STATEMENT OF ADDITIONAL INFORMATION
February
1, 2022, as revised or amended,
March 31, 2022, April 29, 2022, May 6, 2022,
June
1, 2022, August 1, 2022, September 1, 2022, September 30, 2022 and December 1, 2022
This Statement of Additional Information (SAI), which is not a prospectus, supplements and should be read in conjunction with the current prospectus of each fund listed below, as such prospectuses may be revised from time to time. To obtain a copy of a fund's prospectus, please call your financial adviser, or write to the fund at 144 Glenn Curtiss Boulevard, Uniondale, New York 11556-0144, visit www.im.bnymellon.com or, for the money market funds, www.dreyfus.com or call 1-800-373-9387 (inside the U.S. only).
The most recent annual report and semi-annual report to shareholders for each fund are separate documents supplied with this SAI, and the financial statements, accompanying notes and report of the independent registered public accounting firm appearing in the annual report are incorporated by reference into this SAI and can be accessed by clicking on the applicable link in the "Fiscal Year End/Annual Report Date" column below. All classes of a fund have the same fiscal year end and prospectus date, except if otherwise indicated. Capitalized but undefined terms used in this SAI are defined in the Glossary at the end of this SAI.
Fund | Abbreviation | Share Class/Ticker | Fiscal
Year | Prospectus |
CitizensSelect Funds | CSF | |||
Dreyfus Institutional Preferred Treasury Securities Money Market Fund | DIPTSMMF | Hamilton/CEAXX | August 1st | |
Institutional/ | ||||
Dreyfus Cash Management | DCM | Administrative/ | June 1st | |
Institutional/ | ||||
Investor/DVCXX | ||||
Preferred/DCEXX | ||||
Dreyfus Government Cash Management Funds | DGCMF | |||
Dreyfus Government Cash Management | DGCM | Administrative/ | June 1st | |
Institutional /DGCXX | ||||
Investor/DGVXX | ||||
Participant | ||||
Wealth/DGQXX | ||||
Service/DGUXX | ||||
BOLDSM/DBLXX | February 1st | |||
Dreyfus Government Securities Cash Management | DGSCM | Administrative/ | June 1st | |
Institutional/ | ||||
Investor/DVPXX | ||||
Participant/ |
|
Fund | Abbreviation | Share Class/Ticker | Fiscal Year | Prospectus |
Dreyfus Institutional Liquidity Funds | DILF | |||
Dreyfus Treasury and Agency Liquidity Money Market Fund | DTALMMF | N/A/DTLXX | March 31st | |
Dreyfus Institutional Preferred Money Market Funds | IPMMF | |||
Dreyfus Institutional Preferred Government Plus Money Market Fund | DIPGPMMF | Institutional Shares/N/A | August 1st | |
SL Shares/DPFXX | ||||
Dreyfus Institutional Reserves Funds | IRF | |||
Dreyfus Institutional Preferred Government Money Market Fund | DIPGMMF | Institutional/ | August 1st | |
Hamilton/DSHXX | ||||
Dreyfus Institutional Preferred Treasury Obligations Fund | DIPTOF | Institutional/ | September 1st | |
Hamilton/DHLXX | ||||
BNY Mellon Investment Funds VII, Inc. | BNYMIFVII | |||
BNY Mellon Short Term Income Fund | BNYMSTIF | Class A/BYSAX | December 1st | |
Class D/DSTIX | December 1st | |||
Class I/BYSIX | December 1st | |||
Class Y/BYSYX | December 1st | |||
BNY Mellon Opportunity Funds | BNYMOF | |||
BNY Mellon Natural Resources Fund | BNYMNRF | Class A/DNLAX | February 1st | |
Class C/DLDCX | ||||
Class I/DLDRX | ||||
Class Y/DLDYX | ||||
BNY Mellon Short Term Municipal Bond Fund | BNYMSTMBF | Class A/DMBAX | August 1st | |
Class D/DSIBX | ||||
Class I/DIMIX | ||||
Class Y/DMYBX | ||||
Dreyfus Tax Exempt Cash Management Funds | DTECMF | |||
Dreyfus Tax Exempt Cash Management | DTECM | Institutional/ | June 1st | |
Dreyfus Treasury Obligations Cash Management | DTOCM | Administrative/ | June 1st | |
Institutional/ | ||||
Investor/DTVXX | ||||
Participant/DTPXX | ||||
Wealth/DTKXX | ||||
Service/DTNXX | ||||
Dreyfus Treasury Securities Cash Management | DTSCM | Administrative/ | June 1st | |
Institutional/ | ||||
Investor/DVRXX |
Fund | Abbreviation | Share Class/Ticker | Fiscal Year | Prospectus |
Participant/DPRXX | ||||
Wealth/DTJXX | ||||
Service/DTHXX | ||||
BNY Mellon Large Cap Securities Fund, Inc. | BNYMLCSF | DREVX | April 29th | |
BNY Mellon Sustainable U.S. Equity Fund, Inc. | BNYMSUSEF | Class A/DTCAX | September 30th | |
Class C/DTCCX | ||||
Class I/DRTCX | ||||
Class Y/DTCYX | ||||
Class Z/DRTHX |
* Certain information provided in this SAI is indicated to be as of the end of a fund's last fiscal year or during a fund's last fiscal year. The term "last fiscal year" means the most recently completed fiscal year, except that, for funds with fiscal years ended September 30th and November 30th "last fiscal year" means the fiscal year immediately preceding the most recently completed fiscal year.
TABLE OF CONTENTS
PART I
Information About Each Board Member's Experience, Qualifications, Attributes or Skills | |
PART II
PART III
PART I
Information About Each Board Member's Experience, Qualifications, Attributes or Skills
Board members for the funds, together with information as to their positions with the funds, principal occupations and other board memberships during the past five years, are shown below. The address of each board member is 240 Greenwich Street, New York, New York 10286.
