STATEMENT OF ADDITIONAL INFORMATION

December 30, 2022, as revised or amended,
February 1, 2023, March 1, 2023, May 1, 2023 and September 29, 2023

This Statement of Additional Information (SAI), which is not a prospectus, supplements and should be read in conjunction with the current prospectus of each fund listed below, as such prospectuses may be revised from time to time. To obtain a copy of a fund's prospectus, please call your financial adviser, or write to the fund at 144 Glenn Curtiss Boulevard, Uniondale, New York 11556-0144, visit www.im.bnymellon.com or call 1-800-373-9387 (inside the U.S. only).

The most recent annual report and semi-annual report to shareholders for each fund are separate documents supplied with this SAI, and the financial statements, accompanying notes and report of the independent registered public accounting firm appearing in the annual report are incorporated by reference into this SAI and can be accessed by clicking on the applicable link in the "Fiscal Year End/Annual Report Date" column below. All classes of a fund have the same fiscal year end and prospectus date, except if otherwise indicated. Capitalized but undefined terms used in this SAI are defined in the Glossary at the end of this SAI.

         

Fund

Abbreviation

Share Class/Ticker

Fiscal Year End/Annual Report Date*

Prospectus Date

         

BNY Mellon Investment Funds I

BNYMIFI

     

BNY Mellon International Equity Fund

BNYMIEF

Class A/NIEAX

September 30th

February 1st

   

Class C/NIECX

   
   

Class I/SNIEX

   
   

Class Y/NIEYX

   

BNY Mellon Global Fixed Income Fund

BNYMGFIF

Class A/DHGAX

December 31st  

May 1st 

   

Class C/DHGCX

   
   

Class I/SDGIX

   
   

Class Y/DSDYX

   

BNY Mellon Small Cap Growth Fund

BNYMSCGF

Class I/SSETX

September 30th

February 1st

   

Class Y/SSYGX

   

BNY Mellon Small Cap Value Fund

BNYMSCVF

Class A/RUDAX

September 30th

February 1st

   

Class C/BOSCX

   
   

Class I/STSVX

   
   

Class Y/BOSYX

   

BNY Mellon Small/Mid Cap Growth Fund

BNYMSMCGF

Class A/DBMAX

September 30th

February 1st

   

Class C/DBMCX

   
   

Class I/SDSCX

   
   

Class Y/DBMYX

   
   

Class Z/DBMZX

   

BNY Mellon Investment Funds II, Inc.

BNYMIFII

     

BNY Mellon Global Emerging Markets Fund

BNYMGEMF

Class A/DGEAX

October 31st

March 1st

   

Class C/DGECX

   
   

Class I/DGIEX

   
   

Class Y/DGEYX

   

BNY Mellon Yield Enhancement Strategy Fund

BNYMYESF

Class A/DABMX

October 31st

March 1st

   

Class C/DABLX

   
   

Class I/DABKX

   
   

Class Y/DABJX

   

BNY Mellon Investment Funds III

BNYMIFIII

     
   


GRP5-SAI-0923

 
 

         

Fund

Abbreviation

Share Class/Ticker

Fiscal Year End/Annual Report Date*

Prospectus Date

BNY Mellon Equity Income Fund

BNYMEIF

Class A/DQIAX

May 31st 

September 29th

   

Class C/DQICX

   
   

Class I/DQIRX

   
   

Class Y/DQIYX

   

BNY Mellon Global Equity Income Fund

BNYMGEIF

Class A/DEQAX

October 31st

March 1st

   

Class C/DEQCX

   
   

Class I/DQEIX

   
   

Class Y/DEQYX

   

BNY Mellon High Yield Fund

BNYMHYF

Class A/DPLTX

December 31st  

May 1st

   

Class C/PTHIX

   
   

Class I/DLHRX

   

BNY Mellon International Bond Fund

BNYMIBF

Class A/DIBAX

October 31st

March 1st

   

Class C/DIBCX

   
   

Class I/DIBRX

   
   

Class Y/DIBYX

   

BNY Mellon Investment Funds IV, Inc.

BNYMIFIV

     

BNY Mellon Bond Market Index Fund

BNYMBMIF

Class I/DBIRX

October 31st 

March 1st

   

Investor Shares/DBMIX

   

BNY Mellon Floating Rate Income Fund

BNYMFRIF

Class A/DFLAX

August 31st

December 30th

   

Class C/DFLCX

   
   

Class I/DFLIX

   
   

Class Y/DFLYX

   

BNY Mellon Institutional S&P 500 Stock Index Fund

BNYMISPSIF

Class I/DSPIX

October 31st 

March 1st

BNY Mellon Tax Managed Growth Fund

BNYMTMGF

Class A/DTMGX

October 31st 

March 1st

   

Class C/DPTAX

   
   

Class I/DPTRX

   
         

* Certain information provided in this SAI is indicated to be as of the end of a fund's last fiscal year or during a fund's last fiscal year. The term "last fiscal year" means the most recently completed fiscal year, except that, for funds with a fiscal year ended August 31st, "last fiscal year" means the fiscal year immediately preceding the most recently completed fiscal year.

 

TABLE OF CONTENTS

PART I

   

BOARD INFORMATION

I-1

Information About Each Board Member's Experience, Qualifications, Attributes or Skills

I-1

Committee Meetings

I-4

Board Members' Fund Share Ownership

I-5

Board Members' Compensation

I-5

OFFICERS

I-8

CERTAIN PORTFOLIO MANAGER INFORMATION

I-11

ADVISERS' COMPENSATION; COMPLIANCE SERVICES

I-14

Advisers' Compensation

I-14

Compliance Services

I-16

ADMINISTRATION COMPENSATION

I-17

SECURITIES LENDING ACTIVITIES

I-17

SALES LOADS, CDSCS AND DISTRIBUTOR'S COMPENSATION

I-19

OFFERING PRICE

I-22

SECURITIES OF REGULAR BROKERS OR DEALERS

I-24

COMMISSIONS

I-25

PORTFOLIO TURNOVER VARIATION

I-27

SHARE OWNERSHIP

I-28

PART II

   

HOW TO BUY SHARES

II-1

Investment Minimums

II-1

Reopening an Account

II-1

Information Pertaining to Purchase Orders

II-1

Information Regarding the Offering of Share Classes

II-1

Class A

II-2

HOW TO REDEEM SHARES

II-3

Information Pertaining to Redemptions

II-3

SHAREHOLDER SERVICES

II-4

RULE 12b-1 PLANS AND NON-RULE 12b-1 SERVICES PLANS

II-5

INVESTMENTS, INVESTMENT TECHNIQUES AND RISKS

II-7

INVESTMENT RESTRICTIONS

II-21

Fundamental Policies

II-21

Nonfundamental Policies

II-26

Fundamental and Nonfundamental Policies Related
to Fund Investment Objectives, Diversification and Names

II-29

INFORMATION ABOUT THE FUNDS' ORGANIZATION AND STRUCTURE

II-31

CERTAIN EXPENSE ARRANGEMENTS AND OTHER DISCLOSURES

II-32

 

   

ADMINISTRATION ARRANGEMENTS

II-32

Index Licensing Disclosures—S&P

II-33

Index Licensing Disclosures— Bloomberg

II-34

COUNSEL AND INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

II-34

PART III

   

ADDITIONAL INFORMATION ABOUT HOW TO BUY SHARES

III-1

Investment Minimums

III-1

Small Account Policies

III-2

In-Kind Purchases

III-2

Information Pertaining to Purchase Orders

III-2

TeleTransfer Privilege

III-2

Reopening an Account

III-3

Multi-Class Funds

III-3

All Other Funds and Share Classes

III-5

Information Relating to Purchase Orders (money market funds only)

III-5

Converting Shares

III-6

Taxpayer ID Number

III-6

Frequent Purchases and Exchanges (non-money market funds only)

