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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act file number 811-04813
   
  BNY Mellon Investment Funds I  
  (Exact name of Registrant as specified in charter)  
     
 

 

c/o BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, New York 10286

 
  (Address of principal executive offices)        (Zip code)  
     
 

Deirdre Cunnane, Esq.

240 Greenwich Street

New York, New York 10286

 
  (Name and address of agent for service)  
 
Registrant's telephone number, including area code:   (212) 922-6400
   

Date of fiscal year end:

 

09/30  
Date of reporting period:

03/31/2022

 

 
             

 

 

 

 

The following N-CSR relates only to the Registrant's series listed below and does not relate to any series of the Registrant with a different fiscal year end and, therefore, different N-CSR reporting requirements. A separate N-CSR will be filed for any series with a different fiscal year end, as appropriate.

 

BNY Mellon Diversified Emerging Markets Fund

BNY Mellon International Equity Fund

BNY Mellon Small Cap Growth Fund

BNY Mellon Small Cap Value Fund

BNY Mellon Small/Mid Cap Growth Fund

BNY Mellon Tax Sensitive Total Return Bond Fund

 
 

 

FORM N-CSR

Item 1.Reports to Stockholders.

 

 

 

 

 

 

 

 

BNY Mellon Diversified Emerging Markets Fund

 

SEMIANNUAL REPORT

March 31, 2022

 

 

 

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The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

  

Discussion of Fund Performance

2

Understanding Your Fund’s Expenses

6

Comparing Your Fund’s Expenses
With Those of Other Funds

6

Statement of Investments

7

Statement of Assets and Liabilities

17

Statement of Operations

18

Statement of Changes in Net Assets

19

Financial Highlights

21

Notes to Financial Statements

25

Information About the Renewal
of the Fund’s Investment Advisory,
Administration and Sub-Investment
Advisory Agreements

38

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from October 1, 2021, through March 31, 2022, as provided by portfolio managers Julianne McHugh and Peter D. Goslin, CFA, of Newton Investment Management North America, LLC, Sub-adviser

Market and Fund Performance Overview

For the six-month period ended March 31, 2022, BNY Mellon Diversified Emerging Markets Fund’s (the “fund”) Class A shares produced a total return of −8.78%, Class C shares returned −9.02%, Class I shares returned −8.55% and Class Y shares returned −8.51%.1 In comparison, the fund’s benchmark, the MSCI Emerging Markets Index (the “Index”), produced a return of −8.20% for the same period.2

Emerging-markets stocks declined broadly during the reporting period in response to increasing inflationary pressures, rising interest rates and heightened geopolitical tensions. The fund underperformed the Index largely due to the bias of one of the fund’s strategies in favor of growth-oriented stocks during a period in which value-oriented shares outperformed.

The Fund’s Investment Approach

The fund seeks long-term capital growth. To pursue its goal, the fund invests at least 80% of its assets, plus any borrowings for investment purposes, in equity securities (or other instruments with similar economic characteristics) of companies located, organized or with a majority of assets or business in countries considered to be emerging markets, including other investment companies that invest in such securities.

The fund uses a “manager-of-managers” approach by selecting one or more experienced investment managers to serve as sub-advisers to the fund. The fund also uses a “fund-of-funds” approach by investing in one or more underlying funds. The fund currently allocates its assets among the emerging-markets equity strategies that are separately employed by: (i) Newton Investment Management North America Limited (NIMNA), the fund’s sub-adviser, through its Active Equity portfolio management team (the Active Equity Strategy); (ii) NIMNA through its Multi-Factor Equity portfolio management team (the Multi-Factor Equity Strategy); and (iii) BNY Mellon Global Emerging Markets Fund, an affiliated underlying fund, which is sub-advised by Newton Investment Management Limited (the Newton Fund). BNY Mellon Investment Adviser, Inc. determines the investment strategies and sets the target allocations.

International Equities Slump Under Economic and Geopolitical Pressure

Emerging-markets stock indices experienced a robust start to the review period as improving sentiment lifted economically sensitive sectors, while a stabilization of longer-dated bond yields lent support to growth stocks. However, this upward trajectory was interrupted toward the end of November 2021, as the new COVID-19 Omicron variant came to the fore. Shortly afterward, the picture for international equities was muddied still further when Jerome Powell, Chair of the U.S. Federal Reserve (the “Fed”), surprised markets by embracing a more hawkish tone regarding the tapering of the Fed’s asset-purchase program.