All of the board members are Independent Board Members.
Name | Principal Occupation During Past 5 Years | Other Public Company Board Memberships During Past 5 Years |
Joseph S. DiMartino | Director or Trustee of funds in the BNY Mellon Family of Funds and certain other entities (as listed herein) | CBIZ, Inc., a public company providing professional business services, products and solutions, Director (1997 – Present) |
Francine
J. Bovich | The Bradley Trusts, private trust funds, Trustee (2011 – Present) | Annaly Capital Management, Inc., a real estate investment trust, Director (2014 – Present) |
J.
Charles Cardona | BNY Mellon ETF Trust, Chairman and Trustee (2020 – Present) BNY Mellon Liquidity Funds, Director (2004 – Present) and Chairman (2019 – 2021) | N/A |
Andrew
J. Donohue | Attorney, Solo Law Practice (2019 – Present) Shearman & Sterling LLP, a law firm, Of Counsel (2017 – 2019) Chief
of Staff to the Chair of the SEC | OppenheimerFunds (58 funds), Director (2017 – 2019) |
Isabel
P. Dunst | Hogan Lovells LLP, a law firm, Retired (2019 – Present); Senior Counsel (2018 – 2019); Of Counsel (2015 – 2018) Hebrew Union College Jewish Institute of Religion, Member of the Board of Governors (2015 – Present) Bend the ARC, a civil rights organization, Board Member (2016 – Present) | N/A |
Nathan
Leventhal | Lincoln Center for the Performing Arts, President Emeritus (2001 – Present) Palm Beach Opera, President (2016 – Present) | Movado Group, Inc., a public company that designs, sources, markets and distributes watches, Director (2003 – 2020) |
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Name | Principal Occupation During Past 5 Years | Other Public Company Board Memberships During Past 5 Years |
Robin
A. Melvin | Westover School, a private girls' boarding school in Middlebury, Connecticut, Trustee (2019 – Present) Mentor
Illinois, a non-profit organization dedicated to increasing the quantity and quality of mentoring services
in Illinois, Co-Chair (2014 – 2020); Board Member (2013 –2020) | HPS Corporate Lending Fund, a closed-end management investment company regulated as a business development company, Trustee (August 2021 – Present) |
Roslyn M. Watson | Watson Ventures, Inc., a real estate investment company, Principal (1993 – Present) | American Express Bank, FSB, Director (1993 – 2018) |
Benaree
Pratt Wiley | The Wiley Group, a firm specializing in strategy and business development, Principal (2005 – Present) | CBIZ, Inc., a public company providing professional business services, products and solutions, Director (2008 – Present) Blue
Cross Blue Shield of |
1 Each of the Independent Board Members serves on the boards' Audit, Nominating, Compensation, Litigation and Pricing Committees, except that Mr. DiMartino does not serve on the Compensation Committee.
Advisory Board Members
Name | Principal Occupation During Past 5 Years | Other Public Company Board Memberships During Past 5 Years |
Tamara Belinfanti | New York Law School, Lester Martin Professor of Law (2009 – Present) | N/A |
Gordon
J. Davis | Venable LLP, a law firm, Partner (2012 – Present) | BNY Mellon Family of Funds (53 funds), Board Member (1995 – August 2021) |
The following table shows the year each board member joined each fund's board.
Fund | Joseph S. DiMartino | Francine J. Bovich | J. Charles Cardona | Andrew J. Donohue | Isabel P. Dunst | Nathan Leventhal | Robin A. Melvin | Roslyn M. Watson | Benaree Pratt Wiley |
BNYMIFVII | 1995 | 2015 | 2014 | 2019 | 2014 | 2009 | 2014 | 2014 | 2009 |
BNYMLCSF | 1995 | 2015 | 2014 | 2019 | 2014 | 2009 | 2014 | 2014 | 2009 |
BNYMOF | 2000 | 2015 | 2014 | 2019 | 2014 | 2009 | 2014 | 2014 | 2009 |
BNYMSTMBF | 1995 | 2015 | 2014 | 2019 | 2014 | 2009 | 2014 | 2014 | 2009 |
BNYMSUSEF | 1995 | 2015 | 2014 | 2019 | 2014 | 2009 | 2014 | 2014 | 2009 |
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Fund | Joseph S. DiMartino | Francine J. Bovich | J. Charles Cardona | Andrew J. Donohue | Isabel P. Dunst | Nathan Leventhal | Robin A. Melvin | Roslyn M. Watson | Benaree Pratt Wiley |
CSF | 2002 | 2015 | 2014 | 2019 | 2014 | 2013 | 2014 | 2014 | 2013 |
DCM | 1995 | 2015 | 2014 | 2019 | 1991 | 2014 | 2010 | 2010 | 2007 |
DGCMF | 1995 | 2015 | 2014 | 2019 | 1991 | 2014 | 2010 | 2010 | 2007 |
DILF | 2017 | 2017 | 2017 | 2019 | 2017 | 2017 | 2017 | 2017 | 2017 |
DTECMF | 1995 | 2015 | 2014 | 2019 | 1991 | 2014 | 2010 | 2010 | 2007 |
DTOCM | 1995 | 2015 | 2014 | 2019 | 1991 | 2014 | 2010 | 2010 | 2007 |
DTSCM | 1995 | 2015 | 2014 | 2019 | 1991 | 2014 | 2010 | 2010 | 2007 |
IPMMF | 1997 | 2015 | 2014 | 2019 | 2014 | 2009 | 2014 | 2014 | 2009 |
IRF | 2008 | 2015 | 2014 | 2019 | 2014 | 2009 | 2014 | 2014 | 2009 |
Each board member, except for Ms. Bovich and Messrs. Cardona and Donohue, has been a BNY Mellon Family of Funds board member for over 20 years. Ms. Bovich has been in the asset management business for 40 years, Mr. Cardona was an employee of Dreyfus Corp. for over 30 years prior to his retirement in 2016 and Mr. Donohue has over 40 years of experience in the investment funds industry. Additional information about each board member follows (supplementing the information provided in the table above) that describes some of the specific experiences, qualifications, attributes or skills that each board member possesses which the boards believe has prepared them to be effective board members. The boards believe that the significance of each board member's experience, qualifications, attributes or skills is an individual matter (meaning that experience that is important for one board member may not have the same value for another) and that these factors are best evaluated at the board level, with no single board member, or particular factor, being indicative of board effectiveness. However, the boards believe that board members need to have the ability to critically review, evaluate, question and discuss information provided to them, and to interact effectively with fund management, service providers and counsel, in order to exercise effective business judgment in the performance of their duties; each