III-6

ADDITIONAL INFORMATION ABOUT HOW TO REDEEM SHARES

III-7

Redemption Fee

III-8

Contingent Deferred Sales Charge—Multi-Class Funds

III-8

Class C

III-8

Waiver of CDSC

III-8

Redemption Through an Authorized Entity

III-9

Checkwriting Privilege

III-9

Wire Redemption Privilege

III-10

Redemption through Compatible Computer Facilities

III-10

TeleTransfer Privilege

III-10

Reinvestment Privilege

III-10

Share Certificates; Medallion Signature Guarantees

III-11

Share Certificates

III-11

Medallion Signature Guarantees

III-11

Redemption Commitment

III-11

Suspension of Redemptions

III-11

Fund Liquidation (money market funds only)

III-11

Liquidity Fees and Redemption Gates (Institutional and Retail MMFs only)

III-12

ADDITIONAL INFORMATION ABOUT SHAREHOLDER SERVICES

III-12

Fund Exchanges

III-12

Class A or Class C shares of a Multi-Class Fund

III-14

Shares Received by Exchange From Class B Shares

III-14

Class J Shares of BNY Mellon Balanced Opportunity Fund

III-14

Class Y Shares

III-14

Exchanges of Class I or Class Y Shares Held by a Retirement Plan

III-14

Auto-Exchange Privilege

III-14

Automatic Asset Builder®

III-14

Government Direct Deposit Privilege

III-15

Payroll Savings Plan

III-15

Dividend Options

III-15

Dividend Sweep

III-15

Dividend ACH

III-15

Automatic Withdrawal Plan

III-15

Letter of IntentClass A Shares

III-16

 

   

Retirement Plans and IRAs

III-17

ADDITIONAL INFORMATION ABOUT RULE 12b-1 PLANS AND NON-RULE 12b-1 SERVICES PLANS

III-17

ADDITIONAL INFORMATION ABOUT INVESTMENTS,
INVESTMENT TECHNIQUES AND RISKS

III-17

All Funds

III-18

Market Risk; Market Developments

III-18

Cybersecurity Risk

III-19

All Funds other than Money Market Funds

III-19

Equity Securities

III-19

Common Stock

III-20

Preferred Stock

III-20

Convertible Securities

III-20

Warrants and Stock Purchase Rights

III-21

IPOs

III-21

Private Placements and Pre-IPO Investments

III-22

Fixed-Income Securities

III-22

U.S. Government Securities

III-23

Corporate Debt Securities

III-24

Ratings of Securities; Unrated Securities

III-24

High Yield and Lower-Rated Securities

III-25

Zero Coupon, Pay-In-Kind and Step-Up Securities

III-26

Inflation-Indexed Securities

III-27

Variable and Floating Rate Securities

III-27

Loans

III-28

Participation Interests and Assignments

III-30

Mortgage-Related Securities

III-31

Asset-Backed Securities

III-35

Collateralized Debt Obligations

III-36

LIBOR Rate Risk

III-36

Municipal Securities

III-37

Taxable Investments (municipal or other tax-exempt funds only)

III-43

Funding Agreements

III-43

Real Estate Investment Trusts (REITs)

III-43

Money Market Instruments

III-43

Bank Obligations

III-44

Repurchase Agreements

III-44

Commercial Paper

III-44

Foreign Securities

III-44

Investing in Europe

III-45

Emerging Markets

III-46

Certain Asian Emerging Market Countries

III-47

Investing in Russia and other Eastern European Countries

III-50

Depositary Receipts and New York Shares

III-51

Sovereign Debt Obligations

III-51

Eurodollar and Yankee Dollar Investments

III-53

Investment Companies, Including Exchange-Traded Funds

III-53

Exchange-Traded Funds

III-53

Private Investment Funds

III-54

Exchange-Traded Notes

III-54

Master Limited Partnerships (MLPs)

III-54

MLP Common Units

III-55

MLP Subordinated Units

III-55

MLP Convertible Subordinated Units

III-56

MLP Preferred Units

III-56

 

   

MLP General Partner Interests

III-56

MLP Debt Securities

III-56

Equity and Debt Securities Issued by Affiliates of MLPs

III-57

MLP I-Shares

III-57

PIPEs

III-57

Derivatives

III-57

Risks

III-58

CEA Regulation

III-59

Specific Types of Derivatives

III-60

Foreign Currency Transactions

III-67

Commodities and Commodity-Related Instruments, Including Commodity ETPs

III-68

Commodity ETPs

III-69

Short-Selling

III-69

Lending Portfolio Securities

III-69

Borrowing Money

III-70

Borrowing Money for Leverage

III-70

Reverse Repurchase Agreements

III-70

Forward Commitments

III-70

Forward Roll Transactions

III-71

Illiquid Investments

III-71

Illiquid Investments Generally

III-71

Section 4(2) Paper and Rule 144A Securities

III-72

Non-Diversified Status

III-72

Investments in the Technology Sector

III-72

Investments in the Real Estate Sector

III-72

Investments in the Infrastructure Sector

III-73

Investments in the Natural Resources Sector

III-73

Investments in the Financials Sector

III-74

Money Market Funds

III-74

Ratings of Securities

III-75

Treasury Securities

III-75

U.S. Government Securities

III-75

Repurchase Agreements

III-75

Bank Obligations

III-76

Bank Securities

III-77

Floating and Variable Rate Obligations

III-77

Participation Interests

III-77

Asset-Backed Securities

III-77

Commercial Paper

III-78

Investment Companies

III-78

Foreign Securities

III-78

Municipal Securities

III-78

Derivative Products

III-78

Stand-By Commitments

III-78

Taxable Investments (municipal or other tax-exempt funds only)

III-78

Illiquid Investments

III-79

Borrowing Money

III-79

Reverse Repurchase Agreements

III-79

Forward Commitments

III-79

Interfund Borrowing and Lending Program

III-79

Lending Portfolio Securities

III-79

Money Market Fund Material Events

III-79

Imposition of Liquidity Fees and Temporary Suspensions of Fund Redemptions

III-79

Financial Support Provided to Money Market Funds

III-80

RATING CATEGORIES

III-81

 

   

S&P

III-81

Issue Credit Ratings

III-81

Long-Term Issue Credit Ratings

III-81

Short-Term Issue Credit Ratings

III-82

Municipal Short-Term Note Ratings Definitions

III-83

Moody's

III-83

Long-Term Obligation Ratings and Definitions

III-83

Short-Term Ratings

III-84

U.S. Municipal Short-Term Debt and Demand Obligation Ratings

III-84

Fitch

III-85

Corporate Finance Obligations — Long-Term Rating Scales

III-85

Structured, Project & Public Finance Obligations — Long-Term Rating Scales

III-86

Short-Term Ratings Assigned to Issuers and Obligations

III-87

DBRS

III-87

Long Term Obligations

III-87

Commercial Paper and Short Term Debt

III-88

ADDITIONAL INFORMATION ABOUT THE BOARDS

III-88

Boards' Oversight Role in Management

III-88

Board Composition and Leadership Structure

III-89

Additional Information About the Boards and their Committees

III-89

MANAGEMENT ARRANGEMENTS

III-90

BNYM Investment Adviser

III-90

Sub-Advisers

III-90

Portfolio Managers and Portfolio Manager Compensation

III-91

Certain Conflicts of Interest with Other Accounts

III-97

Code of Ethics

III-98

Distributor

III-98

Transfer and Dividend Disbursing Agent and Custodian

III-99

Annual Anti-Money Laundering Program Review

III-100

Funds' Compliance Policies and Procedures

III-100

Combined Prospectuses

III-100

Escheatment

III-100

DETERMINATION OF NAV

III-101

Valuation of Portfolio Securities (funds other than Retail and Government MMFs)

III-101

Valuation of Portfolio Securities (Retail and Government MMFs only)

III-102

Calculation of NAV

III-102

Expense Allocations

III-102

NYSE and Transfer Agent Closings

III-102

ADDITIONAL INFORMATION ABOUT DIVIDENDS AND DISTRIBUTIONS

III-102

Funds other than Money Market Funds

III-103

Money Market Funds

III-103

CERTAIN MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS

III-103

Taxation of the Funds

III-104

RIC Qualification Requirements

III-104

Investments in PFICs

III-108

Taxation of U.S. Shareholders

III-111

Fund Distributions

III-111

NAV Method of Accounting (money market funds only)

III-113

3.8% Surtax

III-113

Taxation of Non-U.S. Shareholders

III-114

Fund Distributions

III-114

Withholding and Information Reporting on Foreign Financial Accounts

III-115

 

   

PORTFOLIO TRANSACTIONS

III-115

Trading the Funds' Portfolio Securities

III-115

Soft Dollars

III-117

IPO Allocations

III-118

DISCLOSURE OF PORTFOLIO HOLDINGS

III-119

Policy

III-119

Procedures for Disclosing Fund Portfolio Holdings

III-120

Disclosure of Portfolio Holdings

III-120

Ongoing Arrangements

III-120

Press Interviews, Broker Discussions, etc.

