The Bank of New York Mellon Corporation Common Stock Underwriting AgreementUnderwriting Agreement • May 15th, 2009 • Bank of New York Mellon CORP • State commercial banks • New York
The Bank of New York Mellon Corporation, a Delaware corporation registered as a financial holding company and a bank holding company under the Bank Holding Company Act of 1956, as amended (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 42,000,000 shares (the “Firm Securities”) and, at the election of the Underwriters up to 6,300,000 additional shares (the “Optional Securities”) of common stock ($0.01 par value) of the Company (the Firm Securities and the Optional Securities that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Securities”).
DEPOSIT AGREEMENT among THE BANK OF NEW YORK MELLON CORPORATION, as Issuer and COMPUTERSHARE SHAREOWNER SERVICES LLC as Depositary and THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN Dated as of September 17, 2012Deposit Agreement • September 18th, 2012 • Bank of New York Mellon CORP • State commercial banks • New York
DEPOSIT AGREEMENT, dated as of September 17, 2012, among (i) THE BANK OF NEW YORK MELLON CORPORATION, a Delaware corporation; (ii) COMPUTERSHARE SHAREOWNER SERVICES LLC, a New Jersey limited liability company (“Computershare”); and (iii) the holders from time to time of the Receipts described herein.
FORM OF AMENDED AND RESTATED EXECUTIVE OFFICER INDEMNIFICATION AGREEMENTIndemnification Agreement • August 8th, 2016 • Bank of New York Mellon Corp • State commercial banks • Delaware
This AMENDED AND RESTATED INDEMNIFICATION AGREEMENT is made this ___ day of [month], [year] (the "Agreement") by and between The Bank of New York Mellon Corporation (the "Company") and [ ] ("Indemnitee").
DEPOSIT AGREEMENT among THE BANK OF NEW YORK MELLON CORPORATION, as Issuer and COMPUTERSHARE INC. AND COMPUTERSHARE TRUST COMPANY, N.A., jointly as Depositary and THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN Dated as of...Deposit Agreement • August 1st, 2016 • Bank of New York Mellon Corp • State commercial banks • New York
DEPOSIT AGREEMENT, dated as of July 29, 2016, among (i) THE BANK OF NEW YORK MELLON CORPORATION, a Delaware corporation; (ii) COMPUTERSHARE INC., a Delaware corporation (“Computershare”), and its wholly owned subsidiary, COMPUTERSHARE TRUST COMPANY, N.A., a federally chartered trust company (the “Trust Company”), jointly as Depositary (as hereinafter defined); and (iii) the holders from time to time of the Receipts described herein.
FORM OF RESTRICTED STOCK UNIT AGREEMENT THE BANK OF NEW YORK MELLON CORPORATION LONG-TERM INCENTIVE PLANRestricted Stock Unit Agreement • February 28th, 2024 • Bank of New York Mellon Corp • State commercial banks • New York
Subject to the terms and conditions of The Bank of New York Mellon Corporation 2023 Long-Term Incentive Plan (the “Plan”), this Notice of Award - Restricted Stock Units – Executive Committee US (the “Award Notice”), and the Terms and Conditions of Restricted Stock Units – Executive Committee US (the “Terms and Conditions”), The Bank of New York Mellon Corporation (the “Corporation”) grants you restricted stock units (“RSUs”) as reflected below and on the Corporation’s equity award website (the “Equity Website”). Each RSU represents the opportunity to receive one (1) share of the Corporation’s common stock, par value $.01 (“Common Stock”), upon satisfaction of the terms and conditions as set forth in the Award Notice and the Terms and Conditions (collectively, the “Award Agreement”), subject to the terms of the Plan.