board believes that its members satisfy this standard. Experience relevant to having this ability may be achieved through a board member's educational background; business, professional training or practice (e.g., medicine, accounting or law), public service or academic positions; experience from service as a board member (including the boards for the funds) or as an executive of investment funds, public companies or significant private or not-for-profit entities or other organizations; and/or other life experiences. The charter for the boards' nominating committees contains certain other factors considered by the committees in identifying and evaluating potential board member nominees. To assist them in evaluating matters under federal and state law, the board members are counseled by their independent legal counsel, who participates in board meetings and interacts with BNYM Investment Adviser, and also may benefit from information provided by BNYM Investment Adviser's counsel; counsel to the funds and to the boards have significant experience advising funds and fund board members. The boards and their committees have the ability to engage other experts as appropriate. The boards evaluate their performance on an annual basis.
Independent Board Members
· Joseph S. DiMartino – Mr. DiMartino has been the Chairman of the Board of the funds in the BNY Mellon Family of Funds for over 25 years. From 1971 through 1994, Mr. DiMartino served in various roles as an employee of Dreyfus Corp. (prior to its acquisition by a predecessor of BNY Mellon in August 1994 and related management changes), including portfolio manager, President, Chief Operating Officer and a director. He ceased being an employee or director of Dreyfus Corp. by the end of 1994. From July 1995 to November 1997, Mr. DiMartino served as Chairman of the Board of The Noel Group, a public buyout firm; in that capacity, he helped manage, acquire, take public and liquidate a number of operating companies. From 1986 to 2010, Mr. DiMartino served as a Director of the Muscular Dystrophy Association.
· Francine J. Bovich – Ms. Bovich currently also serves as a Trustee for The Bradley Trusts, private trust funds, and as a Director of Annaly Capital Management, Inc. She is an Emeritus Trustee of Connecticut College, and served as a Trustee from 1986 to 1997. She currently serves as a member of the Investment Committee (formerly, the Investment Sub Committee) for Connecticut College's endowment fund and served as Chair of the Investment Sub Committee until June 2020. From April 1993 until September 2010, Ms. Bovich was a Managing Director at Morgan Stanley Investment Management, holding various positions including Co-Head
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of Global Tactical Asset Allocation Group, Operations Officer, and Head of the U.S. Institutional Equity Group. Prior to joining Morgan Stanley Investment Management, Ms. Bovich was Principal, Executive Vice President and Senior Portfolio Manager at Westwood Management Corporation, where she worked from 1986 until 1993. From 1980 to 1986, she worked at CitiCorp Investment Management, Inc. as Managing Director and Senior Portfolio Manager. From 1973 to 1980, Ms. Bovich was an Assistant Vice President and Equity Portfolio Manager at Bankers Trust Company. From 1991 to 2005, she served as U.S. Representative to the United Nations Investments Committee, advising a global portfolio of approximately $30 billion.
· J. Charles Cardona – Mr. Cardona has served as the Chairman of the Board for the funds in the BNY Mellon ETF Trust since 2020. Mr. Cardona was the President and a Director of Dreyfus Corp. and the Chief Executive Officer of Cash Investment Strategies, a division of Dreyfus Corp., until he retired in 2016. From 2013 to 2016, Mr. Cardona served as Chairman of MBSC Securities Corporation, a predecessor firm to the Distributor, and he previously served as an Executive Vice President, from 1997 to 2013. He also served as President of the Institutional Services Division of MBSC Securities Corporation. He joined the Institutional Services Division in 1985 with management responsibility for all Institutional Operations and Client Service units. Prior to joining the Institutional Services Division, he served as Assistant Director of Sales and Services in Dreyfus Retail Division of MBSC Securities Corporation (formerly, Dreyfus Service Corporation), which he joined in 1981.
· Andrew J. (Buddy) Donohue – Mr. Donohue, who has worked as a solo law practitioner since 2019, has over 40 years of experience in the investment funds industry, in both senior government and private sector roles. Mr. Donohue served as Chief of Staff to the Chair of the SEC, from 2015 to 2017, and previously served as the Director of the SEC's Division of Investment Management, from 2006 to 2010, where he was effectively the most senior regulator for the U.S. investment funds industry. Mr. Donohue was Global General Counsel of Merrill Lynch Investment Managers, from 2003 to 2006, Executive Vice President and General Counsel of OppenheimerFunds, Inc., from 1991 to 2001, and Investment Company General Counsel of Goldman Sachs, from 2012 to 2015. Most recently, Mr. Donohue was an independent Director of the OppenheimerFunds, from 2017 to 2019, and Of Counsel at the law firm of Shearman & Sterling LLP, from September 2017 to July 2019. Mr. Donohue has been an officer, director and counsel for numerous investment advisers, broker-dealers, commodity trading advisers, transfer agents and insurance companies, and has served on the boards of business development companies, registered open-end funds, closed-end funds, exchange-traded funds and off-shore investment funds. He has also served as chairman of the American Bar Association's Investment Companies and Investment Advisers Subcommittee, editor of the ABA Fund Director’s Guidebook and, since 2018, director of the Mutual Fund Directors Forum, a leading funds industry organization. Mr. Donohue also is an adjunct professor teaching investment management law at Brooklyn Law School.