III-121

Confidential Dissemination of Portfolio Holding

III-121

Disclosure of Portfolio Holdings to Employees

III-121

Procedures for Disclosing Fund Portfolio Characteristics

III-122

Public Disclosure of the Portfolio Characteristics of a Fund

III-122

Information Deemed Not to be Portfolio Holdings Information

III-122

Trading Desk and Research Reports

III-122

Confidentiality Agreements

III-122

Additional Restrictions

III-123

Waivers of Restrictions

III-123

Disclosures Required by Law

III-123

Reporting of Violations

III-123

SUMMARY OF THE PROXY VOTING POLICY AND PROCEDURES OF THE BNY MELLON FAMILY OF FUNDS

III-123

ADDITIONAL INFORMATION ABOUT THE FUNDS' STRUCTURE; FUND SHARES
AND VOTING RIGHTS

III-125

Massachusetts Business Trusts

III-125

Fund Shares and Voting Rights

III-125

GLOSSARY

III-125

APPENDIX A: PROXY VOTING POLICIES AND PROCEDURES OF FIRMS DELEGATED FUND PROXY VOTING AUTHORITY

 A-1

 

PART I

BOARD INFORMATION

Information About Each Board Member's Experience, Qualifications, Attributes or Skills

Board members for the funds, together with information as to their positions with the funds, principal occupations and other board memberships during the past five years, are shown below. The address of each board member is 240 Greenwich Street, New York, New York 10286.

All of the board members are Independent Board Members.

     

Name
Year of Birth
Position1

Principal Occupation During Past 5 Years

Other Public Company Board Memberships During Past 5 Years

     

Joseph S. DiMartino
1943
Chairman of the Board

Director or Trustee of funds in the BNY Mellon Family of Funds and certain other entities (as listed herein)

CBIZ, Inc., a public company providing professional business services, products and solutions, Director (1997 – May 2023)

Francine J. Bovich
1951
Board Member

The Bradley Trusts, private trust funds, Trustee
(2011 – Present)

Annaly Capital Management, Inc., a real estate investment trust, Director (2014 – Present)

Andrew J. Donohue
1950
Board Member

Attorney, Solo Law Practice (2019 – Present)

Shearman & Sterling LLP, a law firm, Of Counsel
(2017 –2019)

Chief of Staff to the Chair of the SEC (2015 – 2017)

OppenheimerFunds (58 funds), Director (2017 – 2019)

Kenneth A. Himmel
1946
Board Member

Related Urban Development, a real estate development company, President and Chief Executive Officer,
(1996 – Present)

American Food Management, a restaurant company, Chief Executive Officer
(1983 – Present)

Himmel & Company, a real estate development company, President and Chief Executive Officer (1980 – Present)

Gulf Related, an international real estate development company, Managing Partner (2010 – December 2020)

N/A

I-1

 

     

Name
Year of Birth
Position1

Principal Occupation During Past 5 Years

Other Public Company Board Memberships During Past 5 Years

Bradley J. Skapyak
1958
Board Member

Chief Operating Officer and Director of Dreyfus Corp.
(2009 – 2019)

Chief Executive Officer and Director of the Distributor
(2016 – 2019)

Chairman and Director of the Transfer Agent (2011 – 2019)

Senior Vice President of the Custodian (2007 – 2019)

N/A

Roslyn M. Watson
1949
Board Member

Watson Ventures, Inc., a real estate investment company, Principal (1993 – Present)

American Express Bank, FSB, Director (1993 – 2018)

Benaree Pratt Wiley
1946
Board Member

The Wiley Group, a firm specializing in strategy and business development, Principal (2005 – Present)

CBIZ, Inc., a public company providing professional business services products and solutions, Director (2008 – Present)

Blue Cross-Blue Shield of Massachusetts, Director (2004 – 2020)

1 Each board member serves on the boards' Audit, Compensation, Nominating and Litigation Committees, except that Mr. DiMartino does not serve on the Compensation Committees.

The following table shows the year each board member joined each fund's board.

               
 

Independent Board Members

Fund

Joseph S. DiMartino

Francine J. Bovich

Andrew J. Donohue

Kenneth A. Himmel

Bradley J. Skapyak

Roslyn M. Watson

Benaree Pratt Wiley

BNYMIFI

2008

2011

2019

2008

2021

2008

2008

BNYMIFII

2013

2013

2019

2013

2021

2013

2013

BNYMIFIII

1999

2012

2019

1988

2021

1992

1998

BNYMIFIV

1999

2012

2019

1993

2021

1993

1998

Each board member, except Ms. Bovich, Mr. Donohue and Mr. Skapyak, has been a BNY Mellon Family of Funds board member for over fifteen years. Ms. Bovich has been in the asset management business for 40 years, Mr. Donohue has over 40 years of experience in the investment funds industry and Mr. Skapyak has over 30 years of experience in the investment funds industry. Additional information about each board member follows (supplementing the information provided in the table above) that describes some of the specific experiences, qualifications, attributes or skills that each board member possesses which the boards believe has prepared them to be effective board members. The boards believe that the significance of each board member's experience, qualifications, attributes or skills is an individual matter (meaning that experience that is important for one board member may not have the same value for another) and that these factors are best evaluated at the board level, with no single board member, or particular factor, being indicative of board effectiveness. However, the boards believe that board members need to have the ability to critically review, evaluate, question and discuss information provided to them, and to interact effectively with fund management, service providers and counsel, in order to exercise effective business judgment in the performance of their duties; each board believes that its members satisfy this standard. Experience relevant to having this ability may be achieved through a board member's educational background; business, professional training or practice (e.g., medicine, accounting or law), public service or academic positions; experience from service as a board member (including the boards for the funds) or as an executive of investment funds, public companies or significant private or not-for-profit entities or other organizations; and/or other life experiences. The charter for the boards' nominating committees contains certain

I-2

 

other factors considered by the committees in identifying and evaluating potential board member nominees. To assist them in evaluating matters under federal and state law, the board members are counseled by their independent legal counsel, who participates in board meetings and interacts with BNYM Investment Adviser, and also may benefit from information provided by BNYM Investment Adviser's counsel; counsel to the funds and to the boards have significant experience advising funds and fund board members. The boards and their committees have the ability to engage other experts as appropriate. The boards evaluate their performance on an annual basis.

· Joseph S. DiMartino – Mr. DiMartino has been the Chairman of the Board of the funds in the BNY Mellon Family of Funds for over 25 years. From 1971 through 1994, Mr. DiMartino served in various roles as an employee of Dreyfus Corp. (prior to its acquisition by a predecessor of BNY Mellon in August 1994 and related management changes), including portfolio manager, President, Chief Operating Officer and a director. He ceased being an employee or director of Dreyfus Corp. by the end of 1994. From July 1995 to November 1997, Mr. DiMartino served as Chairman of the Board of The Noel Group, a public buyout firm; in that capacity, he helped manage, acquire, take public and liquidate a number of operating companies. From 1986 to 2010, Mr. DiMartino served as a Director of the Muscular Dystrophy Association.

· Francine J. Bovich – Ms. Bovich currently also serves as a Trustee for The Bradley Trusts, private trust funds, and as a Director of Annaly Capital Management, Inc. She is an Emeritus Trustee of Connecticut College, and served as a Trustee from 1986 to 1997. She currently serves as a member of the Investment Committee (formerly, the Investment Sub Committee) for Connecticut College's endowment fund and served as Chair of the Investment Sub Committee until June 2020. From April 1993 until September 2010, Ms. Bovich was a Managing Director at Morgan Stanley Investment Management, holding various positions including Co-Head of Global Tactical Asset Allocation Group, Operations Officer, and Head of the U.S. Institutional Equity Group. Prior to joining Morgan Stanley Investment Management, Ms. Bovich was Principal, Executive Vice President and Senior Portfolio Manager at Westwood Management Corporation, where she worked from 1986 until 1993. From 1980 to 1986, she worked at CitiCorp Investment Management, Inc. as Managing Director and Senior Portfolio Manager. From 1973 to 1980, Ms. Bovich was an Assistant Vice President and Equity Portfolio Manager at Bankers Trust Company. From 1991 to 2005, she served as U.S. Representative to the United Nations Investments Committee, advising a global portfolio of approximately $30 billion.

