STATEMENT OF ADDITIONAL INFORMATION

December 30, 2022, as revised or amended, February 1, 2023, March 31, 2023, May 1, 2023, September 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 Absolute Insight Funds, Inc.

BNYMAIF

     

BNY Mellon Core Plus Fund

BNYMCPF

Class A/DCPAX

April 30th

September 1st

   

Class C/DCPCX

   
   

Class I/DCPIX

   
   

Class Y/DCPYX

   
         

BNY Mellon California AMT-Free Municipal Bond Fund, Inc.

BNYMCAFMBF

Class A/DCAAX

May 31st

September 29th

   

Class C/DCACX

   
   

Class I/DCMIX

   
   

Class Y/DCAYX

   
   

Class Z/DRCAX

   
         

BNY Mellon Intermediate Municipal Bond Fund, Inc.

BNYMIMBF

DITEX

May 31st

September 29th

         

BNY Mellon Municipal Bond Funds, Inc.

BNYMMBFI

     

BNY Mellon Municipal Bond Fund

BNYMMBF

DRTAX

August 31st

December 30th

         

BNY Mellon Municipal Funds, Inc.

BNYMMF

     

BNY Mellon AMT-Free Municipal Bond Fund

BNYMAFMBF

Class A/DMUAX

August 31st

December 30th

   

Class C/DMUCX

   
   

Class I/DMBIX

   
   

Class Y/DMUYX

   
   

Class Z/DRMBX

   
         

BNY Mellon High Yield Municipal Bond Fund

BNYMHYMBF

Class A/DHYAX

August 31st

December 30th

   

Class C/DHYCX

   
   

Class I/DYBIX

   
   

Class Y/DHYYX

   
   

Class Z/DHMBX

   
   


GRP3-SAI-0923-A

 
 

         

Fund

Abbreviation

Share Class/Ticker

Fiscal Year End/Annual Report Date*

Prospectus Date

         

BNY Mellon New York Tax Exempt Bond Fund, Inc.

BNYMNYTEBF

DRNYX

May 31st

September 29th

         

BNY Mellon Stock Funds

BNYMSF

     

BNY Mellon International Core Equity Fund

BNYMICEF

Class A/DIEAX

September 30th

February 1st

   

Class C/DIECX

   
   

Class I/DIERX

   
   

Class Y/DIEYX

   
         

BNY Mellon Strategic Funds, Inc.

BNYMSFI

     

BNY Mellon Active MidCap Fund

BNYMAMCF

Class A/DNLDX

December 31st

May 1st

   

Class C/DNLCX

   
   

Class I/DNLRX

   
   

Class Y/DNLYX

   
         

BNY Mellon Global Stock Fund

BNYMGSF

Class A/DGLAX

November 30th

March 31st

   

Class C/DGLCX

   
   

Class I/DGLRX

   
   

Class Y/DGLYX

   
         

BNY Mellon International Stock Fund

BNYMISF

Class A/DISAX

November 30th

March 31st

   

Class C/DISCX

   
   

Class I/DISRX

   
   

Class Y/DISYX

   
         

BNY Mellon Select Managers Small Cap Growth Fund

BNYMSMSCGF

Class A/DSGAX

May 31st

September 29th

   

Class C/DSGCX

   
   

Class I/DSGIX

   
   

Class Y/DSGYX

   
         

BNY Mellon Select Managers Small Cap Value Fund

BNYMSMSCVF

Class A/DMVAX

November 30th

March 31st

   

Class C/DMECX

   
   

Class I/DMVIX

   
   

Class Y/DMVYX

   
         

BNY Mellon U.S. Equity Fund

BNYMUSEF

Class A/DPUAX

November 30th

March 31st

   

Class C/DPUCX

   
   

Class I/DPUIX

   
   

Class Y/DPUYX

   
         

BNY Mellon U.S. Mortgage Fund, Inc.

BNYMUSMF

Class A/GPGAX

April 30th

September 1st

   

Class C/GPNCX

   
   

Class I/GPNIX

   
   

Class Y/GPNYX

   
   

Class Z/DRGMX

   
         

* 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-6

Board Members' Fund Share Ownership

I-6

Board Members' Compensation

I-7

OFFICERS

I-8

CERTAIN PORTFOLIO MANAGER INFORMATION

I-12

ADVISERS' COMPENSATION; COMPLIANCE SERVICES

I-16

Advisers' Compensation

I-16

Compliance Services

I-18

SECURITIES LENDING ACTIVITIES

I-19

SALES LOADS, CDSCS AND DISTRIBUTOR'S COMPENSATION

I-21

OFFERING PRICE

I-24

SECURITIES OF REGULAR BROKERS OR DEALERS

I-25

COMMISSIONS

I-26

PORTFOLIO TURNOVER VARIATION

I-28

SHARE OWNERSHIP

I-28

PART II

   

