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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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1. Title of Derivative Security | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Deferred Stock Units | (1) | 04/17/2024 | A | 3,581 | (2) | (2) | Common Stock | 3,581 | (3) | 25,700.845 | D | ||||
1-for-1. | |
The deferred stock units vest on the earlier of the date of the Corporation's 2025 Annual Meeting of Shareholders or one year from the grant date. Vested deferred stock units are payable in shares of Common Stock either in a lump sum or, if the grantee has so elected, in annual installments, in each case beginning the 30th day following grantee's termination of service as a director of the Corporation. Deferred stock units pay dividend equivalents which are reinvested in additional deferred stock units. | |
N/A. | |
| Remarks: Exhibit 24 - Power of Attorney | |
| Signatures | ||
/s/ Chase Ayers, Attorney-in-Fact | 04/19/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
Exhibit 24
POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes
and appoints J. Kevin McCarthy, Jean Weng, Zachary Levine and Chase Ayers
and each of them, the undersigned's true and lawful attorneys-in-fact for and
in the undersigned's name, place and stead to:
1. prepare, execute, and file with the Securities and Exchange
Commission ("SEC"), the New York Stock Exchange ("NYSE") and The Bank of New
York Mellon Corporation (the "Company"), for and on behalf of the undersigned,
pursuant to Section 16(a) of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"), and the rules and regulations thereunder, such statements
regarding the undersigned's beneficial ownership of securities of the Company
as required by law; and
2. prepare, execute and file with the SEC, the NYSE and the Company,
for and on behalf of the undersigned, one or more Notices of Proposed Sale of
Securities on Form 144 relating to the sale of shares of common stock of the
Company; and
3. do and perform any and all acts, for and on behalf of the
undersigned, which may be necessary or desirable for the preparation and timely
filing of any such reports or documents with the SEC, the NYSE and any other
authority; and
4. take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
Said attorneys-in-fact and each of them shall have full power and
authority to do and perform, in the name and on behalf of the undersigned,
each and every act and thing whatsoever requisite, necessary or proper to
be done in connection with any of the above as fully as the undersigned might
or could do if personally present, the undersigned hereby ratifying and
confirming all that said attorneys-in-fact and each of them may lawfully do
or cause to be done by virtue hereof of this Power of Attorney and the rights
and powers herein granted.
The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to
comply with Section 16 of the Exchange Act. The undersigned agrees that each
such attorney-in-fact herein may rely entirely on information furnished orally
or in writing by the undersigned to such attorney-in-fact.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file reports with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney
as of this 12th day of December 2023.
/s/ Alfred W. Zollar
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Alfred W. Zollar