BNY Announces Pricing of Public Offering of $500,000,000 of Depositary Shares Representing Interests in Preferred Stock

Rhea-AI Summary

BNY (NYSE: BK) priced an underwritten public offering of 500,000 depositary shares, each representing a 1/100th interest in Series N Noncumulative Perpetual Preferred Stock, with a $100,000 liquidation preference per preferred share (equivalent to $1,000 per depositary share). The public offering price is $1,000 per depositary share, for a total offering size of $500,000,000. Dividends accrue at 6.150% per year from issuance to September 20, 2031, and thereafter reset to the five-year Treasury rate plus 1.868%, when, as and if declared and subject to legal funds availability.

From September 20, 2031, on any dividend payment date, BNY may redeem the Series N preferred stock at $100,000 per share (equivalent to $1,000 per depositary share) plus any declared and unpaid dividends. The offering, led by a syndicate of major banks, is expected to close on July 23, 2026. According to BNY, net proceeds will be used for general corporate purposes.

Positive

• $500,000,000 capital raised via preferred depositary share offering
• Fixed-to-floating dividend: 6.150% to 2031, then 5-year Treasury + 1.868%
• Optional redemption from September 20, 2031 provides capital structure flexibility

Negative

• New preferred dividends of 6.150% annually on $100,000 liquidation amount until 2031
• Perpetual, noncumulative preferred adds ongoing distribution priority over common stock

News Explained

Because the offered securities represent preferred-stock interests rather than common stock, the transaction does not state an increase in common shares or a reduction in existing common holders’ percentage ownership; it instead adds a preferred dividend feature payable only when declared and legally available.

Market Context

BNY’s past preferred offerings have produced an average next-day move of -1.56%, so a calm tape arou...

Analysis

BNY’s past preferred offerings have produced an average next-day move of -1.56%, so a calm tape around this announcement would mark a departure from that pattern. With reported short interest low and insider flows skewed to net selling, issuance cadence and management’s capital priorities remain key watch items.

Key Figures

Depositary shares offered: 500,000 shares Liquidation preference: $100,000 per preferred share Depositary share price: $1,000 per share +5 more

Depositary shares offered

500,000 shares

Series N preferred stock public offering

Liquidation preference

$100,000 per preferred share

Series N preferred stock

Depositary share price

$1,000 per share

Public offering price for Series N depositary shares

Aggregate offering size

$500,000,000

Total public offering price of Series N depositary shares

Dividend rate

6.150% per annum

From issue date to Sept 20, 2031 on Series N preferred

Spread over five-year treasury

1.868%

Reset dividend margin from Sept 20, 2031 on Series N

Redemption price

$100,000 per preferred share

Optional redemption from Sept 20, 2031

Expected closing date

July 23, 2026

Settlement of Series N depositary share offering

Previous Offering Reports

4 past events · Latest: Feb 26

Same Type 4 events

1. Feb 26

   Preferred stock offering

   24h Move

   -2.1%

   Pricing of $500M Series M preferred depositary share offering for general purposes.

2. Sep 03

   Preferred stock offering

   24h Move

   +0.8%

   Pricing of $500M Series L preferred depositary share offering at $1,000 each.

3. Mar 07

   Preferred stock offering

   24h Move

   -1.9%

   Pricing of $500M Series K preferred depositary share deal at 6.150% rate.

4. Mar 03

   Preferred stock offering

   24h Move

   -3.2%

   Pricing of $500M Series J preferred depositary share issuance at 6.300% rate.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

noncumulative perpetual preferred stock, liquidation preference, five-year treasury rate, shelf registration statement, +1 more

5 terms

noncumulative perpetual preferred stock financial

"its Series N Noncumulative Perpetual Preferred Stock, with a liquidation preference"

A noncumulative perpetual preferred stock is a type of equity that pays regular dividends indefinitely but has no maturity date, and if the issuer skips a dividend payment those missed payments are not owed later. It sits above common shares in priority for income and liquidation, so it can offer steady income like a bond while still carrying equity risk. Investors should note the permanent nature and the risk that skipped dividends are permanently lost, making yield and issuer stability key considerations.