· Isabel P. Dunst – Ms. Dunst practiced law for over 40 years. Half of her career was spent at the U.S. Department of Health and Human Services, where she had major legal and management responsibilities for the operation of the General Counsel's Office of the Agency, including serving as its Deputy General Counsel, the senior career legal position. Ms. Dunst most recently was Senior Counsel to Hogan Lovells LLP, a Washington based international law firm, which she joined in 1990. Ms. Dunst was a partner of the firm for approximately 25 years. Ms. Dunst currently serves on the Board of Trustees of the Union for Reform Judaism and on the Board of Governors of Hebrew Union College – Jewish Institute of Religion, and is the founder of Shards of Light, a philanthropic foundation motivated by the Jewish value of tikkun olam.
· Nathan Leventhal – Mr. Leventhal was previously a Commissioner of the New York City Planning Commission. Previously, Mr. Leventhal served in a number of senior positions in New York City Government, including Fiscal Director of the Human Resources Administration and Chief of Staff to Mayor John V. Lindsay, Deputy Mayor to Mayor Ed Koch, and Transition Chairman for both Mayors David Dinkins and Michael Bloomberg. Mr. Leventhal is a former partner in the law firm Poletti Freidin Prashker Feldman & Gartner. Mr. Leventhal is a member of the Budget and Finance Committee of the Town of Southampton in Suffolk County New York. In the not-for-profit sector, Mr. Leventhal serves as President of the Palm Beach Opera and served as President of Lincoln Center for the Performing Arts and Chairman of the Avery Fisher Artist Program; he is now President Emeritus of Lincoln Center for the Performing Arts.
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· Robin A. Melvin – From 2014 to 2020, Ms. Melvin served as Co-Chair of Mentor Illinois, a non-profit organization dedicated to increasing the quantity and quality of mentoring services in Illinois, and served as a Board member from 2013 to 2020. Ms. Melvin served as Director of the Boisi Family Foundation, a private family foundation that supports organizations serving the needs of youth from disadvantaged circumstances, from 1995 to 2012. In that role she also managed the Boisi Family Office, providing the primary interface with all investment managers, legal advisors and other service providers to the family. She has also served in various roles with MENTOR, a national non-profit youth mentoring advocacy organization, including Executive Director of the New York City affiliate, Vice President of the national affiliate network, Vice President of Development, and, immediately prior to her departure, Senior Vice President in charge of strategy. Prior to that, Ms. Melvin was an investment banker with Goldman Sachs Group, Inc. Ms. Melvin served as a Board member of JDRF, a non-profit juvenile diabetes research foundation from June 2021 to June 2022. She also serves as a Trustee of Westover School, a private girls boarding school in Middlebury, Connecticut (2019 to present), and a Trustee of HPS Corporate Lending Fund, a closed-end management investment company regulated as a business development company (August 2021 to present).
· Roslyn M. Watson – Ms. Watson has been a business entrepreneur in commercial and residential real estate for over 15 years. Ms. Watson currently serves as President and Founder of Watson Ventures, Inc., a real estate development investment firm, and her board memberships include American Express Bank, FSB (until 2018), The Hyams Foundation, Inc. (emeritus), Pathfinder International and Simmons College. Previously, she held various positions in the public and private sectors, including General Manager for the Massachusetts Port Authority. She has received numerous awards, including the Woman of Achievement award from the Boston Big Sister Association and the Working Woman of the Year Award from Working Woman Magazine.
· Benaree Pratt Wiley – Ms. Wiley is a corporate director and trustee. For fifteen years, Ms. Wiley was the President and Chief Executive Officer of The Partnership, Inc., an organization that strengthened Greater Boston's capacity to attract, retain and develop talented professionals of color. Ms. Wiley currently serves on the Board of CBIZ (NYSE: CBZ). She has served as the Chair of PepsiCo's African American Advisory Board, and formerly served on the Board of First Albany (NASDAQ: FACT) and Blue Cross – Blue Shield of Massachusetts. Her civic activities include serving on the Boards of Dress for Success Boston, Partners Continuing Care and Spaulding Hospital, the Black Philanthropy Fund and Howard University where she served as Vice Chair until June 2021.
Advisory Board Members
· Tamara Belinfanti – Ms. Belinfanti currently serves as the Lester Martin Professor of Law at New York Law School, where her scholarship focuses on corporate governance system design and the relationship between corporations and communities. In 2013, Ms. Belinfanti was named an Aspen Ideas Scholar for her work on the roles and rights of corporations in the broader societal sphere. She has written on corporate governance in the context of the proxy advisory industry, corporate purpose, executive compensation, and most recently shareholder rights and stewardship. In 2019, she co-authored the book Citizen Capitalism: How a Universal Fund Can Provide Influence and Income to All. From 2000 to 2008, Ms. Belinfanti was a corporate attorney at the law firm of Cleary Gottlieb Steen & Hamilton LLP, where she counseled domestic and international clients on general corporate and U.S. securities regulation matters, and was co-editor of the securities law treatise, U.S. Regulation of the International Securities and Derivatives Market. She also serves as a Board Trustee of the Brooklyn Museum and St. Ann's School, and she has served on various professional committees such as the New York City Bar Securities Regulation Committee.