HOW TO BUY SHARES

II-1

Investment Minimums

II-1

Information Regarding the Offering of Share Classes

II-1

Class A

II-2

HOW TO REDEEM SHARES

II-3

SHAREHOLDER SERVICES

II-4

DISTRIBUTION PLANS, SERVICE PLANS AND SHAREHOLDER SERVICES PLANS

II-5

INVESTMENTS, INVESTMENT TECHNIQUES AND RISKS

II-8

INVESTMENT RESTRICTIONS

II-19

Fundamental Policies

II-19

Nonfundamental Policies

II-26

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

II-29

DIVIDENDS AND DISTRIBUTIONS

II-31

INFORMATION ABOUT THE FUNDS' ORGANIZATION AND STRUCTURE

II-31

CERTAIN EXPENSE ARRANGEMENTS AND OTHER DISCLOSURES

II-32

ADMINISTRATION ARRANGEMENTS

II-32

COUNSEL AND INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

II-32

 

   

RISKS OF INVESTING IN STATE MUNICIPAL SECURITIES

II-33

California

II-33

General Information

II-33

State Indebtedness and Other Obligations

II-34

General Obligation Bonds

II-35

Commercial Paper Program

II-35

Bank Arrangements

II-35

Lease-Revenue Debt

II-35

Non-Recourse Debt

II-35

Build America Bonds

II-35

Tobacco Settlement Revenue Bonds

II-36

Future Issuance Plans

II-36

Cash Flow Borrowings and Management

II-36

Ratings

II-37

State Funds and Expenditures

II-37

The Budget and Appropriations Process

II-37

The State General Fund

II-37

The Special Fund for Economic Uncertainties

II-37

The Budget Stabilization Account

II-38

Inter-Fund Borrowings

II-38

State Expenditures

II-38

State Appropriations Limit

II-38

Pension Trusts

II-38

Health and Human Services

II-39

Health Care

II-39

Local Governments

II-39

Proposition 98

II-40

Constraints on the Budget Process

II-40

State General Fund Revenues

II-41

Special Fund Revenues

II-41

State Economy and Finances

II-41

Budget Risks

II-41

Fiscal Year 2022 Budget

II-42

Fiscal Year 2023-24 Budget

II-42

Litigation

II-42

Oroville Dam Litigation

II-42

Tax Refund Cases

II-43

Action Regarding Medi-Cal Reimbursements

II-43

Action Regarding School Funding

II-43

New York

II-43

Economic Trends

II-43

U.S. Economy

II-43

State Economy

II-44

The City of New York

II-45

Other Localities

II-45

Special Considerations

II-45

State Finances

II-47

Summary of State General Fund Operating Results

II-47

State Indebtedness

II-48

Cash Position

II-48

Limitations on State-Supported Debt

II-48

State-Supported Debt

II-49

Ratings

II-49

State Supported Borrowing Plan

II-49

Pension and Retirement Systems

II-50

Litigation

II-51

 

   

Real Property Claims

II-51

School Aid

II-51

Compensation of Assigned Counsel

II-52

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)

Joni Evans
1942
Board Member

www.wowOwow.com, an online community dedicated to women's conversations and publications, Chief Executive Officer (2007 – 2019)

Joni Evans Ltd., publishing, Principal (2006 – 2019)

N/A

Joan L. Gulley

1947

Board Member

Nantucket Atheneum, public library, Chair (June 2018 – June 2021) and Director (2015 – June 2021)

Orchard Island Club, golf and beach club, Governor (2016Present) and President (February 2023 – Present)

N/A

I-1

 

     

Name
Year of Birth
Position1

Principal Occupation
During Past 5 Years

Other Public Company Board Memberships During Past 5 Years

Alan H. Howard
1959
Board Member

Heathcote Advisors LLC, a financial advisory services firm, Managing Partner (2008 – Present)

Dynatech/MPX Holdings LLC, a global supplier and service provider of military aircraft parts, President (2012 – 2019); and Board Member of its two operating subsidiaries, Dynatech International LLC and Military Parts Exchange LLC (2012 – 2019), including Chief Executive Officer of Dynatech International LLC (2013 – 2019)

Rossoff & Co., an independent investment banking firm, Senior Advisor (2013 – June 2021)

Movado Group, Inc., a public company that designs, sources, markets and distributes watches, Director (1997 – Present)

Diamond Offshore Drilling, Inc., a public company that provides contract drilling services, Director (2020 – April 2021)

