorded as net securities gains on the consolidated income statement. The amortization of prior service credit, net loss and initial obligation included in net periodic benefit cost is recorded as staff expense on the consolidated income statement.

BNY Mellon 83

Notes to Consolidated Financial Statements(continued)
Note 15–Fair value measurement

Fair value is defined as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. A three-level hierarchy for fair value measurements is utilized based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. BNY Mellon’s own creditworthiness is considered when valuing liabilities. See Note 20 of the Notes to Consolidated Financial Statements in our 2019 Annual Report for
information on how we determine fair value and the fair value hierarchy.

The following tables present the financial instruments carried at fair value at March 31,Sept. 30, 2020 and Dec. 31, 2019, by caption on the consolidated balance sheet and by the three-level valuation hierarchy. We have included credit ratings information in certain of the tables because the information indicates the degree of credit risk to which we are exposed, and significant changes in ratings classifications could result in increased risk for us.

Assets measured at fair value on a recurring basis at Sept. 30, 2020Total carrying
value
(dollars in millions)Level 1Level 2Level 3
Netting (a)
Available-for-sale securities:
Agency RMBS$$24,733 $$— $24,733 
U.S. Treasury24,733 — 24,733 
Sovereign debt/sovereign guaranteed7,179 6,914 — 14,093 
Agency commercial MBS9,942 — 9,942 
Supranational7,136 — 7,136 
Foreign covered bonds5,841 — 5,841 
CLOs4,657 — 4,657 
Foreign government agencies3,970 — 3,970 
U.S. government agencies3,478 — 3,478 
Other ABS2,930 — 2,930 
Non-agency commercial MBS2,711 — 2,711 
Non-agency RMBS (b)
1,941 — 1,941 
State and political subdivisions1,690 — 1,690 
Corporate bonds1,030 — 1,030 
Commercial paper/CDs357 — 357 
Other debt securities— 
Total available-for-sale securities31,912 77,331 — 109,243 
Trading assets:
Debt instruments3,181 3,050 — 6,231 
Equity instruments (c)
2,694 — 2,694 
Derivative assets not designated as hedging:
Interest rate4,958 (2,133)2,829 
Foreign exchange4,410 (3,102)1,308 
Equity and other contracts11 (3)12 
Total derivative assets not designated as hedging9,379 (5,238)4,149 
Total trading assets5,883 12,429 (5,238)13,074 
Other assets:
Derivative assets designated as hedging:
Foreign exchange56 — 56 
Total derivative assets designated as hedging56 — 56 
Other assets (d)
113 174 — 287 
Assets measured at NAV (d)
184 
Subtotal assets of operations at fair value37,908 89,990 0 (5,238)122,844 
Percentage of assets of operations prior to netting30 %70 %%
Assets of consolidated investment management funds360 228 — 588 
Total assets$38,268 $90,218 $0 $(5,238)$123,432 
Percentage of total assets prior to netting30 %70 %%

Assets measured at fair value on a recurring basis at March 31, 2020Total carrying
value

(dollars in millions)Level 1
Level 2
Level 3
Netting (a)

Available-for-sale securities:     
Agency RMBS$
$26,691
$
$
$26,691
U.S. Treasury23,081



23,081
Sovereign debt/sovereign guaranteed7,070
5,840


12,910
Agency commercial MBS
9,805


9,805
Foreign covered bonds
5,272


5,272
Supranational
4,348


4,348
CLOs
4,098


4,098
Commercial paper/CDs
2,814


2,814
Foreign government agencies
2,764


2,764
Non-agency commercial MBS
2,473


2,473
Other ABS
2,220


2,220
U.S. government agencies
2,213


2,213
Non-agency RMBS (b)

1,475


1,475
State and political subdivisions
985


985
Corporate bonds
818


818
Other debt securities
1


1
Total available-for-sale securities30,151
71,817


101,968
Trading assets:     
Debt instruments1,812
3,179


4,991
Equity instruments (c)
2,231



2,231
Derivative assets not designated as hedging:     
Interest rate8
6,035

(3,047)2,996
Foreign exchange
9,964

(7,272)2,692
Equity and other contracts6
11

(9)8
Total derivative assets not designated as hedging14
16,010

(10,328)5,696
Total trading assets4,057
19,189

(10,328)12,918
Other assets:     
Derivative assets designated as hedging:     
Foreign exchange
187


187
Total derivative assets designated as hedging
187


187
Other assets (d)
46
136


182
Assets measured at NAV (d)
    158
Subtotal assets of operations at fair value34,254
91,329

(10,328)115,413
Percentage of assets of operations prior to netting27%73%%  
Assets of consolidated investment management funds188
41


229
Total assets$34,442
$91,370
$
$(10,328)$115,642
Percentage of total assets prior to netting27%73%%  


7884 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Liabilities measured at fair value on a recurring basis at Sept. 30, 2020Total carrying
value
(dollars in millions)Level 1Level 2Level 3
Netting (a)
Trading liabilities:
Debt instruments$3,396 $66 $$— $3,462 
Equity instruments26 — 26 
Derivative liabilities not designated as hedging:
Interest rate4,243 (2,551)1,695 
Foreign exchange4,522 (3,631)891 
Equity and other contracts11 (1)10 
Total derivative liabilities not designated as hedging8,776 (6,183)2,596 
Total trading liabilities3,425 8,842 (6,183)6,084 
Long-term debt (c)
400 — 400 
Other liabilities – derivative liabilities designated as hedging:
Interest rate803 — 803 
Foreign exchange194 — 194 
Total other liabilities – derivative liabilities designated as hedging997 — 997 
Subtotal liabilities of operations at fair value3,425 10,239 0 (6,183)7,481 
Percentage of liabilities of operations prior to netting25 %75 %%
Liabilities of consolidated investment management funds— 
Total liabilities$3,425 $10,243 $0 $(6,183)$7,485 
Percentage of total liabilities prior to netting25 %75 %%
(a)ASC 815, Derivatives and Hedging, permits the netting of derivative receivables and derivative payables under legally enforceable master netting agreements and permits the netting of cash collateral. Netting is applicable to derivatives not designated as hedging instruments included in trading assets or trading liabilities and derivatives designated as hedging instruments included in other assets or other liabilities. Netting is allocated to the derivative products based on the net fair value of each product.
(b)Includes $512 million in Level 2 that was included in the former Grantor Trust.
(c)Includes certain interests in securitizations.
(d)Includes seed capital, private equity investments and other assets.

Liabilities measured at fair value on a recurring basis at March 31, 2020Total carrying
value

(dollars in millions)Level 1
Level 2
Level 3
Netting (a)

Trading liabilities:     
Debt instruments$1,101
$143
$
$
$1,244
Equity instruments64



64
Derivative liabilities not designated as hedging:     
Interest rate14
5,261

(3,479)1,796
Foreign exchange
11,854

(8,382)3,472
Equity and other contracts1
51

(3)49
Total derivative liabilities not designated as hedging15
17,166

(11,864)5,317
Total trading liabilities1,180
17,309

(11,864)6,625
Long-term debt (c)

397


397
Other liabilities – derivative liabilities designated as hedging:     
Interest rate
927


927
Foreign exchange
46


46
Total other liabilities – derivative liabilities designated as hedging
973


973
Subtotal liabilities of operations at fair value1,180
18,679

(11,864)7,995
Percentage of liabilities of operations prior to netting6%94%%  
Liabilities of consolidated investment management funds
1


1
Total liabilities$1,180
$18,680
$
$(11,864)$7,996
Percentage of total liabilities prior to netting6%94%%  
(a)ASC 815, Derivatives and Hedging, permits the netting of derivative receivables and derivative payables under legally enforceable master netting agreements and permits the netting of cash collateral. Netting is applicable to derivatives not designated as hedging instruments included in trading assets or trading liabilities and derivatives designated as hedging instruments included in other assets or other liabilities. Netting is allocated to the derivative products based on the net fair value of each product.
(b)Includes $535 million in Level 2 that was included in the former Grantor Trust.
(c)Includes certain interests in securitizations.
(d)Includes seed capital, private equity investments and other assets.


BNY Mellon 7985

Notes to Consolidated Financial Statements (continued)

Assets measured at fair value on a recurring basis at Dec. 31, 2019Total carrying
value
(dollars in millions)Level 1Level 2Level 3
Netting (a)
Available-for-sale securities:
Agency RMBS$$27,043 $$— $27,043 
U.S. Treasury15,431 — 15,431 
Sovereign debt/sovereign guaranteed7,784 4,862 — 12,646 
Agency commercial MBS9,417 — 9,417 
Foreign covered bonds4,197 — 4,197 
CLOs4,063 — 4,063 
Supranational3,709 — 3,709 
Foreign government agencies2,643 — 2,643 
Non-agency commercial MBS2,178 — 2,178 
Other ABS2,143 — 2,143 
U.S. government agencies1,949 — 1,949 
Non-agency RMBS (b)
1,233 — 1,233 
State and political subdivisions1,044 — 1,044 
Corporate bonds853 — 853 
Other debt securities— 
Total available-for-sale securities23,215 65,335 — 88,550 
Trading assets:
Debt instruments1,568 4,243 — 5,811 
Equity instruments (c)
4,539 — 4,539 
Derivative assets not designated as hedging:
Interest rate3,686 (1,792)1,898 
Foreign exchange5,331 (4,021)1,310 
Equity and other contracts19 (6)13 
Total derivative assets not designated as hedging9,036 (5,819)3,221 
Total trading assets6,111 13,279 (5,819)13,571 
Other assets:
Derivative assets designated as hedging:
Foreign exchange21 — 21 
Total derivative assets designated as hedging21 — 21 
Other assets (d)
38 179 — 217 
Assets measured at NAV (d)
181 
Subtotal assets of operations at fair value29,364 78,814 (5,819)102,540 
Percentage of assets of operations prior to netting27 %73 %%
Assets of consolidated investment management funds212 33 — 245 
Total assets$29,576 $78,847 $$(5,819)$102,785 
Percentage of total assets prior to netting27 %73 %%
Assets measured at fair value on a recurring basis at Dec. 31, 2019
Total carrying
value

(dollars in millions)Level 1
Level 2
Level 3
Netting (a)

Available-for-sale securities:     
Agency RMBS$
$27,043
$
$
$27,043
U.S. Treasury15,431



15,431
Sovereign debt/sovereign guaranteed7,784
4,862


12,646
Agency commercial MBS
9,417


9,417
Foreign covered bonds
4,197


4,197
CLOs
4,063


4,063
Supranational
3,709


3,709
Foreign government agencies
2,643


2,643
Non-agency commercial MBS
2,178


2,178
Other ABS
2,143


2,143
U.S. government agencies
1,949


1,949
Non-agency RMBS (b)

1,233


1,233
State and political subdivisions
1,044


1,044
Corporate bonds
853


853
Other debt securities
1


1
Total available-for-sale securities23,215
65,335


88,550
Trading assets:     
Debt instruments1,568
4,243


5,811
Equity instruments (c)
4,539



4,539
Derivative assets not designated as hedging:     
Interest rate4
3,686

(1,792)1,898
Foreign exchange
5,331

(4,021)1,310
Equity and other contracts
19

(6)13
Total derivative assets not designated as hedging4
9,036

(5,819)3,221
Total trading assets6,111
13,279

(5,819)13,571
Other assets:
     
Derivative assets designated as hedging:     
Foreign exchange
21


21
Total derivative assets designated as hedging
21


21
Other assets (d)
38
179


217
Assets measured at NAV (d)
    181
Subtotal assets of operations at fair value29,364
78,814

(5,819)102,540
Percentage of assets of operations prior to netting27%73%%  
Assets of consolidated investment management funds212
33


245
Total assets$29,576
$78,847
$
$(5,819)$102,785
Percentage of total assets prior to netting27%73%%  




8086 BNY Mellon

Notes to Consolidated Financial Statements (continued)
Liabilities measured at fair value on a recurring basis at Dec. 31, 2019Total carrying
value
(dollars in millions)Level 1Level 2Level 3
Netting (a)
Trading liabilities:
Debt instruments$1,477 $107 $$— $1,584 
Equity instruments73 — 73 
Derivative liabilities not designated as hedging:
Interest rate3,244 (1,986)1,264 
Foreign exchange5,340 (3,428)1,912 
Equity and other contracts(1)
Total derivative liabilities not designated as hedging8,590 (5,415)3,184 
Total trading liabilities1,559 8,697 (5,415)4,841 
Long-term debt (c)
387 — 387 
Other liabilities – derivative liabilities designated as hedging:
Interest rate350 — 350 
Foreign exchange257 — 257 
Total other liabilities – derivative liabilities designated as hedging607 — 607 
Subtotal liabilities of operations at fair value1,559 9,691 (5,415)5,835 
Percentage of liabilities of operations prior to netting14 %86 %%
Liabilities of consolidated investment management funds— 
Total liabilities$1,560 $9,691 $$(5,415)$5,836 
Percentage of total liabilities prior to netting14 %86 %%
(a)ASC 815, Derivatives and Hedging, permits the netting of derivative receivables and derivative payables under legally enforceable master netting agreements and permits the netting of cash collateral. Netting is applicable to derivatives not designated as hedging instruments included in trading assets or trading liabilities and derivatives designated as hedging instruments included in other assets or other liabilities. Netting is allocated to the derivative products based on the net fair value of each product.
(b)Includes $640 million in Level 2 that was included in the former Grantor Trust.
(c)Includes certain interests in securitizations.
(d)Includes seed capital, private equity investments and other assets.



Liabilities measured at fair value on a recurring basis at Dec. 31, 2019
Total carrying
value

(dollars in millions)Level 1
Level 2
Level 3
Netting (a)

Trading liabilities:     
Debt instruments$1,477
$107
$
$
$1,584
Equity instruments73



73
Derivative liabilities not designated as hedging:     
Interest rate6
3,244

(1,986)1,264
Foreign exchange
5,340

(3,428)1,912
Equity and other contracts3
6

(1)8
Total derivative liabilities not designated as hedging9
8,590

(5,415)3,184
Total trading liabilities1,559
8,697

(5,415)4,841
Long-term debt (c)

387


387
Other liabilities – derivative liabilities designated as hedging:     
Interest rate
350


350
Foreign exchange
257


257
Total other liabilities – derivative liabilities designated as hedging
607


607
Subtotal liabilities of operations at fair value1,559
9,691

(5,415)5,835
Percentage of liabilities of operations prior to netting14%86%%  
Liabilities of consolidated investment management funds1



1
Total liabilities$1,560
$9,691
$
$(5,415)$5,836
Percentage of total liabilities prior to netting14%86%%  
(a)ASC 815, Derivatives and Hedging, permits the netting of derivative receivables and derivative payables under legally enforceable master netting agreements and permits the netting of cash collateral. Netting is applicable to derivatives not designated as hedging instruments included in trading assets or trading liabilities and derivatives designated as hedging instruments included in other assets or other liabilities. Netting is allocated to the derivative products based on the net fair value of each product.
(b)Includes $640 million in Level 2 that was included in the former Grantor Trust.
(c)Includes certain interests in securitizations.
(d)Includes seed capital, private equity investments and other assets.