FORM OF PERFORMANCE SHARE UNIT AGREEMENT THE BANK OF NEW YORK MELLON CORPORATION LONG-TERM INCENTIVE PLANPerformance Share Unit Agreement • February 28th, 2024 • Bank of New York Mellon Corp • State commercial banks • New York
Subject to the terms and conditions of The Bank of New York Mellon Corporation 2023 Long-Term Incentive Plan (the “Plan”), this Notice of Award - Performance Share Units – Executive Committee US (the “Award Notice”), and the Terms and Conditions of Performance Share Units – Executive Committee US (the “Terms and Conditions”), The Bank of New York Mellon Corporation (the “Corporation”) grants you performance share units (“PSUs”) as reflected below and on the Corporation’s equity award website (the “Equity Website”). Each PSU represents the opportunity to receive one (1) share of the Corporation’s common stock, par value $.01 (“Common Stock”), upon satisfaction of the terms and conditions as set forth in the Award Notice and the Terms and Conditions (collectively, the “Award Agreement”), subject to the terms of the Plan. The purpose of the award is to incentivize you to align your interests with that of the Corporation and to reward your future contribution to the performance of the Corp
The Bank of New York Mellon Corporation Long‑Term Incentive Plan FORM OF RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • August 3rd, 2017 • Bank of New York Mellon Corp • State commercial banks • New York
The Bank of New York Mellon Corporation (the “Corporation”) and , a key employee (the “Grantee”) of the Corporation, in consideration of the covenants and agreements herein contained and intending to be legally bound hereby, agree as follows:
AIRCRAFT TIME SHARING AGREEMENTAircraft Time Sharing Agreement • May 3rd, 2024 • Bank of New York Mellon Corp • State commercial banks • New York
This Aircraft Time Sharing Agreement (the “Agreement”) is entered into as of January 23, 2023 (the “Effective Date”), by and between The Bank of New York Mellon, a New York corporation (“Lessor”), and Robin Vince, an individual (“Lessee”).1
June 25, 2007Transition Agreement • February 26th, 2010 • Bank of New York Mellon CORP • State commercial banks • New York
As you are aware, The Bank of New York Company, Inc. (together with its affiliates, the “Company”) and Mellon Financial Corporation (together with its affiliates, “Mellon”) have entered an agreement and plan of merger dated as of December 3, 2006 (as amended and restated from time to time, the “Merger Agreement”), pursuant to which the Company and Mellon will merge (the “Merger”) to form a new corporation as of the consummation of the Merger (the date of consummation, the “Effective Date”) to be named The Bank of New York Mellon Corporation (together with its affiliates, “BNY-Mellon”). By operation of the Merger, BNY-Mellon will succeed to all of the rights and obligations of the Company under this Agreement from and after the Effective Date.
DEPOSIT AGREEMENT among THE BANK OF NEW YORK MELLON CORPORATION, as Issuer and COMPUTERSHARE INC. AND COMPUTERSHARE TRUST COMPANY, N.A., jointly as Depositary and THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN Dated as of...Deposit Agreement • April 28th, 2015 • Bank of New York Mellon Corp • State commercial banks • New York
DEPOSIT AGREEMENT, dated as of April 27, 2015, among (i) THE BANK OF NEW YORK MELLON CORPORATION, a Delaware corporation; (ii) COMPUTERSHARE INC., a Delaware corporation (“Computershare”), and its wholly owned subsidiary, COMPUTERSHARE TRUST COMPANY, N.A., a federally chartered trust company (the “Trust Company”), jointly as Depositary (as hereinafter defined); and (iii) the holders from time to time of the Receipts described herein.
MELLON FINANCIAL CORPORATION LONG-TERM PROFIT INCENTIVE PLAN (2004) NON- QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • May 9th, 2008 • Bank of New York Mellon CORP • State commercial banks • Pennsylvania
THIS AGREEMENT, made this 10th day of March, 2008, by and between The Bank of New York Mellon Corporation (the “Corporation”), having its principal place of business in the State of New York,
The Bank of New York Mellon Corporation Long‑Term Incentive Plan FORM OF PERFORMANCE SHARE UNIT AGREEMENTPerformance Share Unit Agreement • August 3rd, 2017 • Bank of New York Mellon Corp • State commercial banks • New York
The Bank of New York Mellon Corporation (the “Corporation”) and , a key employee (the “Grantee”) of the Corporation, in consideration of the covenants and agreements herein contained and intending to be legally bound hereby, agree as follows:
THE BANK OF NEW YORK MELLON CORPORATION The Bank of New York Company, Inc. 2003 Long-Term Incentive Plan PERFORMANCE AWARD AGREEMENTPerformance Award Agreement • May 9th, 2008 • Bank of New York Mellon CORP • State commercial banks • New York
WHEREAS, Grantee is now employed by the Corporation (“Corporation”, when used herein with reference to employment of Grantee, shall include any affiliate of the Corporation) as a key employee; and
AGREEMENT AND PLAN OF MERGER BETWEEN MELLON FINANCIAL CORPORATION, THE BANK OF NEW YORK COMPANY, INC. AND THE BANK OF NEW YORK MELLON CORPORATION DATED DECEMBER 3, 2006, AS AMENDED AND RESTATED AS OF FEBRUARY 23, 2007, AS FURTHER AMENDED AND RESTATED...Merger Agreement • July 2nd, 2007 • Bank of New York Mellon CORP • State commercial banks • New York
THIS AGREEMENT AND PLAN OF MERGER dated December 3, 2006, as amended and restated as of February 23, 2007, as further amended and restated as of March 30, 2007 (this “Agreement”), is between MELLON FINANCIAL CORPORATION, a Pennsylvania corporation (“Mellon”), THE BANK OF NEW YORK COMPANY, INC., a New York corporation (“BNY”), and THE BANK OF NEW YORK MELLON CORPORATION, a Delaware corporation (“Newco”).