Robin A. Melvin
1963
Board Member

Westover School, a private girls' boarding school in Middlebury, Connecticut, Trustee (2019 – June 2023)

Mentor Illinois, a non-profit organization dedicated to increasing the quantity and quality of mentoring services in Illinois, Co-Chair (2014 – 2020); Board Member (2013 – 2020)

JDRF, a non-profit juvenile diabetes research foundation, Board Member (June 2021 – June 2022)

HPS Corporate Lending Fund, a closed-end management investment company regulated as a business development company, Trustee (August 2021 – Present)

Burton N. Wallack
1950
Board Member

Wallack Management Company, a real estate management company, President and
Co-owner (1987 – Present)

Mount Sinai Hospital Urology, Board Member (2017 – Present)

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, Nominating, Compensation and Litigation Committees, except that Mr. DiMartino does not serve on the Compensation Committees.

I-2

 

Advisory Board Member

     

Name
Year of Birth
Position

Principal Occupation
During Past 5 Years

Other Public Company Board Memberships During Past 5 Years

Gordon J. Davis
1941
Advisory Board Member

Venable LLP, a law firm, Partner (2012 – Present)

BNY Mellon Family of Funds (53 funds), Board Member (1995 – August 2021)

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

               

Fund

Joseph S. DiMartino

Joni
Evans

Joan L.

Gulley

Alan H. Howard

Robin A.

Melvin

Burton N. Wallack

Benaree Pratt Wiley

               

BNYMAIF

2015

2015

2017

2018

2015

2015

2016

BNYMCAFMBF

1995

1983

2017

2018

2006

1991

2016

BNYMIMBF

1995

1983

2017

2018

1995

2006

2016

BNYMMBF

1995

2006

2017

2018

1995

2006

2016

BNYMMF

1995

1991

2017

2018

2006

1991

2016

BNYMNYTEBF

1995

1983

2017

2018

2006

1991

2016

BNYMSF

2003

2006

2017

2018

2003

2006

2016

BNYMSFI

1995

2006

2017

2018

1995

2006

2016

BNYMUSMF

1995

1985

2017

2018

2006

1991

2016

Each board member, except Ms. Gulley and Mr. Howard, has been a BNY Mellon Family of Funds board member for over 20 years. Ms. Gulley was in the asset management business for more than 30 years prior to her retirement in 2014. Mr. Howard has over 30 years of experience in investment banking, including experience advising asset managers. 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 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.

I-3

 

Independent Board Members

· Joseph S. DiMartinoMr. 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.

· Joni EvansMs. Evans has more than 35 years of experience in the publishing industry, serving as Publisher of Random House, Inc., President and Publisher of Simon & Schuster, Inc. and, most recently, Senior Vice President of the William Morris Agency, Inc.'s literary department until 2006. Ms. Evans is a member of the Young Presidents' Organization and the Women's Forum and is a founding member of The Committee of 200 and Women's Media Group.

· Joan L. GulleyMs. Gulley served in various senior roles at PNC Financial Services Group, Inc. (PNC) from 1993 until her retirement in 2014, including Chief Executive Officer of PNC Advisors, the wealth management and institutional services business of PNC, from 2002 to 2005, Executive Vice President and Chief Marketing Officer of PNC from 2002 to 2007, and Executive Vice President (EVP) and Chief Human Resources Officer (CHRO) of PNC from 2008 until 2014. In her role as EVP and CHRO of PNC, Ms. Gulley was responsible for the oversight of $8 billion in combined pension and 401(k) assets. Ms. Gulley also served as a member of PNC's Executive Committee from 2008 to 2014, where she participated in all key strategic and operational decisions affecting PNC and was responsible for all staff support to the PNC Board's Personnel and Compensation Committee with respect to executive compensation, succession planning, talent management, human resource regulatory matters and diversity. Prior to joining PNC, Ms. Gulley held positions with The Massachusetts Company, a chartered bank and subsidiary of The Travelers Insurance Company, which was acquired by PNC in 1993, and with branches of the Federal Reserve Bank in Boston, Massachusetts and Washington D.C. Ms. Gulley currently serves as Governor of the Orchard Island Club and from 2015 to 2021 served on the Board of Trustees of the Nantucket Atheneum.