· Andrew J. (Buddy) Donohue – Mr. Donohue, who has worked as a solo law practitioner since 2019, has over 40 years of experience in the investment funds industry, in both senior government and private sector roles. Mr. Donohue served as Chief of Staff to the Chair of the SEC, from 2015 to 2017, and previously served as the Director of the SEC's Division of Investment Management, from 2006 to 2010, where he was effectively the most senior regulator for the U.S. investment funds industry. Mr. Donohue was Global General Counsel of Merrill Lynch Investment Managers, from 2003 to 2006, Executive Vice President and General Counsel of OppenheimerFunds, Inc., from 1991 to 2001, and Investment Company General Counsel of Goldman Sachs from 2012 to 2015. Most recently, Mr. Donohue was an independent Director of the OppenheimerFunds, from 2017 to 2019, and Of Counsel at the law firm of Shearman & Sterling LLP, from September 2017 to July 2019. Mr. Donohue has been an officer, director and counsel for numerous investment advisers, broker-dealers, commodity trading advisers, transfer agents and insurance companies, and has served on the boards of business development companies, registered open-end funds, closed-end funds, exchange-traded funds and off-shore investment funds. He has also served as chairman of the American Bar Association's Investment Companies and Investment Advisers Subcommittee, editor of the ABA Fund Director's Guidebook and, since 2018, director, and since January 2023, Chair of the Mutual Fund Directors Forum, a leading funds industry organization. Mr. Donohue also is an adjunct professor teaching investment management law at Brooklyn Law School.

· Kenneth A. Himmel – Mr. Himmel has over 30 years' experience as a business entrepreneur, primarily focusing on real estate development. Mr. Himmel is President and Chief Executive Officer of Related Urban Development, a leading developer of large-scale mixed-use properties and a division of Related Companies, L.P., and was a Managing Partner of Gulf Related, a real estate development joint venture between Related Companies, L.P. and Gulf Capital, from 2010 to December 2020.

· Bradley J. Skapyak – Mr. Skapyak has over 30 years of experience in the investment funds industry. From January 2010 through May 2019, Mr. Skapyak served as President of the funds in the BNY Family of Funds.

I-3

 

From June 2009 through May 2019, Mr. Skapyak served as Chief Operating Officer and Director of Dreyfus Corp., where he was primarily responsible for the relationship between Dreyfus Corp. and the BNY Mellon Family of Funds, served as management's representative at BNY Mellon Family of Funds' Board meetings and managed the mutual fund administration operations of Dreyfus Corp. in connection with its role as administrator to the BNY Mellon Family of Funds. Mr. Skapyak also served, from August 2016 through May 2019, as Chief Executive Officer and Director of the Distributor; from May 2011 through May 2019, as Chairman and Director of the Transfer Agent; and from April 2007 through May 2019, as Senior Vice President of the Custodian.

· Roslyn M. Watson – Ms. Watson has been a business entrepreneur in commercial and residential real estate for over 15 years. Ms. Watson currently serves as President and Founder of Watson Ventures, Inc., a real estate development investment firm, and her board memberships include American Express Bank, FSB (until 2018), The Hyams Foundation, Inc. (emeritus), Pathfinder International (until September 2022) and Simmons College. Previously, she held various positions in the public and private sectors, including General Manager for the Massachusetts Port Authority. She has received numerous awards, including the Woman of Achievement award from the Boston Big Sister Association and the Working Woman of the Year Award from Working Woman Magazine.

· Benaree Pratt Wiley – Ms. Wiley is a corporate director and trustee. For fifteen years, Ms. Wiley was the President and Chief Executive Officer of The Partnership, Inc., an organization that strengthened Greater Boston's capacity to attract, retain and develop talented professionals of color. Ms. Wiley currently serves on the Board of CBIZ (NYSE:CBZ). She has served as the Chair of PepsiCo's African American Advisory Board, and formerly served on the Board of First Albany (NASDAQ: FACT) and Blue Cross – Blue Shield of Massachusetts. Her civic activities include serving on the Boards of Dress for Success Boston, Partners Continuing Care and Spaulding Hospital, the Black Philanthropy Fund and Howard University where she served as Vice Chair until June 2021.

Committee Meetings

The boards' standing Audit, Nominating, Compensation and Litigation Committees met during the funds' last fiscal years as indicated below:

         

Fund

Audit

Nominating

Compensation

Litigation

         

BNYMIFI (9/30 fiscal year end)

3

0

1

0

BNYMIFI (12/31 fiscal year end)

3

1

1

0

BNYMIFII

3

0

0

0

BNYMIFIII (5/31 fiscal year end)

3

0

0

0

BNYMIFIII (10/31 fiscal year end)

3

0

0

0

BNYMIFIII (12/31 fiscal year end)

3

0

0

0

BNYMIFIV (8/31 fiscal year end)

3

0

1

0

BNYMIFIV (10/31 fiscal year end)

3

0

0

0

I-4

 

Board Members' Fund Share Ownership

The table below indicates the dollar range of each board member's ownership of fund shares and shares of other funds in the BNY Mellon Family of Funds, in each case as of December 31, 2022.

               

Fund

Joseph S. DiMartino

Francine J. Bovich

Andrew J. Donohue

Kenneth A. Himmel

Bradley J. Skapyak

Roslyn M. Watson

Benaree Pratt Wiley

               

BNYMIEF

None

None

None

None

None

None

None

BNYMGFIF

None

None

None

None

None

None

None

BNYMSCGF

None

None

None

None

None

None

None

BNYMSCVF

None

None

None

None

$1 - $10,000

None

None

BNYMSMCGF

None

None

None

Over $100,000

$1 - $10,000

None

None

BNYMGEMF

None

None

None

None

$1 - $10,000

None

None

BNYMYESF

None

None

None

None

None

None

None

BNYMEIF

None

None

None

None

$1 - $10,000

None

$10,001 - $50,000

BNYMGEIF

None

None

None

Over $100,000

$10,001 - $50,000

None

None

BNYMHYF

None

None

None

None

None

None

None

BNYMIBF

None

None

None

None

None

None

None

BNYMBMIF

None

None

None

None

None

None

None

BNYMFRIF

None

None

None

None

None

None

None

BNYMISPSIF

None

None

None

None

None

None

$10,001 - $50,000

BNYMTMGF

None

None

None

None

$1 - $10,000

None

None

               

Aggregate holdings of funds in the BNY Mellon Family of Funds

Over $100,000

$50,001 - $100,000

Over $100,000

Over $100,000

$50,001 - $100,000

$10,001 - $50,000

$50,001 - $100,000

See "Share Ownership" below for information on the shareholdings of each fund by board members and officers as a group.

As of December 31, 2022, none of the board members or their immediate family members owned securities of BNYM Investment Adviser, any Sub-Advisers, the Distributor or any person (other than a registered investment company) directly or indirectly controlling, controlled by or under common control with BNYM Investment Adviser, any Sub-Advisers or the Distributor.

Board Members' Compensation

Annual retainer fees and meeting attendance fees are allocated among the funds on the basis of net assets, with the Chairman of the Board, Joseph S. DiMartino, receiving an additional 25% of such compensation. The funds reimburse board members for their expenses. The funds do not have a bonus, pension, profit-sharing or retirement plan. An emeritus board member is entitled to receive an annual retainer of one-half the amount paid as a retainer at the time the board member became emeritus and a per meeting attended fee of one-half the amount paid to board members. The funds' emeritus program was discontinued for current board members in November 2021.