Although risk assets largely recovered these losses in December, the start of 2022 saw increasingly aggressive comments from the Fed regarding monetary tightening, along with

2

 

rising tensions between Russia and Ukraine. As a result, international equity markets weakened in January, then plunged in early February as Russia invaded Ukraine. In March, the massive Chinese market was hit particularly hard by a new wave of COVID-19 infections, leading to widespread lockdowns in several major cities. Despite a market bounce in the final two weeks of the period, most sectors ended the period in negative territory, with the notable exception of energy, where stocks were buoyed by soaring oil and gas prices driven by tight supply/demand conditions exacerbated by the war in Ukraine.

Mixed Performance from the Fund’s Strategies

The Multi-Factor Equity Strategy outperformed the Index due to the successful implementation of its quantitative strategy. During the period, the market tended to reward value, quality and low volatility, while discounting growth and momentum. From a sector perspective, the strategy’s stocks selections in energy, communication services and materials enhanced relative returns, while selections in financials and utilities detracted. From a country perspective, stock selections in Hong Kong and Mexico contributed most strongly to performance, while holdings in the United Arab Emirates and Indonesia were weakest. Top-performing individual holdings included Hong Kong-based energy company China Shenhua Energy, South African financial services provider Investec and Mexican conglomerate Groupo Mexico. Trailing performers included India-based telecommunications tower company Indus Towers and Hungarian pharmaceutical firm Gedeon Richter.

The Newton Fund outperformed the Index due to strong selection in China, particularly in health care, led by holdings in China Resources Sanjiu Medical & Pharmaceutical, China’s largest manufacturer of non-prescription drugs. Lack of exposure to lagging Chinese consumer discretionary stocks further supported performance. Strong stock selection in the energy sector bolstered returns as well, led by a position in integrated oil and gas company Petroleo Brasileiro, which rallied on higher commodity prices, and by limiting exposure to Russian energy names. On the negative side, underweight exposure to the benchmark-leading financials sector undermined relative performance, as did a position in Russian, state-owned banking and financial services company, Sberbank of Russia, which collapsed following the Western sanctions rollout and banning of its access to the Swift payments system. In Taiwan, shares in e-commerce services company momo.com sold off from peak valuation levels at the start of the year, as investors took profits expecting more difficult comparisons.

The Active Equity Strategy underperformed the Index largely due to its bias in favor of stocks with higher rates of growth and returns on equity during a period in which value-oriented stocks outperformed. Despite some good, individual stock performers, the strategy’s underweight in banks (particularly low return-on-asset banks operating in mature banking systems) meant that the strong-performing financials sector was the strategy’s biggest area of relative weakness. Some of the strategy’s holdings in the industrials, information technology and communication services sectors declined and contributed to the negative return. Notable underperformers included the fund’s sole Russian-listed holding, online recruitment platform HeadHunter Group, in which trading was halted after the Russian invasion of Ukraine, before the stock was written down to zero, and technology company EPAM Systems, shares of which declined in the market rotation in January and were further affected by the majority of its employees being based in Russia, Ukraine and

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

Belarus. On a country basis, the strategy’s overweight in India detracted most, owing in part to the country’s sensitivity to oil prices, which hit multi-year highs. On the other hand, the strategy’s zero exposure to Russian oil and gas companies meant the energy sector was a positive contributor to performance. Underweight exposure to the lagging health care sector was also a positive. Among top performers, holdings in industrial electronic equipment producer and stock-exchange operator B3-Brasil Bolsa Balcao were lifted in a Brazilian market buoyed by positive economic data and record-high foreign flows. On a country basis, the strategy’s low exposure to Russia bolstered performance most.