· Alan H. HowardMr. Howard is the Managing Partner of Heathcote Advisors LLC, which he formed in 2008 and which provides financial advisory services as well as makes principal investments. Mr. Howard is a member of the Board of Directors of Movado Group, Inc., a leading global designer, marketer and distributor of watches, and serves as lead independent director, chairman of the compensation committee and a member of the board's audit committee. Since April 2022, Mr. Howard is also a member of the Board of Directors of New England Expert Technologies Corp. (formerly, Valley Precision Parts Corporation), a privately held manufacturer of complex, close tolerance and precision-machined parts and assemblies for a variety of industries and applications. Mr. Howard served as a Senior Advisor at Rossoff & Company LLC, an independent investment banking firm that provides advice on mergers and acquisitions, corporate finance and restructurings and assists on raising debt and equity capital in the private and public markets from 2013 until June 2021. He was also a member of the Board of Directors of Diamond Offshore Drilling, Inc., a public company that provides contract drilling services, and served as lead independent director, chairman of the audit committee and a member of the board's finance and executive committees from 2020 until April 2021. Mr. Howard also served as the President of Dynatech/MPX Holdings LLC (D/M Holdings), a privately held global supplier and service provider of military aircraft parts for multiple platforms and engines from 2012 through 2019. Mr. Howard also was a member of the Board of Directors of D/M Holdings from 2012 to 2019 and served as chief executive officer of one of its two operating companies (Dynatech International LLC), while also serving on the boards of the two operating companies (Dynatech International LLC and Military Parts Exchange LLC). From 2008 through 2010, Mr. Howard was Managing Partner of S3 Strategic Advisors LLC, which provides strategic advice to hedge funds and asset managers. Prior to 2006, Mr. Howard was a Managing Director of Credit Suisse First Boston LLC (CSFB), an international provider of financial services. He had been with CSFB and its predecessor companies since 1985. As a Managing Director in the Global Industrial and Services Investment Banking Group, he was an advisor to several of the firm's most important clients on mergers and acquisitions, corporate finance and capital raising assignments.

I-4

 

· Robin A. MelvinFrom 2014 to 2020, Ms. Melvin served as Co-Chair of Mentor Illinois, a non-profit organization dedicated to increasing the quantity and quality of mentoring services in Illinois, and served as a Board member from 2013 to 2020. Ms. Melvin served as Director of the Boisi Family Foundation, a private family foundation that supports organizations serving the needs of youth from disadvantaged circumstances, from 1995 to 2012. In that role she also managed the Boisi Family Office, providing the primary interface with all investment managers, legal advisors and other service providers to the family. She has also served in various roles with MENTOR, a national non-profit youth mentoring advocacy organization, including Executive Director of the New York City affiliate, Vice President of the national affiliate network, Vice President of Development, and, immediately prior to her departure, Senior Vice President in charge of strategy. Prior to that, Ms. Melvin was an investment banker with Goldman Sachs Group, Inc. Ms. Melvin served as a Board member of JDRF, a non-profit juvenile diabetes research foundation from June 2021 to June 2022. She also serves as a Trustee of HPS Corporate Lending Fund, a closed-end management investment company regulated as a business development company (August 2021 to present), and served as a Trustee of Westover School, a private girls boarding school in Middlebury, Connecticut, from 2019 to June 2023.

· Burton N. WallackMr. Wallack is President and co-owner of Wallack Management Company, a real estate management company that provides financial reporting and management services. He also serves as a Board member for Mount Sinai Hospital Urology.

· Benaree Pratt WileyMs. 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.

Advisory Board Member

· Gordon J. Davis – Mr. Davis is a partner in the law firm of Venable LLP where his practice focuses on complex real estate, land use development and related environmental matters; state and municipal authorities and financings; and cultural and not-for-profit organizations. Prior to joining the firm in 2012, Mr. Davis served as a partner in the law firm of Dewey & LeBoeuf LLP from 1994 until 2012. Mr. Davis also served as a Commissioner and member of the New York City Planning Commission, and as Commissioner of Parks and Recreation for the City of New York. Mr. Davis was a co-founder of the Central Park Conservancy and the founding Chairman of Jazz at the Lincoln Center for the Performing Arts in New York City. He has also served as President of Lincoln Center. Mr. Davis also served on the board of Dreyfus Corp. (prior to its acquisition by a predecessor of BNY Mellon in August 1994 and related management changes). He served as a board member of the funds until August 2021, and as an emeritus board member until October 31, 2021. He also served as a Director of Consolidated Edison, Inc., a utility company, and The Phoenix Companies, Inc., a life insurance company.