BNY Mellon 8187

Notes to Consolidated Financial Statements (continued)

Details of certain available-for-sale securities measured at fair value on a recurring basisSept. 30, 2020Dec. 31, 2019
Total
carrying
value
Ratings (a)
Total
carrying value
Ratings (a)
AAA/
AA-
A+/
A-
BBB+/
BBB-
BB+ and
lower
AAA/
AA-
A+/
A-
BBB+/
BBB-
BB+ and
lower
(dollars in millions)(b)(b)
Non-agency RMBS (c), originated in:
2007-2020$1,311 88 %0 %0 %12 %$464 55 %%%44 %
2006244 0 23 0 77 291 21 79 
2005243 4 0 7 89 305 85 
2004 and earlier143 20 9 12 59 173 22 24 50 
Total non-agency RMBS$1,941 61 %4 %2 %33 %$1,233 25 %%%63 %
Non-agency commercial MBS originated in:
2009-2020$2,711 100 %0 %0 %0 %$2,178 98 %%%%
Foreign covered bonds:
Canada$2,368 98 %2 %0 %0 %$1,798 100 %%%%
UK1,130 100 0 0 0 984 100 
Australia775 100 0 0 0 431 100 
Norway609 100 0 0 0 287 100 
Germany479 100 0 0 0 357 100 
Other480 100 0 0 0 340 100 
Total foreign covered bonds$5,841 99 %1 %0 %0 %$4,197 100 %%%%
Sovereign debt/sovereign guaranteed:
Germany$2,155 100 %0 %0 %0 %$1,997 100 %%%%
UK2,037 100 0 0 0 3,318 100 
Italy1,974 0 0 100 0 1,260 100 
France1,846 100 0 0 0 1,272 100 
Spain1,835 0 5 95 0 1,453 94 
Singapore949 100 0 0 0 742 100 
Canada732 100 0 0 0 271 100 
Ireland522 0 100 0 0 301 100 
Netherlands471 100 0 0 0 791 100 
Japan437 0 100 0 0 274 100 
Austria294 100 0 0 0 240 100 
Belgium253 100 0 0 0 79 100 
Hong Kong206 100 0 0 0 411 100 
Other (d)
382 51 0 18 31 237 39 57 
Total sovereign debt/sovereign guaranteed$14,093 65 %7 %27 %1 %$12,646 73 %%21 %%
Foreign government agencies:
Germany$1,483 100 %0 %0 %0 %$1,131 100 %%%%
Netherlands800 100 0 0 0 678 100 
Canada442 72 28 0 0 71 100 
France293 100 0 0 0 42 100 
Sweden276 100 0 0 0 202 100 
Finland246 100 0 0 0 245 100 
Other430 77 23 0 0 274 79 21 
Total foreign government agencies$3,970 94 %6 %0 %0 %$2,643 95 %%%%
(a)Represents ratings by S&P or the equivalent.
Details of certain available-for-sale securities measured at fair value on a recurring basisMarch 31, 2020 Dec. 31, 2019
Total
carrying
value

 
Ratings (a)
 
Total
carrying value

 
Ratings (a)
AAA/
AA-

A+/
A-

BBB+/
BBB-

BB+ and
lower

 
AAA/
AA-

A+/
A-

BBB+/
BBB-

BB+ and
lower

(dollars in millions)(b)(b)
Non-agency RMBS (c), originated in:
             
2007-2020$826
 79%1%%20% $464
 55%1%%44%
2006244
 
22

78
 291
 
21

79
2005258
 5
2
8
85
 305
 5
2
8
85
2004 and earlier147
 22
23
6
49
 173
 22
24
4
50
Total non-agency RMBS$1,475
 48%6%2%44% $1,233
 25%9%3%63%
Non-agency commercial MBS originated in:             
2009-2020$2,473
 100%%%% $2,178
 98%2%%%
Foreign covered bonds:             
Canada$2,207
 100%%%% $1,798
 100%%%%
UK1,109
 100



 984
 100



Australia605
 100



 431
 100



Norway495
 100



 287
 100



Germany465
 100



 357
 100



Other391
 100



 340
 100



Total foreign covered bonds$5,272
 100%%%% $4,197
 100%%%%
Sovereign debt/sovereign guaranteed:             
UK$2,971
 100%%%% $3,318
 100%%%%
Germany2,168
 100



 1,997
 100



France1,577
 100



 1,272
 100



Spain1,546
 
4
96

 1,453
 
6
94

Italy1,390
 

100

 1,260
 

100

Singapore768
 100



 742
 100



Ireland462
 
100


 301
 
100


Netherlands387
 100



 791
 100



Austria347
 100



 240
 100



Canada345
 100



 271
 100



Hong Kong294
 100



 411
 100



Other (d)
655
 39
39

22
 590
 29
48

23
Total sovereign debt/sovereign guaranteed$12,910
 71%6%22%1% $12,646
 73%5%21%1%
Foreign government agencies:             
Germany$1,161
 100%%%% $1,131
 100%%%%
Netherlands632
 100



 678
 100



Sweden250
 100



 202
 100



Finland240
 100



 245
 100



Other481
 72
28


 387
 67
33


Total foreign government agencies$2,764
 95%5%%% $2,643
 95%5%%%
(b)    At Sept. 30, 2020 and Dec. 31, 2019, sovereign debt/sovereign guaranteed securities were included in Level 1 and Level 2 in the valuation hierarchy. All other assets in the table are Level 2 assets in the valuation hierarchy.
(c)    Includes $512 million at Sept. 30, 2020 and $640 million at Dec. 31, 2019 that were included in the former Grantor Trust.
(d)    Includes non-investment grade sovereign debt/sovereign guaranteed securities related to Brazil of $119 million at Sept. 30, 2020 and $134 million at Dec. 31, 2019.


88 BNY Mellon

(a)Represents ratings by S&P or the equivalent.
Notes to Consolidated Financial Statements(continued)
(b)At March 31, 2020 and Dec. 31, 2019, sovereign debt/sovereign guaranteed securities were included in Level 1 and Level 2 in the valuation hierarchy. All other assets in the table are Level 2 assets in the valuation hierarchy.
(c)Includes $535 million at March 31, 2020 and $640 million at Dec. 31, 2019 that were included in the former Grantor Trust.
(d)Includes non-investment grade sovereign debt/sovereign guaranteed securities related to Brazil of $113 million at March 31, 2020 and $134 million at Dec. 31, 2019.


Assets and liabilities measured at fair value on a nonrecurring basis

Under certain circumstances, we make adjustments to the fair value of our assets, liabilities and unfunded lending-related commitments although they are not measured at fair value on an ongoing basis.

Examples would be the recording of an impairment of an asset and non-readily marketable equity securities carried at cost with upward or downward adjustments.



82 BNY Mellon

Notes to Consolidated Financial Statements(continued)

The following table presents the financial instruments carried on the consolidated balance sheet by caption and level in the fair value hierarchy as of March 31,Sept. 30, 2020 and Dec. 31, 2019.

Assets measured at fair value on a nonrecurring basisSept. 30, 2020Dec. 31, 2019
Total carrying
value
Total carrying
value
(in millions)Level 1Level 2Level 3Level 1Level 2Level 3
Loans (a)
$$52 $$52 $$58 $$58 
Other assets (b)
113 113 64 64 
Total assets at fair value on a nonrecurring basis$0 $165 $0 $165 $$122 $$122 
(a)The fair value of these loans decreased less than $1 million in the third quarter of 2020 and the fourth quarter of 2019, based on the fair value of the underlying collateral, as required by guidance in ASC 326, Financial Instruments – Credit Losses, with an offset to the allowance for credit losses.
(b)Includes non-readily marketable equity securities carried at cost with upward or downward adjustments and other assets received in satisfaction of debt.

Assets measured at fair value on a nonrecurring basisMarch 31, 2020 Dec. 31, 2019
   
Total carrying
value

    
Total carrying
value

(in millions)Level 1
Level 2
Level 3
 Level 1
Level 2
Level 3
Loans (a)
$
$56
$
$56
 $
$58
$
$58
Other assets (b)

102

102
 
64

64
Total assets at fair value on a nonrecurring basis$
$158
$
$158
 $
$122
$
$122

(a)The fair value of these loans decreased less than $1 million in the first quarter of 2020 and the fourth quarter of 2019, based on the fair value of the underlying collateral, as required by guidance in ASC 326, Financial Instruments – Credit Losses, with an offset to the allowance for credit losses.
(b)Includes non-readily marketable equity securities carried at cost with upward or downward adjustments and other assets received in satisfaction of debt.


Estimated fair value of financial instruments

The following tables present the estimated fair value and the carrying amount of financial instruments not carried at fair value on the consolidated balance sheet at March 31,Sept. 30, 2020 and Dec. 31, 2019, by caption on the consolidated balance sheet and by the valuation hierarchy.

Summary of financial instrumentsSept. 30, 2020
(in millions)Level 1Level 2Level 3Total
estimated
fair value
Carrying
amount
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks$0 $106,185 $0 $106,185 $106,185 
Interest-bearing deposits with banks0 19,037 0 19,037 19,027 
Federal funds sold and securities purchased under resale agreements0 29,647 0 29,647 29,647 
Securities held-to-maturity4,415 43,043 0 47,458 46,096 
Loans (a)
0 54,475 0 54,475 54,088 
Other financial assets4,104 1,121 0 5,225 5,225 
Total$8,519 $253,508 $0 $262,027 $260,268 
Liabilities:
Noninterest-bearing deposits$0 $79,470 $0 $79,470 $79,470 
Interest-bearing deposits0 216,499 0 216,499 216,842 
Federal funds purchased and securities sold under repurchase agreements0 15,907 0 15,907 15,907 
Payables to customers and broker-dealers0 23,514 0 23,514 23,514 
Commercial paper0 671 0 671 671 
Borrowings0 607 0 607 607 
Long-term debt0 27,457 0 27,457 25,721 
Total$0 $364,125 $0 $364,125 $362,732 
(a)    Does not include the leasing portfolio.


Summary of financial instrumentsMarch 31, 2020
(in millions)Level 1
Level 2
Level 3
Total
estimated
fair value

Carrying
amount

Assets:     
Interest-bearing deposits with the Federal Reserve and other central banks$
$146,535
$
$146,535
$146,535
Interest-bearing deposits with banks
22,689

22,689
22,672
Federal funds sold and securities purchased under resale agreements
27,363

27,363
27,363
Securities held-to-maturity4,014
34,404

38,418
37,305
Loans (a)

61,482

61,482
61,174
Other financial assets5,091
1,198

6,289
6,289
Total$9,105
$293,671
$
$302,776
$301,338
Liabilities:     
Noninterest-bearing deposits$
$96,600
$
$96,600
$96,600
Interest-bearing deposits
239,459

239,459
240,117
Federal funds purchased and securities sold under repurchase agreements
13,128

13,128
13,128
Payables to customers and broker-dealers
24,016

24,016
24,016
Commercial paper
1,121

1,121
1,121
Borrowings
1,767

1,767
1,767
Long-term debt
27,521

27,521
27,097
Total$
$403,612
$
$403,612
$403,846
(a)Does not include the leasing portfolio.




BNY Mellon 8389

Notes to Consolidated Financial Statements (continued)

Summary of financial instrumentsDec. 31, 2019
(in millions)Level 1Level 2Level 3Total estimated
fair value
Carrying
amount
Assets:
Interest-bearing deposits with the Federal Reserve and other central banks$$95,042 $$95,042 $95,042 
Interest-bearing deposits with banks14,832 14,832 14,811 
Federal funds sold and securities purchased under resale agreements30,182 30,182 30,182 
Securities held-to-maturity4,630 30,175 34,805 34,483 
Loans (a)
54,194 54,194 53,718 
Other financial assets4,830 1,233 6,063 6,063 
Total$9,460 $225,658 $$235,118 $234,299 
Liabilities:
Noninterest-bearing deposits$$57,630 $$57,630 $57,630 
Interest-bearing deposits200,846 200,846 201,836 
Federal funds purchased and securities sold under repurchase agreements11,401 11,401 11,401 
Payables to customers and broker-dealers18,758 18,758 18,758 
Commercial paper3,959 3,959 3,959 
Borrowings917 917 917 
Long-term debt27,858 27,858 27,114 
Total$$321,369 $$321,369 $321,615 
(a)    Does not include the leasing portfolio.
Summary of financial instrumentsDec. 31, 2019
(in millions)Level 1
Level 2
Level 3
Total estimated
fair value

Carrying
amount

Assets:     
Interest-bearing deposits with the Federal Reserve and other central banks$
$95,042
$
$95,042
$95,042
Interest-bearing deposits with banks
14,832

14,832
14,811
Federal funds sold and securities purchased under resale agreements
30,182

30,182
30,182
Securities held-to-maturity4,630
30,175

34,805
34,483
Loans (a)

54,194

54,194
53,718
Other financial assets4,830
1,233

6,063
6,063
Total$9,460
$225,658
$
$235,118
$234,299
Liabilities:     
Noninterest-bearing deposits$
$57,630
$
$57,630
$57,630
Interest-bearing deposits
200,846

200,846
201,836
Federal funds purchased and securities sold under repurchase agreements
11,401

11,401
11,401
Payables to customers and broker-dealers
18,758

18,758
18,758
Commercial paper
3,959

3,959
3,959
Borrowings
917

917
917
Long-term debt
27,858

27,858
27,114
Total$
$321,369
$
$321,369
$321,615

(a)Does not include the leasing portfolio.


Note 16–Fair value option

We elected fair value as an alternative measurement for selected financial assets and liabilities that are not otherwise required to be measured at fair value, including the assets and liabilities of consolidated investment management funds and certain long-term debt. The following table presents the assets and liabilities of consolidated investment management funds, at fair value.

