BNY Mellon (NYSE: BK) CEO has shares withheld to cover RSU tax liability

Rhea-AI Filing Summary

Bank of New York Mellon Corp Chairman & CEO Robin A. Vince reported tax-related share dispositions tied to equity compensation. On February 15, 2026, a total of three transactions coded “F” withheld blocks of common stock at $117.74 per share to satisfy tax liabilities upon vesting of previously disclosed restricted stock units. Following these non-market, tax-withholding dispositions, Vince directly owned approximately 568,487.26 shares of Bank of New York Mellon common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Vince Robin A.

(Last) (First) (Middle)

240 GREENWICH STREET

(Street)

NEW YORK NY 10286

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Bank of New York Mellon Corp [ BK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/15/2026		F		12,631(1)	D	$117.74	598,645.26	D
Common Stock	02/15/2026		F		18,019(1)	D	$117.74	580,626.26	D
Common Stock	02/15/2026		F		12,139(1)	D	$117.74	568,487.26	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares withheld in payment of tax liability due to the vesting of previously disclosed Restricted Stock Unit awards.

	/s/ Jean Weng, Attorney-in-Fact	02/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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FAQ

What did BK Chairman & CEO Robin Vince report in this Form 4?

Robin A. Vince reported tax-related share dispositions. Shares of Bank of New York Mellon common stock were withheld to cover tax liabilities triggered by vesting of previously disclosed restricted stock unit awards, rather than sold in open-market transactions.

How many BK shares were disposed of for tax withholding in this filing?

Three separate tax-withholding dispositions were reported: 12,631 shares, 18,019 shares, and 12,139 shares. Each block of Bank of New York Mellon common stock was valued at $117.74 per share for purposes of satisfying the related tax obligations.

Was the BK CEO’s Form 4 transaction an open-market sale of shares?

No, the transactions were not open-market sales. Each was coded “F” and described as payment of tax liability by delivering securities, meaning shares were withheld to cover taxes owed upon vesting of restricted stock unit awards.

How many BK shares does Robin Vince hold after these tax-withholding dispositions?

After the reported tax-withholding dispositions, Robin A. Vince directly owned about 568,487.26 shares of Bank of New York Mellon common stock, according to the post-transaction ownership figures disclosed for his non-derivative holdings in the filing.

What does transaction code "F" indicate in this BK Form 4?

Transaction code “F” indicates shares used to pay an exercise price or tax liability. Here, it refers specifically to Bank of New York Mellon shares withheld to satisfy tax obligations upon vesting of previously disclosed restricted stock unit awards.