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BNY Mellon eliminates Series F preferred stock

BNY removed all charter provisions for its fully redeemed Series F preferred stock via a Certificate of Elimination filed in Delaware.

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Bank of New York Mellon Corp (BNY) reports a technical change to its charter related to a previously outstanding preferred stock series. On September 22, 2026, the company filed a Certificate of Elimination to its Restated Certificate of Incorporation in Delaware, which became effective upon filing. This filing removes all provisions relating to the Series F Noncumulative Perpetual Preferred Stock from the charter, after all outstanding shares of that series were redeemed on September 20, 2026. The change is a clean-up of the corporate documentation following the full redemption of this preferred series.

Positive

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Negative

  • None.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Redemption date of Series F Preferred Stock September 20, 2026 All outstanding shares of Series F Noncumulative Perpetual Preferred Stock were redeemed on this date
Certificate of Elimination filing date September 22, 2026 Date BNY filed the Certificate of Elimination in Delaware, effective upon filing
Exhibit 3.1 Certificate of Elimination for Series F Preferred Stock Filed as an exhibit and incorporated by reference in the 8-K
Certificate of Elimination regulatory
"filed a Certificate of Elimination to its Restated Certificate of Incorporation"
An official document issued by a public health or regulatory authority stating that a particular disease, contaminant, or hazard has been removed or is no longer present at detectable levels within a defined area or system. For investors, it signals a reduced regulatory risk and potential reopening of economic activity—like a clearance certificate that lets a business or region return to normal operations, which can affect demand, costs, and market confidence.
Restated Certificate of Incorporation regulatory
"eliminated from the Restated Certificate of Incorporation all matters set forth"
A restated certificate of incorporation is an updated, single-document version of a company’s founding rules that folds together the original charter and all later changes into one clear set of terms — like replacing a patchwork manual with a clean, revised edition. Investors care because it clarifies ownership details, voting rights, share classes and other legal rules that affect control, dividends and how value is created or diluted, so it can change the risks and benefits of owning the stock.
Certificate of Designations regulatory
"all matters set forth in the Certificate of Designations with respect to its Series F"
A certificate of designations is a formal legal document that spells out the specific rights and rules attached to a particular class of stock, most often preferred shares. It tells investors who gets paid first, what dividends or conversion rights exist, and any voting or liquidation priorities—like an instruction sheet that decides which shareholders get preference if a company pays out or is sold. Those terms directly affect a security’s value and risk.
Noncumulative Perpetual Preferred Stock financial
"its Series F Noncumulative Perpetual Preferred Stock (the “Series F Preferred Stock”)"
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.

FAQ

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

What corporate change did Bank of New York Mellon Corp (BNY) report in this 8-K?
The company filed a Certificate of Elimination in Delaware to remove from its Restated Certificate of Incorporation all provisions relating to its Series F Noncumulative Perpetual Preferred Stock, effective upon filing on September 22, 2026.

What happened to BNY’s Series F Noncumulative Perpetual Preferred Stock?
All outstanding shares of BNY’s Series F Noncumulative Perpetual Preferred Stock were redeemed on September 20, 2026. After this redemption, the company eliminated the Series F provisions from its Restated Certificate of Incorporation.

When did BNY file the Certificate of Elimination for the Series F preferred stock?
BNY filed the Certificate of Elimination for its Series F preferred stock on September 22, 2026 with the Secretary of State of Delaware, and it was effective upon filing.

Does this BNY 8-K involve new securities being issued?
No. The 8-K describes a charter clean-up step after the Series F preferred stock was fully redeemed. It eliminates the Series F terms from the Restated Certificate of Incorporation and does not describe any new securities issuance.

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

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

FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 22, 2026
THE BANK OF NEW YORK MELLON CORPORATION
(Exact name of registrant as specified in its charter)
Delaware001-3565113-2614959
(State or other jurisdiction
of incorporation)		(Commission
File Number)		(I.R.S. Employer
Identification No.)

240 Greenwich Street
New York, New York 10286
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (212) 495-1784

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading
symbol(s)		Name of each exchange
on which registered
Common Stock, $0.01 par valueBNYNew York Stock Exchange
6.244% Fixed-to-Floating Rate Normal Preferred Capital Securities of Mellon Capital IVBNY/PNew York Stock Exchange
 (fully and unconditionally guaranteed by The Bank of New York Mellon Corporation)
Depositary Shares, each representing a 1/4,000th interest in a share of Series K NoncumulativeBNY PRKNew York Stock Exchange
Perpetual Preferred Stock

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 under 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 5.03.    AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR.

On September 22, 2026, The Bank of New York Mellon Corporation (the “Registrant”) filed a Certificate of Elimination to its Restated Certificate of Incorporation with the Secretary of State of the State of Delaware, which, effective upon filing, eliminated from the Restated Certificate of Incorporation all matters set forth in the Certificate of Designations with respect to its Series F Noncumulative Perpetual Preferred Stock (the “Series F Preferred Stock”). All outstanding shares of the Series F Preferred Stock were redeemed on September 20, 2026. A copy of the Certificate of Elimination relating to the Series F Preferred Stock is filed as Exhibit 3.1 to this Current Report on Form 8‑K and is incorporated herein by reference.


ITEM 9.01.    FINANCIAL STATEMENTS AND EXHIBITS.


    (d)    EXHIBITS.
Exhibit
NumberDescription
3.1 
Certificate of Elimination of the Registrant with respect to the Series F Preferred Stock, dated September 22, 2026.
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
2

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: September 22, 2026By: /s/ Jean Weng
Name:
Title: 		Jean Weng
Secretary
3

Source: View Original Filing on SEC EDGAR

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