Finding Opportunities in the Current Environment

With the market’s focus having initially moved away from the pandemic at the start of the year toward a shift in monetary policy in the face of surging inflation, Russia’s full-scale invasion of Ukraine has presented yet another major concern for investors, while exacerbating inflationary pressures. The broad scope of sanctions imposed against Russia by most developed nations and increases in energy costs have the potential to derail the emerging economic recovery as parts of the world exit from pandemic-related restrictions. How policymakers respond to such a change in the outlook, particularly as the squeeze on consumer disposable incomes intensifies against the backdrop of higher inflation, will be important for valuations and yields. Geopolitical tensions will likely cast a cloud over financial markets in the shorter term, with the threat of military escalation and financial market instability heightening uncertainties. Meanwhile, China continues to contend with a major, new pandemic wave, with potentially significant global consequences, especially for emerging markets.

In this challenging environment, each of the fund’s underlying strategies and underlying fund remain committed to finding attractive opportunities that meet their investment criteria across a wide variety of markets and industry groups.

The Multi-Factor Equity Strategy continues to employ its quantitative strategy, managing a broadly diversified portfolio of stocks leveraged to value, quality and momentum while remaining risk controlled, relative to the Index in terms of sector, country and market capitalization.

The Newton Fund is finding attractive investment opportunities in the health care sector, particularly in China, increasing the strategy’s sector position to overweight. Opportunities in the financial sector have led to increased exposure there as well, although the position remains underweight relative to the Index. Other increases include communication services in Thailand and information technology. Decreased position sizes include the consumer discretionary sector, due to concerns over the impact of rising inflation and other economic trends on consumers, and Taiwan, where the strategy remains overweight after taking some profits.

The Active Equity Strategy sees a unique opportunity for emerging-markets companies that are well-exposed to reliable secular-growth trends, and that can exploit their positions more effectively than their peers by virtue of differentiated customer offerings and execution. As of the end of the period, the fund is most overweight in India, where we are finding many of the best long-term, bottom-up investment opportunities in emerging markets. The strategy also holds overweight exposure to China and Hong Kong with a focus on businesses poised to benefit from China’s upgrading of its economy to become self-sufficient, or even assume

4

 

leadership in certain strategic and value-add industries. The strategy holds its most significantly underweight positions in Taiwan and South Korea, where demographics and credit penetration levels detract from domestic opportunities, although we are finding attractive investments among global leaders in industries such as electric vehicles and semiconductors. On a sector basis, the strategy holds its largest overweights in the consumer staples and information technology sectors, where we are finding investments with attractive, long-term growth opportunities and high returns on capital. Conversely, the strategy’s most significantly underweight sector positions are in materials and energy.

April 15, 2022

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. The fund’s return reflects the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an agreement in effect through February 1, 2023, at which time it may be extended, modified or terminated. Had these expenses not been absorbed, returns would have been lower.

2 Source: Lipper Inc. — The MSCI Emerging Markets Index is a free float-adjusted, market capitalization-weighted index that is designed to measure equity market performance of emerging markets. It reflects reinvestment of net dividends and, where applicable, capital gain distributions. Investors cannot invest directly in any index.

Please note: the position in any security highlighted with italicized typeface was sold during the reporting period.

The fund’s performance will be influenced by political, social and economic factors affecting investments in foreign companies. These special risks include exposure to currency fluctuations, less liquidity, less developed or less efficient trading markets, lack of comprehensive company information, political instability and differing auditing and legal standards. Investments in foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar, or, in the case of hedged positions, that the U.S. dollar will decline relative to the currency being hedged.

Emerging markets tend to be more volatile than the markets of more mature economies and generally have less diverse and less mature economic structures and less stable political systems than those of developed countries. The securities of companies located in emerging markets are often subject to rapid and large changes in price. An investment in this fund should be considered only as a supplement to a complete investment program for those investors willing to accept the greater risks associated with investing in emerging-market countries.

Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

The ability of the fund to achieve its investment goal depends, in part, on the ability of BNY Mellon Investment Adviser, Inc. to allocate effectively the fund’s assets among investment strategies, sub-advisers and underlying funds. There can be no assurance that the actual allocations will be effective in achieving the fund’s investment goal or that an investment strategy, sub-adviser or underlying fund will achieve its particular investment objective.

Each strategy of the sub-adviser makes investment decisions independently, and it is possible that the investment styles of the individual strategies of the sub-adviser may not complement one another. As a result, the fund’s exposure to a given stock, industry, sector, market capitalization, geographic area or investment style could unintentionally be greater or smaller than it would have been if the fund had a single investment strategy.