I-5

 

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

         

BNYMAIF

4

0

1

0

BNYMCAFMBF

4

1

0

0

BNYMIMBF

4

1

0

0

BNYMMBF

4

0

1

0

BNYMMF

4

0

1

0

BNYMNYTEBF

4

1

0

0

BNYMSF

4

0

1

0

BNYMSFI (5/31 fiscal year end)

4

1

0

0

BNYMSFI (11/30 fiscal year end)

4

0

1

0

BNYMSFI (12/31 fiscal year end)

4

0

1

0

BNYMUSMF

4

0

1

0

Board Members' Fund Share Ownership

The table below indicates the dollar range of each board member's and advisory 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

Joni
Evans

Joan L.
Gulley

Alan H.
Howard

Robin A.
Melvin

Burton N. Wallack

Benaree Pratt Wiley

               

BNYMAFMBF

None

None

None

None

None

None

None

BNYMAMCF

None

None

None

None

None

None

None

BNYMCPF

None

None

None

None

None

None

None

BNYMCAFMBF

None

None

None

None

None

None

None

BNYMGSF

None

Over

$100,000

$50,001 –

$100,000

None

None

None

None

BNYMHYMBF

None

None

$50,001 –

$100,000

None

None

None

None

BNYMICEF

None

None

None

None

None

None

None

BNYMIMBF

None

None

None

None

None

None

None

BNYMISF

None

Over

$100,000

$50,001 –

$100,000

None

None

None

None

BNYMMBF

None

None

None

None

None

None

None

BNYMNYTEBF

None

None

None

None

None

None

None

BNYMSMSCGF

None

None

None

None

None

None

None

BNYMSMSCVF

None

None

None

None

None

None

None

BNYMUSEF

None

None

None

None

None

None

None

BNYMUSMF

None

None

None

None

None

None

None

               

Aggregate holdings of funds in the BNY Mellon Family of Funds

Over

$100,000

Over

$100,000

Over

$100,000

Over

$100,000

$1 – $10,000

None

$50,001 –

$100,000

I-6

 

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 advisory board member 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.

The aggregate amount of fees received from the funds by each current board member, advisory 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, advisory board member or emeritus board member during 2022, were as follows:

           
 

Independent Board Members

Fund

Joseph S. DiMartino

Joni
Evans

Joan L.

Gulley

Alan H.
Howard

Robin A.
Melvin

           

BNYMAIF

$16,448

$11,909

$13,158

$13,158

$13,158

BNYMCAFMBF

$8,816

$6,383

$7,052

$7,052

$7,052

BNYMIMBF

$6,315

$4,571

$5,052

$5,052

$5,052

BNYMMBF

$12361

$7,983

$9,889

$9,923

$9,923

BNYMMF

$17,095

$11,101

$13,676

$13,726

$13,726

BNYMNYTEBF

$10,978

$7,949

$8,782

$8,782

$8,782

BNYMSF

$3,385

$2,177

$2,708

$2,711

$2,711

BNYMSFI
(5/31 fiscal year end)

$4,243

$3,023

$3,394

$3,394

$3,394

BNYMSFI
(11/30 fiscal year end)

$98,649

$71,557

$78,919

$79,003

$79,003

BNYMSFI
(12/31 fiscal year end)

$5,373

$3,911

$4,298

$4,298

$4,298

BNYMUSMF

$2,914

$2,105

$2,331

$2,331

$2,331

Total compensation from the funds and fund complex(*)

$1,194,875
(95)

$151,000
(18)

$347,000

(42)

$166,000

(18)

$746,500
(74)

I-7

 

           
 

Independent
Board Members

Emeritus
Board Members

Advisory Board Member

Fund

Burton N. Wallack

Benaree
Pratt
Wiley

Ehud

Houminer

Hans C.

Mautner

Gordon J. Davis**

           

BNYMAIF

$13,158

$13,158

$6,579

$6,579

$13,158

BNYMCAFMBF

$7,052

$7,052

$3,526

$3,526

$7,052

BNYMIMBF

$5,052

$5,052

$2,526

$2,526

$5,052

BNYMMBF

$9,889

$9,930

$4,479

$4,945

$9,206

BNYMMF

$13,676

$13,736

$6,191

$6,838

$12,674

BNYMNYTEBF

$8,782

$8,782

$4,391

$4,391

$8,782

BNYMSF

$2,708

$2,712

$1,229

$1,354

$2,632

BNYMSFI (5/31 fiscal year end)

$3,394

$3,394

$1,697

$1,697

$3,394

BNYMSFI (11/30 fiscal year end)

$78,919

$79,019

$35,732

$39,460

$76,841

BNYMSFI (12/31 fiscal year end)

$4,298

$4,298

$1,958

$2,149

$4,298

BNYMUSMF

$2,331

$2,331

$1,166

$1,166

$2,331

Total compensation from the funds and fund complex(*)

$166,000
(18)

$639,000
(61)

$160,000
(42)

$80,000

(18)

$411,000
(40)

 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 $23 to $3,968 ($11,021 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, advisory board member or emeritus board member served in 2022.