Assets and liabilities of consolidated investment
management funds, at fair value
 
 March 31, 2020
Dec. 31, 2019
(in millions)
Assets of consolidated investment management funds:  
Trading assets$215
$229
Other assets14
16
Total assets of consolidated investment management funds$229
$245
Liabilities of consolidated investment management funds:  
Other liabilities1
1
Total liabilities of consolidated investment management funds$1
$1


Assets and liabilities of consolidated investment
management funds, at fair value
Sept. 30, 2020Dec. 31, 2019
(in millions)
Assets of consolidated investment management funds:
Trading assets$579 $229 
Other assets9 16 
Total assets of consolidated investment management funds$588 $245 
Liabilities of consolidated investment management funds:
Other liabilities4 
Total liabilities of consolidated investment management funds$4 $


BNY Mellon values the assets and liabilities of its consolidated investment management funds using quoted prices for identical assets or liabilities in active markets or observable inputs such as quoted
prices for similar assets or liabilities. Quoted prices for either identical or similar assets or liabilities in inactive markets may also be used. Accordingly, fair value best reflects the interests BNY Mellon holds in the economic performance of the consolidated investment management funds. Changes in the value of the assets and liabilities are recorded in the consolidated income statement as investment income of consolidated investment management funds and in the interest of investment management fund note holders, respectively.

We have elected the fair value option on $240$240 million of long-term debt. The fair value of this long-term debt was $397$400 million at March 31,Sept. 30, 2020 and $387 million at Dec. 31, 2019. The long-term debt is valued using observable market inputs and is included in Level 2 of the valuation hierarchy.

The following table presents the changes in fair value of long-term debt recorded in foreign exchange and other trading revenue in the consolidated income statement.

Change in fair value of long-term debt (a)
(in millions)1Q20
4Q19
1Q19
Foreign exchange and other trading revenue$(10)$(1)$(5)

(a)The changes in fair value are approximately offset by an economic hedge included in foreign exchange and other trading revenue.
Change in fair value of long-term debt (a)
(in millions)3Q202Q203Q19YTD20YTD19
Foreign exchange and other trading revenue$(1)$(2)$(3)$(13)$(15)
(a)    The changes in fair value are approximately offset by an economic hedge included in foreign exchange and other trading revenue.



8490 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Note 17–Derivative instruments

We use derivatives to manage exposure to market risk, including interest rate risk, equity price risk and foreign currency risk, as well as credit risk. Our trading activities are focused on acting as a market-maker for our customers and facilitating customer trades in compliance with the Volcker Rule.

The notional amounts for derivative financial instruments express the dollar volume of the transactions; however, credit risk is much smaller. We perform credit reviews and enter into netting agreements and collateral arrangements to minimize the credit risk of derivative financial instruments. We enter into offsetting positions to reduce exposure to foreign currency, interest rate and equity price risk.

Use of derivative financial instruments involves reliance on counterparties. Failure of a counterparty to honor its obligation under a derivative contract is a risk we assume whenever we engage in a derivative contract. There were 0 counterparty default losses recorded in the firstthird quarter of 2020.

Hedging derivatives

We utilize interest rate swap agreements to manage our exposure to interest rate fluctuations. We enter into fair value hedges as an interest rate risk management strategy to reduce fair value variability by converting certain fixed rate interest payments associated with available-for-sale securities and long-term debt to floating interest rates. We also utilize interest rate swaps and forward exchange contracts as cash flow hedges to manage our exposure to interest rate and foreign exchange rate changes.

The available-for-sale securities hedged consist of U.S. Treasury, bonds, agency and non-agency commercial MBS, sovereign debt,debt/sovereign guaranteed, corporate bonds and foreign covered bonds. At March 31,Sept. 30, 2020, $16.5$14.5 billion par value of available-for-sale securities were hedged with interest rate swaps designated as fair value hedges that had notional values of $16.5$14.5 billion.

The fixed rate long-term debt instruments hedged generally have original maturities of five to 30 years.
In fair value hedging relationships, debt is hedged with “receive fixed rate, pay variable rate” swaps. At March 31,Sept. 30, 2020, $13.9 billion par value of debt was hedged with interest rate swaps designated as fair value hedges that had notional values of $13.9 billion.

In addition, we utilize forward foreign exchange contracts as hedges to mitigate foreign exchange exposures. We use forward foreign exchange contracts as cash flow hedges to convert certain forecasted non-U.S. dollar revenue and expenses into U.S. dollars. We use forward foreign exchange contracts with maturities of 1215 months or less as cash flow hedges to hedge our foreign exchange exposure to currencies such as Indian rupee, British pound, Euro, Hong Kong dollar, Singapore dollar and Polish zloty used in revenue and expense transactions for entities that have the U.S. dollar as their functional currency. As of March 31,Sept. 30, 2020, the hedged forecasted foreign currency transactions and designated forward foreign exchange contract hedges were $291$319 million (notional), with a pre-tax lossgain of $10$5 million recorded in accumulated OCI. This lossgain will be reclassified to earnings over the next 12 months.

We also utilize forward foreign exchange contracts as fair value hedges of the foreign exchange risk associated with available-for-sale securities. Forward points are designated as an excluded component and amortized into earnings over the hedge period. The unamortized derivative value associated with the excluded component is recognized in accumulated OCI. At Sept. 30, 2020, $140 million par value of available-for-sale securities was hedged with foreign currency forward contracts that had a notional value of $140 million.

Forward foreign exchange contracts are also used to hedge the value of our net investments in foreign subsidiaries. These forward foreign exchange contracts have maturities of less than one year. The derivatives employed are designated as hedges of changes in value of our foreign investments due to exchange rates. The change in fair market value of these forward foreign exchange contracts is reported within foreign currency translation adjustments in shareholders’ equity, net of tax. At March 31,Sept. 30, 2020, forward foreign exchange contracts with notional amounts totaling $7.2$7.9 billion were designated as net investment hedges.

In addition to forward foreign exchange contracts, we also designate non-derivative financial instruments as hedges of our net investments in foreign subsidiaries. Those non-derivative financial instruments designated as hedges of our net investments in foreign subsidiaries were all long-term liabilities of BNY Mellon and, at March 31,Sept. 30, 2020, had a combined U.S. dollar equivalent carrying value of $168$179 million.



BNY Mellon 8591

Notes to Consolidated Financial Statements (continued)

The following table presents the pre-tax gains (losses) related to our fair value and cash flow hedging activities recognized in the consolidated income statement.

Income statement impact of fair value and cash flow hedges  
(in millions)
Location of
gains (losses)
1Q20
4Q19
1Q19
Interest rate fair value hedges of available-for-sale securities    
DerivativeInterest revenue$(1,033)$324
$(383)
Hedged itemInterest revenue1,011
(311)376
Interest rate fair value hedges of long-term debt    
DerivativeInterest expense714
(145)185
Hedged itemInterest expense(708)144
(184)
Foreign exchange fair value hedges of available-for-sale securities    
Derivative (a)
Other revenue7
6
6
Hedged itemOther revenue(7)(6)(5)
Cash flow hedge of interest rate risk    
Gain reclassified from OCI into incomeInterest expense
8

Cash flow hedges of forecasted FX exposures    
Gain (loss) reclassified from OCI into incomeStaff expense1
2
(1)
(Loss) gain recognized in the consolidated income statement due to fair value and cash flow hedging relationships $(15)$22
$(6)

(a)Includes gains of less than $1 million in the first quarter of 2020 and the fourth quarter of 2019 and a gain of $1 million in the first quarter of 2019 associated with the amortization of the excluded component. At March 31, 2020 and Dec. 31, 2019, the remaining accumulated OCI balance associated with the excluded component was de minimis.

Income statement impact of fair value and cash flow hedges
(in millions)Location of
gains (losses)
3Q202Q203Q19YTD20YTD19
Interest rate fair value hedges of available-for-sale securities
DerivativeInterest revenue$150 $19 $(250)$(864)$(1,119)
Hedged itemInterest revenue(140)(15)243 856 1,099 
Interest rate fair value hedges of long-term debt
DerivativeInterest expense(68)47 146 693 631 
Hedged itemInterest expense66 (49)(145)(691)(627)
Foreign exchange fair value hedges of available-for-sale securities
Derivative (a)
Other revenue1 (5)(11)
Hedged itemOther revenue1 (2)13 (2)
Cash flow hedge of interest rate risk
(Loss) reclassified from OCI into incomeInterest expense0 (1)0 (1)
Cash flow hedges of forecasted FX exposures
(Loss) gain reclassified from OCI into incomeStaff expense0 (3)(2)
Gain (loss) recognized in the consolidated income statement due to fair value and cash flow hedging relationships$10 $(1)$(5)$(6)$(15)
(a)    Includes gains of less than $1 million in the third quarter of 2020, second quarter of 2020 and third quarter of 2019 and gains of $1 million in the first nine months of 2020 and first nine months of 2019 associated with the amortization of the excluded component. At Sept. 30, 2020 and Dec. 31, 2019, the remaining accumulated OCI balance associated with the excluded component was de minimis.


The following table presents the impact of hedging derivatives used in net investment hedging relationships.

Impact of derivative instruments used in net investment hedging relationships
(in millions)    
 Gain or (loss) recognized in accumulated OCI on derivatives  Gain or (loss) reclassified from accumulated OCI into income
Derivatives in net investment hedging relationships Location of gain or (loss) reclassified from accumulated OCI into income
1Q20
4Q19
1Q19
 1Q20
4Q19
1Q19
FX contracts$437
$(341)$(6) Net interest revenue$
$
$


Impact of derivative instruments used in net investment hedging relationships
(in millions)
Derivatives in net investment hedging relationshipsGain or (loss) recognized in accumulated OCI on derivativesLocation of gain or (loss) reclassified from accumulated OCI into incomeGain or (loss) reclassified from accumulated OCI into income
3Q202Q203Q19YTD20YTD193Q202Q203Q19YTD20YTD19
FX contracts$(289)$(45)$252 $103 $322 Net interest revenue$0 $$$0 $


The following table presents information on the hedged items in fair value hedging relationships.

Hedged items in fair value hedging relationshipsCarrying amount of hedged
asset or liability
Hedge accounting basis adjustment increase (decrease) (a)
(in millions)Sept. 30, 2020Dec. 31, 2019Sept. 30, 2020Dec. 31, 2019
Available-for-sale securities (b)(c)
$14,629 $13,792 $1,650 $687 
Long-term debt$14,889 $13,945 $870 $116 
(a)    Includes $187 million and $53 million of basis adjustment increases on discontinued hedges associated with available-for-sale securities at Sept. 30, 2020 and Dec. 31, 2019, respectively, and $136 million and $200 million of basis adjustment decreases on discontinued hedges associated with long-term debt at Sept. 30, 2020 and Dec. 31, 2019, respectively.
(b)    Excludes hedged items where only foreign currency risk is the designated hedged risk, as the basis adjustments related to foreign currency hedges will not reverse through the consolidated income statement in future periods. The carrying amount excluded for available-for-sale securities was $140 million at Sept. 30, 2020 and $142 million at Dec. 31, 2019.
(c)    Carrying amount represents the amortized cost.

Hedged items in fair value hedging relationships
Carrying amount of hedged
asset or liability
 
Hedge accounting basis adjustment increase (decrease) (a)
 
(in millions)March 31, 2020
Dec. 31, 2019
 March 31, 2020
Dec. 31, 2019
Available-for-sale securities (b)(c)
$16,559
$13,792
 $1,846
$687
Long-term debt$14,907
$13,945
 $849
$116
(a)Includes $210 million and $53 million of basis adjustment increases on discontinued hedges associated with available-for-sale securities at March 31, 2020 and Dec. 31, 2019, respectively, and $178 million and $200 million of basis adjustment decreases on discontinued hedges associated with long-term debt at March 31, 2020 and Dec. 31, 2019, respectively.
(b)Excludes hedged items where only foreign currency risk is the designated hedged risk, as the basis adjustments related to foreign currency hedges will not reverse through the consolidated income statement in future periods. The carrying amount excluded for available-for-sale securities was $- million at March 31, 2020 and $142 million at Dec. 31, 2019.
(c)Carrying amount represents the amortized cost.


8692 BNY Mellon

Notes to Consolidated Financial Statements (continued)

The following table summarizes the notional amount and carrying values of our total derivative portfolio at March 31,Sept. 30, 2020 and Dec. 31, 2019.

Impact of derivative instruments on the balance sheetNotional value 
Asset derivatives
fair value
 
Liability derivatives
fair value
 March 31, 2020
Dec. 31, 2019
 March 31, 2020
Dec. 31, 2019
 March 31, 2020
Dec. 31, 2019
(in millions)  
Derivatives designated as hedging instruments: (a)(b)
        
Interest rate contracts$30,356
$28,365
 $
$
 $927
$350
Foreign exchange contracts7,524
8,390
 187
21
 46
257
Total derivatives designated as hedging instruments   $187
$21
 $973
$607
Derivatives not designated as hedging instruments: (b)(c)
        
Interest rate contracts$273,595
$306,790
 $6,043
$3,690
 $5,275
$3,250
Foreign exchange contracts924,891
848,961
 9,964
5,331
 11,854
5,340
Equity contracts1,269
3,189
 15
19
 51
5
Credit contracts165
165
 2

 1
4
Total derivatives not designated as hedging instruments   $16,024
$9,040
 $17,181
$8,599
Total derivatives fair value (d)
   $16,211
$9,061
 $18,154
$9,206
Effect of master netting agreements (e)
   (10,328)(5,819) (11,864)(5,415)
Fair value after effect of master netting agreements   $5,883
$3,242
 $6,290
$3,791

(a)The fair value of asset derivatives and liability derivatives designated as hedging instruments is recorded as other assets and other liabilities, respectively, on the consolidated balance sheet.
(b)For derivative transactions settled at clearing organizations, cash collateral exchanged is deemed a settlement of the derivative each day. The settlement reduces the gross fair value of derivative assets and liabilities and results in a corresponding decrease in the effect of master netting agreements, with no impact to the consolidated balance sheet.
(c)The fair value of asset derivatives and liability derivatives not designated as hedging instruments is recorded as trading assets and trading liabilities, respectively, on the consolidated balance sheet.
(d)Fair values are on a gross basis, before consideration of master netting agreements, as required by ASC 815, Derivatives and Hedging.
(e)
Effect of master netting agreements includes cash collateral received and paid of $1,320 million and $2,856 million, respectively, at March 31, 2020, and $1,022 million and $618 million, respectively, at Dec. 31, 2019.