liquidation preference financial

"Series N Noncumulative Perpetual Preferred Stock, with a liquidation preference of $100,000"

A liquidation preference is a rule that determines who gets paid first and how much they receive when a company is sold, goes bankrupt, or distributes its assets. It gives certain investors a priority claim—often returning their original investment plus any agreed multiple—before other owners receive money, which shapes how much common shareholders and founders ultimately get; think of it as a front-of-the-line pass that affects payout order and investor returns.

five-year treasury rate financial

"at the "five-year treasury rate" (as defined in the preliminary prospectus supplement)"

The five-year Treasury rate is the interest yield on U.S. government debt that matures in five years, effectively the price the government pays to borrow money for that period. Investors watch it because it acts like a benchmark or yardstick for borrowing costs, inflation expectations and economic outlook—affecting loan rates, bond prices and stock valuations much like a thermostat signals whether the economy is heating up or cooling down.

shelf registration statement regulatory

"BNY filed a shelf registration statement (including a prospectus) on October 18, 2024"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

prospectus supplement regulatory

"preliminary prospectus supplement on July 16, 2026, and will file a final prospectus supplement"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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NEW YORK, July 16, 2026 /PRNewswire/ -- The Bank of New York Mellon Corporation ("BNY") (NYSE: BNY), a global financial services company, today announced that it priced an underwritten public offering of 500,000 depositary shares, each representing a 1/100^th interest in a share of its Series N Noncumulative Perpetual Preferred Stock, with a liquidation preference of $100,000 per share (equivalent to $1,000 per depositary share), at a public offering price of $1,000 per depositary share ($500,000,000 aggregate public offering price). Dividends will accrue on the liquidation amount of $100,000 per share of the Series N preferred stock (equivalent to $1,000 per depositary share) at a rate per annum equal to 6.150% from the original issue date to, but excluding, September 20, 2031; and from, and including, September 20, 2031, at the "five-year treasury rate" (as defined in the preliminary prospectus supplement) as of the most recent reset dividend determination date plus 1.868%. Dividends will be paid only when, as and if declared by the board of directors of BNY (or a duly authorized committee of the board) and to the extent that BNY has legally available funds to pay dividends. On September 20, 2031, or any dividend payment date thereafter, the Series N preferred stock may be redeemed at BNY's option, in whole or in part, at a cash redemption price equal to $100,000 per share (equivalent to $1,000 per depositary share), plus any declared and unpaid dividends, without accumulation of any undeclared dividends to but excluding the redemption date. Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, UBS Securities LLC and BNY Mellon Capital Markets, LLC served as joint book-running managers for the offering. The offering is expected to close on July 23, 2026. 

BNY intends to use the net proceeds from the sale of the depositary shares for general corporate purposes, as further described in the preliminary prospectus supplement.

BNY filed a shelf registration statement (including a prospectus) on October 18, 2024, as amended on December 5, 2024 (the "Registration Statement"), and a preliminary prospectus supplement on July 16, 2026, and will file a final prospectus supplement, relating to this offering with the Securities and Exchange Commission (the "SEC"). Prospective investors should read the Registration Statement (including the base prospectus), the preliminary prospectus supplement, the final prospectus supplement (when filed) and other documents BNY has filed and will file with the SEC that are incorporated by reference into the Registration Statement for more complete information about BNY and the offering, including the risks associated with the securities and the offering. This press release does not constitute an offer to sell or the solicitation of any offer to buy securities of BNY, nor shall there be any offer or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The offering was made only by means of a prospectus supplement and accompanying base prospectus. Copies of the Registration Statement, the preliminary prospectus supplement, the final prospectus supplement (when filed) and other documents that BNY has filed with the SEC that are incorporated by reference into the Registration Statement are available at no charge by visiting EDGAR on the SEC's website at www.sec.gov. Alternatively, a copy of the prospectus supplement and accompanying base prospectus relating to these securities can be obtained by contacting Goldman Sachs & Co. LLC at 1-866-471-2526, J.P. Morgan Securities LLC at 1-212-834-4533, Morgan Stanley & Co. LLC at 1-866-718-1649, RBC Capital Markets, LLC at 1-866-375-6829, UBS Securities LLC at 1-833-481-0269 or BNY Mellon Capital Markets, LLC at 1-800-269-6864.