The risks of investing in other investment companies, including ETFs, typically reflect the risks associated with the types of instruments in which the investment companies and ETFs invest. When the fund or an underlying fund invests in another investment company or ETF, shareholders of the fund will bear indirectly their proportionate share of the expenses of the other investment company or ETF (including management fees) in addition to the expenses of the fund. ETFs are exchange-traded investment companies that are, in many cases, designed to provide investment results corresponding to an index. The value of the underlying securities can fluctuate in response to activities of individual companies or in response to general market and/or economic conditions.

The fund may, but is not required to, use derivative instruments. A small investment in derivatives could have a potentially large impact on the fund’s performance. The use of derivatives involves risks different from, or possibly greater than, the risks associated with investing directly in the underlying assets.

5

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Diversified Emerging Markets Fund from October 1, 2021 to March 31, 2022. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

       

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended March 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$7.39

$10.09

$5.20

$4.87

 

Ending value (after expenses)

$912.20

$909.80

$914.50

$914.90

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

       

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended March 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$7.80

$10.65

$5.49

$5.14

 

Ending value (after expenses)

$1,017.20

$1,014.36

$1,019.50

$1,019.85

 

Expenses are equal to the fund’s annualized expense ratio of 1.55% for Class A, 2.12% for Class C, 1.09% for Class I and 1.02% for Class Y, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

6

 

STATEMENT OF INVESTMENTS

March 31, 2022 (Unaudited)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 64.3%

     

Brazil - 4.1%

     

B3 - Brasil Bolsa Balcao

   

57,400

 

189,161

 

Cia de Saneamento de Minas Gerais-COPASA

   

184,600

 

530,414

 

Cia Siderurgica Nacional

   

29,600

 

161,396

 

IRB Brasil Resseguros

   

10,000

a 

7,393

 

JBS

   

74,800

 

588,999

 

Minerva

   

234,400

 

626,734

 

Petroleo Brasileiro, ADR

   

208,731

 

3,089,219

 

TIM

   

283,000

 

816,715

 

Vale

   

43,300

 

868,719

 

WEG

   

48,400

 

354,787

 
    

7,233,537

 

Chile - .4%

     

Cencosud

   

320,571

 

631,526

 

Enel Americas

   

322,842

 

38,981

 

Enel Generacion Chile

   

60,909

 

10,680

 
    

681,187

 

China - 17.3%

     

Agricultural Bank of China, Cl. H

   

1,765,000

 

676,949

 

Alibaba Group Holding, ADR

   

15,725

a 

1,710,880

 

Aluminum Corp. of China, Cl. H

   

364,000

a 

211,851

 

Anhui Conch Cement, Cl. H

   

800

a 

4,100

 

ANTA Sports Products

   

13,800

 

172,224

 

BAIC Motor, Cl. H

   

12,500

a,b 

4,176

 

Baidu, ADR

   

5,651

a 

747,627

 

Bank of Communications, Cl. H

   

1,113,000

 

798,875

 

CGN Power, Cl. H

   

1,874,800

b 

489,215

 

China CITIC Bank, Cl. H

   

1,374,000

 

694,681

 

China Construction Bank, Cl. H

   

2,837,100

a 

2,131,219

 

China Everbright Bank, Cl. A

   

670,500

a 

348,422

 

China Galaxy Securities, Cl. H

   

1,157,500

a 

646,445

 

China Life Insurance, Cl. H

   

180,400

 

275,313

 

China Medical System Holdings

   

149,100

 

233,368

 

China Merchants Bank, Cl. H

   

81,000

a 

633,207

 

China National Building Material, Cl. H

   

137,800

 

170,280

 

China Pacific Insurance Group, Cl. H

   

61,700

a 

149,840

 

China Resources Sanjiu Medical & Pharmaceutical, Cl. A

   

307,595

a 

2,194,365

 

China Shenhua Energy, Cl. H

   

623,700

 

1,989,420

 

China Vanke, Cl. H

   

12,800

a 

28,801

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 64.3% (continued)

     

China - 17.3% (continued)

     

China Yongda Automobiles Services Holdings

   

300,000

 

326,256

 

Cosco Shipping Holdings, Cl. H

   

804,950

a 

1,393,891

 

Country Garden Services Holdings

   

