The Bank of New York Mellon Corporation (BK)
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AGM 2025

Apr 15, 2025

Speaker 3

Good morning and welcome to BNY's 2025 Annual Meeting of Stockholders. Please note that this webcast will be recorded and will consist of copyrighted material. You may not record or rebroadcast these materials without BNY's consent. I will now turn the meeting over to Joseph Echevarria, Chair of the Bank of New York Mellon Corporation Board of Directors.

Joseph Echevarria
Lead Director and Chair of the Board, BNY Mellon

Thank you and good morning. We are pleased that you're able to join us this morning for our 2025 Annual Meeting of Stockholders. As Chair of the Board of Directors, I will preside over the meeting. To begin, this meeting is being conducted solely by webcast. You'll be able to participate in the meeting by voting and by submitting written questions through our virtual annual meeting portal if you held our stock as of the close of business on our record date of February 19, 2025. Let me provide an overview of how our meeting will proceed. First, I'll call the meeting to order. Then I'll turn the meeting over to our President and Chief Executive Officer and fellow member of the board, Robin Vince.

Robin will make introductory remarks, go over some procedural matters necessary for our corporate record keeping, and introduce the formal business of the meeting, including the three items on our agenda. He will then pause for questions and open the polls for voting on those three items. After the polls are closed, Robin will report on the voting results. Following that, I'll adjourn the meeting and Robin will take general questions from our stockholders. I now call this meeting to order and turn it over to Robin.

Robin Vince
CEO, BNY Mellon

Thank you, Joseph, and thank you all for joining us this morning. We're pleased to welcome our stockholders from around the world who are participating in today's virtual meeting. BNY has stood proudly at the heart of the American financial system since its inception. Today, our company has the privilege and responsibility for overseeing more than $53 trillion in assets under custody and/or administration on behalf of our clients, including the world's leading financial institutions, pension funds, governments, and insurance providers. We power platforms across custody, payments, security settlement, wealth investments, collateral, trading, and more in over 100 markets. Stepping back for a moment on the operating environment, over the past quarter, we've seen a rapid and significant reversal of sentiment driven by uncertainty about trade and fiscal policies, which added to existing tail risks, including geopolitical tensions and conflicts.

The recent tariff announcements were clearly part of a broader strategy and an effort to reset trade relations. This is an attempt at a very fundamental change, and we should expect that negotiations will take time. The read-through of this uncertainty into both capital markets and the real economy creates elevated risks in the near and medium term. In times like this, being positioned conservatively with balance sheet strength and operational resilience allows us to remain focused on servicing our clients and continuing to execute on the ongoing transformation of BNY into a more platforms-oriented company. Shifting to the past year, 2024 was an exciting year for BNY, and we have strong momentum in 2025 as we work to unlock the opportunity embedded in our company. Building on the solid foundation that we laid in 2023, we accelerated the pace of our ongoing transformation in 2024.

Our company delivered record net income of $4.3 billion on record revenue of $18.6 billion and generated a return on tangible common equity of 23% for the year. Once again, we met or exceeded our financial goals for the year and delivered 968 basis points of positive operating leverage on a reported basis and 288 basis points excluding notable items. This significant positive operating leverage resulted in pre-tax margin expansion and improved profitability, with attractive capital returns to our shareholders, all of which demonstrates how we are executing as a reinvigorated BNY. We also made meaningful progress aligned to our three strategic pillars: be more for our clients, run our company better, and power our culture. For our clients, the launch of our new commercial coverage model enables BNY to deliver from across the company at an accelerated pace, improve the client experience, and deepen our relationships.

While this is a work in progress, we're encouraged by the real demand we've seen for the powerful combination of capabilities we have at BNY. Last year, we saw a 30% year-on-year increase in sales from clients buying from three or more lines of business, with real runway ahead. At the same time, we have continued to bring new innovative solutions to the market. Our acquisition of Archer allows BNY to become an end-to-end solutions provider in the fast-growing managed account ecosystem across manufacturing and BNY investments, distribution through purging, or servicing through Archer. This is just one example of the important investments we are making for the years ahead in order to drive revenue growth and greater scalability. One year ago, we began the phased transition to our strategic platforms operating model, which realigns how we work and organize ourselves across BNY to drive efficiency and accelerate top-line growth.

Today, more than half of our people around the world are working in the model, and we expect that our transition will have a meaningful impact on BNY over the years to come as we simplify processes and amplify collaboration across teams. Our investments in digitization and AI over the last couple of years have laid a solid foundation for us to become more efficient and to drive top-line growth over time. We see enormous potential in AI across our three strategic pillars: new solutions for our clients, step function changes in efficiency, and more machine leverage for our people. Today, more than 80% of our people have completed the prerequisite training to access Eliza, our AI platform, and more than 8,000 of them are already experimenting with personal AI agents, honing the skills they need to use AI effectively.