About BNY
BNY is a global financial services platforms company at the heart of the world's capital markets. For more than 240 years BNY has partnered alongside clients, using its expertise and platforms to help them operate more efficiently and accelerate growth. Today BNY serves over 90% of Fortune 100 companies and nearly all the top 100 banks globally. BNY supports governments in funding local projects and works with over 90% of the top 100 pension plans to safeguard investments for millions of individuals. As of June 30, 2026, BNY oversees $62.6 trillion in assets under custody and/or administration and $2.2 trillion in assets under management.

BNY is the corporate brand of The Bank of New York Mellon Corporation (NYSE: BNY). Headquartered in New York City, BNY has been named among Fortune's World's Most Admired Companies and Fast Company's Best Workplaces for Innovators. 

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  These statements, which may be expressed in a variety of ways, including the use of future or present tense language, relate to, among other things, BNY's expectations with respect to the offering and use of proceeds.  These statements are based upon current beliefs and expectations and are subject to significant risks and uncertainties (some of which are beyond BNY's control).  Actual outcomes may differ materially from those expressed or implied as a result of risks and uncertainties, including, but not limited to, the factors identified above and the risk factors and other uncertainties set forth in BNY's Annual Report on Form 10-K for the year ended December 31, 2025 and BNY's other filings with the SEC.  All statements in this press release speak only as of the date on which such statements are made, and BNY undertakes no obligation to update any statement to reflect events or circumstances after the date on which such forward-looking statement is made or to reflect the occurrence of unanticipated events.

Contacts:

Investors
Marius Merz
+1 212 298 1480
marius.merz@bny.com

Media
Anneliese Diedrichs
+1 646 468 6026
anneliese.diedrichs@bny.com

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SOURCE BNY

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What are the key terms of BNY (BK) $500 million Series N preferred stock offering announced July 16, 2026?

BNY priced 500,000 depositary shares at $1,000 each, totaling $500,000,000. According to BNY, each depositary share represents a 1/100th interest in Series N Noncumulative Perpetual Preferred Stock with a $100,000 liquidation preference per preferred share and noncumulative dividends.

What dividend rate will BNY (BK) Series N preferred depositary shares pay?

The Series N preferred pays 6.150% per year until September 20, 2031. According to BNY, from that date it resets every five years to the then-current five-year Treasury rate plus 1.868%, only when, as and if declared and legally permitted.

When can BNY (BK) redeem its Series N preferred stock and at what price?

BNY may redeem the Series N preferred on September 20, 2031, or any dividend payment date thereafter. According to BNY, the redemption price is $100,000 per preferred share (equivalent to $1,000 per depositary share) plus any declared and unpaid dividends, without accumulating undeclared amounts.

When is the expected closing date of BNY (BK) $500 million preferred depositary share offering?

The offering is expected to close on July 23, 2026, subject to customary conditions. According to BNY, the deal is underwritten by a syndicate of major banks acting as joint book-running managers for the depositary share issuance.

How will BNY (BK) use the net proceeds from its July 2026 preferred offering?

BNY plans to use net proceeds for general corporate purposes. According to BNY, further detail on potential uses is provided in the preliminary prospectus supplement incorporated into the shelf registration statement filed with the U.S. Securities and Exchange Commission.

Are dividends on BNY (BK) Series N preferred stock guaranteed or cumulative?

Dividends on the Series N preferred are noncumulative and not guaranteed. According to BNY, they are payable only when, as and if declared by the board and only to the extent BNY has legally available funds, with undeclared dividends not carried forward.