Impact of derivative instruments on the balance sheetNotional valueAsset derivatives
fair value
Liability derivatives
fair value
Sept. 30, 2020Dec. 31, 2019Sept. 30, 2020Dec. 31, 2019Sept. 30, 2020Dec. 31, 2019
(in millions)
Derivatives designated as hedging instruments: (a)(b)
Interest rate contracts$28,441 $28,365 $0 $$803 $350 
Foreign exchange contracts8,369 8,390 56 21 194 257 
Total derivatives designated as hedging instruments  $56 $21 $997 $607 
Derivatives not designated as hedging instruments: (b)(c)
Interest rate contracts$206,771 $306,790 $4,962 $3,690 $4,246 $3,250 
Foreign exchange contracts753,812 848,961 4,410 5,331 4,522 5,340 
Equity contracts2,241 3,189 15 19 8 
Credit contracts165 165 0 3 
Total derivatives not designated as hedging instruments$9,387 $9,040 $8,779 $8,599 
Total derivatives fair value (d)
$9,443 $9,061 $9,776 $9,206 
Effect of master netting agreements (e)
(5,238)(5,819)(6,183)(5,415)
Fair value after effect of master netting agreements$4,205 $3,242 $3,593 $3,791 
(a)The fair value of asset derivatives and liability derivatives designated as hedging instruments is recorded as other assets and other liabilities, respectively, on the consolidated balance sheet.
(b)    For derivative transactions settled at clearing organizations, cash collateral exchanged is deemed a settlement of the derivative each day. The settlement reduces the gross fair value of derivative assets and liabilities and results in a corresponding decrease in the effect of master netting agreements, with no impact to the consolidated balance sheet.
(c)    The fair value of asset derivatives and liability derivatives not designated as hedging instruments is recorded as trading assets and trading liabilities, respectively, on the consolidated balance sheet.
(d)Fair values are on a gross basis, before consideration of master netting agreements, as required by ASC 815, Derivatives and Hedging.
(e)    Effect of master netting agreements includes cash collateral received and paid of $675 million and $1,620 million, respectively, at Sept. 30, 2020, and $1,022 million and $618 million, respectively, at Dec. 31, 2019.


Trading activities (including trading derivatives)

Our trading activities are focused on acting as a market-maker for our customers, facilitating customer trades and risk mitigating economic hedging in compliance with the Volcker Rule. The change in the fair value of the derivatives utilized in our trading activities is recorded in foreign exchange and other trading revenue on the consolidated income statement.

The following table presents our foreign exchange and other trading revenue.

Foreign exchange and other trading revenue
(in millions)1Q20
4Q19
1Q19
Foreign exchange$253
$138
$160
Other trading revenue66
30
10
Total foreign exchange and other trading revenue$319
$168
$170


Foreign exchange and other trading revenue
(in millions)3Q202Q203Q19YTD20YTD19
Foreign exchange$151 $174 $129 $578 $439 
Other trading (loss) revenue(14)(8)21 44 47 
Total foreign exchange and other trading revenue$137 $166 $150 $622 $486 


Foreign exchange revenue includes income from purchasing and selling foreign currencies and
currency forwards, futures and options. Other trading
revenue reflects results from trading in cash instruments, including fixed income and equity securities and non-foreign exchange derivatives.

We also use derivative financial instruments as risk mitigating economic hedges, which are not formally designated as accounting hedges. This includes hedging the foreign currency, interest rate or market risks inherent in some of our balance sheet exposures, such as seed capital investments and deposits, as well as certain investment management fee revenue streams. We also use total return swaps to economically hedge obligations arising from the Company’s deferred compensation plan whereby the participants defer compensation and earn a return linked to the performance of investments they select. The gains or losses on these total return swaps are recorded in staff expense on the consolidated income statement and were a gain of $12 million in the third quarter of 2020, a de minimis loss in the third quarter of 2019, a gain of $28 million in the second quarter of 2020, a loss of $41$1 million in the first quarternine months of 2020 and gainsa gain of $18$23 million in the first quarter of 2019 and $13 million in the fourth quarternine months of 2019.


BNY Mellon 93

Notes to Consolidated Financial Statements(continued)
We manage trading risk through a system of position limits, a value-at-risk (“VaR”) methodology based on historical simulation and other market sensitivity


BNY Mellon 87

Notes to Consolidated Financial Statements(continued)

measures. Risk is monitored and reported to senior management by a separate unit, independent from trading, on a daily basis. Based on certain assumptions, the VaR methodology is designed to capture the potential overnight pre-tax dollar loss from adverse changes in fair values of all trading positions. The calculation assumes a one-dayone-day holding period, utilizes a 99% confidence level and incorporates non-linear product characteristics. The VaR model is one of several statistical models used to develop economic capital results, which are allocated to lines of business for computing risk-adjusted performance.

VaR methodology does not evaluate risk attributable to extraordinary financial, economic or other occurrences. As a result, the risk assessment process includes a number of stress scenarios based upon the risk factors in the portfolio and management’s assessment of market conditions. Additional stress scenarios based upon historical market events are also performed. Stress tests may incorporate the impact of reduced market liquidity and the breakdown of historically observed correlations and extreme scenarios. VaR and other statistical measures, stress testing and sensitivity analysis are incorporated into other risk management materials.

Counterparty credit risk and collateral

We assess the credit risk of our counterparties through regular examination of their financial statements, confidential communication with the management of those counterparties and regular monitoring of publicly available credit rating information. This and other information is used to develop proprietary credit rating metrics used to assess credit quality.

Collateral requirements are determined after a comprehensive review of the credit quality of each counterparty. Collateral is generally held or pledged in the form of cash and/or highly liquid government securities. Collateral requirements are monitored and adjusted daily.

Additional disclosures concerning derivative financial instruments are provided in Note 15.

Disclosure of contingent features in over-the-counter (“OTC”) derivative instruments

Certain OTC derivative contracts and/or collateral agreements contain credit-risk contingent features
triggered upon a rating downgrade in which the counterparty has the right to request additional collateral or the right to terminate the contracts in a net liability position.

The following table shows the aggregate fair value of OTC derivative contracts in net liability positions that contained credit-risk contingent features and the value of collateral that has been posted.

Sept. 30, 2020Dec. 31, 2019
(in millions)
Aggregate fair value of OTC derivatives in net liability positions (a)
$5,958 $3,442 
Collateral posted$6,384 $3,671 
 March 31, 2020
Dec. 31, 2019
(in millions)
Aggregate fair value of OTC derivatives in net liability positions (a)
$8,050
$3,442
Collateral posted$8,299
$3,671
(a)(a)    Before consideration of cash collateral.



The aggregate fair value of OTC derivative contracts containing credit-risk contingent features can fluctuate from quarter to quarter due to changes in market conditions, composition of counterparty trades, new business or changes to the contingent features.

The Bank of New York Mellon, our largest banking subsidiary, enters into the substantial majority of our OTC derivative contracts and/or collateral agreements. As such, the contingent features may be triggered if The Bank of New York Mellon’s long-term issuer rating was downgraded.

The following table shows the fair value of contracts falling under early termination provisions that were in net liability positions for three key ratings triggers.

Potential close-out exposures (fair value) (a)
Sept. 30, 2020Dec. 31, 2019
(in millions)
If The Bank of New York Mellon’s rating changed to: (b)
A3/A-$10 $56 
Baa2/BBB$565 $608 
Ba1/BB+$3,113 $2,084 
(a)    The amounts represent potential total close-out values if The Bank of New York Mellon’s long-term issuer rating were to immediately drop to the indicated levels, and do not reflect collateral posted.
(b)    Represents ratings by Moody’s/S&P.


94 BNY Mellon

Potential close-out exposures (fair value) (a)
 
 March 31, 2020
Dec. 31, 2019
(in millions)
If The Bank of New York Mellon’s rating changed to: (b)
  
A3/A-$106
$56
Baa2/BBB$1,213
$608
Ba1/BB+$4,766
$2,084
(a)The amounts represent potential total close-out values if The Bank of New York Mellon’s long-term issuer rating were
Notes to immediately drop to the indicated levels, and do not reflect collateral posted.
Consolidated Financial Statements(continued)
(b)Represents rating by Moody’s/S&P.


If The Bank of New York Mellon’s debt rating had fallen below investment grade on March 31,Sept. 30, 2020 and Dec. 31, 2019, existing collateral arrangements would
have required us to post additional collateral of $30$31 million and $63 million, respectively.


88 BNY Mellon

Notes to Consolidated Financial Statements
(continued)


The following tables present derivative and financial instruments and their related offsets. There were no derivative instruments or financial instruments subject to a legally enforceable netting agreement for which we are not currently netting.

Offsetting of derivative assets and financial assets at March 31, 2020    
 Gross assets recognized
Gross amounts offset in the balance sheet
 Net assets recognized in the balance sheet
Gross amounts not offset in the balance sheet 
(in millions)(a)Financial instruments
Cash collateral received
Net amount
Derivatives subject to netting arrangements:       
Interest rate contracts$4,103
$3,047
 $1,056
$369
$
$687
Foreign exchange contracts8,984
7,272
 1,712
132

1,580
Equity and other contracts15
9
 6


6
Total derivatives subject to netting arrangements13,102
10,328
 2,774
501

2,273
Total derivatives not subject to netting arrangements3,109

 3,109


3,109
Total derivatives16,211
10,328
 5,883
501

5,382
Reverse repurchase agreements97,971
80,203
(b)17,768
17,759

9
Securities borrowing9,613

 9,613
9,055

558
Total$123,795
$90,531
 $33,264
$27,315
$
$5,949
(a)Includes the effect of netting agreements and net cash collateral received. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.
(b)Offsetting of reverse repurchase agreements relates to our involvement in the Fixed Income Clearing Corporation (“FICC”), where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.


Offsetting of derivative assets and financial assets at Dec. 31, 2019    
 Gross assets recognized
Gross amounts offset in the balance sheet
 
Net assets recognized
in the
balance sheet

Gross amounts not offset in the balance sheet 
(in millions)(a)Financial instruments
Cash collateral received
Net amount
Derivatives subject to netting arrangements:       
Interest rate contracts$2,394
$1,792
 $602
$207
$
$395
Foreign exchange contracts4,861
4,021
 840
44

796
Equity and other contracts9
6
 3


3
Total derivatives subject to netting arrangements7,264
5,819
 1,445
251

1,194
Total derivatives not subject to netting arrangements1,797

 1,797


1,797
Total derivatives9,061
5,819
 3,242
251

2,991
Reverse repurchase agreements112,355
93,794
(b)18,561
18,554

7
Securities borrowing11,621

 11,621
11,278

343
Total$133,037
$99,613
 $33,424
$30,083
$
$3,341

(a)Includes the effect of netting agreements and net cash collateral received. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.
(b)Offsetting of reverse repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

Offsetting of derivative assets and financial assets at Sept. 30, 2020
Gross assets recognizedGross amounts offset in the balance sheetNet assets recognized in the balance sheetGross amounts not offset in the balance sheet
(in millions)(a)Financial instrumentsCash collateral receivedNet amount
Derivatives subject to netting arrangements:
Interest rate contracts$3,183 $2,133 $1,050 $350 $0 $700 
Foreign exchange contracts4,043 3,102 941 33 0 908 
Equity and other contracts8 3 5 0 0 5 
Total derivatives subject to netting arrangements7,234 5,238 1,996 383 0 1,613 
Total derivatives not subject to netting arrangements2,209  2,209   2,209 
Total derivatives9,443 5,238 4,205 383 0 3,822 
Reverse repurchase agreements72,507 54,629 (b)17,878 17,852 0 26 
Securities borrowing11,769  11,769 11,216  553 
Total$93,719 $59,867 $33,852 $29,451 $0 $4,401 

(a)Includes the effect of netting agreements and net cash collateral received. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.
(b)Offsetting of reverse repurchase agreements relates to our involvement in the Fixed Income Clearing Corporation (“FICC”), where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.


Offsetting of derivative assets and financial assets at Dec. 31, 2019
Gross assets recognizedGross amounts offset in the balance sheetNet assets recognized
in the
balance sheet
Gross amounts not offset in the balance sheet
(in millions)(a)Financial instrumentsCash collateral receivedNet amount
Derivatives subject to netting arrangements:
Interest rate contracts$2,394 $1,792 $602 $207 $$395 
Foreign exchange contracts4,861 4,021 840 44 796 
Equity and other contracts
Total derivatives subject to netting arrangements7,264 5,819 1,445 251 1,194 
Total derivatives not subject to netting arrangements1,797 — 1,797 — — 1,797 
Total derivatives9,061 5,819 3,242 251 2,991 
Reverse repurchase agreements112,355 93,794 (b)18,561 18,554 
Securities borrowing11,621 — 11,621 11,278 — 343 
Total$133,037 $99,613 $33,424 $30,083 $$3,341 
(a)Includes the effect of netting agreements and net cash collateral received. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.
(b)Offsetting of reverse repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.


BNY Mellon 8995

Notes to Consolidated Financial Statements (continued)

Offsetting of derivative liabilities and financial liabilities at Sept. 30, 2020Net liabilities recognized in the balance sheet
Gross liabilities recognizedGross amounts offset in the balance sheetGross amounts not offset in the balance sheet
(in millions)(a)Financial instrumentsCash collateral pledgedNet amount
Derivatives subject to netting arrangements:
Interest rate contracts$5,035 $2,551 $2,484 $2,477 $0 $7 
Foreign exchange contracts4,294 3,631 663 224 0 439 
Equity and other contracts8 1 7 0 0 7 
Total derivatives subject to netting arrangements9,337 6,183 3,154 2,701 0 453 
Total derivatives not subject to netting arrangements439  439   439 
Total derivatives9,776 6,183 3,593 2,701 0 892 
Repurchase agreements69,494 54,629 (b)14,865 14,863 1 1 
Securities lending1,002  1,002 961  41 
Total$80,272 $60,812 $19,460 $18,525 $1 $934 
(a)Includes the effect of netting agreements and net cash collateral paid. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.
Offsetting of derivative liabilities and financial liabilities at March 31, 2020Net liabilities recognized in the balance sheet
   
 Gross liabilities recognized
Gross amounts offset in the balance sheet
 Gross amounts not offset in the balance sheet 
(in millions)(a)Financial instruments
Cash collateral pledged
Net amount
Derivatives subject to netting arrangements:       
Interest rate contracts$6,181
$3,479
 $2,702
$1,452
$
$1,250
Foreign exchange contracts10,705
8,382
 2,323
545

1,778
Equity and other contracts27
3
 24


24
Total derivatives subject to netting arrangements16,913
11,864
 5,049
1,997

3,052
Total derivatives not subject to netting arrangements1,241

 1,241


1,241
Total derivatives18,154
11,864
 6,290
1,997

4,293
Repurchase agreements92,057
80,203
(b)11,854
11,823

31
Securities lending750

 750
717

33
Total$110,961
$92,067
 $18,894
$14,537
$
$4,357
(b)Offsetting of repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.