I-5

 

The aggregate amount of fees received from the funds by each current board member and emeritus board member for the funds' last fiscal years, and by all funds in the fund complex (which comprises registered investment companies for which BNYM Investment Adviser or an affiliate of BNYM Investment Adviser serves as investment adviser) for which such person was a board member or emeritus board member during 2022, were as follows:

         

Fund

Joseph S. DiMartino

Francine J. Bovich

Andrew J. Donohue

Kenneth A. Himmel

         

BNYMIFI (9/30 fiscal year end)

$70,432

$57,013

$56,396

$51,509

BNYMIFI (12/31 fiscal year end)

$37,916

$30,333

$30,333

$27,574

BNYMIFII

$13,405

$10,838

$10,732

$9,701

BNYMIFIII (5/31 fiscal year end)

$16,891

$13,513

$13,513

$12,286

BNYMIFIII (10/31 fiscal year end)

$9,123

$7,366

$7,303

$6,590

BNYMIFIII (12/31 fiscal year end)

$13,847

$11,077

$11,077

$10,060

BNYMIFIV (8/31 fiscal year end)

$11,549

$9,582

$9,261

$8,163

BNYMIFIV (10/31 fiscal year end)

$56,488

$45,680

$45,228

$40,980

         

Total compensation from the funds and fund complex (*)

$1,194,875
(95)

$613,000
(53)

$470,000
(43)

$184,500
(21)

       

Fund

Bradley J.

Skapyak

Roslyn M.

Watson

Benaree Pratt Wiley

       

BNYMIFI (9/30 fiscal year end)

$56,346

$50,505

$56,405

BNYMIFI (12/31 fiscal year end)

$30,333

$30,333

$30,333

BNYMIFII

$10,724

$10,724

$10,734

BNYMIFIII (5/31 fiscal year end)

$13,513

$13,513

$13,513

BNYMIFIII (10/31 fiscal year end)

$7,298

$7,298

$7,304

BNYMIFIII (12/31 fiscal year end)

$11,077

$11,077

$11,077

BNYMIFIV (8/31 fiscal year end)

$8,953

$8,523

$9,265

BNYMIFIV (10/31 fiscal year end)

$45,191

$45,191

$45,235

       

Total compensation from the funds and fund complex (*)

$205,000
(21)

$470,000
(43)

$639,000
(61)

I-6

 

     
 

Emeritus Board Members

Fund

James M. Fitzgibbons

Stephen J. Lockwood**

     

BNYMIFI (9/30 fiscal year end)

$14,974

$30,157

BNYMIFI (12/31 fiscal year end)

$8,146

$13,787

BNYMIFII

$2,874

$5,104

BNYMIFIII (5/31 fiscal year end)

$3,670

$5,520

BNYMIFIII (10/31 fiscal year end)

$1,944

$3,446

BNYMIFIII (12/31 fiscal year end)

$2,954

$5,030

BNYMIFIV (8/31 fiscal year end)

$2,415

$5,209

BNYMIFIV (10/31 fiscal year end)

$12,172

$21,576

     

Total compensation from the funds and fund complex (*)

$50,000
(18)

$86,250
(21)

 Amounts shown do not include expenses reimbursed to board members for attending board meetings. Amounts shown also do not include the costs of office space and related parking, office supplies and secretarial services, which are paid by the funds (allocated based on net assets), which, in 2022, for the funds ranged from $12 to $2,200 ($9,818 for all funds).

* Represents the number of separate portfolios comprising the investment companies in the fund complex, including the funds, for which the board member or emeritus board member served in 2022.

** Mr. Lockwood became an emeritus board member of the funds as of October 29, 2021. The amounts in the table reflect the fees he received from the funds in the fund complex as a board member and/or emeritus board member during each fund's last fiscal year.

I-7

 

OFFICERS

     

Name
Year of Birth
Position Since1

Principal Occupation During Past 5 Years

Number of Investment Companies (Portfolios) in the Fund Complex* for which the Officer serves as an Officer

     

David DiPetrillo
1978
President
20192

Vice President and Director of BNYM Investment Adviser since February 2021; Head of North America Distribution, BNY Mellon Investment Management since February 2023; and Head of North America Product, BNY Mellon Investment Management from January 2018 to February 2023

53 (103)

James Windels
1958
Treasurer
2001

Director of BNYM Investment Adviser since February 2023; Vice President of BNYM Investment Adviser since September 2020; and Director – BNY Mellon Fund Administration

54 (122)

Peter M. Sullivan
1968
Chief Legal Officer, Vice President and Assistant Secretary
20193

Chief Legal Officer of BNYM Investment Adviser and Associate General Counsel of BNY Mellon since July 2021; Senior Managing Counsel of BNY Mellon from December 2020 to July 2021; and Managing Counsel of BNY Mellon from March 2009 to December 2020

54 (122)

James Bitetto
1966
Vice President and Secretary
20054

Senior Managing Counsel of BNY Mellon since December 2019; Managing Counsel of BNY Mellon from April 2014 to December 2019; and Secretary of BNYM Investment Adviser

54 (122)

Deirdre Cunnane
1990
Vice President and Assistant Secretary
2019

Managing Counsel of BNY Mellon since December 2021; and Counsel of BNY Mellon from August 2018 to December 2021

54 (122)

Sarah S. Kelleher
1975
Vice President and Assistant Secretary
2014

Vice President of BNY Mellon ETF Investment Adviser, LLC since February 2020; Senior Managing Counsel of BNY Mellon since September 2021; and Managing Counsel of BNY Mellon from December 2017 to September 2021

54 (122)

I-8

 

     

Name
Year of Birth
Position Since1

Principal Occupation During Past 5 Years

Number of Investment Companies (Portfolios) in the Fund Complex* for which the Officer serves as an Officer

     

Jeff S. Prusnofsky
1965
Vice President and Assistant Secretary
2005

Senior Managing Counsel of BNY Mellon

54 (122)

Amanda Quinn
1985
Vice President and Assistant Secretary
2020

Counsel of BNY Mellon since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019; and Senior Regulatory Specialist at BNY Mellon Investment Management Services from April 2015 to August 2018

54 (122)

Joanne Skerrett
1971
Vice President and Assistant Secretary
2023

Managing Counsel of BNY Mellon since June 2022; and Senior Counsel with the Mutual Fund Directors Forum, a leading funds industry organization, from 2016 to June 2022 

54 (122)

Natalya Zelensky
1985
Vice President and Assistant Secretary
2017

Chief Compliance Officer since August 2021 and Vice President since February 2020 of BNY Mellon ETF Investment Adviser, LLC; Chief Compliance Officer since August 2021 and Vice President and Assistant Secretary since February 2020 of BNY Mellon ETF Trust; Managing Counsel of BNY Mellon from December 2019 to August 2021; Counsel of BNY Mellon from May 2016 to December 2019; and Assistant Secretary of BNYM Investment Adviser from April 2018 to August 2021

54 (122)

Daniel Goldstein
1969
Vice President
2022

Head of Product Development of North America Distribution, BNY Mellon Investment Management since January 2018; Executive Vice President of North America Product, BNY Mellon Investment Management since April 2023; and Senior Vice President, Development & Oversight of North America Product, BNY Mellon Investment Management from 2010 to March 2023

53 (103)

I-9

 

     

Name
Year of Birth
Position Since1

Principal Occupation During Past 5 Years

Number of Investment Companies (Portfolios) in the Fund Complex* for which the Officer serves as an Officer

     

Joseph Martella
1976
Vice President
2022

Vice President of BNYM Investment Adviser since December 2022; Head of Product Management of North America Distribution, BNY Mellon Investment Management since January 2018; Executive Vice President of North America Product, BNY Mellon Investment Management since April 2023; and Senior Vice President of North America Product, BNY Mellon Investment Management from 2010 to March 2023

53 (103)

Gavin C. Reilly
1968
Assistant Treasurer
2005

Tax Manager – BNY Mellon Fund Administration

54 (122)

Robert Salviolo
1967
Assistant Treasurer
2007

Senior Accounting Manager – BNY Mellon Fund Administration

54 (122)

Robert Svagna
1967
Assistant Treasurer
2002

Senior Accounting Manager – BNY Mellon Fund Administration

54 (122)

Joseph W. Connolly
1957
CCO
2004

Chief Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust since 2004; and Chief Compliance Officer of BNYM Investment Adviser from 2004 until June 2021

53 (105)

Caridad M. Carosella
1968
Anti-Money Laundering Compliance Officer
2016

Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust

47 (115)

* "Fund Complex" comprises registered investment companies for which BNYM Investment Adviser or an affiliate of BNYM Investment Adviser serves as investment adviser.