Fundamental to our work is a high-performing culture that thrives on client obsession and ownership, and we are starting to see the benefits of our people around the world working more closely together. Celebrating our company's 240th anniversary in 2024 with colleagues, clients, and many other stakeholders around the world felt even more special at a moment in which our people could start to see their hard work leaving a positive impression on this iconic institution. We have started off 2025 with strong momentum and determination to deliver further value for our clients and our shareholders. Last week, we reported very solid 1Q 2025 financial results. Earnings per share of $1.58 were up 26% year-over-year on a reported basis and up 22% excluding notable items. Total revenue of $4.8 billion was up 6% year-over-year. Expenses were well controlled, up 2% year-over-year.

Taken together, we delivered another quarter of meaningful positive operating leverage. Our pre-tax margin improved to 32%, and return on tangible common equity improved to 24%. I'll wrap up by reminding you of the strong value proposition that we laid out for our clients, our shareholders, and our people at the beginning of last year. Our strategic priorities and financial goals are clear, and we remain focused on consistent execution. Over the medium term, we believe our company can generate a pre-tax margin of 33% or more, and return on tangible common equity of 23% or more, while targeting a tier-one leverage ratio of 5.5%-6% and CET1 ratio of around 11%. Our progress toward these medium-term financial targets in 2024 gives us the confidence that we can meet or exceed these targets through the cycle.

To summarize the path we've been on together over the past few years, 2023 was about setting the foundation, 2024 was about accelerating the pace, and we expect 2025 will be the year that we really begin to unlock the opportunity embedded in our company. While we're still early on our journey, I am proud of what our people around the world have accomplished over the past two years and grateful for everyone's dedication to consistent execution for the years to come. At BNY, we will continue to work hard to deliver for our clients, our people, and for you, our shareholders. Thank you for your ongoing support and conviction in all that our company can be.

With that, I would like to introduce the other members of our board of directors who have joined us today: Linda Cook, Amy Gilliland, Jeffrey Goldstein, Guru Gowrappan, Ralph Izzo, Sandy O'Connor, Elizabeth Robinson, Rakefet Russak- Aminoach and Al Zola. Also joining us are Dermot McDonogh, our Chief Financial Officer; Kevin McCarthy, our General Counsel; Shannon Hobbs, our Chief People Officer. I would also like to welcome our employees, many of whom are joining us via the webcast this morning. In addition, Jennifer Stempel and Noah Crocker of KPMG LLP, representatives from our independent registered public accountants, have joined us. They will be available to take questions during the question-and-answer portion of the meeting. The proxy holders for this annual meeting are Jean Weng and Elena Radin, our Inspectors of Election, Michelle Terry Cabrera and Yumi Frost. Ms. Weng is also acting as Secretary for the annual meeting.

Ms. Weng will go over some procedural items.

Jean Weng
MD, Corporate Secretary and Deputy General Counsel, BNY Mellon

Thank you, Robin. Because this is a meeting of our stockholders, only our stockholders can vote and ask questions during the annual meeting. You need to have held stock as of the close of business on the record day of February 19, 2025, to vote or submit questions while participating in this annual meeting. To vote or submit questions, please follow the instructions available on our virtual meeting portal. We will only be answering questions that are submitted in writing via the portal. Business will be taken up in the order set forth on the agenda, a copy of which is available online. Stockholder questions are welcome, but conducting the business set out in the agenda for the benefit of all stockholders will be paramount. The company will not address any questions that do not conform with the rules of conduct that are posted on the virtual meeting website.

In the interest of fairness to all stockholders, these rules will be strictly followed. Please note that this meeting is being recorded. However, no one attending via the webcast is permitted to use any audio recording device. I will now turn to the formalities of the meeting. I have in my possession a copy of the notice of this meeting, together with affidavits showing that the notice, the proxy statement, and the annual report were duly mailed on March 5, 2025, to stockholders of record as of the close of business on February 19, 2025, which is the record day for determining persons entitled to vote at this meeting. In addition, I have in my possession the oath signed by the Inspectors of Election. I also have in my possession certified lists of the stockholders as of the close of business on February 19, 2025.

A copy of this list was available for inspection by stockholders during business hours at the company's headquarters for 10 days prior to the day before the meeting. The number of votes for which proxies have been received to date represents approximately 90% of the total eligible votes. Accordingly, a quorum is present, and the meeting is duly constituted. Votes represented by proxies received this morning, as well as those voted during the meeting on the meeting portal, will be included in the Inspectors' report, which will be filed with the records of the meeting. This concludes my report on the formalities of the meeting.

Robin Vince
CEO, BNY Mellon

Thank you, Jean. The meeting is now duly called and organized, and a quorum is present. I will now proceed with the business of the meeting. I have moved all of the management proposals set forth in the proxy statement. We will take questions on the proposals after all of them have been presented. The first proposal is the election of the slate of 11 directors nominated in accordance with the bylaws as set forth in our proxy statement. The second proposal is an advisory vote for the approval of the 2024 compensation of our named executive officers, as disclosed in our proxy statement. The third proposal is the ratification of the appointment of KPMG LLP as the corporation's independent auditor for 2025. If any stockholder has a question or comment regarding any of the proposals, please submit it through our virtual meeting portal.