· Gordon J. Davis – Mr. Davis is a partner in the law firm of Venable LLP where his practice focuses on complex real estate, land use development and related environmental matters; state and municipal authorities and financings; and cultural and not-for-profit organizations. Prior to joining the firm in 2012, Mr. Davis served as a partner in the law firm of Dewey & LeBoeuf LLP from 1994 until 2012. Mr. Davis also served as a Commissioner and member of the New York City Planning Commission, and as Commissioner of Parks and Recreation for the City of New York. Mr. Davis was a co-founder of the Central Park Conservancy and the founding Chairman of Jazz at the Lincoln Center for the Performing Arts in New York City. He has also served as President of Lincoln Center. Mr. Davis also served on the board of Dreyfus Corp. (prior to its acquisition by a predecessor of BNY Mellon in August 1994 and related management changes). He served as a Board
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member of the funds until August 2021, and as an emeritus board member until October 25, 2021. He also served as a Director of Consolidated Edison, Inc., a utility company, and The Phoenix Companies, Inc., a life insurance company.
The boards' standing Audit, Nominating, Compensation, Litigation and Pricing Committees met during the funds' last fiscal years as indicated below:
Fund | Audit | Nominating | Compensation | Litigation | Pricing |
BNYMIFVII | 4 | 0 | 1 | 0 | 0 |
BNYMLCSF | 4 | 1 | 2 | 0 | 0 |
BNYMOF | 4 | 1 | 2 | 0 | 0 |
BNYMSTMBF | 4 | 1 | 2 | 0 | 0 |
BNYMSUSEF | 4 | 1 | 2 | 0 | 0 |
CSF | 4 | 1 | 2 | 0 | 0 |
DCM | 4 | 1 | 2 | 0 | 0 |
DGCMF | 4 | 1 | 2 | 0 | 0 |
DILF | 4 | 1 | 2 | 0 | 0 |
DTECMF | 4 | 1 | 2 | 0 | 0 |
DTOCM | 4 | 1 | 2 | 0 | 0 |
DTSCM | 4 | 1 | 2 | 0 | 0 |
IPMMF | 4 | 1 | 2 | 0 | 0 |
IRF (3/31 fiscal year end) | 4 | 1 | 2 | 0 | 0 |
IRF (4/30 fiscal year end) | 4 | 1 | 2 | 0 | 0 |
Board Members' Fund Share Ownership
The table below indicates the dollar range of each board member's ownership of fund shares and shares of other funds in the BNY Mellon Family of Funds, in each case as of December 31, 2021.
Fund | Joseph
S. | Francine | J.
Charles | Andrew J. | Isabel P. | Nathan | Robin A. | Roslyn M. | Benaree Pratt Wiley |
BNYMLCSF | None | None | None | None | None | $10,001-$50,000 | None | None | None |
BNYMNRF | None | None | $10,001-$50,000 | None | Over | None | None | None | None |
BNYMSTIF | None | None | None | None | None | None | None | None | None |
BNYMSTMBF | None | None | None | None | None | None | None | None | None |
BNYMSUSEF | None | None | None | None | None | None | None | None | None |
DCM | None | None | None | None | None | None | None | None | None |
DGCM | Over | None | None | Over | None | None | None | $10,001-$50,000 | None |
DGSCM | None | None | None | None | None | None | None | None | None |
DILF | None | None | None | None | None | None | None | None | None |
DIPGMMF | None | None | None | None | None | None | None | None | None |
DIPGPMMF | None | None | None | None | None | None | None | None | None |
DIPTOF | None | None | None | None | None | None | None | None | None |
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Fund | Joseph
S. | Francine | J.
Charles | Andrew J. | Isabel P. | Nathan | Robin A. | Roslyn M. | Benaree Pratt Wiley |
DIPTSMMF | None | None | None | None | None | None | None | None | None |
DTECM | None | None | None | None | None | None | None | None | None |
DTOCM | None | None | None | None | None | None | None | None | None |
DTSCM | None | None | None | None | None | None | None | None | None |
Aggregate holdings of funds in the BNY Mellon Family of Funds | Over | $50,001-$100,000 | Over | Over | Over | Over $100,000 | $50,001-$100,000 | $10,001-$50,000 | $50,001-$100,000 |
See "Share Ownership" below for information on the shareholdings of each fund by board members and officers as a group.
As of December 31, 2021, none of the board members or their immediate family members owned securities of BNYM Investment Adviser, any Sub-Advisers, the Distributor or any person (other than a registered investment company) directly or indirectly controlling, controlled by or under common control with BNYM Investment Adviser, any Sub-Advisers or the Distributor.
Annual retainer fees and meeting attendance fees are allocated among the funds on the basis of net assets, with the Chairman of the Board, Joseph S. DiMartino, receiving an additional 25% of such compensation. The funds reimburse board members for their expenses. The funds do not have a bonus, pension, profit-sharing or retirement plan. An emeritus board member is entitled to receive an annual retainer of one-half the amount paid as a retainer at the time the board member became emeritus and a per meeting attended fee of one-half the amount paid to board members. The funds' emeritus program was discontinued for current board members in November 2021.
The aggregate amount of fees received from the funds by each current board member, advisory board member and emeritus board member for the funds' last fiscal years, and by all funds in the fund complex (which comprises registered investment companies for which BNYM Investment Adviser or an affiliate of BNYM Investment Adviser serves as investment adviser) for which such person was a board member, advisory board member or emeritus board member during last fiscal year, were as follows:†
Independent Board Members | |||||||||
Fund | Joseph S. | Francine | J.