THE BANK OF NEW YORK MELLON CORPORATION Mellon Financial Corporation Long-Term Profit Incentive Plan (2004) PERFORMANCE AWARD AGREEMENTPerformance Award Agreement • May 9th, 2008 • Bank of New York Mellon CORP • State commercial banks • Pennsylvania
WHEREAS, Grantee is now employed by the Corporation (“Corporation”, when used herein with reference to employment of Grantee, shall include any Affiliate of the Corporation as defined in the Plan) as a key employee; and
TERMS AGREEMENTDistribution Agreement • October 25th, 2023 • Bank of New York Mellon Corp • State commercial banks
THE BANK OF NEW YORK MELLON CORPORATION Senior Medium-Term Notes Series J Senior Subordinated Medium-Term Notes Series K DISTRIBUTION AGREEMENT January 30, 2017Distribution Agreement • January 30th, 2017 • Bank of New York Mellon Corp • State commercial banks • New York
The Company has filed a Registration Statement with respect to the Notes with the SEC and has filed the MTN Prospectus with respect to the offering of Notes under the Program with the SEC pursuant to Rule 424(b) of the 1933 Act Regulations. The MTN Prospectus, including all applicable amendments or supplements thereto, and the pricing supplement relating to the offering of any applicable tranche of Notes under the Program (each, a “Pricing Supplement”), in the form first furnished to the applicable Agent(s) for use in connection with the offering of such Notes, are referred to herein as the “Prospectus.”
DEPOSIT AGREEMENT among THE BANK OF NEW YORK MELLON CORPORATION, as Issuer and EQUINITI TRUST COMPANY, as Depositary and THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN Dated as of November 18, 2021Deposit Agreement • November 18th, 2021 • Bank of New York Mellon Corp • State commercial banks • New York
DEPOSIT AGREEMENT, dated as of November 18, 2021, among (i) THE BANK OF NEW YORK MELLON CORPORATION, a Delaware corporation; (ii) EQUINITI TRUST COMPANY, a limited trust company organized under the laws of the State of New York, as Depositary (as hereinafter defined); and (iii) the holders from time to time of the Receipts (as hereinafter defined) described herein.
SUPPLEMENTAL INDENTURE Dated as of June 29, 2007Supplemental Indenture • July 2nd, 2007 • Bank of New York Mellon CORP • State commercial banks • New York
This Supplemental Indenture, dated as of June 29, 2007, among The Bank of New York Company, Inc., a corporation duly organized and existing under the laws of the State of New York having its principal executive office at One Wall Street, New York, New York 10286 (the “Company”), The Bank of New York Mellon Corporation, a Delaware corporation (“Newco”), and Manufacturers and Traders Trust Company, a New York banking corporation having its principal office at One M&T Plaza, 7th Floor, Buffalo, New York 14203 (as successor trustee to J.P. Morgan Trust Company, National Association, the “Trustee”).
EXECUTIVE OFFICER INDEMNIFICATION AGREEMENTIndemnification Agreement • February 27th, 2009 • Bank of New York Mellon CORP • State commercial banks • Delaware
This INDEMNIFICATION AGREEMENT is made this day of (the “Agreement”) by and between The Bank of New York Mellon Corporation (the “Company”) and (“Indemnitee”).