(a)Includes the effect of netting agreements and net cash collateral paid. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.
(b)Offsetting of repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.


Offsetting of derivative liabilities and financial liabilities at Dec. 31, 2019
Net liabilities recognized
in the
balance sheet

   
 Gross liabilities recognized
Gross amounts offset in the balance sheet
 Gross amounts not offset in the balance sheet 
(in millions)(a)Financial instruments
Cash collateral pledged
Net amount
Derivatives subject to netting arrangements:       
Interest rate contracts$3,550
$1,986
 $1,564
$1,539
$
$25
Foreign exchange contracts4,873
3,428
 1,445
74

1,371
Equity and other contracts5
1
 4
2

2
Total derivatives subject to netting arrangements8,428
5,415
 3,013
1,615

1,398
Total derivatives not subject to netting arrangements778

 778


778
Total derivatives9,206
5,415
 3,791
1,615

2,176
Repurchase agreements104,451
93,794
(b)10,657
10,657


Securities lending718

 718
694

24
Total$114,375
$99,209
 $15,166
$12,966
$
$2,200
(a)Includes the effect of netting agreements and net cash collateral paid. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.
(b)Offsetting of repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.




Offsetting of derivative liabilities and financial liabilities at Dec. 31, 2019Net liabilities recognized
in the
balance sheet
Gross liabilities recognizedGross amounts offset in the balance sheetGross amounts not offset in the balance sheet
(in millions)(a)Financial instrumentsCash collateral pledgedNet amount
Derivatives subject to netting arrangements:
Interest rate contracts$3,550 $1,986 $1,564 $1,539 $$25 
Foreign exchange contracts4,873 3,428 1,445 74 1,371 
Equity and other contracts
Total derivatives subject to netting arrangements8,428 5,415 3,013 1,615 1,398 
Total derivatives not subject to netting arrangements778 — 778 — — 778 
Total derivatives9,206 5,415 3,791 1,615 2,176 
Repurchase agreements104,451 93,794 (b)10,657 10,657 
Securities lending718 — 718 694 — 24 
Total$114,375 $99,209 $15,166 $12,966 $$2,200 
(a)90 BNY MellonIncludes the effect of netting agreements and net cash collateral paid. The offset related to the OTC derivatives was allocated to the various types of derivatives based on the net positions.
(b)Offsetting of repurchase agreements relates to our involvement in the FICC, where we settle government securities transactions on a net basis for payment and delivery through the Fedwire system.




96 BNY Mellon

Notes to Consolidated Financial Statements (continued)

Secured borrowings

The following table presents the contract value of repurchase agreements and securities lending transactions accounted for as secured borrowings by the type of collateral provided to counterparties.

Repurchase agreements and securities lending transactions accounted for as secured borrowings
 March 31, 2020 Dec. 31, 2019
 Remaining contractual maturityTotal
 Remaining contractual maturityTotal
(in millions)Overnight and continuous
Up to 30 days
30 days or more
 Overnight and continuous
Up to 30 days
30 days or more
Repurchase agreements:         
U.S. Treasury$82,520
$
$
$82,520
 $94,788
$10
$
$94,798
U.S. government agencies633

10
643
 594
16

610
Agency RMBS3,794

77
3,871
 4,234
774

5,008
Corporate bonds542

1,280
1,822
 266
236
1,617
2,119
Other debt securities527
681
1,011
2,219
 40
188
1,079
1,307
Equity securities215

767
982
 31
99
479
609
Total$88,231
$681
$3,145
$92,057
 $99,953
$1,323
$3,175
$104,451
Securities lending:         
U.S. government agencies$7
$
$
$7
 $19
$
$
$19
Other debt securities196


196
 201


201
Equity securities547


547
 498


498
Total$750
$
$
$750
 $718
$
$
$718
Total borrowings$88,981
$681
$3,145
$92,807
 $100,671
$1,323
$3,175
$105,169


Repurchase agreements and securities lending transactions accounted for as secured borrowings
Sept. 30, 2020Dec. 31, 2019
Remaining contractual maturityTotalRemaining contractual maturityTotal
(in millions)Overnight and continuousUp to 30 days30 days or moreOvernight and continuousUp to 30 days30 days or more
Repurchase agreements:
U.S. Treasury$60,350 $0 $0 $60,350 $94,788 $10 $$94,798 
Agency RMBS2,913 675 2 3,590 4,234 774 5,008 
Corporate bonds232 64 1,432 1,728 266 236 1,617 2,119 
Sovereign debt/ sovereign guaranteed128 0 1,151 1,279 22 22 
State and political subdivisions43 39 810 892 38 166 1,077 1,281 
U.S. government agencies610 0 0 610 594 16 610 
Other debt securities47 44 186 277 
Equity securities0 53 715 768 31 99 479 609 
Total$64,323 $875 $4,296 $69,494 $99,953 $1,323 $3,175 $104,451 
Securities lending:
Agency RMBS$180 $0 $0 $180 $160 $$$160 
U.S. government agencies1 0 0 1 19 19 
Other debt securities49 0 0 49 41 41 
Equity securities772 0 0 772 498 498 
Total$1,002 $0 $0 $1,002 $718 $$$718 
Total secured borrowings$65,325 $875 $4,296 $70,496 $100,671 $1,323 $3,175 $105,169 


BNY Mellon’s repurchase agreements and securities lending transactions primarily encounter risk associated with liquidity. We are required to pledge collateral based on predetermined terms within the agreements. If we were to experience a decline in the fair value of the collateral pledged for these transactions, we could be required to provide additional collateral to the counterparty, therefore decreasing the amount of assets available for other liquidity needs that may arise. BNY Mellon also offers tri-party collateral agency services in the tri-party repo market where we are exposed to credit risk. In order to mitigate this risk, we require dealers to fully secure intraday credit.


Note 18–Commitments and contingent liabilities

Off-balance sheet arrangements

In the normal course of business, various commitments and contingent liabilities are outstanding that are not reflected in the accompanying consolidated balance sheets.

Our significant trading and off-balance sheet risks are securities, foreign currency and interest rate risk management products, commercial lending commitments, letters of credit and securities lending indemnifications. We assume these risks to reduce
interest rate and foreign currency risks, to provide customers with the ability to meet credit and liquidity needs and to hedge foreign currency and interest rate risks. These items involve, to varying degrees, credit, foreign currency and interest rate risks not recognized on the balance sheet. Our off-balance sheet risks are managed and monitored in manners similar to those used for on-balance sheet risks.

The following table presents a summary of our off-balance sheet credit risks.

Off-balance sheet credit risksMarch 31, 2020
Dec. 31, 2019
(in millions)
Lending commitments$47,732
$49,119
Standby letters of credit (“SBLC”) (a)
2,328
2,298
Commercial letters of credit113
74
Securities lending indemnifications (b)(c)
421,691
408,378
(a)Net of participations totaling $146 million at March 31, 2020 and $146 million at Dec. 31, 2019.
(b)
Excludes the indemnification for securities for which BNY Mellon acts as an agent on behalf of CIBC Mellon clients, which totaled $56 billion at March 31, 2020 and $57 billion at Dec. 31, 2019.
(c)Includes cash collateral, invested in indemnified repurchase agreements, held by us as securities lending agent of $38 billion at March 31, 2020 and $37 billion at Dec. 31, 2019.




BNY Mellon 9197

Notes to Consolidated Financial Statements (continued)

The following table presents a summary of our off-balance sheet credit risks.

Off-balance sheet credit risksSept. 30, 2020Dec. 31, 2019
(in millions)
Lending commitments$47,658 $49,119 
Standby letters of credit (“SBLC”) (a)
2,175 2,298 
Commercial letters of credit87 74 
Securities lending indemnifications (b)(c)
414,324 408,378 
(a)Net of participations totaling $145 million at Sept. 30, 2020 and $146 million at Dec. 31, 2019.
(b)Excludes the indemnification for securities for which BNY Mellon acts as an agent on behalf of CIBC Mellon clients, which totaled $58 billion at Sept. 30, 2020 and $57 billion at Dec. 31, 2019.
(c)Includes cash collateral, invested in indemnified repurchase agreements, held by us as securities lending agent of $43 billion at Sept. 30, 2020 and $37 billion at Dec. 31, 2019.


The total potential loss on undrawn lending commitments, standby and commercial letters of credit, and securities lending indemnifications is equal to the total notional amount if drawn upon, which does not consider the value of any collateral.

Since many of the lending commitments are expected to expire without being drawn upon, the total amount does not necessarily represent future cash requirements. A summary of lending commitment maturities is as follows: $32.0$31.0 billion in less than one year, $15.4$16.3 billion in one to five years and $314$336 million over five years.

SBLCs principally support obligations of corporate clients and were collateralized with cash and securities of $186$200 million at March 31,Sept. 30, 2020 and $184 million at Dec. 31, 2019. At March 31,Sept. 30, 2020, $1.7$1.6 billion of the SBLCs will expire within one year, $677$568 million in one to five years and $1 million over five years.

We must recognize, at the inception of an SBLC and foreign and other guarantees, a liability for the fair value of the obligation undertaken in issuing the guarantee. The fair value of the liability, which was recorded with a corresponding asset in other assets, was estimated as the present value of contractual customer fees. The estimated liability for losses related to SBLCs and foreign and other guarantees, if any, is included in the allowance for lending-related commitments.

Payment/performance risk of SBLCs is monitored using both historical performance and internal ratings
criteria. BNY Mellon’s historical experience is that SBLCs typically expire without being funded. SBLCs below investment grade are monitored closely for payment/performance risk. The table below shows SBLCs by investment grade:

Standby letters of creditMarch 31, 2020
Dec. 31, 2019
  
Investment grade91%90%
Non-investment grade9%10%


Standby letters of creditSept. 30, 2020Dec. 31, 2019
Investment grade87 %90 %
Non-investment grade13 %10 %


A commercial letter of credit is normally a short-term instrument used to finance a commercial contract for the shipment of goods from a seller to a buyer. Although the commercial letter of credit is contingent upon the satisfaction of specified conditions, it represents a credit exposure if the buyer defaults on
the underlying transaction. As a result, the total contractual amounts do not necessarily represent future cash requirements. Commercial letters of credit totaled$113 $87 million at March 31,Sept. 30, 2020 and $74 million at Dec. 31, 2019.

We expect many of the lending commitments and letters of credit to expire without the need to advance any cash. The revenue associated with guarantees frequently depends on the credit rating of the obligor and the structure of the transaction, including collateral, if any. The allowance for lending-related commitments was $148$135 million at March 31,Sept. 30, 2020 and $94 million at Dec. 31, 2019.

A securities lending transaction is a fully collateralized transaction in which the owner of a security agrees to lend the security (typically through an agent, in our case, The Bank of New York Mellon) to a borrower, usually a broker-dealer or bank, on an open, overnight or term basis, under the terms of a prearranged contract.

We typically lend securities with indemnification against borrower default. We generally require the borrower to provide collateral with a minimum value of102% of the fair value of the securities borrowed, which is monitored on a daily basis, thus reducing credit risk. Market risk can also arise in securities lending transactions. These risks are controlled through policies limiting the level of risk that can be undertaken. Securities lending transactions are generally entered into only with highly rated counterparties.Securities lending indemnifications

98 BNY Mellon

Notes to Consolidated Financial Statements(continued)
were secured by collateral of $443435 billion at atMarch 31,Sept. 30, 2020 and $428 billion at Dec. 31, 2019.

CIBC Mellon, a joint venture between BNY Mellon and the Canadian Imperial Bank of Commerce (“CIBC”), engages in securities lending activities.  CIBC Mellon, BNY Mellon and CIBC jointly and severally indemnify securities lenders against specific types of borrower default. At March 31, Sept. 30, 2020 and Dec. 31, 2019, $56$58 billion and $57 billion, respectively, of borrowings at CIBC Mellon, for which BNY Mellon acts as agent on behalf of CIBC Mellon clients, were secured by collateral of $60 $61 billion and $61 billion, respectively. If, upon a default, a borrower’s collateral was not sufficient to cover its related obligations, certain losses related to the indemnification could be covered by the indemnitors.



92 BNY Mellon

Notes to Consolidated Financial Statements(continued)

Unsettled repurchase and reverse repurchase agreements

In the normal course of business, we enter into repurchase agreements and reverse repurchase agreements that settle at a future date. In repurchase agreements, BNY Mellon receives cash from and provides securities as collateral to a counterparty at settlement. In reverse repurchase agreements, BNY Mellon advances cash to and receives securities as collateral from the counterparty at settlement. These transactions are recorded on the consolidated balance sheet on the settlement date. At March 31,Sept. 30, 2020,, we had 0$150 million of unsettled repurchase agreements and $28.3 billion of0 unsettled reverse repurchase agreements which all settled the following business day.agreements.

Industry concentrations

We have significant industry concentrations related to credit exposure at March 31,Sept. 30, 2020. The tables below present our credit exposure in the financial institutions and commercial portfolios.

Financial institutions
portfolio exposure
(in billions)
March 31, 2020
Loans
Unfunded
commitments

Total exposure
Securities industry$4.2
$24.5
$28.7
Banks7.5
1.1
8.6
Asset managers1.3
6.5
7.8
Insurance0.3
2.4
2.7
Government0.1
0.2
0.3
Other0.8
0.6
1.4
Total$14.2
$35.3
$49.5


Commercial portfolio
exposure
(in billions)
March 31, 2020
Loans
Unfunded
commitments

Total exposure
Manufacturing$1.4
$3.7
$5.1
Services and other1.3
2.9
4.2
Energy and utilities0.7
3.5
4.2
Media and telecom
0.9
0.9
Total$3.4
$11.0
$14.4


Financial institutions
portfolio exposure
(in billions)
Sept. 30, 2020
LoansUnfunded
commitments
Total exposure
Securities industry$2.8 $22.3 $25.1 
Asset managers1.2 6.5 7.7 
Banks6.1 1.1 7.2 
Insurance0.1 2.7 2.8 
Government0.1 0.2 0.3 
Other0.7 0.7 1.4 
Total$11.0 $33.5 $44.5 


Commercial portfolio
exposure
(in billions)
Sept. 30, 2020
LoansUnfunded
commitments
Total exposure
Services and other$1.0 $3.5 $4.5 
Manufacturing0.7 3.8 4.5 
Energy and utilities0.2 4.0 4.2 
Media and telecom0 0.9 0.9 
Total$1.9 $12.2 $14.1 


Major concentrations in securities lending are primarily to broker-dealers and are generally collateralized with cash and/or securities.