** Mr. Davis became an advisory board member of the funds on November 1, 2021 and receives compensation from the funds for attending board meetings in an advisory role. From August 7, 2021 to October 31, 2021, Mr. Davis was an emeritus board member of the funds. Prior to August 7, 2021, Mr. Davis was a board member of the funds. The amounts in the table reflect the fees he received from the funds as a board member, emeritus board member and/or advisory board member during each fund's last fiscal year.

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)

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

     

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)

Jeff S. Prusnofsky
1965
Vice President and Assistant Secretary
2005

Senior Managing Counsel of BNY Mellon

54 (122)

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

     

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-10

 

     

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 BNYMAIF, each officer has held his or her respective position with the fund since 2014, except for Messrs. DiPetrillo, Goldstein, Martella and Sullivan, and Mses. Carosella, Cunnane, Quinn, Skerrett and Zelensky, whose dates are as shown above.

2 President since January 2021; previously, Vice President.

3 Chief Legal Officer since July 2021.

I-11

 

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

             

Robert C. Barringer

1

$108M

1

$37M

539

$629M

Daniel Barton

3

$847M

None

N/A

None

N/A

Jeffrey Burger

10

$3.5B

None

N/A

417

$2.2B

Thomas Casey

7

$3.8B

None

N/A

516

$2.4B

James DiChiaro

5

$4.0B

None

N/A

None

N/A

Bradford A. Evans

1

$458M

None

N/A

5

$10M

Andrew J. Fleming

1

$458M

None

N/A

5

$10M

Fraser Fox

5

$7.3B

45

$24.0B

139

$44.9B

Elena Goncharova

2

$456M

None

N/A

2

$333M

Peter D. Goslin

6

$1.5B

2

$537M

5

$747M

Jane Henderson

5

$7.3B

45

$24.0B

139

$44.9B

Louis M. Holtz

3

$104M

6

$419M

176

$777M

Jeffrey J. Hoo

1

$32M

None

N/A

1,261

$1.4B

Gautam Khanna

6

$4.1B

None

N/A

39

$3.5B

Roy Leckie

5

$7.3B

45

$24.0B

139

$44.9B

Yossi Lipsker

3

$104M

6

$419M

176

$777M

Peter Lopez

1

$32M

None

N/A

11

$6.2M

James A. Lydotes

3

$525M

3

$216M

10

$2.0B

Wendell E. Mackey

3

$195M

2

$22M

64

$3.2B

Charlie Macquaker

5

$7.3B

45

$24.0B

139

$44.9B

Alexander Makkas

2

$423M

1

$8M

238

$1.5B

Daniel Marques

None

N/A

None

N/A

211

$1.3B

Michael J. Mufson

2

$423M

1

$8M

238

$1.5B

José Muñoz

5

$1.9B

2

$75M

221

$3.3B

Michael Munson

1

$68.6M

None

N/A

15

$375M

Benjamin H. Nahum

4

$1.7B

1

$202M

1,075

$1.8B

Catherine C. Nicholas

2

$105M

1

$146M

25

$358M

James M. O'Brien

1

$108M

1

$37M

539

$629M

Travis Prentice

4

$240M

2

$94M

6

$346M

William A. Priebe

4

$1.9B

2

$75M

209

$3.2B

William Scott Priebe

5

$1.9B

2

$75M

250

$3.4B

Daniel Rabasco

15

$6.8B

None

N/A

60

$2.4B

Ezra S. Samet

2

$423M

1

$8M

238

$1.5B

Eric Seasholtz

1

$196M

None

N/A

1

$3.0B

Joshua Shaskan

1

$32M

1

$40M

195

$123M

I-12

 

             

Primary
Portfolio Manager

Registered Investment Companies

Total Assets Managed

Other Pooled Investment Vehicles

Total Assets Managed

Other Accounts

Total Assets Managed

             

Jennifer K. Silver

2

$423M

1

$8M

238

$1.5B

Maxim Skorniakov

5

$7.3B

45

$24.0B

139

$44.9B

Anthony E. Sutton

2

$423M

1

$8M

238

$1.5B

Rachel Tyndall

1

$68.6M

None

N/A

15

$375M

Montie L. Weisenberger

4

$240M

1

$57M

2

$91M

Sarah L. Westwood

1

$108M

1

$37M

539

$629M

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

       

Robert C. Barringer

None

N/A

N/A

Daniel Barton

None

N/A

N/A

Jeffrey Burger

None

N/A

N/A

Thomas Casey

None

N/A

N/A

James DiChiaro

None

N/A

N/A

Bradford A. Evans

None

N/A

N/A

Andrew J. Fleming

None

N/A

N/A

Fraser Fox

Other Pooled Vehicles

2

$168M

 