Charles | Andrew J. | Isabel P. | Nathan | Robin A. | Roslyn M. | Benaree Pratt Wiley |
BNYMIFVII | $1,015 | $818 | $814 | $818 | $814 | $814 | $818 | $728 | $819 |
BNYMLCSF | $13,079 | $10,613 | $10,495 | $10,613 | $10,495 | $10,495 | $10,613 | $9,403 | $10,636 |
BNYMOF | $2,926 | $2,411 | $2,350 | $2,411 | $2,350 | $2,350 | $2,384 | $2,306 | $2,418 |
BNYMSTMBF | $2,249 | $1,818 | $1,804 | $1,818 | $1,804 | $1.804 | $1,818 | $1,617 | $1,821 |
BNYMSUSEF | $4,274 | $3,455 | $3,429 | $3,455 | $3,429 | $3,429 | $3,455 | $3,082 | $3,461 |
CSF | $5,261 | $4,277 | $4,236 | $4,277 | $4,236 | $4,236 | $4,277 | $3,856 | $4,286 |
DCM | $2,408 | $2,344 | $1,933 | $2,344 | $1,933 | $1,933 | $2,344 | $1,715 | $2,426 |
DGCMF | $44,357 | $43,910 | $35,589 | $443,910 | $35,589 | $35,589 | $43,910 | $32,110 | $45,573 |
DILF | $70,970 | $57,772 | $56,947 | $57,772 | $56,947 | $56,947 | $57,772 | $50,803 | $57,937 |
DTECMF | $163 | $162 | $131 | $162 | $131 | $131 | $162 | $119 | $168 |
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Independent Board Members | |||||||||
Fund | Joseph
S. | Francine | J.
Charles | Andrew J. | Isabel P. | Nathan | Robin A. | Roslyn M. | Benaree Pratt Wiley |
DTOCM | $11,350 | $11,246 | $9,104 | $11,246 | $9,104 | $9,104 | $11,246 | $8,294 | $11,674 |
DTSCM | $17,574 | $17,367 | $14,100 | $17,367 | $14,100 | $14,100 | $17,367 | $12,743 | $18,019 |
IPMMF | $20,407 | $16,469 | $16,369 | $16,469 | $16,369 | $16,389 | $16,469 | $15,114 | $16,489 |
IRF (3/31 fiscal year end) | $74,129 | $59,942 | $59,466 | $59,942 | $59,466 | $59,466 | $59,942 | $53,765 | $60,038 |
IRF (4/30 fiscal year end) | $3,484 | $2,820 | $2,795 | $2,820 | $2,795 | $2,795 | $2,820 | $2,552 | $2,825 |
| |||||||||
Total
compensation | $1,185,000 | $650,620 | $333,625 | $489,967 | $257,500 | $397,500 | $764,967
| $427,500 | $668,261 |
Emeritus Board Member | |
Fund | George L. |
BNYMIFVII | $482 |
BNYMLCSF | $6,010 |
BNYMOF | $1,336 |
BNYMSTMBF | $1,040 |
BNYMSUSEF | $1,982 |
CSF | $2,414 |
DCM | $367 |
DGCMF | $5,813 |
DILF | $9,787 |
DTECMF | $22 |
DTOCM | $1,472 |
DTSCM | $2,323 |
IPMMF | $9,531 |
IRF (3/31 fiscal year end) | $34,384 |
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Emeritus Board Member | |
Fund | George L. |
IRF (4/30 fiscal year end) | $1,626 |
Total compensation | $90,000 |
† Amounts shown do not include expenses reimbursed to board members for attending board meetings.
* Amounts shown also do not include the costs of office space and related parking, office supplies and secretarial services, which also are paid by the funds and allocated based on net assets; these amounts for the funds ranged from $0 to $81,619 ($168,144 for all funds) in 2021.
** Represents the number of separate portfolios comprising the investment companies in the fund complex, including the funds, for which the board member or emeritus board member served in 2021.
1 Mr. Perry is an emeritus board member of all funds, except DCM, DGCMF, DTECMF, DTOCM, DTSCM, CSF and DILF. For the listed funds, Mr. Perry receives compensation from the funds for attending board meetings in an advisory role.
Advisory Board Members | ||
Fund | Tamara Belinfanti1 | Gordon J. Davis2 |
BNYMIFVII | $683 | $752 |
BNYMLCSF | $4,108 | $9,651 |
BNYMOF | $321 | $2,202 |
BNYMSTMBF | $1,096 | $1,667 |
BNYMSUSEF | $2,348 | $3,160 |
CSF | $1,658 | $3,999 |
DCM | $1,715 | $1,790 |
DGCMF | $12,745 | $33,008 |
DILF | $12,067 | $54,172 |
DTECMF | $119 | $123 |
DTOCM | $8,294 | $8,507 |
DTSCM | $12,743 | $13,080 |
IPMMF | $11,224 | $15,423 |
IRF (3/31 fiscal year end) | $34,850 | $54,878 |
IRF (4/30 fiscal year end) | $1,540 | $2,583 |
Total
compensation | $93,522 (30) | $377,924 |
1 Ms. Belinfanti became an advisory board member of the funds in September 2021 and receives compensation from the funds for attending board meetings in an advisory role.
2 Mr. Davis became an advisory board member of the funds on October 26, 2021 and receives compensation from the funds for attending board meetings in an advisory role. From August 7, 2021 to October 25, 2021, Mr. Davis was an emeritus board member of the funds. Prior to August 7, 2021, Mr. Davis was a board member of the funds. The amounts in the table reflect the fees he received from the funds as a board member, emeritus board member and/or advisory board member during each fund's last fiscal year.
** Represents the number of separate portfolios comprising the investment companies in the fund complex, including the funds, for which the advisory board member served in 2021.