Sponsored Member Repo Program

BNY Mellon is a sponsoring member in the FICC sponsored member program, where we submit eligible overnight repurchase and reverse repurchase
transactions in U.S. Treasury securities (“Sponsored Member Transactions”) between BNY Mellon and our sponsored member clients for novation and clearing through FICC pursuant to the FICC Government Securities Division rulebook (the “FICC Rules”). We also guarantee to FICC the prompt and full payment and performance of our sponsored member clients’ respective obligations under the FICC Rules in connection with such clients’ Sponsored Member Transactions. We minimize our credit exposure under this guaranty by obtaining a security interest in our sponsored member clients’ collateral and rights under Sponsored Member Transactions. See “Offsetting assets and liabilities” in Note 17 for additional information on our repurchase and reverse repurchase agreements.

Indemnification arrangements

We have provided standard representations for underwriting agreements, acquisition and divestiture agreements, sales of loans and commitments, and other similar types of arrangements and customary indemnification for claims and legal proceedings related to providing financial services that are not otherwise included above. Insurance has been purchased to mitigate certain of these risks. Generally, there are no stated or notional amounts included in these indemnifications and the contingencies triggering the obligation for indemnification are not expected to occur. Furthermore, often counterparties to these transactions provide us with comparable indemnifications. We are unable to develop an estimate of the maximum payout under these

BNY Mellon 99

Notes to Consolidated Financial Statements(continued)
indemnifications for several reasons. In addition to the lack of a stated or notional amount in a majority of such indemnifications, we are unable to predict the nature of events that would trigger indemnification or the level of indemnification for a certain event. We believe, however, that the possibility that we will have to make any material payments for these indemnifications is remote. At March 31,Sept. 30, 2020 and Dec. 31, 2019, we have not recorded any material liabilities under these arrangements.

Clearing and settlement exchanges

We are a noncontrolling equity investor in, and/or member of, several industry clearing or settlement exchanges through which foreign exchange, securities, derivatives or other transactions settle. Certain of these industry clearing and settlement


BNY Mellon 93

Notes to Consolidated Financial Statements(continued)

exchanges require their members to guarantee their obligations and liabilities and/or to provide liquidity support in the event other members do not honor their obligations. We believe the likelihood that a clearing or settlement exchange (of which we are a member) would become insolvent is remote. Additionally, certain settlement exchanges have implemented loss allocation policies that enable the exchange to allocate settlement losses to the members of the exchange. It is not possible to quantify such mark-to-market loss until the loss occurs. Any ancillary costs that occur as a result of any mark-to-market loss cannot be quantified. In addition, we also sponsor clients as members on clearing and settlement exchanges and guarantee their obligations. At March 31,Sept. 30, 2020 and Dec. 31, 2019, we havedid not recordedrecord any material liabilities under these arrangements.

Legal proceedings

In the ordinary course of business, The Bank of New York Mellon Corporation and its subsidiaries are routinely named as defendants in or made parties to pending and potential legal actions. We also are subject to governmental and regulatory examinations, information-gathering requests, investigations and proceedings (both formal and informal). Claims for significant monetary damages are often asserted in many of these legal actions, while claims for disgorgement, restitution, penalties and/or other remedial actions or sanctions may be sought in governmental and regulatory matters. It is inherently difficult to predict the eventual outcomes of such matters given their complexity and the particular facts and circumstances at issue in each of these matters.
However, on the basis of our current knowledge and understanding, we do not believe that judgments, settlements or orders, if any, arising from these matters (either individually or in the aggregate, after giving effect to applicable reserves and insurance coverage) will have a material adverse effect on the consolidated financial position or liquidity of BNY Mellon, although they could have a material effect on our results of operations in a given period.

In view of the inherent unpredictability of outcomes in litigation and regulatory matters, particularly where (i) the damages sought are substantial or indeterminate, (ii) the proceedings are in the early stages, or (iii) the matters involve novel legal theories or a large number of parties, as a matter of course there is considerable uncertainty surrounding the
timing or ultimate resolution of litigation and regulatory matters, including a possible eventual loss, fine, penalty or business impact, if any, associated with each such matter. In accordance with applicable accounting guidance, we establish accruals for litigation and regulatory matters when those matters proceed to a stage where they present loss contingencies that are both probable and reasonably estimable. In such cases, there may be a possible exposure to loss in excess of any amounts accrued. We regularly monitor such matters for developments that could affect the amount of the accrual, and will adjust the accrual amount as appropriate. If the loss contingency in question is not both probable and reasonably estimable, we do not establish an accrual and the matter continues to be monitored for any developments that would make the loss contingency both probable and reasonably estimable. We believe that our accruals for legal proceedings are appropriate and, in the aggregate, are not material to the consolidated financial position of BNY Mellon, although future accruals could have a material effect on the results of operations in a given period. In addition, if we have the potential to recover a portion of an estimated loss from a third party, we record a receivable up to the amount of the accrual that is probable of recovery.

For certain of those matters described here for which a loss contingency may, in the future, be reasonably possible (whether in excess of a related accrued liability or where there is no accrued liability), BNY Mellon is currently unable to estimate a range of reasonably possible loss. For those matters described here where BNY Mellon is able to estimate a reasonably possible loss, the aggregate range of such

100 BNY Mellon

Notes to Consolidated Financial Statements(continued)
reasonably possible loss is up to $750 millionin excess of the accrued liability (if any) related to those matters.For matters where a reasonably possible loss is denominated in a foreign currency, our estimate is adjusted quarterly based on prevailing exchange rates. We do not consider potential recoveries when estimating reasonably possible losses.

The following describes certain judicial, regulatory and arbitration proceedings involving BNY Mellon:

Mortgage-Securitization Trusts Proceedings
The Bank of New York Mellon has been named as a defendant in a number of legal actions brought by MBS investors alleging that the trustee has expansive duties under the governing agreements, including the duty to investigate and pursue breach of


94 BNY Mellon

Notes to Consolidated Financial Statements(continued)

representation and warranty claims against other parties to the MBS transactions. NaN actions commenced in August 2014, December 2014, December 2015 and February 2017 are pending in New York federal court; 1 action commenced in November 2011 is pending in the Court of Appeals for the Tenth Circuit; and 1 action commenced in May 2016 is pending in New York state court. A New York federal court action filed in August 2014 has been dismissed.

Matters Related to R. Allen Stanford
In late December 2005, Pershing LLC (“Pershing”) became a clearing firm for Stanford Group Co. (“SGC”), a registered broker-dealer that was part of a group of entities ultimately controlled by R. Allen Stanford (“Stanford”). Stanford International Bank, (“SIB”), also controlled by Stanford, issued certificates of deposit (“CDs”). Some investors allegedly wired funds from their SGC accounts to purchase CDs. In 2009, the Securities and Exchange Commission (“SEC”) charged Stanford with operating a Ponzi scheme in connection with the sale of CDs, and SGC was placed into receivership. Alleged purchasers of CDs have filed 2 putative class action proceedings against Pershing: one in November 2009 in Texas federal court, and one in May 2016 in New Jersey federal court. NaN lawsuits have been filed against Pershing in Louisiana, Florida and New Jersey federal courts in January 2010, January and February 2015, October 2015 and May 2016. The purchasers allege that Pershing, as SGC’s clearing firm, assisted Stanford in a fraudulent scheme and assert contractual, statutory and common law claims. In March 2019, a group of investors filed a putative class action against The Bank of New York Mellon in New Jersey federal court, making the same allegations as in the prior actions brought against
Pershing. All of the cases that have been brought in federal court against Pershing and the case brought against The Bank of New York Mellon have been consolidated in Texas federal court for discovery purposes. On Dec. 19, 2019, the Court of Appeals for the Fifth Circuit affirmed the dismissal of 6 individual federal lawsuits brought under Florida law, which will also apply to four other similarly situated cases. On March 18, 2020, the plaintiffs in those lawsuits filed a Petition for Writ of Certiorari seeking permission to appeal to the United States Supreme Court. On Oct. 5, 2020, the United States Supreme Court denied the Petition. In July 2020, after being enjoined from pursuing claims before the Financial Industry Regulatory Authority, Inc. (“FINRA”), an investment firm filed an action against Pershing in Texas federal court. FINRA arbitration proceedings also have been initiated by alleged purchasers asserting similar claims.

Brazilian Postalis Litigation
BNY Mellon Servicos Financeiros DTVM S.A. (“DTVM”), a subsidiary that provides asset services in Brazil, acts as administrator for certain investment funds in which a public pension fund for postal workers called Postalis-Instituto de Seguridade Social dos Correios e Telégrafos (“Postalis”) invested. On Aug. 22, 2014, Postalis sued DTVM in Rio de Janeiro, Brazil for losses related to a Postalis fund for which DTVM is administrator. Postalis alleges that DTVM failed to properly perform duties, including to conduct due diligence of and exert control over the manager. On March 12, 2015, Postalis filed a lawsuit in Rio de Janeiro against DTVM and BNY Mellon Administração de Ativos Ltda. (“Ativos”) alleging failure to properly perform duties relating to another fund of which DTVM is administrator and Ativos is manager. On Dec. 14, 2015, Associacão dos Profissionais dos Correios (“ADCAP”), a Brazilian postal workers association, filed a lawsuit in São Paulo against DTVM and other defendants alleging that DTVM improperly contributed to Postalis investment losses. On March 20, 2017, the lawsuit was dismissed without prejudice, and ADCAP has appealed that decision. On Dec. 17, 2015, Postalis filed 3 lawsuits in Rio de Janeiro against DTVM and Ativos alleging failure to properly perform duties with respect to investments in several other funds. On Feb. 4, 2016, Postalis filed a lawsuit in Brasilia against DTVM, Ativos and BNY Mellon Alocação de Patrimônio Ltda. (“Alocação de Patrimônio”), an investment management subsidiary, alleging failure to properly perform duties and liability for losses with

BNY Mellon 101

Notes to Consolidated Financial Statements(continued)
respect to investments in various funds of which the defendants were administrator and/or manager. On Jan. 16, 2018, the Brazilian Federal Prosecution Service (“MPF”) filed a civil lawsuit in São Paulo against DTVM alleging liability for Postalis losses based on alleged failures to properly perform certain duties as administrator to certain funds in which Postalis invested or as controller of Postalis’s own investment portfolio. On April 18, 2018, the court dismissed the lawsuit without prejudice, and the MPF has appealed that decision. In addition, the Tribunal de Contas da Uniao (“TCU”), an administrative tribunal, has initiated two proceedings with the purpose of determining liability for losses to two investment funds administered by DTVM in which Postalis was the exclusive investor. On Sept. 9, 2020, TCU rendered a decision in one of the proceedings, finding DTVM and two former Postalis directors jointly and severally liable for approximately $41.7 million. TCU also imposed on DTVM a fine of approximately $1.8 million. DTVM has filed an administrative appeal of the decision. On Oct. 4, 2019, Postalis and another pension fund filed a request for arbitration in São Paulo against DTVM and Ativos alleging liability for losses to an investment fund for which DTVM was administrator and Ativos was manager. On Oct. 25, 2019, Postalis filed a lawsuit in Rio de Janeiro against DTVM and


BNY Mellon 95

Notes to Consolidated Financial Statements(continued)

Ativos, Alocação de Patrimônio, alleging liability for losses in another fund for which DTVM was administrator and Alocação de Patrimônio and Ativos were managers. On June 19, 2020, a lawsuit was manager.filed in federal court in Rio de Janeiro against DTVM, Postalis, and various other defendants alleging liability against DTVM for certain Postalis losses in an investment fund of which DTVM was administrator.

Brazilian Silverado Litigation
DTVM acts as administrator for the Fundo de Investimento em Direitos Creditórios Multisetorial Silverado Maximum (“Silverado Maximum Fund”), which invests in commercial credit receivables. On June 2, 2016, the Silverado Maximum Fund sued DTVM in its capacity as administrator, along with Deutsche Bank S.A. - Banco Alemão in its capacity as custodian and Silverado Gestão e Investimentos Ltda. in its capacity as investment manager. The Fund alleges that each of the defendants failed to fulfill its respective duty, and caused losses to the Fund for which the defendants are jointly and severally liable.

German Tax Matters
German authorities are investigating past “cum/ex” trading, which involved the purchase of equity securities on or shortly before the dividend date, but settled after that date, potentially resulting in an unwarranted refund of withholding tax. German authorities have taken the view that past cum/ex trading may have resulted in tax avoidance or evasion. European subsidiaries of BNY Mellon have been informed by German authorities about investigations into potential cum/ex trading by certain third-party investment funds, where one of the subsidiaries had acquired entities that served as depositary and/or fund manager for those third-party investment funds. We have received information requests from the authorities relating to pre-acquisition activity and are cooperating fully with those requests. We have not received any tax demand concerning cum/ex trading. In August 2019, the District Court of Bonn ordered that one of these subsidiaries be joined as a secondary party in connection with the prosecution of unrelated individual defendants. Trial commenced in September 2019. In March 2020, the court stated that it would refrain from taking action against the subsidiary in order to expedite the conclusion of the trial. The court convicted the unrelated individual defendants, and determined that the cum/ex trading activities of the relevant third-party investment funds were unlawful. In connection with the acquisition of the subject entities, we obtained an indemnity for liabilities from the sellers that we intend to pursue as necessary.

Note 19–Lines of business

We have an internal information system that produces performance data along product and service lines for our 2 principal businesses and the Other segment. The primary products and services and types of revenue for our principal businesses and a description of the Other segment are presented in Note 24 of the Notes to Consolidated Financial Statements in our 2019 Annual Report.

Business accounting principles

Our business data has been determined on an internal management basis of accounting, rather than the generally accepted accounting principles used for consolidated financial reporting. These measurement principles are designed so that reported results of the businesses will track their economic performance.

102 BNY Mellon

Notes to Consolidated Financial Statements(continued)
Business results are subject to reclassification when organizational changes are made.made, or for refinements in revenue and expense allocation methodologies. Refinements are typically reflected on a prospective basis. There were no significant organizational changes in the second or third quarters of 2020. In the first quarter of 2020, we reclassified the results of certain services provided between the segments from noninterest expense to fee and other revenue. ThisThe intersegment activity is offseteliminated in the Other segment and relates to services that are also provided to third parties and provides consistency with the reporting of the revenues. This adjustment had no impact on income before taxes of the businesses. Also in the first quarter of 2020, we reclassified the results related to certain lending activities from the Wealth Management business to the Pershing business. These loans were originated by the Wealth Management business as a service to Pershing clients. This resulted in an increase in total revenue, noninterest expense and income before taxes in the Pershing business and corresponding decrease in the Wealth Management business. Prior periods have beenwere restated in the first quarter of 2020 for both reclassifications. The results are also subject to refinements in revenue and expense allocation methodologies, which are typically reflected on a prospective basis.