ContractSettlement Agreement • October 23rd, 2009 • Bank of New York Mellon CORP • State commercial banks • New York
This SETTLEMENT AND RELEASE AGREEMENT (the “Agreement”) is made and entered into on this 21 day of October, 2009 by and between the Federal Customs Service and The Bank of New York Mellon.
AMENDMENT TO AGREEMENTEmployment Agreement • February 27th, 2009 • Bank of New York Mellon CORP • State commercial banks
WHEREAS, Mellon Financial Corporation (“Mellon”) and Steven G. Elliott (the “Executive”) have previously entered into an employment agreement dated February 1, 2004 (the “Employment Agreement”), as amended December 22, 2006; and
LEASE between WFP TOWER B CO. L.P., as Landlord, and THE BANK OF NEW YORK MELLON, as Tenant, Dated as of June 25, 2014Lease Agreement • August 11th, 2014 • Bank of New York Mellon Corp • State commercial banks • New York
EXHIBITS A Description of Land B Floor Plan of the Above-Grade Premises C Rules and Regulations D Alterations Rules and Regulations E HVAC Specifications F Standard Cleaning Specifications G Floor Plan of the Basement Premises H Landlord’s Work I Form of Commencement Date Agreement J Form of Lender Nondisturbance Agreement K Form of Ground Lessor Nondisturbance Agreement L Rentable Square Feet and Usable Square Feet of the Premises M Form of Memorandum of Lease N List of Pre-Approved Contractors O Form of Subtenant Recognition Agreement P Passenger Elevator Specifications Q Superior Offer Space Rights R Chilled Water Specifications S Approved Local Unions T-1 South End Signs T-2 South End Desk Sign T-3 Winter Garden Desk Sign T-4 Lobby Elevator Bank Sign U Form of Operating Statement V-1 South End Concierge Location V-2 Winter Garden Concierge Location W Lockbox Account Instructions X Form of Sublease Consent Y Tax Comparison Buildings Z Certificate of Occupancy AA Bicycle Rack BB Conf
MELLON FINANCIAL CORPORATION LONG TERM PROFIT INCENTIVE PLAN (2004) RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 28th, 2008 • Bank of New York Mellon CORP • State commercial banks • Pennsylvania
THIS AGREEMENT, made this 20th day of February, 2007, by and between Mellon Financial Corporation (the “Corporation”), having its principal place of business in the Commonwealth of Pennsylvania,
THE BANK OF NEW YORK MELLON CORPORATION (A Delaware corporation) Medium-Term Notes TERMS AGREEMENTDistribution Agreement • June 13th, 2022 • Bank of New York Mellon Corp • State commercial banks • New York
THE BANK OF NEW YORK MELLON CORPORATION The Bank of New York Mellon Corporation Long-Term Incentive Plan FORM OF NONSTATUTORY STOCK OPTION AGREEMENTNonstatutory Stock Option Agreement • February 28th, 2011 • Bank of New York Mellon CORP • State commercial banks • New York
The Bank of New York Mellon Corporation (the “Corporation”) and , a key employee (the “Optionee”) of the Corporation, in consideration of the covenants and agreements herein contained and intending to be legally bound hereby, agree as follows:
THE BANK OF NEW YORK MELLON CORPORATION THE BANK OF NEW YORK COMPANY, INC. NONSTATUTORY STOCK OPTION AGREEMENT [2008 Award Form]Nonstatutory Stock Option Agreement • May 9th, 2008 • Bank of New York Mellon CORP • State commercial banks
Pursuant to the 2003 Long-Term Incentive Plan of The Bank of New York Company, Inc. (the “Plan”) you have been granted a non-statutory stock option (the “Option”) to purchase the number of shares set forth above (the “Option Shares”) of Common Stock of The Bank of New York Mellon Corporation (the “Company”) upon the following terms and conditions and the terms and conditions of the Plan. A copy of the Plan has been made available to you through The Bank of New York Employee Stock Plan Website (www.bnymystock.com/bny). Unless defined herein, capitalized terms used in this Agreement shall be as defined in the Plan.