I-9
Name | Principal Occupation During Past 5 Years | Number of Investment Companies (Portfolios) in the Fund Complex* for which the Officer serves as an Officer |
David
DiPetrillo | Vice President and Director of BNYM Investment Adviser since February 2021; Head of North America Product, BNY Mellon Investment Management since January 2018; and Director of Product Strategy, BNY Mellon Investment Management from January 2016 to December 2017 | 55 (108) |
James Windels | Vice President of BNYM Investment Adviser since September 2020; and Director – BNY Mellon Fund Administration | 56 (129) |
Peter
M. Sullivan | Chief Legal Officer of BNYM Investment Adviser and Associate General Counsel of BNY Mellon since July 2021; Senior Managing Counsel of BNY Mellon from December 2020 to July 2021; and Managing Counsel of BNY Mellon from March 2009 to December 2020 | 56 (129) |
James
Bitetto | Senior Managing Counsel of BNY Mellon since December 2019; Managing Counsel of BNY Mellon from April 2014 to December 2019; and Secretary of BNYM Investment Adviser | 56 (129) |
Deirdre Cunnane | Managing Counsel of BNY Mellon since December 2021; Counsel of BNY Mellon from August 2018 to December 2021; and Senior Regulatory Specialist at BNY Mellon Investment Management Services from February 2016 to August 2018 | 56 (129) |
Sarah
S. Kelleher | Vice President of BNY Mellon ETF Investment Adviser, LLC since February 2020; Senior Managing Counsel of BNY Mellon since September 2021; Managing Counsel of BNY Mellon from December 2017 to September 2021; and Senior Counsel of BNY Mellon from March 2013 to December 2017 | 56 (129) |
Jeff
S. Prusnofsky | Senior Managing Counsel of BNY Mellon | 56 (129) |
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Name | Principal Occupation During Past 5 Years | Number of Investment Companies (Portfolios) in the Fund Complex* for which the Officer serves as an Officer |
Amanda
Quinn | Counsel of BNY Mellon since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019; and Senior Regulatory Specialist at BNY Mellon Investment Management Services from April 2015 to August 2018 | 56 (129) |
Natalya Zelensky | Chief Compliance Officer since August 2021 and Vice President since February 2020 of BNY Mellon ETF Investment Adviser, LLC; Chief Compliance Officer since August 2021 and Vice President and Assistant Secretary since February 2020 of BNY Mellon ETF Trust; Managing Counsel of BNY Mellon from December 2019 to August 2021; Counsel of BNY Mellon from May 2016 to December 2019; and Assistant Secretary of BNYM Investment Adviser from April 2018 to August 2021 | 55 (128) |
Daniel
Goldstein | Head of Product Development of North America Product, BNY Mellon Investment Management since January 2018; Co-Head of Product Management, Development & Oversight of North America Product, BNY Mellon Investment Management from January 2010 to January 2018; and Senior Vice President, Development & Oversight of North America Product, BNY Mellon Investment Management since 2010 | 55 (108) |
Joseph Martella 1976 Vice President 2022 | Head of Product Management of North America Product, BNY Mellon Investment Management since January 2018; Director of Product Research and Analytics of North America Product, BNY Mellon Investment Management from January 2010 to January 2018; and Senior Vice President of North America Product, BNY Mellon Investment Management since 2010 | 55 (108) |
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Name | Principal Occupation During Past 5 Years | Number of Investment Companies (Portfolios) in the Fund Complex* for which the Officer serves as an Officer |
Gavin
C. Reilly | Tax Manager – BNY Mellon Fund Administration | 56 (129) |
Robert Salviolo | Senior Accounting Manager – BNY Mellon Fund Administration | 56 (129) |
Robert Svagna | Senior Accounting Manager – BNY Mellon Fund Administration | 56 (129) |
Joseph W. Connolly | CCO of the BNY Mellon Family of Funds and BNY Mellon Funds Trust since 2004; and CCO of BNYM Investment Adviser from 2004 until June 2021 | 55 (115) |
Caridad
M. Carosella | Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust | 48 (121) |
* "Fund Complex" comprises registered investment companies for which BNYM Investment Adviser or an affiliate of BNYM Investment Adviser serves as investment adviser.
1 With respect to IRF, each officer has held his or her respective position with the fund since 2008, except for Messrs. DiPetrillo and Sullivan and Mses. Carosella, Cunnane, Kelleher and Quinn, whose dates are as shown above. With respect to CSF, each officer has held his or her respective position with the fund since the date shown above, except Mr. Svagna (please see note 5). With respect to DILF, each officer has held his or her respective position since 2017, except for Messrs. DiPetrillo and Sullivan and Mses. Cunnane and Quinn, whose dates are shown above.
2 President since January 2021; previously, Vice President.
3 Chief Legal Officer since July 2021.
4 Vice President and Secretary since 2018; previously, Vice President and Assistant Secretary.
5 Mr. Svagna has held this position since 2002 with respect to BNYMOF, BNYMSTMBF, BNYMSUSEF and BNYMLCSF, and 2005 with respect to IPMMF, BNYMIFVII and CSF.
Each officer serves until his or her respective successor has been duly elected and qualified or until his or her earlier death, resignation, retirement or removal. The address of each officer is 240 Greenwich Street, New York, New York 10286.
I-12
CERTAIN
PORTFOLIO MANAGER INFORMATION
(not applicable to money market funds)
The following table lists the number and types of accounts (including the funds) advised by each fund's primary portfolio manager(s) and assets under management in those accounts as of the end of the last fiscal year of the funds they manage. If a portfolio manager is a primary portfolio manager for multiple funds with different fiscal year ends, information is provided as of the most recent last fiscal year end of the relevant funds, except if otherwise indicated.