The accounting policies of the businesses are the same as those described in Note 1 of the Notes to Consolidated Financial Statements in our 2019 Annual Report.

The results of our businesses are presented and analyzed on an internal management reporting basis.

Revenue amounts reflect fee and other revenue generated by each business and includesinclude revenue


96 BNY Mellon

Notes to Consolidated Financial Statements(continued)

for services provided between the segments that are also provided to third parties. Fee and other revenue transferred between businesses under revenue transfer agreements is included within other revenue in each business.
Revenues and expenses associated with specific client bases are included in those businesses. For example, foreign exchange activity associated with clients using custody products is included in Investment Services.
Net interest revenue is allocated to businesses based on the yields on the assets and liabilities generated by each business. We employ a funds transfer pricing system that matches funds with the specific assets and liabilities of each business based on their interest sensitivity and maturity characteristics.
The provision for credit losses associated with the respective credit portfolios is reflected in each business segment.
Incentives expense related to restricted stock is allocated to the businesses.
Support and other indirect expenses, including services provided between segments that are not provided to third parties or not subject to a revenue transfer agreement, are allocated to businesses based on internally developed
methodologies and reflected in noninterest expense.
Recurring FDIC expense is allocated to the businesses based on average deposits generated within each business.
Litigation expense is generally recorded in the business in which the charge occurs.
Management of the securities portfolio is a shared service contained in the Other segment. As a result, gains and losses associated with the valuation of the securities portfolio are generally included in the Other segment.
Client deposits serve as the primary funding source for our securities portfolio. We typically allocate all interest revenue to the businesses generating the deposits. Accordingly, accretion related to the portion of the securities portfolio restructured in 2009 has been included in the results of the businesses.
Balance sheet assets and liabilities and their related income or expense are specifically assigned to each business. Businesses with a net liability position have been allocated assets.
Goodwill and intangible assets are reflected within individual businesses.

BNY Mellon 103

Notes to Consolidated Financial Statements(continued)
The following consolidating schedules present the contribution of our businesses to our overall profitability.

For the quarter ended Sept. 30, 2020Investment
Services
Investment and Wealth
Management
OtherConsolidated
(dollars in millions)
Total fee and other revenue$2,246 $871 (a)$20 $3,137 (a)
Net interest revenue (expense)681 47 (25)703 
Total revenue (loss)2,927 918 (a)(5)3,840 (a)
Provision for credit losses(10)12 7 9 
Noninterest expense2,020 661 0 2,681 
Income (loss) before income taxes$917 $245 (a)$(12)$1,150 (a)
Pre-tax operating margin (b)
31 %27 %N/M30 %
Average assets$329,324 $30,160 $55,381 $414,865 
For the quarter ended March 31, 2020Investment
Services

 Investment
Management

 Other
 Consolidated
 
(dollars in millions)
Total fee and other revenue$2,436
 $846
(a)$30
 $3,312
(a)
Net interest revenue (expense)806
 52
 (44) 814
 
Total revenue (loss)3,242
 898
(a)(14) 4,126
(a) 
Provision for credit losses149
 9
 11
 169
 
Noninterest expense1,987
 695
 30
 2,712
 
Income (loss) before income taxes$1,106
 $194
(a)$(55) $1,245
(a)
Pre-tax operating margin (b)
34% 22% N/M
 30% 
Average assets$304,089
 $30,543
 $50,646
 $385,278
 
(a)Total fee and other revenue includes net income from consolidated investment management funds of $20 million, representing $27 million of income and noncontrolling interests of $7 million. Total revenue and income before income taxes are net of noncontrolling interests of $7 million.
(a)Total fee and other revenue includes net loss from consolidated investment management funds of $20 million, representing $38 million of losses and a loss attributable to noncontrolling interests of $18 million. Total revenue and income before income taxes are net of a loss attributable to noncontrolling interests of $18 million.
(b)Income before income taxes divided by total revenue.
(b)    Income before income taxes divided by total revenue.
N/M - Not meaningful.


For the quarter ended June 30, 2020Investment
Services
Investment and Wealth
Management
OtherConsolidated
(dollars in millions)
Total fee and other revenue$2,339 $838 (a)$38 $3,215 (a)
Net interest revenue (expense)768 48 (36)780 
Total revenue3,107 886 (a)3,995 (a)
Provision for credit losses145 (9)143 
Noninterest expense1,989 658 39 2,686 
Income (loss) before income taxes$973 $221 (a)$(28)$1,166 (a)
Pre-tax operating margin (b)
31 %25 %N/M29 %
Average assets$335,288 $30,327 $49,744 $415,359 
(a)Total fee and other revenue includes net income from consolidated investment management funds of $39 million, representing $54 million of income and noncontrolling interests of $15 million. Total revenue and income before income taxes are net of noncontrolling interests of $15 million.
(b)Income before income taxes divided by total revenue.
N/M - Not meaningful.


For the quarter ended Sept. 30, 2019Investment
Services
Investment and Wealth
Management
OtherConsolidated
(dollars in millions)
Total fee and other revenue (loss)$2,296 $838 (a)$(6)$3,128 (a)
Net interest revenue (expense)761 49 (80)730 
Total revenue (loss)3,057 887 (a)(86)3,858 (a)
Provision for credit losses(15)(1)(16)
Noninterest expense1,973 592 25 2,590 
Income (loss) before income taxes$1,099 $295 (a)$(110)$1,284 (a)
Pre-tax operating margin (b)
36 %33 %N/M33 %
Average assets$269,926 $27,840 $52,913 $350,679 
(a)Total fee and other revenue includes net income from consolidated investment management funds of $— million, representing $3 million of income and noncontrolling interests of $3 million. Total revenue and income before income taxes are net of noncontrolling interests of $3 million.
(b)Income before income taxes divided by total revenue.
N/M - Not meaningful.



104 BNY Mellon 97

Notes to Consolidated Financial Statements (continued)

For the nine months ended Sept. 30, 2020Investment
Services
Investment and Wealth
Management
OtherConsolidated
(dollars in millions)
Total fee and other revenue$7,021 $2,555 (a)$88 $9,664 (a)
Net interest revenue (expense)2,255 147 (105)2,297 
Total revenue (loss)9,276 2,702 (a)(17)11,961 (a)
Provision for credit losses284 28 9 321 
Noninterest expense5,996 2,014 69 8,079 
Income (loss) before income taxes$2,996 $660 (a)$(95)$3,561 (a)
Pre-tax operating margin (b)
32 %24 %N/M30 %
Average assets$322,924 $30,343 $51,936 $405,203 
(a)Total fee and other revenue includes net income from consolidated investment management funds of $39 million, representing $43 million of income and noncontrolling interests of $4 million. Total revenue and income before income taxes are net of noncontrolling interests of $4 million.
For the quarter ended Dec. 31, 2019Investment
Services

(a)Investment
Management

(a)Other
(a)Consolidated
 
(dollars in millions)
Total fee and other revenue$2,236
 $924
(b)$794
 $3,954
(b)
Net interest revenue (expense)778
 47
 (10) 815
 
Total revenue3,014
 971
(b)784
 4,769
(b)
Provision for credit losses(5) 
 (3) (8) 
Noninterest expense2,179
 731
 54
 2,964
 
Income (loss) before income taxes$840
 $240
(b)$733
 $1,813
(b)
Pre-tax operating margin (c)
28% 25% N/M
 38% 
Average assets$278,098
 $28,481
 $47,762
 $354,341
 
(b)    Income before income taxes divided by total revenue.
(a)Prior periods have been restated to reflect the reclassifications.
(b)Total fee and other revenue includes net income from consolidated investment management funds of $8 million, representing $17 million of income and noncontrolling interests of $9 million. Total revenue and income before income taxes are net of noncontrolling interests of $9 million.
(c)Income before income taxes divided by total revenue.
N/M - Not meaningful.


For the nine months ended Sept. 30, 2019Investment
Services
Investment and Wealth
Management
OtherConsolidated
(dollars in millions)
Total fee and other revenue$6,690 $2,561 (a)$43 $9,294 (a)
Net interest revenue (expense)2,348 175 (150)2,373 
Total revenue (loss)9,038 2,736 (a)(107)11,667 (a)
Provision for credit losses(11)(1)(5)(17)
Noninterest expense5,917 1,916 103 7,936 
Income (loss) before income taxes$3,132 $821 (a)$(205)$3,748 (a)
Pre-tax operating margin (b)
35 %30 %N/M32 %
Average assets$263,631 $29,815 $49,683 $343,129 
For the quarter ended March 31, 2019Investment
Services

(a)Investment
Management

(a)Other
(a)Consolidated
 
(dollars in millions)
Total fee and other revenue$2,161
 $869
(b)$18
 $3,048
(b)
Net interest revenue (expense)804
 67
 (30) 841
 
Total revenue (loss)2,965
 936
(b)(12) 3,889
(b)
Provision for credit losses8
 1
 (2) 7
 
Noninterest expense1,981
 669
 49
 2,699
 
Income (loss) before income taxes$976
 $266
(b)$(59) $1,183
(b)
Pre-tax operating margin (c)
33% 28% N/M
 31% 
Average assets$256,034
 $31,857
 $48,274
 $336,165
 
(a)Total fee and other revenue includes net income from consolidated investment management funds of $22 million, representing $39 million of income and noncontrolling interests of $17 million. Total revenue and income before income taxes are net of noncontrolling interests of $17 million.
(a)Prior periods have been restated to reflect the reclassifications.
(b)Total fee and other revenue includes net income from consolidated investment management funds of $16 million, representing $26 million of income and noncontrolling interests of $10 million. Total revenue and income before income taxes are net of noncontrolling interests of $10 million.
(c)Income before income taxes divided by total revenue.
(b)    Income before income taxes divided by total revenue.
N/M - Not meaningful.


Note 20–Supplemental information to the Consolidated Statement of Cash Flows

Non-cash investing and financing transactions that, appropriately, are not reflected in the consolidated statement of cash flows are listed below.

Non-cash investing and financing transactionsNine months ended Sept. 30,
(in millions)20202019
Transfers from loans to other assets for other real estate owned$1 $
Change in assets of consolidated investment management funds343 120 
Change in liabilities of consolidated investment management funds3 13 
Change in nonredeemable noncontrolling interests of consolidated investment management funds149 102 
Securities purchased not settled846 804 
Premises and equipment/capitalized software funded by finance lease obligations0 14 
Premises and equipment/operating lease obligations126 1,440 (a)
(a)    Includes $1,244 million related to the adoption of ASU 2016-02, Leases, and $196 million related to new or modified leases.

Non-cash investing and financing transactionsThree months ended March 31,
(in millions)2020
 2019
 
Change in assets of consolidated investment management funds$16
 $11
 
Change in liabilities of consolidated investment management funds
 1
 
Change in nonredeemable noncontrolling interests of consolidated investment management funds8
 21
 
Securities purchased not settled1,667
 1,407
 
Securities matured not settled9
 680
 
Premises and equipment/capitalized software funded by finance lease obligations
 13
 
Premises and equipment/operating lease obligations15
 1,281
(a)
Investment redemptions not settled37
 
 

BNY Mellon 105

(a)Includes $1,244 million related to the adoption of ASU 2016-02, Leases, and $37 million related to new or modified leases.



98 BNY Mellon

Item 4. Controls and Procedures

Disclosure controls and procedures

Our management, including the Chief Executive Officer and Chief Financial Officer, with participation by the members of the Disclosure Committee, has responsibility for ensuring that there is an adequate and effective process for establishing, maintaining, and evaluating disclosure controls and procedures that are designed to ensure that information required to be disclosed by us in our SEC reports is timely recorded, processed, summarized and reported and that information required to be disclosed by BNY Mellon is accumulated and communicated to BNY Mellon’s management to allow timely decisions regarding the required disclosure. In addition, our ethics hotline can also be used by employees and others for the anonymous communication of concerns about financial controls or reporting matters. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.

As of the end of the period covered by this report, 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) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective.

Changes in internal control over financial reporting

In the ordinary course of business, we may routinely modify, upgrade or enhance our internal controls and procedures for financial reporting. 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 firstthird quarter of 2020 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.



106 BNY Mellon 99

Forward-looking Statements


Some statements in this Quarterly Report are forward-looking. These include all statements about the usefulness of Non-GAAP measures, the future results of BNY Mellon, our businesses, financial, liquidity and capital condition, results of operations, liquidity, risk and capital management and processes, goals, strategies, outlook, objectives, expectations (including those regarding our performance results, expenses, nonperforming assets, products, impacts of currency fluctuations, impacts of money market fee waivers, impacts of trends on our businesses, regulatory, technology, market, economic or accounting developments and the impacts of such developments on our businesses, legal proceedings and other contingencies), effective tax rate, net interest revenue, estimates (including those regarding expenses, 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), targets, opportunities, potential actions, growth and initiatives, including the potential effects of the coronavirus pandemic on any of the foregoing.

In this report, any other report, any press release or any written or oral statement that BNY Mellon or its executives may make, words, such as “estimate,” “forecast,” “project,” “anticipate,” “likely,” “target,” “expect,” “intend,” “continue,” “seek,” “believe,” “plan,” “goal,” “could,” “should,” “would,” “may,” “might,” “will,” “strategy,” “synergies,” “opportunities,” “trends,” “future”“future,” “potentially,” “outlook” and words of similar meaning, may signify forward-looking statements.