1 With respect to BNYMIFI, each officer has held his or her respective position since 2008, except for Messrs. DiPetrillo, Goldstein, Martella and Sullivan and Mses. Carosella, Cunnane, Kelleher, Quinn, Skerrett and Zelensky whose dates are as shown above. With respect to BNYMIFII, each officer has held his or her respective position since 2013, except for Messrs. DiPetrillo, Goldstein, Martella and Sullivan and Mses. Carosella, Cunnane, Kelleher, Quinn, Skerrett and Zelensky whose dates are as shown above.

I-10

 

2 President since January 2021; previously, Vice President.

3 Chief Legal Officer since July 2021.

4 Vice President and Secretary since 2018; previously, Vice President and Assistant Secretary.

Each officer serves until his or her respective successor has been duly elected and qualified or until his or her earlier death, resignation, retirement or removal. The address of each officer is 240 Greenwich Street, New York, New York 10286.

CERTAIN PORTFOLIO MANAGER INFORMATION

The following table lists the number and types of accounts (including the funds) advised by each fund's primary portfolio manager(s) and assets under management in those accounts as of the end of the last fiscal year of the funds they manage. If a portfolio manager is a primary portfolio manager for multiple funds with different fiscal year ends, information is provided as of the most recent last fiscal year end of the relevant funds, except if otherwise indicated.

             

Primary
Portfolio Manager

Registered Investment Companies

Total Assets Managed

Other Pooled Investment Vehicles

Total Assets Managed

Other Accounts

Total Assets Managed

             

Chris Barris

5

$2.3B

5

$495.0M

1

$500.0M

Karen Behr

7

$4.3B

3

$313.3M

23

$3.0B

Jon Bell

1

$324.2M

5

$4.7B

1

$148.0M

Paul Birchenough

2

$327.1M

7

$660.0M

1

$658.0M

Stephanie K. Brandaleone

3

$1.1B

None

N/A

7

$771.2M

Alan R. Christensen

5

$3.2B

2

$100.0M

65

$3.4B

Georgina Cooper

0

N/A

2

$979.0M

1

$158.0M

Joseph M. Corrado

3

$1.1B

1

$28.4M

9

$778.0M

Catherine P. Crain

4

$3.1B

2

$100.0M

100

$6.8B

Kevin Cronk

5

$2.3B

5

$474.0M

1

$500.0M

David France

123

$114.3M

114

$105.1M

66

$135.3M

Todd Frysinger

123

$114.3M

114

$105.1M

66

$135.3M

Peter D. Goslin

4

$1.4B

2

$584.5M

5

$784.8M

Robert Hay

1

$324.2M

5

$4.7B

1

$148.0M

Nathaniel Hyde

2

$2.1B

None

N/A

None

N/A

Louise Kernohan

0

N/A

2

$979.0M

1

$158.0M

Alex Khosla

2

$327.1M

7

$660.0M

1

$658.0M

Gentry Lee

5

$3.2B

11

$1.4B

93

$9.5B

Gregg Lee

16

$16.2M

33

$14.1M

25

$15.0M

Andrew Leger

8

$2.6B

4

$167.2M

18

$1.4B

Anthony Mastrocola

2

$405.0M

None

N/A

None

N/A

Brendan Murphy

2

$2.1B

4

$195.0M

12

$4.3B

Jonathan J. Piskorowski

5

$2.0B

None

N/A

8

$811.0M

John Porter

7

$4.3B

3

$313.3M

26

$3.0B

Nancy G. Rogers

16

$16.2M

33

$14.1M

25

$15.0M

Lisa M. Sampson

1

$290.0M

None

N/A

None

N/A

Christopher B. Sarofim

4

$3.1B

2

$100.0M

12

$1.4B

Charles E. Sheedy

4

$3.1B

11

$1.4B

40

$1.7B

Vlasta Sheremeta

123

$114.3M

114

$105.1M

66

$135.3M

Ian Smith

2

$327.1M

7

$660.0B

1

$658.0M

Michael Stoll

123

$114.3M

114

$105.1M

66

$135.3M

Marlene Walker Smith

123

$114.3M

114

$105.1M

66

$135.3M

Thomas Wilson

0

N/A

None

N/A

None

N/A

I-11

 

             

Primary
Portfolio Manager

Registered Investment Companies

Total Assets Managed

Other Pooled Investment Vehicles

Total Assets Managed

Other Accounts

Total Assets Managed

             

Scott Zaleski

3

$2.3B

1

$329.2M

23

$4.1B

The following table provides information on accounts managed (included within the table above) by each primary portfolio manager that are subject to performance-based advisory fees.

       

Primary
Portfolio Manager

Type of Account

Number of Accounts
Subject to Performance Fees

Total Assets of Accounts Subject to Performance Fees

       

Chris Barris

None

N/A

N/A

Karen Behr

Other Accounts

1

$42.5M

Jon Bell

None

N/A

N/A

Paul Birchenough

None

N/A

N/A

Stephanie K. Brandaleone

None

N/A

N/A

Alan R. Christensen

None

N/A

N/A

Georgina Cooper

None

N/A

N/A

Joseph M. Corrado

None

N/A

N/A

Catherine P. Crain

None

N/A

N/A

Kevin Cronk

None

N/A

N/A

David France

None

N/A

N/A

Todd Frysinger

None

N/A

N/A

Peter D. Goslin

Other Accounts

2

$679.2M

Robert Hay

None

N/A

N/A

Nathaniel Hyde

None

N/A

N/A

Louise Kernohan

None

N/A

N/A

Alex Khosla

None

N/A

N/A

Gentry Lee

None

N/A

N/A

Gregg Lee

None

N/A

N/A

Andrew Leger

Other Accounts

2

$60.0M

Anthony Mastrocola

None

N/A

N/A

Brendan Murphy

Other Accounts

1

$1.9B

Jonathan J. Piskorowski

None

N/A

N/A

John Porter

Other Accounts

1

$42.5M

Nancy G. Rogers

None

N/A

N/A

Lisa M. Sampson

None

N/A

N/A

Christopher B. Sarofim

None

N/A

N/A

Charles E. Sheedy

None

N/A

N/A

Vlasta Sheremeta

None

N/A

N/A

Ian Smith

None

N/A

N/A

Michael Stoll

None

N/A

N/A

Marlene Walker Smith

None

N/A

N/A

Thomas Wilson

None

N/A

N/A

Scott Zaleski

None

N/A

N/A

The following table lists the dollar range of fund shares beneficially owned by the primary portfolio manager(s) as of the end of the fund's last fiscal year, except if otherwise indicated.

I-12

 

     

Primary Portfolio Manager

Fund

Dollar Range of Fund Shares Beneficially Owned

     

Chris Barris

BNYMFRIF

None

 

BNYMHYF

$10,001-$50,000

Karen Behr

BNYMSCGF

None

 

BNYMSMCGF

None

Jon Bell

BNYMGEIF

None

Paul Birchenough

BNYMGEMF

None

Stephanie K. Brandaleone

BNYMSCVF

None

Alan R. Christensen

BNYMTMGF

$10,001-$50,000

Georgina Cooper

BNYMIEF

None

Joseph M. Corrado

BNYMSCVF

None

Catherine P. Crain

BNYMTMGF

$10,001-$50,000

Kevin Cronk

BNYMHYF

$10,001-$50,000

 

BNYMFRIF

None

David France

BNYMISPSIF

None

Todd Frysinger

BNYMISPSIF

None

Peter D. Goslin

BNYMEIF

$10,001-$50,000

Robert Hay

BNYMGEIF

None

Nathaniel Hyde

BNYMGFIF

$1-$10,000

 

BNYMIBF

None

Louise Kernohan

BNYMIEF

None

Alex Khosla

BNYMGEMF

None

Gentry Lee

BNYMTMGF

$10,001-$50,000

Gregg Lee

BNYMBMIF

None

Andrew Leger

BNYMSCVF

None

Anthony Mastrocola

BNYMYESF

None

Brendan Murphy

BNYMGFIF

$10,001-$50,000

 