24,000

 

101,982

 

Gaotu Techedu, ADR

   

630

a 

1,084

 

Haier Smart Home, CI. H

   

198,400

a 

641,624

 

Hello Group, ADR

   

9,835

a 

56,846

 

Huatai Securities, Cl. H

   

215,200

a,b,c 

330,016

 

Industrial Bank, Cl. A

   

124,900

a 

405,919

 

JD.com, ADR

   

10,456

a 

605,089

 

JD.com, Cl. A

   

4,337

a 

127,022

 

Lenovo Group

   

1,206,100

 

1,308,090

 

Li Ning

   

38,500

 

329,983

 

Longfor Group Holdings

   

8,000

b 

40,824

 

Maanshan Iron & Steel, Cl. H

   

1,714,000

a 

685,872

 

Meituan, Cl. B

   

20,600

a,b 

405,936

 

NetDragon Websoft Holdings

   

203,000

 

423,091

 

NetEase, ADR

   

8,331

 

747,207

 

New China Life Insurance, Cl. H

   

108,900

a 

303,053

 

PICC Property & Casualty, Cl. H

   

462,000

a 

471,411

 

Ping An Insurance Group Company of China, Cl. H

   

36,000

 

254,001

 

Shanghai International Port Group, Cl. A

   

639,200

a 

548,834

 

Shanghai Pharmaceuticals Holding, Cl. H

   

360,200

a 

692,068

 

Sinopharm Group, Cl. H

   

224,200

 

509,919

 

Sinotruk Hong Kong

   

173,700

 

264,178

 

Tencent Holdings

   

74,000

 

3,490,978

 

Tingyi Cayman Islands Holding

   

167,200

 

280,414

 

Uni-President China Holdings

   

594,900

 

517,554

 

Vipshop Holdings, ADR

   

15,431

a 

138,879

 

Yankuang Energy Group, Cl. H

   

117,700

a 

347,816

 

Yihai International Holding

   

6,000

 

17,113

 

Yum China Holdings

   

1,553

 

64,512

 

Zhongsheng Group Holdings

   

37,200

 

261,930

 

Zoomlion Heavy Industry Science & Technology, Cl. H

   

375,300

a 

237,637

 
    

30,642,287

 

Colombia - .1%

     

Interconexion Electrica

   

40,285

 

 259,455

 

Greece - .2%

     

Hellenic Telecommunications Organization

   

14,480

a 

 261,974

 

Hong Kong - 1.9%

     

Bosideng International Holdings

   

1,828,500

c 

850,058

 

8

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 64.3% (continued)

     

Hong Kong - 1.9% (continued)

     

China Resources Land

   

18,600

 

86,216

 

China Taiping Insurance Holdings

   

224,400

 

273,395

 

Cosco Shipping Ports

   

294,000

 

227,997

 

Kingboard Laminates Holdings

   

266,800

 

437,450

 

Kunlun Energy

   

174,000

 

150,618

 

Shanghai Industrial Urban Development Group

   

102,200

 

9,227

 

Shimao Group Holdings

   

10,500

a 

5,874

 

Sino Biopharmaceutical

   

1,138,000

 

705,931

 

SITC International Holdings

   

174,000

 

614,219

 
    

3,360,985

 

Hungary - .4%

     

MOL Hungarian Oil & Gas

   

36,094

a 

318,541

 

Richter Gedeon

   

19,772

a 

417,017

 
    

735,558

 

India - 7.9%

     

Aurobindo Pharma

   

44,879

 

394,977

 

Cipla

   

48,384

a 

648,057

 

GAIL India

   

363,285

 

743,379

 

Hero MotoCorp

   

14,684

 

441,869

 

Housing Development Finance

   

24,354

a 

762,618

 

Indian Oil

   

407,721

 

637,759

 

Indus Towers

   

211,976

a 

614,431

 

Infosys

   

79,917

 

1,998,518

 

ITC

   

156,269

 

515,037

 

Larsen & Toubro Infotech

   

3,768

b 

304,341

 

Mindtree

   

23,028

 

1,296,882

 

Motherson Sumi Wiring India

   

108,321

a 

92,132

 

Power Grid Corporation of India

   

258,762

 

738,142

 

REC

   

217,653

 