Actual results may differ materially from those expressed or implied as a result of a number of factors, including those discussed in “Risk Factors” in this Quarterly Report and our 2019 Annual Report, such as:

a communications or technology disruption or failure within our infrastructure or the infrastructure of third parties that results in a loss of information, delays our ability to access information or impacts our ability to provide services to our clients may materially adversely affect our business, financial condition and results of operations;
a cybersecurity incident, or a failure to protect our computer systems, networks and information and our clients’ information against cybersecurity threats, could result in the theft, loss, unauthorized access to, disclosure, use or
alteration of information, system or network
failures, or loss of access to information; any such incident or failure could adversely impact our ability to conduct our businesses, damage our reputation and cause losses;
our business may be materially adversely affected by operational risk;
the coronavirus pandemic is adversely affecting us and creates significant risks and uncertainties for our business, and the ultimate impact of the pandemic on us will depend on future developments, which are highly uncertain and cannot be predicted;
our risk management framework may not be effective in mitigating risk and reducing the potential for losses;
we are subject to extensive government rulemaking, policies, regulation and supervision; these rules and regulations have, and in the future may, compel us to change how we manage our businesses, which could have a material adverse effect on our business, financial condition and results of operations;
regulatory or enforcement actions or litigation could materially adversely affect our results of operations or harm our businesses or reputation;
our businesses may be negatively affected by adverse events, publicity, government scrutiny or other reputational harm;
failure to satisfy regulatory standards, including “well capitalized” and “well managed” status or capital adequacy and liquidity rules more generally, could result in limitations on our activities and adversely affect our business and financial condition;
a failure or circumvention of our controls and procedures could have a material adverse effect on our business, reputation, results of operations and financial condition;
the application of our Title I preferred resolution strategy or resolution under the Title II orderly liquidation authority could adversely affect the Parent’s liquidity and financial condition and the Parent’s security holders;
impacts from climate change, natural disasters, acts of terrorism, pandemics, global conflicts and other geopolitical events may have a negative impact on our business and operations;
we are dependent on fee-based business for a substantial majority of our revenue and our fee-based revenues could be adversely affected by

BNY Mellon 107

Forward-looking Statements (continued)
slowing in market activity, weak financial markets, underperformance and/or negative trends in savings rates or in investment preferences;


��100 BNY Mellon

Forward-looking Statements (continued)

weakness and volatility in financial markets and the economy generally may materially adversely affect our business, results of operations and financial condition;
changes in interest rates and yield curves could have a material adverse effect on our profitability;
transitions away from and the anticipated replacement of LIBOR and other IBORs could adversely impact our business and results of operations;
the UK’s withdrawal from the EU may have negative effects on global economic conditions, global financial markets, and our business and results of operations;
we may experience losses on securities related to volatile and illiquid market conditions, reducing our earnings and impacting our financial condition;
the failure or perceived weakness of any of our significant clients or counterparties, many of whom are major financial institutions and sovereign entities, and our assumption of credit and counterparty risk, could expose us to loss and adversely affect our business;
our business, financial condition and results of operations could be adversely affected if we do not effectively manage our liquidity;
we could incur losses if our allowance for credit losses, including loan and lending-related commitments reserves, is inadequate;
any material reduction in our credit ratings or the credit ratings of our principal bank subsidiaries, The Bank of New York Mellon or BNY Mellon, N.A., could increase the cost of funding and borrowing to us and our rated subsidiaries and have a material adverse effect on our results of operations and financial condition and on the value of the securities we issue;
new lines of business, new products and services or transformational or strategic project initiatives may subject us to additional risks, and the failure to implement these initiatives could affect our results of operations;

we are subject to competition in all aspects of our business, which could negatively affect our ability to maintain or increase our profitability;

our business may be adversely affected if we are unable to attract and retain employees;
our strategic transactions present risks and uncertainties and could have an adverse effect on our business, results of operations and financial condition;
tax law changes or challenges to our tax positions with respect to historical transactions may adversely affect our net income, effective tax rate and our overall results of operations and financial condition;
our ability to return capital to shareholders is subject to the discretion of our Board of Directors and may be limited by U.S. banking laws and regulations, including those governing capital and the approval of our capital plan, applicable provisions of Delaware law or our failure to pay full and timely dividends on our preferred stock;
the Parent is a non-operating holding company, and as a result, is dependent on dividends from its subsidiaries and extensions of credit from its IHC to meet its obligations, including with respect to its securities, and to provide funds for share repurchases and payment of dividends to its stockholders; and
changes in accounting standards governing the preparation of our financial statements and future events could have a material impact on our reported financial condition, results of operations, cash flows and other financial data.

Investors should consider all risk factors discussed in this Quarterly Report and our 2019 Annual Report and any subsequent reports filed with the SEC by BNY Mellon pursuant to the Exchange Act. All forward-looking statements speak only as of the date on which such statements are made, and BNY Mellon undertakes no obligation to update any statement to reflect events or circumstances after the date on which such forward-looking statement is made or to reflect the occurrence of unanticipated events. The contents of BNY Mellon’s website or any other websiteswebsite referenced herein are not part of this report.



108 BNY Mellon 101

Part II - Other Information

Item 1. Legal Proceedings.


The information required by this Item is set forth in the “Legal proceedings” section in Note 18 of the Notes to Consolidated Financial Statements, which portion is incorporated herein by reference in response to this item.

Item 1A. Risk FactorsFactors.

The following discussion supplements the discussion of risk factors that could affect our business, financial condition or results of operations set forth in Part I, Item 1A., Risk Factors, on pages 75 through 99 of our 2019 Annual Report. The discussion of Risk Factors, as so supplemented, sets forth our most significant risk factors that could affect our business, financial condition or results of operations. However, other factors, besides thatthose discussed below or in our 2019 Annual Report or other of our reports filed with or furnished to the SEC, also could adversely affect our business, financial condition or results.results of operations. We cannot assure you that the risk factors described below or elsewhere in this report and such other reports address all potential risks that we may face. These risk factors also serve to describe factors which may cause our results to differ materially from those described in forward-looking statements included herein or in other documents or statements that make reference to this Form 10-Q. See “Forward-looking Statements.”

The coronavirus pandemic is adversely affecting us and creates significant risks and uncertainties for our business, and the ultimate impact of the pandemic on us will depend on future developments, which are highly uncertain and cannot be predicted.

The coronavirus pandemic has negatively affected the global economy, lowered equity market valuations, decreased liquidity in fixed income markets, created significant volatility and disruption in financial and equity markets, increased unemployment levels and disrupted businesses in many industries. This has resulted in increased demand on our transaction processing and clearance capabilities in many of our Investment Services businesses and volatility in the levels and mix of the assets under management of our AssetInvestment and Wealth Management business. Moreover, governmental actions in response to the pandemic are meaningfully influencing the interest rate environment, which has reduced, and is expected to continue to reduce, our net interest margin. As a
result, we have granted and may continue to reduce
our net interest margin and result in our grantinggrant money market fee waivers. The effects of the pandemic have resulted, and could continue to result, in higher and more volatile provisions for credit losses for financial instruments subject to ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments, held by us. The continuing effects of the pandemic could also result in increased credit losses and charge-offs, particularly if our credit exposures continue to increase and as more clients and customers experience credit deterioration, as well as increased risk of other asset write-downs and impairments, including, but not limited to, equity investments, goodwill and intangibles. Any of these events could potentially result in a material adverse impact on our business.business and results of operations.

In addition, reliance on work-from-home capabilities by us, our clients and other industry participants, as well as the potential inability to maintain critical staff in operational facilities due to stay-at-home orders or operational precautions across jurisdictions, illness and quarantines present heightened cybersecurity, information security and operational risks. Any disruption to our ability to deliver services to our clients and customers could result in potential liability to our clients and customers, regulatory fines, penalties or other sanctions, increased operational costs or harm to our reputation.

The pandemic has resulted in an increase in our balance sheet and corresponding reductionvolatility in our capital ratios, in particular leverage ratios,risk-weighted assets, as we experience elevated deposit inflows.levels. Moreover, on March 15, 2020, we, along with the other member banks of the Financial Services Forum, announced that we would temporarily suspend share repurchases through the second quarter of 2020 to preserve capital and liquidity in order to further our objective of using our capital and liquidity to support our clients and customers. The pandemic may causeFurther, in June 2020, the Federal Reserve announced that it has required participating CCAR firms, including us, to update and resubmit their capital plans and that, as a result, unless otherwise approved by the Federal Reserve, participating firms would not be permitted, during the third quarter of 2020, to conduct open market common stock repurchases, to increase their common stock dividends or to pay common stock dividends that exceed average net income for the preceding four quarters. The Federal Reserve has extended these limitations to the fourth quarter and may further limitextend these limitations. Our ability to resume our common stock repurchase program and maintain our

BNY Mellon 109

Part II - Other Information (continued)
common stock dividend depends on factors such as prevailing market conditions, our outlook for the economic environment, the performance of our business, the additional capital distributions.analysis required by the Federal Reserve, and whether the Federal Reserve keeps the limitations for the third and fourth quarters of 2020 in place for subsequent quarters.

The extent to which the pandemic impacts our business, financial condition, liquidity and results of operations, as well as our regulatory capital, will depend on future developments, which are highly uncertain and cannot be predicted, including the
scope and duration of the pandemic, the effectiveness of our work-from-home arrangements, actions taken by governmental authorities in response to the pandemic, as well as the direct and indirect impact on us, our clients and customers, and third parties. To


102 BNY Mellon

Part II - Other Information (continued)

the extentAs the pandemic adversely affects the United States or the global economy, or our business, financial condition, liquidity or results of operations, it may also have the effect of heightening many of the other risks described in the section
entitled “Risk Factors” in our most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q.


Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

(c)The following table discloses repurchases of our common stock made in the first quarter of 2020. All of the Company’s preferred stock outstanding has preference over the Company’s common stock with respect to the payment of dividends.
(c)    The following table discloses repurchases of our common stock made in the third quarter of 2020. All of the Company’s preferred stock outstanding has preference over the Company’s common stock with respect to the payment of dividends.

Issuer purchases of equity securities

Share repurchases – third quarter of 2020Total shares
repurchased as
part of a publicly
announced plan
or program
Maximum approximate dollar value of shares that may yet be purchased under the publicly announced plans or programs at Sept. 30, 2020
(dollars in millions, except per share amounts; common shares in thousands)Total shares
repurchased
Average price
per share
July 2020$$37.41 $N/A
August 202037.96 N/A
September 202035.81 N/A
Third quarter of 2020 (a)
15 $36.65 15 N/A(b)
Share repurchases – first quarter of 2020    
Total shares
repurchased as
 part of a publicly
announced plan
or program

Maximum approximate dollar value of shares that may yet be purchased under the publicly announced plans or programs at March 31, 2020  
(dollars in millions, except per share amounts; common shares in thousands)Total shares
repurchased

 Average price
per share

  
January 202011,018
 $45.71
 11,018
 $1,415
 
February 20208,850
 46.29
 8,850
 1,005
 
March 20201,810
 39.62
 1,810
 933
 
First quarter of 2020 (a)
21,678
 $45.44
 21,678
 933
(b)
(a)Includes 1,924 thousand(a)    Reflects shares repurchased at a purchase price of $87 million from employees, primarily in connection with the employees’ payment of taxes upon the vesting of restricted stock. The average price per share of open market purchases was $45.47.
(b)Represents the maximum value of the shares authorized to be repurchased through the second quarter of 2020, including employee benefit plan repurchases.


In June 2019, in connection with the employees’ payment of taxes upon the vesting of restricted stock.
(b)    The Federal Reserve’s non-objectionReserve has announced that it will conduct additional analysis for all participating CCAR firms later this year and will not allow participating firms to our 2019 capital plan, BNY Mellon announced a share repurchase plan providing for the repurchase of up to $3.94 billion ofmake open market common stock startingrepurchases during the third or fourth quarter of 2020. We are permitted to continue to repurchase shares from employees, primarily in connection with the employees’ payment of taxes upon the vesting of restricted stock.
N/A - Not applicable.

In June 2020, the Federal Reserve announced that it has required participating Comprehensive Capital Analysis and Review (“CCAR”) firms, including us, to update and resubmit their capital plans and that, as a result, unless otherwise approved by the Federal Reserve, participating firms were not permitted to conduct open market common stock repurchase in the third quarter of 2019 and continuing2020. On Sept. 30, 2020, the Federal Reserve extended the limitation on open market common stock repurchase through the secondfourth quarter of 2020. This new share

BNY Mellon intends to resume the common stock repurchase plan replaces all previously authorized share repurchase plans. The first quarter 2020 share repurchases were completed prior toprogram as early as possible, depending on factors such as prevailing market conditions, our outlook for the announcement, issued jointly by useconomic environment and the other members ofadditional capital analysis required by the Financial Services Forum, to temporarily suspend share repurchases through the second quarter of 2020.Federal Reserve.

Share repurchases may be executed through open market repurchases, in privately negotiated
transactions or by other means, including through repurchase plans designed to comply with Rule 10b5-1 and other derivative, accelerated share
repurchase and other structured transactions. The timing and exact amount of any common stock repurchases will depend on various factors, including market conditions and the common stock trading price; the Company’s capital position, liquidity and financial performance; alternative uses of capital; and legal and regulatory considerations.

Item 6. Exhibits.

The list of exhibits required to be filed as exhibits to this report appears below.

110 BNY Mellon


BNY Mellon 103

Index to Exhibits

Index to Exhibits
Exhibit No.DescriptionMethod of Filing
3.1Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on July 2, 2007, and incorporated herein by reference.
3.2Previously filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No. 000-52710) as filed with the Commission on July 5, 2007, and incorporated herein by reference.
3.3Previously filed as Exhibit 3.2 to the Company’s Registration Statement on Form 8A12B (File No. 001-35651) as filed with the Commission on Sept. 14, 2012, and incorporated herein by reference.
3.4
Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on May 16, 2013, and incorporated herein by reference.

3.5

Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on April 28, 2015, and incorporated herein by reference.

3.6Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on Aug. 1, 2016, and incorporated herein by reference.
3.7Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on May 19, 2020, and incorporated herein by reference.
3.8Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on Nov. 3, 2020, and incorporated herein by reference.
3.9Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on April 10, 2019, and incorporated herein by reference.
3.83.10Previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 001-35651) as filed with the Commission on Feb. 13, 2018, and incorporated herein by reference.


104 BNY Mellon 111

Index to Exhibits (continued)


Exhibit No.DescriptionMethod of Filing
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 March 31, 2020.Sept. 30, 2020. The Company hereby agrees to furnish to the Commission, upon request, a copy of any such instrument.
N/A
31.110.1Filed herewith.
10.2Filed herewith.
31.1Filed herewith.
31.2Filed herewith.
32.1Furnished herewith.
32.2Furnished herewith.
101.INSInline XBRL Instance Document.The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema Document.Filed herewith.
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.Filed herewith.
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.Filed herewith.
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.Filed herewith.
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.Filed herewith.
104
The cover page of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31,Sept. 30, 2020, formatted in inline XBRL.
The cover page interactive data file is embedded within the inline XBRL document and included in Exhibit 101.





112 BNY Mellon


BNY Mellon 105









SIGNATURE








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 thereunto duly authorized.










THE BANK OF NEW YORK MELLON CORPORATION
(Registrant)

Date: November 5, 2020By:
Date: May 7, 2020By:/s/ Kurtis R. Kurimsky
Kurtis R. Kurimsky
Corporate Controller
(Duly Authorized Officer and
Principal Accounting Officer of
the Registrant)



BNY Mellon 113


106 BNY Mellon