THE BANK OF NEW YORK MELLON CORPORATION The Bank of New York Mellon Corporation Long-Term Incentive Plan FORM OF RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 28th, 2011 • Bank of New York Mellon CORP • State commercial banks • New York
The Bank of New York Mellon Corporation (the “Corporation”) and , a key employee (the “Grantee”) of the Corporation, in consideration of the covenants and agreements herein contained and intending to be legally bound hereby, agree as follows:
THIRD SUPPLEMENTAL INDENTURE Dated as of June 29, 2007Third Supplemental Indenture • July 2nd, 2007 • Bank of New York Mellon CORP • State commercial banks • New York
Third Supplemental Indenture, dated as of June 29, 2007, among Mellon Funding Corporation, a corporation duly organized and existing under the laws of the Commonwealth of Pennsylvania having its principal executive office at One Mellon Center, 500 Grant Street, Pittsburgh, Pennsylvania 15258 (the “Company”), Mellon Financial Corporation, a corporation duly organized and existing under the laws of the Commonwealth of Pennsylvania having its principal executive office at One Mellon Center, 500 Grant Street, Pittsburgh, Pennsylvania 15258 (the “Guarantor”), The Bank of New York Mellon Corporation, a Delaware corporation (“Newco”), and Manufacturers and Traders Trust Company, The Bank of New York, a New York banking corporation having its principal office at One M&T Plaza, 5th Floor, Buffalo, New York 14203 (as successor trustee to The Bank of New York, as successor to JP Morgan Chase Bank, National Association, as successor to The Chase Manhattan Bank, National Association, the “Trustee”)
AMENDMENT TO AGREEMENTChange in Control Agreement • February 27th, 2009 • Bank of New York Mellon CORP • State commercial banks
WHEREAS, Mellon Financial Corporation (“Mellon”) and Steven G. Elliott, an employee (the “Executive”) have previously entered into an agreement regarding Executive’s employment and the possibility of a change in control, dated as of February 1, 1997 (the “Change in Control Agreement”), as amended on December 22, 2006 as part of the Amendment to Agreements in contemplation of the merger of Mellon and The Bank of New York Company, Inc., on July 5, 2007, and on October 24, 2008 as part of the The Bank of New York Mellon Corporation’s participation in the United States Department of Treasury’s TARP Capital Purchase Program; and
THE BANK OF NEW YORK MELLON CORPORATION LONG-TERM INCENTIVE PLAN DEFERRED STOCK UNIT AGREEMENTDeferred Stock Unit Agreement • August 8th, 2008 • Bank of New York Mellon CORP • State commercial banks • New York
THIS AGREEMENT, made as of this 21st day of April, 2008, by and between The Bank of New York Mellon Corporation or its successor (the “Corporation”), having its principal place of business in the State of New York,
The Bank of New York Mellon Corporation Common Stock Underwriting Agreement June 3, 2010Underwriting Agreement • June 7th, 2010 • Bank of New York Mellon CORP • State commercial banks • New York
PURCHASE AND SALE AGREEMENT By and Between THE BANK OF NEW YORK MELLON, as Seller And MIP ONE WALL STREET ACQUISITION LLC, as Buyer Property 1-7 Wall Street a/k/a 80 Broadway New York, New YorkPurchase and Sale Agreement • May 27th, 2014 • Bank of New York Mellon Corp • State commercial banks • New York
THIS AGREEMENT, dated as of May 20, 2014 (the “Effective Date”), is entered into by and between THE BANK OF NEW YORK MELLON (“Seller”) and MIP ONE WALL STREET ACQUISITION LLC (“Buyer”).
AMENDED AND RESTATED EXECUTIVE OFFICER INDEMNIFICATION AGREEMENTExecutive Officer Indemnification Agreement • November 6th, 2009 • Bank of New York Mellon CORP • State commercial banks • Delaware
This AMENDED AND RESTATED INDEMNIFICATION AGREEMENT is made this day of (the “Agreement”) by and between The Bank of New York Mellon Corporation (the “Company”) and (“Indemnitee”).
SECOND AMENDED AND RESTATED AGREEMENT OF JOINT FILINGJoint Filing Agreement • April 21st, 2017 • Bank of New York Mellon Corp • State commercial banks
The undersigned acknowledge and agree that this Schedule 13D is filed on behalf of each of them and that all subsequent amendments to this Schedule 13D may be filed on behalf of each of them without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows that such information is inaccurate.