BNYMIBF

$10,001-$50,000

Jonathan J. Piskorowski

BNYMSCVF

None

John Porter

BNYMSCGF

None

 

BNYMSMCGF

$100,001-$500,000

Nancy G. Rogers

BNYMBMIF

None

Lisa M. Sampson

BNYMYESF

None

Christopher B. Sarofim

BNYMTMGF

$10,001-$50,000

Charles E. Sheedy

BNYMTMGF

$100,001-$500,000

Vlasta Sheremeta

BNYMISPSIF

None

Ian Smith

BNYMGEMF

None

Michael Stoll

BNYMISPSIF

None

Marlene Walker Smith

BNYMISPSIF

None

Thomas Wilson

BNYMIEF

None

Scott Zaleski

BNYMIBF

$1-$10,000

 

BNYMGFIF

$10,001-$50,000

I-13

 

ADVISERS' COMPENSATION; COMPLIANCE SERVICES

Advisers' Compensation

For each fund's last three fiscal years, the management fees payable by the fund, the reduction, if any, in the amount of the fee paid due to fee waivers and/or expense reimbursements by BNYM Investment Adviser and the net fees paid by the fund were as follows:

                   
 

2023 Fiscal Year

2022 Fiscal Year

2021 Fiscal Year

Fund

Fee payable

Reduction
in fee

Net fee paid

Fee payable

Reduction
in fee

Net fee paid

Fee payable

Reduction
in fee

Net fee paid

BNYMEIF

$6,294,309

$0

$6,294,309

$7,057,233

$0

$7,057,233

$6,133,454

$0

$6,133,454

                   
 

2022 Fiscal Year

2021 Fiscal Year

2020 Fiscal Year

Fund

Fee payable

Reduction
in fee

Net fee paid

Fee payable

Reduction
in fee

Net fee paid

Fee payable

Reduction
in fee

Net fee paid

                   

BNYMBMIF

$1,133,709

$84,2101

$1,049,499

$1,765,121

$93,3001

$1,671,821

$1,746,719

$98,5001

$1,648,219

BNYMFRIF3

$5,254,706

$0

$5,254,706

$4,551,637

$0

$4,551,637

$4,806,195

$0

$4,806,195

BNYMGEIF

$2,344,093

$0

$2,344,093

$2,276,147

$0

$2,276,147

$2,749,992

$0

$2,749,992

BNYMGEMF4

$3,366,985

$0

$3,366,985

$4,621,367

$0

$4,621,367

$2,299,335

$0

$2,299,335

BNYMGFIF5

$9,106,736

$0

$9,106,736

$11,842,950

$0

$11,842,950

$12,051,955

$0

$12,051,955

BNYMHYF

$5,853,055

$90,2131

$5,762,842

$8,076,771

$97,0001

$7,979,771

$6,925,360

$90,0241

$6,835,366

BNYMIBF

$1,325,411

$0

$1,325,411

$1,819,844

$0

$1,819,844

$2,444,097

$0

$2,444,097

BNYMIEF

$4,479,707

$21,583

$4,458,124

$5,549,218

$0

$5,549,218

$6,514,212

$0

$6,514,212

BNYMISPSIF

$5,465,690

$293,2001

$5,172,490

$6,213,022

$261,5001

$5,951,522

$5,494,005

$247,2501

$5,246,755

BNYMSCGF

$194,804

$162,550

$32,254

$288,267

$152,013

$136,254

$85,194

$85,194

$0

BNYMSCVF

$1,522,391

$0

$1,522,391

$1,549,239

$0

$1,549,239

$1,316,315

$0

$1,316,315

BNYMSMCGF2

$22,286,984

$0

$22,286,984

$28,814,026

$0

$28,814,026

$15,171,980

$0

$15,171,980

BNYMTMGF

$1,336,344

$14,6031

$1,321,741

$1,348,945

$11,4061

$1,337,539

$1,066,321

$10,3111

$1,056,010

1 Represents the fund's allocable share of the fees and expenses of the Independent Board Members (including fees of their counsel).

2 Aggregate fee to BNYM Investment Adviser and NIMNA (prior to September 1, 2021, Mellon).

3 Aggregate fee to BNYM Investment Adviser and Alcentra.

4 Aggregate fee to BNYM Investment Adviser and NIM.

5 Aggregate fee to BNYM Investment Adviser and INA (prior to September 1, 2021, Mellon).

I-14

 

The contractual fee rates paid by BNYM Investment Adviser to a fund's Sub-Adviser(s), if any, and the effective rate paid in the last fiscal year, are as follows (expressed as an annual rate as a percentage of the fund's average daily net assets):

       

Fund

Sub-Adviser

Fee Rate

Effective Fee Rate for the Last Fiscal Year

       

BNYMGEMF

NIM

*

*

BNYMGFIF

INA

**

**

BNYMHYF

Alcentra1

0.27%

0.27%

BNYMSMCGF

NIMNA

***

***

BNYMIEF

NIM

0.36%

0.34%

BNYMFRIF

Alcentra

****

****

BNYMTMGF

Sarofim & Co.

0.2175%

0.2175%

BNYMGEIF

NIM

0.36%

0.36%

BNYMIBF

INA2

0.24%

0.23%

BNYMSCGF

NIMNA2

0.384%

0.00%

BNYMSCVF

NIMNA2

0.384%

0.384%

BNYMEIF

NIMNA2

0.336%

0.318%

* BNYMGEMF operates pursuant to an exemptive order that permits it to disclose, as a dollar amount and a percentage of its net assets, the aggregate fees paid to BNYM Investment Adviser and NIM. The aggregate annual fee payable to BNYM Investment Adviser and NIM is 0.75% of the value of the fund's average daily net assets. The effective aggregate fee rate for the last fiscal year was 0.75%.

** BNYMGFIF operates pursuant to an exemptive order that permits it to disclose, as a dollar amount and a percentage of its net assets, the aggregate fees paid to BNYM Investment Adviser and INA (prior to September 1, 2021, Mellon). The aggregate annual fee payable to BNYM Investment Adviser and INA is 0.40% of the value of the fund's average daily net assets. The effective aggregate fee rate for the last fiscal year was 0.40%.

*** BNYMSMCGF operates pursuant to an exemptive order that permits it to disclose, as a dollar amount and a percentage of its net assets, the aggregate fees paid to BNYM Investment Adviser and NIMNA (prior to September 1, 2021, Mellon). The aggregate annual fee payable to BNYM Investment Adviser and NIMNA is 0.60% of the value of the fund's average daily net assets. The effective aggregate fee rate for the last fiscal year was 0.60%.

**** BNYMFRIF operates pursuant to an exemptive order that permits it to disclose, as a dollar amount and a percentage of its net assets, the aggregate fees paid to BNYM Investment Adviser and Alcentra. The aggregate annual fee payable to BNYM Investment Adviser and Alcentra is 0.65% of the value of the fund's average daily net assets. The effective aggregate fee rate for the last fiscal year was 0.65%.

1 Alcentra was appointed as Sub-Adviser effective November 1, 2022.

2 NIMNA or INA, as applicable, was appointed as Sub-Adviser effective September 1, 2021.

I-15

 

For a fund's last three fiscal years (other than funds for which the Sub-Adviser's fee is disclosed on an aggregate basis above), the fees payable by BNYM Investment Adviser to the fund's Sub-Adviser(s), if any, the reduction, if any, in the amount of the fee paid due to fee waivers by the Sub-Adviser(s) and the net fees paid were as follows:

                   
 

2023 Fiscal Year

2022 Fiscal Year

2021 Fiscal Year

Fund/Sub-Adviser

Fee payable

Reduction in fee

Net fee
paid

Fee payable

Reduction in fee

Net fee paid

Fee
payable

Reduction in fee

Net fee paid

                   

BNYMEIF/
NIMNA1

$3,021,268

$165,351

$2,855,917

$2,559,535

$155,474

$2,404,061

N/A

N/A

N/A

                   
 

2022 Fiscal Year

2021 Fiscal Year

2020 Fiscal Year

Fund/Sub-Adviser

Fee payable

Reduction in fee

Net fee
paid

Fee payable

Reduction in fee

Net fee paid

Fee
payable

Reduction in fee

Net fee paid

                   

BNYMGEIF/
NIM

$1,125,164

$0

$1,125,164

$1,092,551

$0

$1,092,551

$1,319,996

$0

$1,319,996

BNYMHYF/ Alcentra2

$290,679

$0

$290,679

N/A

N/A

N/A

N/A

N/A

N/A

BNYMIBF/INA1

$636,197

$32,007

$604,191

$131,073

$16,951

$114,122

N/A

N/A

N/A

BNYMIEF/
NIM

$2,150,259

$120,786

$2,029,473

$2,663,625

$117,699

$2,545,926

$3,364,529

$118,521

$3,246,008

BNYMSCGF/ NIMNA1

$93,506

$93,506

$0

$14,940

$14,935

$5

N/A

N/A

N/A

BNYMSCVF/ NIMNA1

$730,748

$0

$730,748

$61,884

$0

$61,884

N/A

N/A

N/A

BNYMTMGF/
Sarofim & Co.

