UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| ITEM 8.01. | OTHER EVENTS. |
On January 22, 2026, The Bank of New York Mellon Corporation issued $1,250,000,000 aggregate principal amount of its 4.026% Fixed Rate / Floating Rate Callable Senior Medium-Term Notes Series J due 2030 (the “2030 Fixed Rate / Floating Rate Notes”), $300,000,000 aggregate principal amount of its Floating Rate Callable Senior Medium-Term Notes Series J due 2030 (the “2030 Floating Rate Notes” and, together with the 2030 Fixed Rate / Floating Rate Notes, the “Notes”). The Notes were registered under the Securities Act of 1933, as amended, pursuant to a registration statement on Form S-3 (File No. 333-282710) (as amended, the “Registration Statement”). In connection with this issuance, Exhibits 1.1, 5.1 and 23.1 are filed as part of this Current Report on Form 8-K and are incorporated by reference into the Registration Statement.
| ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS. |
(d) EXHIBITS
| Exhibit |
Description | |
| 1.1 | Form of Terms Agreement for Medium Term Notes, among The Bank of New York Mellon Corporation and the Underwriters signatory thereto. | |
| 5.1 | Opinion of Sullivan & Cromwell LLP | |
| 23.1 | Consent of Sullivan & Cromwell LLP (included in Exhibit 5.1) | |
| 104 | Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document | |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| The Bank of New York Mellon Corporation (Registrant) | ||||||
| Date: January 22, 2026 | By: | /s/ Jean Weng | ||||
| Name: | Jean Weng | |||||
| Title: | Secretary | |||||
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