You may do so by typing your question into the Submit a Question field and clicking Submit. No questions have been submitted regarding the proposals. As a reminder, if there are any general questions from stockholders, we will answer them after the annual meeting has adjourned. It seems there are no questions on the proposals, so I will now call for a vote on the proposals. Any stockholder who has not yet voted or wishes to change their vote may do so by clicking on the voting button on the virtual meeting portal and following the instructions. Stockholders who have sent in proxies or voted via telephone or internet and who do not want to change their vote do not need to take any further action. The polls are now open and will remain open until voting has been completed.

I hereby declare that the polls are closed on all matters being voted upon by the stockholders and ask the Corporate Secretary to prepare her report. I will now present the report of the preliminary voting results. The Inspectors of Election have counted the votes cast and have submitted their preliminary report. There were approximately 645,550,000 shares voted, equal to approximately 90% of the common shares outstanding. Final vote totals for each agenda item will be reported on Form 8K filed with the SEC. First, as to the election of directors, each director candidate received between approximately 98% and 100% for votes, and as such, the slate of 11 directors has been elected. Second, as to the advisory resolution to approve the 2024 compensation of our named executive officers, approximately 94% of the votes cast were in favor. The advisory resolution on executive compensation has been approved.

Third, as to the ratification of the appointment of KPMG as independent auditor for 2025, approximately 98% of the votes cast were voted in favor. The appointment of KPMG as the corporation's independent auditor for 2025 has been ratified. That concludes the report, and I will now turn the meeting back to the Chair.

Joseph Echevarria
Lead Director and Chair of the Board, BNY Mellon

Thank you, Robin. This concludes the formal business for which this meeting was called. Since I am aware of no other business, I will now entertain a motion to conclude the meeting. Is there a second?

Jean Weng
MD, Corporate Secretary and Deputy General Counsel, BNY Mellon

Second.

Joseph Echevarria
Lead Director and Chair of the Board, BNY Mellon

Moved and seconded. All those in favor, please say aye.

Aye.

Aye.

The 2025 Annual Meeting of Stockholders of the Bank of New York Mellon Corporation is hereby adjourned.

Robin Vince
CEO, BNY Mellon

Thank you, Joseph. As the annual meeting has adjourned, if there are any general questions from stockholders, we will answer them at this time. As mentioned earlier, stockholders may submit questions by typing your question into the Submit a Question field and clicking Submit. We require that you comply with the rules of conduct for this meeting available on the meeting portal. If we do not have enough time to answer questions, they may be raised separately by contacting our Investor Relations team via the contact page on our Investor Relations website. We will pause for a brief moment to review the submitted questions, and I will then ask Marius, our Head of Investor Relations, to read the questions aloud.

Marius Merz
Head, IR, Corporate Development and Business Finance, BNY Mellon

Thank you, Robin. At this time, one shareholder question has been submitted. The question is regarding the outlook for international trade and finance, as well as inflation and rates and the macro economy broadly.

Robin Vince
CEO, BNY Mellon

That is an important question that really is on everybody's minds at this moment. As I mentioned in my prepared remarks earlier on, it is clear that the President and the administration are trying to execute a fundamental reset to trade relations, and we do expect that this will take time. Now, we as a firm have a track record of evolving and supporting the market through these types of changing cycles, and our 240-year history has taught us that resilience and a strong balance sheet are very important attributes for us. As you know, we have also invested in making sure that we have excess capital and abundant liquidity, and we think that we are well positioned in this particular environment. Now, in terms of how things play out over time, it is clearly uncertain.

We remain engaged in monitoring how things are progressing, and we do our best to provide our best advice to our clients on how to navigate the current situation and also regularly in touch with the administration to give our perspective on the functioning of markets. Our view is that markets are operating in an orderly fashion. There has clearly been a reduction of liquidity over the course of the past couple of weeks in some trading markets, but the pipes and infrastructure of the system and our platforms have been operating well, and the breadth of our different platforms has allowed us to be able to capture some opportunities associated with that, as we talked about on our earnings call last week. In summary, it's very hard to predict the future.

We see a wide range of outcomes, but we've positioned the company to be able to deal with a wide range of outcomes, and we feel quite good about our current positioning.

Marius Merz
Head, IR, Corporate Development and Business Finance, BNY Mellon

At this time, there are no further questions.

Robin Vince
CEO, BNY Mellon

Thank you for the questions. If you have additional questions or your question was not able to be submitted or not answered, you can reach out to Marius and our Investor Relations group through the corporate website. Additionally, information about non-GAAP measures and forward-looking statements discussed at today's meeting can be found in our 2024 Annual Report available through our corporate website. Thank you for attending, and thank you very much for your interest in our company. Have a good day.

This now concludes the meeting. Thank you for joining, and have a pleasant day.

The host has ended this call. Goodbye.

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