352,123

 

Redington India

   

151,196

a 

287,719

 

Tata Consultancy Services

   

14,092

 

693,041

 

Tata Motors

   

83,718

a 

475,129

 

Tata Steel

   

42,326

a 

725,762

 

Tech Mahindra

   

79,061

 

1,558,252

 

The Tata Power Company

   

302

a 

949

 

Vedanta

   

73,000

 

386,638

 

Wipro

   

37,087

 

289,223

 
    

13,956,978

 

Indonesia - .7%

     

Indah Kiat Pulp & Paper

   

82,500

a 

45,360

 

Indofood Sukses Makmur

   

2,887,800

a 

1,195,366

 
    

1,240,726

 

9

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 64.3% (continued)

     

Malaysia - 1.1%

     

Hartalega Holdings

   

132,600

 

152,912

 

RHB Bank

   

373,900

 

529,135

 

Sime Darby

   

1,033,100

 

588,970

 

Supermax

   

161,510

 

45,402

 

Telekom Malaysia

   

408,800

 

474,584

 

Top Glove

   

185,500

 

84,937

 
    

1,875,940

 

Mexico - .9%

     

America Movil, Ser. L

   

704,200

 

745,978

 

Coca-Cola Femsa

   

28,565

 

157,301

 

Fibra Uno Administracion

   

13,500

 

15,814

 

Grupo Mexico, Ser. B

   

126,800

 

757,039

 
    

1,676,132

 

Philippines - .7%

     

Aboitiz Equity Ventures

   

263,950

 

303,403

 

Ayala Land

   

47,700

 

32,243

 

International Container Terminal Services

   

198,240

 

858,101

 

Metro Pacific Investments

   

65,000

 

4,766

 

SM Prime Holdings

   

51,200

a 

37,366

 
    

1,235,879

 

Poland - .1%

     

CD Projekt

   

527

a 

21,654

 

KGHM Polska Miedz

   

3,270

a 

132,941

 

Polskie Gornictwo Naftowe i Gazownictwo

   

26,538

a 

39,096

 
    

193,691

 

Qatar - .6%

     

Industries Qatar

   

71,975

 

374,631

 

The Commercial Bank

   

353,054

 

723,419

 
    

1,098,050

 

Russia - .0%

     

Lukoil, ADR

   

12,332

d 

0

 

MMC Norilsk Nickel, ADR

   

11,431

d 

0

 

Sberbank of Russia, ADR

   

81,133

a,d 

0

 

Sistema, GDR

   

3,646

a,d 

0

 

Tatneft, ADR

   

6,912

d 

0

 

X5 Retail Group, GDR

   

16,162

d 

0

 

Saudi Arabia - 1.2%

     

Al Rajhi Bank

   

22,250

a 

948,727

 

Sahara International Petrochemical

   

49,300

 

702,192

 

Saudi Kayan Petrochemical

   

85,171

a 

511,490

 

10

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 64.3% (continued)

     

Saudi Arabia - 1.2% (continued)

     

The Savola Group

   

2,486

a 

24,124

 
    

2,186,533

 

South Africa - 3.0%

     

Anglo American Platinum

   

423

 

58,087

 

Growthpoint Properties

   

18,571

 

18,699

 

Impala Platinum Holdings

   

40,506

 

623,237

 

Investec

   

98,666

 

657,143

 

Kumba Iron Ore

   

6,226

 

275,758

 

MTN Group

   

115,600

 

1,497,867

 

MultiChoice Group

   

58,484

a 

525,537

 

Ninety One

   

190

 

638

 

Redefine Properties

   

22,175

 

7,001

 

Resilient REIT

   

2,522

 

10,514

 

Sibanye Stillwater

   

404,868

 

1,644,516

 
    

5,318,997

 

South Korea - 9.2%

     

Celltrion

   

747

 

104,889

 

CJ ENM

   

4,139

 

444,783

 

DB Insurance

   

12,358

 

710,586

 

DGB Financial Group

   

61,979

 

475,671

 

Dl Holdings

   

287

 

14,433

 

Doosan Bobcat

   

14,900

 

473,279

 

Fila Holdings

   

6,723

 

173,391

 

Hana Financial Group

   

13,604

 

543,091

 