Other Accounts

15

$4.5B

Elena Goncharova

None

N/A

N/A

Peter D. Goslin

Other Accounts

2

$633M

Jane Henderson

Other Pooled Vehicles

2

$168M

 

Other Accounts

15

$4.5B

Louis M. Holtz

None

N/A

N/A

Jeffrey J. Hoo

Other Accounts

3

$50M

Gautam Khanna

None

N/A

N/A

Roy Leckie

Other Pooled Vehicles

2

$168M

 

Other Accounts

15

$4.5B

Yossi Lipsker

None

N/A

N/A

Peter Lopez

Other Pooled Vehicles

N/A

N/A

 

Other Accounts

N/A

N/A

James A. Lydotes

Other Accounts

1

$19.7M

Wendell E. Mackey

None

N/A

N/A

Charlie Macquaker

Other Pooled Vehicles

2

$168M

 

Other Accounts

15

$4.5B

I-13

 

       

Primary Portfolio Manager

Type of Account

Number of Accounts Subject to Performance Fees

Total Assets of Accounts Subject to Performance Fees

       

Alexander Makkas

None

N/A

N/A

Daniel Marques

None

N/A

N/A

Michael J. Mufson

None

N/A

N/A

José Muñoz

None

N/A

N/A

Michael Munson

None

N/A

N/A

Benjamin H. Nahum

Other Pooled Vehicles

4

$386M

Catherine C. Nicholas

None

N/A

N/A

James M. O'Brien

None

N/A

N/A

Travis Prentice

None

N/A

N/A

William A. Priebe

None

N/A

N/A

William Scott Priebe

None

N/A

N/A

Daniel Rabasco

None

N/A

N/A

Ezra S. Samet

None

N/A

N/A

Eric Seasholtz

Other Accounts

1

$3.0B

Joshua Shaskan

None

N/A

N/A

 

Other Accounts

N/A

N/A

Jennifer K. Silver

None

N/A

N/A

Maxim Skorniakov

Other Pooled Vehicles

2

$168M

 

Other Accounts

15

$4.5B

Anthony E. Sutton

None

N/A

N/A

Rachel Tyndall

None

N/A

N/A

Montie L. Weisenberger

None

N/A

N/A

Sarah L. Westwood

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.

     

Primary Portfolio Manager

Fund

Dollar Range of Fund Shares Beneficially Owned

     

Robert C. Barringer

BNYMSMSCVF

$1 - $10,000

Daniel Barton

BNYMHYMBF

$1 - $10,000

Jeffrey Burger

BNYMCAFMBF

$1 - $10,000

 

BNYMHYMBF

$10,001 - $50,000

Thomas Casey

BNYMAFMBF

$10,001 - $50,000

 

BNYMCAFMBF

$1 - $10,000

 

BNYMIMBF

$1 - $10,000

 

BNYMNYTEBF

None

James DiChiaro

BNYMCPF

None

Bradford A. Evans

BNYMSMSCVF

None

Andrew J. Fleming

BNYMSMSCVF

None

Fraser Fox

BNYMGSF

None

 

BNYMISF

None

I-14

 

     

Primary Portfolio Manager

Fund

Dollar Range of Fund Shares Beneficially Owned

     
 

BNYMUSEF

None

Elena Goncharova

BNYMSMSCGF

None

 

BNYMSMSCVF

None

Peter D. Goslin

BNYMAMCF

None

Jane Henderson

BNYMGSF

None

 

BNYMISF

None

 

BNYMUSEF

None

Louis M. Holtz

BNYMSMSCGF

$100,001 - $500,000

Jeffrey J. Hoo

BNYMSMSCGF

None

Gautam Khanna

BNYMCPF

None

Roy Leckie

BNYMGSF

None

 

BNYMISF

None

 

BNYMUSEF

None

Yossi Lipsker

BNYMSMSCGF

$100,001 - $500,000

Peter Lopez

BNYMSMSCGF

None

James A. Lydotes

BNYMICEF

None

Wendell E. Mackey

BNYMSMSCVF

None

Charlie Macquaker

BNYMGSF

None

 

BNYMISF

None

 

BNYMUSEF

None

Alexander Makkas

BNYMSMSCGF

None

Daniel Marques

BNYMMBF

$10,001 - $50,000

Michael J. Mufson

BNYMSMSCGF

None

José Muñoz

BNYMSMSCGF

None

Michael Munson

BNYMSMSCVF

None

Benjamin H. Nahum

BNYMSMSCVF

None

Catherine C. Nicholas

BNYMSMSCGF

None

James M. O'Brien

BNYMSMSCVF

$1 - $10,000

Travis Prentice

BNYMSMSCGF

None

William A. Priebe

BNYMSMSCGF

None

William Scott Priebe

BNYMSMSCGF

None

Daniel Rabasco

BNYMAFMBF

$10,001 - $50,000

 

