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transition process

Buy-Side Trading Solutions and Portfolio Transition Services (together, “BTS”) are offered through BNY Mellon Capital Markets, LLC (“BNYCM”) only to Institutional Clients in the United States (“U.S.”) and select countries where permitted by local law. Not all products and services are offered in all countries.

BNYCM is a full-service U.S. registered broker-dealer and an indirect wholly owned non-bank subsidiary of The Bank of New York Mellon Corporation (“BNY”). BNY and its affiliates lend and provide other products and services to issuers and others and provide and receive related fees and compensation. BNYCM is not acting as an investment adviser and will not be providing any investment advice or recommendations, or other otherwise exercise investment discretion or act as fiduciary, with respect to the decision to transition or liquidate any assets or purchase or select any assets. BNYCM will be acting as a “fiduciary” under ERISA solely with respect to the exercise of discretion as to the price, timing and venue of the liquidation, sale or purchase transactions that are directed by Portfolio Transition Services clients.

This material is intended for wholesale/professional clients (or the equivalent only), and is not intended for use by retail clients and no other person should act upon it. Persons who do not have professional experience in matters relating to investments should not rely on this material. BNYCM will only provide the relevant investment services, and this material is only being distributed, to investment professionals. Not all products and services are offered in all countries. If distributed in the UK, this material is a financial promotion. If distributed in the EU, this material is a marketing communication.

For persons located in Switzerland: The information provided herein does not constitute an offer of financial instrument or an offer to provide financial service in Switzerland pursuant to or within the meaning of the Swiss Financial Services Act ("FinSA") and its implementing ordinance.  This is an advertisement pursuant to or within the meaning of FinSA and its implementing ordinance.

BNYCM is a member of FINRA and SIPC, which protects securities customers of its members up to $500,000 (including $250,000 for claims for cash). Explanatory brochure available upon request or at www.sipc.org. SIPC does not protect against loss due to market fluctuation. SIPC protection is not the same as, and should not be confused with, FDIC insurance.

This material is for reference purposes only and not intended to be a recommendation with respect to, or solicitation or offer to buy or sell, any particular financial instrument, including but not limited to BNY stock, or to participate in any particular trading strategy and is not tax, legal, regulatory, investment or accounting advice by BNYCM or any affiliate. BNYCM is not an adviser and does not provide advice with respect to, or as part of, the services comprising BTS. You should independently and carefully consider whether any information or investment instruments are suitable for your particular investment objectives and financial position and, if you believe it appropriate, seek professional advice, including tax, legal and accounting advice.

This material is not to be distributed in any jurisdiction in which such distribution would be illegal. BNYCM and its affiliates do not make representations as to the actual value to be received in connection with a transaction. Although information is from sources believed reliable, there is no undertaking as to accuracy and opinions and information contained herein are subject to change without notice.

A client should not enter into any transactions unless it has fully understood all risks and that not all investments will be suitable, and has independently determined that such transactions are appropriate, for the client. Prices may fluctuate and it is possible that such fluctuations may be substantial in response to many factors including, without limitation, general market and market sector conditions, U.S. and global, in addition to company specific conditions. Past performance is not a guide to future performance of any instrument, transaction or financial structure, and a loss of original capital may occur.

United Kingdom Financial Promotion Disclosure by BNYCM: This communication is being issued by BNY Mellon Capital Markets, LLC to, and/or is directed at, persons to whom it may lawfully be issued or directed at under the United Kingdom (“UK”) Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “FPO”)  including persons who are authorised (“authorised persons”) under the UK Financial Services and Markets Act 2000 Act (the “Act”) and certain persons having professional experience in matters relating to investments. The products/services referenced in this communication are only available to such persons in the UK and this communication must not be relied or acted upon by any other persons in the UK. BNYCM is not an “authorised person” in the UK under the Act. Please note that the individual with whom you are communicating has the authority to issue communications on behalf of more than one entity within The Bank of New York Mellon Corporation group entities, and may not be employed by BNYCM. Please consult an authorised person if in doubt. The communication by BNYCM is not covered by UK regulatory regime protections. This communication by BNYCM is exempt from the general restriction in Section 21 of the Act on the communication of invitations or inducements to engage in investment activity on the grounds that it is being issued to and/or directed at only the types of person referred to above. The content of this communication has not been approved by an authorised person for BNYCM and such approval is, save where this communication is directed at or issued to the types of person referred to above, required by Section 21 of the Act.

Neither The Bank of New York Mellon, London Branch (“BNYLB”) nor Pershing Securities Limited (“PSL”) is providing any facilitation or arranging services to you in connection with products/services referenced in this communication. The services will be contracted with and delivered by BNYCM alone (not BNYLB nor PSL) and recipients of the services will be entering into the BNYCM contractual documents directly with BNYCM (not BNYLB nor PSL). Any contractual terms will be subject to approval by BNYCM.

Fixed Income Securities. Fixed income investments, including municipal bonds, are subject to various risks including changes in interest rates, call features, credit quality, possible default, difficulty in market valuations, liquidity, prepayments, early redemption, tax ramifications, inflation and other factors.

Equity Securities. Prices may fluctuate and it is possible that such fluctuations may be substantial in response to many factors including, without limitation, general market and market sector conditions, U.S. and global, in addition to company specific conditions. Dividends are not guaranteed and are subject to change or elimination.

Derivatives Disclosure: Where distribution of material is subject to the rules of the U.S. Commodity Futures Trading Commission (the “CFTC”), it shall be considered a “solicitation” of derivatives business generally, as such term is used within CFTC Rule 1.71 and 23.605, pursuant to the U.S. Commodity Exchange Act. Derivatives and Options carry a high level of risk and are not suitable for all investors. In particular, an option holder may lose the entire amount paid for the option in a relatively short period of time and an options writer may incur significant loss if the price of the underlying interest declines. 

Past performance is not indicative of, nor a guarantee of future performance and a loss of original capital may occur. You should not enter into any transactions unless you have fully understood all risks, that not all investments will be suitable, and you have independently determined that such transactions are appropriate, for you. Investing in securities involves risk, including loss of the principal amount invested.

Additional information is provided on FINRA’s Web site at https://www.finra.org/investors/learn-to-invest/key-investing-concepts/evaluating-investment-performance.

BNYCM (including its broker-dealer affiliates) may have long or short positions in any currency, derivative or instrument discussed herein. BNYCM has included data in this material from information generally available to the public from sources believed to be reliable. Any price or other data used for illustrative purposes may not reflect actual current conditions. No representations or warranties are made, and

BNYCM assumes no liability, as to the suitability of any products and services described herein for any particular purpose or the accuracy or completeness of any information or data contained in this material. Price and other data are subject to change at any time without notice. 

Trademarks, service marks and logos are the property of their respective owners. 

Securities Products: Not FDIC-Insured – Subject to Loss in Value – Not a Deposit of or Guaranteed by a Bank or any Bank Affiliate.

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