Hyundai Mobis

   

6,366

 

1,124,329

 

Hyundai Steel

   

16,000

 

542,823

 

KB Financial Group

   

13,471

 

677,220

 

Kia Motors

   

41,473

 

2,518,728

 

Korea Investment Holdings

   

10,519

 

677,433

 

LG Electronics

   

3,142

 

310,064

 

Mirae Asset Securities

   

129,386

 

909,962

 

NAVER

   

90

 

25,166

 

Osstem Implant

   

4,156

d 

244,652

 

POSCO Holdings

   

2,722

 

653,746

 

Posco International

   

1,121

 

19,803

 

Samsung Biologics

   

18

a,b 

12,239

 

Samsung Electronics

   

65,488

 

3,741,175

 

Samsung Securities

   

28,514

 

981,226

 

Seegene

   

15,020

 

631,818

 

Shinhan Financial Group

   

6,940

 

236,704

 
    

16,247,211

 

Taiwan - 12.0%

     

Acer

   

724,000

 

754,512

 

11

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 64.3% (continued)

     

Taiwan - 12.0% (continued)

     

Asustek Computer

   

55,000

a 

715,386

 

Chailease Holding

   

277,489

a 

2,441,822

 

China Development Financial Holding

   

1,355,000

a 

902,850

 

Evergreen Marine

   

281,000

a 

1,314,107

 

Hotai Motor

   

15,000

a 

311,148

 

International Games System Co Ltd

   

18,000

a 

479,615

 

MediaTek

   

80,000

a 

2,494,311

 

Micro-Star International

   

66,000

a 

297,214

 

momo.com

   

25,400

a 

825,842

 

Powertech Technology

   

21,000

a 

69,311

 

Realtek Semiconductor

   

38,000

a 

566,305

 

Standard Foods

   

2,000

a 

3,464

 

Taiwan Semiconductor Manufacturing

   

442,600

 

9,150,505

 

United Microelectronics

   

242,000

a 

446,913

 

Winbond Electronics

   

376,000

a 

404,751

 
    

21,178,056

 

Thailand - 1.4%

     

Advanced Info Service

   

180,500

 

1,260,110

 

Advanced Info Service, NVDR

   

41,500

 

289,721

 

Krungthai Card

   

9,000

 

16,569

 

PTT Exploration & Production, NVDR

   

27,300

 

118,070

 

Thai Union Group, NVDR

   

651,700

 

369,544

 

Thanachart Capital

   

306,300

 

394,327

 
    

2,448,341

 

Turkey - .8%

     

BIM Birlesik Magazalar

   

62,945

 

362,894

 

Emlak Konut Gayrimenkul Yatirim Ortakligi

   

15,814

 

2,531

 

Eregli Demir ve Celik Fabrikalari

   

299,459

 

659,283

 

KOC Holding

   

11,972

 

32,157

 

Turkcell Iletisim Hizmetleri

   

184,581

 

283,381

 
    

1,340,246

 

United Arab Emirates - .0%

     

Dubai Islamic Bank

   

13,165

 

22,065

 

Emaar Properties

   

33,245

 

54,037

 
    

76,102

 

Uruguay - .3%

     

Globant

   

2,168

a 

 568,168

 

Total Common Stocks (cost $92,493,740)

   

113,816,033

 

12

 

        
 

Description

   

Shares

 

Value ($)

 

Exchange-Traded Funds - 1.4%

     

United States - 1.4%

     

iShares MSCI Emerging Markets ETF
(cost $2,683,573)

   

55,155

 

 2,490,248

 
  

Preferred Dividend
Yield (%)

     

Preferred Stocks - .7%

     

Brazil - .5%

     

Cia Energetica de Minas Gerais

 

8.54

 

164,152

 

522,688

 

Cia Paranaense de Energia, Cl. B

 

9.94

 

227,500

 

363,155

 
    

885,843

 

South Korea - .2%

     

Samsung Electronics

 

1.79

 

8,268

 

 427,653

 

Total Preferred Stocks (cost $953,965)

   

1,313,496

 
    

Number of Rights

   

Rights - .0%

     

South Korea - .0%

     

Samsung Biologics expiring 4/8/2022
(cost $0)

   

1

 

 164

 
  

1-Day
Yield (%)