BNYMIMBF

None

 

BNYMMBF

None

 

BNYMNYTEBF

None

Ezra S. Samet

BNYMSMSCGF

None

Eric Seasholtz

BNYMUSMF

None

Joshua Shaskan

BNYMSMSCGF

None

Jennifer K. Silver

BNYMSMSCGF

None

Maxim Skorniakov

BNYMGSF

None

 

BNYMISF

None

 

BNYMUSEF

None

Anthony E. Sutton

BNYMSMSCGF

None

Rachel Tyndall

BNYMSMSCVF

None

Montie L. Weisenberger

BNYMSMSCGF

None

Sarah L. Westwood

BNYMSMSCVF

$1 - $10,000

I-15

 

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

                   

BNYMCAFMBF

$3,419,151

$166,060

$3,253,091

$4,781,758

$190,491

$4,591,267

$5,094,645

-

$5,094,645

BNYMCPF

$4,248,423

-

$4,248,423

$5,623,296

-

$5,623,296

$4,932,258

-

$4,932,258

BNYMIMBF

$2,792,609

$232,786

$2,559,823

$3,291,700

$131,194

$3,160,506

$3,483,535

-

$3,483,535

BNYMNYTEBF

$4,846,833

-

$4,846,833

$5,766,246

-

$5,766,246

$6,044,906

-

$6,044,906

BNYMSMSCGF

$2,674,845

$116,229

$2,558,616

$6,022,413

-

$6,022,413

$5,725,523

-

$5,725,523

BNYMUSMF

$1,075,814

-

$1,075,814

$1,336,093

-

$1,336,093

$1,477,250

-

$1,477,250

                   
 

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

                   

BNYMAFMBF

$7,093,700

$2,268,106

$4,825,594

$7,915,877

$2,472,500

$5,443,377

$6,608,276

$2,152,912

$4,455,364

BNYMAMCF

$3,204,218

$697,071

$2,507,147

$3,596,647

$1,677,777

$1,918,870

$2,909,838

$848,128

$2,061,710

BNYMGSF

$10,254,558

-

$10,254,558

$12,594,852

-

$12,594,852

$11,118,190

-

$11,118,190

BNYMHYMBF

$1,633,179

-

$1,633,179

$1,428,346

-

$1,428,346

$1,401,950

-

$1,401,950

BNYMICEF*

$2,414,845

$516,313

$1,898,532

$3,532,954

$625,996

$2,906,958

$4,323,831

$665,144

$3,658,687

BNYMISF

$50,200,352

-

$50,200,352

$58,108,851

-

$58,108,851

$42,251,035

-

$42,251,035

BNYMMBF

$6,685,721

-

$6,685,721

$7,288,061

-

$7,288,061

$7,394,773

-

$7,394,773

BNYMSMSCVF

$4,203,931

-

$4,203,931

$5,526,592

-

$5,526,592

$4,146,161

-

$4,146,161

BNYMUSEF

$4,288,640

-

$4,288,640

$5,665,078

-

$5,665,078

$5,059,754

-

$5,059,754

* Prior to September 1, 2021, Mellon served as investment adviser of the fund; thereafter, BNYM Investment Adviser serves as investment adviser and administrator of the fund. Effective January 2, 2019, BNY Mellon Asset Management North America Corporation changed its name to Mellon. Prior to January 2, 2019, The Boston Company Asset Management, LLC, a predecessor company of BNY Mellon Asset Management North America Corporation, served as investment adviser of the fund. For the fiscal years ended September 30, 2020, 2021 and 2022, the administration fees paid by BNYMICEF to BNYM Investment Adviser, as administrator, were $544,546, $441,620 and $301,856, respectively.

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

       

BNYMAFMBF

INA

0.288%

0.06%

BNYMAMCF

NIMNA

0.36%

0.14%

BNYMCAFMBF

INA

0.216%

0.227%

BNYMCPF

INA

*

*

BNYMGSF

Walter Scott

0.41%

0.41%

BNYMHYMBF

INA

0.216%

0.216%

I-16

 

       

Fund

Sub-Adviser

Fee Rate

Effective Fee Rate for the Last Fiscal Year

       

BNYMICEF

NIMNA

0.32%

0.32%

BNYMIMBF

INA

0.288%

0.238%

BNYMISF

Walter Scott