$305,952

$0

$305,952

$308,837

$0

$308,837

$244,186

$0

$244,186

1 NIMNA or INA, as applicable, was appointed as Sub-Adviser effective September 1, 2021.

2 Alcentra was appointed as Sub-Adviser effective November 1, 2022.

Compliance Services

The funds' compliance program is developed, implemented and maintained by the funds' CCO and the CCO staff. The funds bear the CCO's compensation (which is approved by the boards), as well as the compensation of the CCO staff and the expenses of the CCO and the CCO staff (including administrative expenses). The CCO and the CCO staff work exclusively on the compliance program and related matters for the funds and other funds in the BNY Mellon Family of Funds and BNY Mellon Funds Trust, and compensation and expenses of the CCO and the CCO staff generally are allocated among such funds based on an equal amount per fund with incremental amounts allocated to funds with more service providers (including Sub-Advisers). Such compensation and expenses for the funds' last fiscal years were as follows:

   

Fund

CCO and Staff Compensation and Expenses*

   

BNYMIEF

$17,230

BNYMGFIF

$17,082

BNYMSCGF

$17,230

BNYMSCVF

$17,230

BNYMSMCGF

$17,230

BNYMGEMF

$17,405

BNYMYESF

$13,924

BNYMEIF

$20,633

BNYMGEIF

$17,405

BNYMHYF

$17,082

I-16

 

   

Fund

CCO and Staff Compensation and Expenses*

BNYMIBF

$17,405

BNYMBMIF

$17,405

BNYMFRIF

$17,169

BNYMISPSIF

$17,405

BNYMTMGF

$17,405

* For unitary fee funds, such compensation and expenses are borne by BNYM Investment Adviser.

ADMINISTRATION COMPENSATION

Administration fees paid to BNYM Investment Adviser by certain funds for the last three fiscal years were as follows:

       

Fund

2022 Fiscal Year

2021 Fiscal Year

2020 Fiscal Year

       

BNYMGFIF

$248,359

$210,887

$202,100

BNYMSCGF

$14,610

$21,620

$6,390

BNYMSCVF

$114,179

$116,192

$98,724

BNYMSMCGF

$248,400

$207,300

$202,100

SECURITIES LENDING ACTIVITIES

The dollar amounts of income and fees and compensation paid to all service providers (including fees, if any, paid to BNYM Investment Adviser for cash collateral management and fees paid to BNY Mellon as securities lending agent), related to certain funds' securities lending activities during the most recent fiscal year were as follows:

           

Fund

BNYMIEF

BNYMGFIF

BNYMSCGF

BNYMSCVF

BNYMSMCGF

Gross income from securities lending activities (including income from cash collateral reinvestment)

$227

$980,716

$29,137

$28,851

$643,589

Fees and/or compensation for securities lending activities and related services

         

Fees paid to securities lending agent from a revenue split

$27

$26,613

$3,493

$3,460

$65,253

Fees paid for any cash collateral management service (including fees deducted from a pooled cash collateral reinvestment vehicle) that are not included in the revenue split

$0

$0

$0

$0

$0

Administrative fees not included in revenue split

$0

$0

$0

$0

$0

Indemnification fees not included in revenue split

$0

$0

$0

$0

$0

Rebate (paid to borrower)

$0

$758,915

$0

$0

$99,718

Other fees not included in revenue split

$0

$0

$0

$0

$0

Aggregate fees/compensation for securities lending activities

$27

$785,528

$3,493

$3,460

$164,971

Net income from securities lending activities

$200

$195,188

$25,644

$25,391

$478,618

I-17

 

           

Fund

BNYMGEMF

BNYMEIF

BNYMGEIF

BNYMHYF

BNYMIBF

Gross income from securities lending activities (including income from cash collateral reinvestment)

$81,705

$35,716

$11,682

$448,770

$13,078

Fees and/or compensation for securities lending activities and related services

         

Fees paid to securities lending agent from a revenue split

$9,804

$2,968

$442

$34,062

$1,161

Fees paid for any cash collateral management service (including fees deducted from a pooled cash collateral reinvestment vehicle) that are not included in the revenue split

$0

$0

$0

$0

$0

Administrative fees not included in revenue split

$0

$0

$0

$0

$0

Indemnification fees not included in revenue split

$0

$0

$0

$0

$0

Rebate (paid to borrower)

$0

$10,975

$7,999

$164,871

$3,399

Other fees not included in revenue split

$0

$0

$0

$0

$0

Aggregate fees/compensation for securities lending activities

$9,804

$13,943

$8,441

$198,933

$4,560

Net income from securities lending activities

$71,901

$21,773

$3,241

$249,837

$8,518

         

Fund

BNYMBMIF

BNYMISPSIF

BNYMTMGF

BNYMFRIF

Gross income from securities lending activities (including income from cash collateral reinvestment)

$149,602

$47,295

$9,806

$87,932

Fees and/or compensation for securities lending activities and related services

       

Fees paid to securities lending agent from a revenue split

$10,386

$5,534

$1,177

$10,551

Fees paid for any cash collateral management service (including fees deducted from a pooled cash collateral reinvestment vehicle) that are not included in the revenue split

$0

$0

$0

$0

Administrative fees not included in revenue split

$0

$0

$0

$0

Indemnification fees not included in revenue split

$0

$0

$0

$0

Rebate (paid to borrower)

$62,950

$1,170

$0

$0

Other fees not included in revenue split

$0

$0

$0

$0

Aggregate fees/compensation for securities lending activities

$73,336

$6,704

$1,177

$10,551

Net income from securities lending activities

$76,266

$40,591

$8,629

$77,381

The services provided by BNY Mellon as securities lending agent are as follows: selection of securities to be loaned; utilization of borrowers previously approved by the funds' board; negotiation of loan terms; monitoring daily the value of the loaned securities and collateral; requiring additional collateral as necessary; investing cash collateral in accordance with the funds' instructions; marking to market non-cash collateral; maintaining custody of non-cash

I-18

 

collateral; recordkeeping and account servicing; reporting dividend activity and material proxy votes relating to loaned securities; transferring loaned securities; recalling loaned securities in accordance with the funds' instructions, including for proxies that the funds seek to vote; and arranging for return of loaned securities to the fund at loan termination.

BNYMYESF did not engage in securities lending activity during the most recent fiscal year.

SALES LOADS, CDSCS AND DISTRIBUTOR'S COMPENSATION

The following table lists, for each of the last three fiscal years, the total commissions on sales of all classes of shares (sales loads) (as applicable) and the total CDSCs on redemptions of all classes of shares (as applicable), along with corresponding amounts of each retained by the Distributor.

         

Fund

 

2023 Fiscal Year

2022 Fiscal Year

2021 Fiscal Year

BNYMEIF

Total commissions

$315,563

$236,964

$159,523

 

Commission amount retained

$40,192

$24,253

$11,464

 

Total CDSCs

$15,589

$1,447

$4,058

 

CDSC amount retained

$15,589

$1,447

$4,058

         

Fund

 

2022 Fiscal Year

2021 Fiscal Year

2020 Fiscal Year

         

BNYMFRIF

Total commissions

$85,410

$24,086

$7,475

 

Commission amount retained

$1,939

$725

$868

 

Total CDSCs

$0

$0