Primary | Registered | Total
Assets | Other Pooled | Total Assets | Other | Total
Assets |
Karen Behr | 8 | $11.1B | 9 | $406M | 28 | $4.2B |
David Bowser | 2 | $218M | 1 | $201M | 63 | $11.17B |
Jeffrey Burger | 11 | $3.9B | None | N/A | 389 | $1.9B |
Thomas Casey | 10 | $4.4B | None | N/A | 521 | $2.7B |
Albert Chu | 1 | $471M | None | N/A | 3 | $193M |
Gautam Khanna | 5 | $4.09B | None | N/A | 18 | $1.79B |
David S. Intoppa | 4 | $2.7B | 7 | $390M | 39 | $4.9B |
Matthew Jenkin | 3 | $4.4B | None | N/A | 1 | $5M |
Julianne McHugh | 4 | $2.9B | None | N/A | 2 | $58M |
Nick Pope | 5 | $793M | 4 | $1.4B | 8 | $549M |
Scott Zaleski | 3 | $2.53B | 1 | $367M | None | N/A |
The following table provides information on accounts managed (included within the table above) by each primary portfolio manager that are subject to performance-based advisory fees.
Primary | Type of Account | Number
of Accounts | Total Assets of Accounts |
Karen Behr | Other Accounts | 1 | $80M |
David Bowser | None | N/A | N/A |
Jeffrey Burger | None | N/A | N/A |
Thomas Casey | None | N/A | N/A |
Albert Chu | Other Accounts | 1 | $33M |
Gautam Khanna | None | N/A | N/A |
David S. Intoppa | Other Accounts | 3 | $107M |
Matthew Jenkin | None | N/A | N/A |
Julianne McHugh | None | N/A | N/A |
Nick Pope | None | N/A | N/A |
Scott Zaleski | None | N/A | N/A |
The following table lists the dollar range of fund shares beneficially owned by the primary portfolio manager(s) as of the end of the fund's last fiscal year, except if otherwise indicated.
Primary Portfolio Manager | Fund | Dollar Range of Fund Shares Beneficially Owned |
Karen Behr | BNYMLCSF | None |
David Bowser | BNYMSTIF | $10,001 - $50,000 |
Jeffrey Burger | BNYMSTMBF | None |
Thomas Casey | BNYMSTMBF | None |
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Primary Portfolio Manager | Fund | Dollar Range of Fund Shares Beneficially Owned |
Karen Behr | BNYMLCSF | None |
Albert Chu | BNYMNRF | None |
Gautam Khanna | BNYMSTIF | None |
David S. Intoppa | BNYMNRF | $50,001 - $100,000 |
Matthew Jenkin | BNYMLCSF | None |
Julianne McHugh | BNYMLCSF | None |
Nick Pope | BNYMSUSEF | None |
Scott Zaleski | BNYMSTIF | $10,001 - $50,000 |
ADVISERS' COMPENSATION; COMPLIANCE SERVICES
For each fund's last three fiscal years, the management fees payable by the fund, the reduction, if any, in the amount of the fee paid due to fee waivers and/or expense reimbursements by BNYM Investment Adviser and the net fees paid by the fund were as follows:
2022 Fiscal Year | 2021 Fiscal Year | 2020 Fiscal Year | |||||||
Fund | Fee | Reduction
| Net
fee | Fee
| Reduction
| Net
fee | Fee
| Reduction
| Net
fee |
BNYMSTMBF | $845,053 | $31,721 | $813,332 | $856,178 | $32,069 | $824,109 | $828,097 | $19,046 | $809,051 |
BNYMSUSEF | $3,223,947 | $0 | $3,223,947 | $2,562,450 | $0 | $2,562,450 | $2,035,727 | $0 | $2,035,727 |
BNYMSTIF | $565,092 | $422,703 | $142,389 | $655,024 | $350,220 | $304,804 | $646,098 | $332,772 | $313,326 |
DCM | $8,478,679 | $5,699,760 | $2,778,919 | $13,416,793 | $6,902,604 | $6,514,189 | $22,884,524 | $11,167,839 | $11,716,685 |
DGCM | $225,746,612 | $189,355,851 | $36,390,761 | $159,486,554 | $40,131,416 | $119,335,138 | $110,110,210 | $26,584,998 | $83,525,212 |
DIPGMMF | $8,647,717 | $3,827,329 | $4,820,388 | $13,963,292 | $4,327,183 | $9,636,109 | $11,415,583 | $3,989,703 | $7,425,880 |
DIPGPMMF | $2,506,712 | $2,506,712 | $0 | $1,722,779 | $1,722,779 | $0 | $1,650,896 | $1,650,896 | $0 |
DGSCM | $8,938,986 | $6,964,940 | $1,974,046 | $10,283,209 | $0 | $10,283,209 | $9,618,034 | $0 | $9,618,034 |
DIPTOF | $394,567 | $169,925 | $224,642 | $869,291 | $211,313 | $657,978 | $758,366 | $78,489 | $679,877 |
DIPTSMMF | $705,737 | $705,737 | $0 | $268,741 | $59,680 | $290,061 | $122,966 | $7,625 | $115,341 |
DTECM | $837,967 | $710,382 | $127,585 | $1,241,718 | $371,061 | $870,657 | $1,186,275 | $355,310 | $830,965 |
DTOCM | $58,976,429 | $45,410,852 | $13,565,577 | $47,563,434 | $6,233,062 | $41,330,372 | $38,827,826 | $6,167,223 | $32,660,603 |
DTSCM | $93,709,867 | $71,347,232 | $22,362,635 | $75,969,373 | $8,833,193 | $67,136,180 | $62,262,600 | $4,876,799 | $57,385,801 |
2021 Fiscal Year | 2020 Fiscal Year | 2019 Fiscal Year | |||||||
Fund | Fee | Reduction
| Net
fee | Fee
| Reduction
| Net
fee |