 

Shares

   

Investment Companies - 31.8%

     

Registered Investment Companies - 31.8%

     

BNY Mellon Global Emerging Markets Fund, Cl. Y
(cost $35,610,438)

   

2,654,745

a,e 

 56,227,506

 

13

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment of Cash Collateral for Securities Loaned - .6%

     

Registered Investment Companies - .6%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares
(cost $1,072,500)

 

0.31

 

1,072,500

e 

 1,072,500

 

Total Investments (cost $132,814,216)

 

98.8%

 

174,919,947

 

Cash and Receivables (Net)

 

1.2%

 

2,197,760

 

Net Assets

 

100.0%

 

177,117,707

 

ADR—American Depository Receipt

ETF—Exchange-Traded Fund

GDR—Global Depository Receipt

NVDR—Non-Voting Depository Receipt

REIT—Real Estate Investment Trust

a Non-income producing security.

b Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At March 31, 2022, these securities were valued at $1,586,747 or .9% of net assets.

c Security, or portion thereof, on loan. At March 31, 2022, the value of the fund’s securities on loan was $877,484 and the value of the collateral was $1,072,500. In addition, the value of collateral may include pending sales that are also on loan.

d The fund held Level 3 securities at March 31, 2022. These securities were valued at $244,652 or .14% of net assets.

e Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

14

 

  

Portfolio Summary (Unaudited)

Value (%)

Investment Companies

33.8

Semiconductors & Semiconductor Equipment

7.4

Banks

6.2

Materials

5.5

Technology Hardware & Equipment

4.5

Diversified Financials

4.1

Media & Entertainment

3.9

Software & Services

3.8

Energy

3.7

Telecommunication Services

3.5

Pharmaceuticals Biotechnology & Life Sciences

3.0

Transportation

2.8

Retailing

2.7

Automobiles & Components

2.6

Food, Beverage & Tobacco

2.4

Utilities

2.2

Insurance

1.9

Capital Goods

1.5

Consumer Durables & Apparel

1.4

Health Care Equipment & Services

1.0

Food & Staples Retailing

.6

Real Estate

.3

Consumer Services

.0

 

98.8

 Based on net assets.

See notes to financial statements.

15

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

      

Affiliated Issuers

  

Description

Value ($) 9/30/2021

Purchases ($)

Sales ($)

Net Realized
Gain (Loss) ($)

 

Registered Investment Companies - 31.8%

  

BNY Mellon Global Emerging Markets Fund, Cl. Y - 31.8%

69,242,437

7,434,256

(5,317,665)

397,714

 

Investment of Cash Collateral for Securities Loaned - .6%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - .6%

1,132,530

15,713,943

(15,773,973)

-

 

Total - 32.4%

70,374,967

23,148,199

(21,091,638)

397,714

 
     

Description

Net Change in
Unrealized Appreciation (Depreciation) ($)

Value ($)
3/31/2022

Dividends/
Distributions ($)

 

Registered Investment Companies - 31.8%

  

BNY Mellon Global Emerging Markets Fund, Cl. Y - 31.8%

(15,529,236)

56,227,506

4,122,763

 

Investment of Cash Collateral for Securities Loaned - .6%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - .6%

-

1,072,500

3,001

†† 

Total - 32.4%

(15,529,236)

57,300,006

4,125,764

 

 Includes reinvested dividends/distributions.

†† Represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of fees and collateral investment expenses, and other payments to and from borrowers of securities.

See notes to financial statements.

16

 

STATEMENT OF ASSETS AND LIABILITIES

March 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $877,484)—Note 1(c):

 

 

 

Unaffiliated issuers

96,131,278

 

117,619,941

 

Affiliated issuers

 

36,682,938

 

57,300,006

 

Cash

 

 

 

 

1,738,048

 

Cash denominated in foreign currency

 

 

799,832

 

792,426

 

Receivable for shares of Beneficial Interest subscribed

 

991,120

 

Dividends and securities lending income receivable

 

565,666

 

Tax reclaim receivable—Note 1(b)

 

10,844

 

Prepaid expenses

 

 

 

 

45,167

 

 

 

 

 

 

179,063,218

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c)

 

163,745

 

Liability for securities on loan—Note 1(c)

 

1,072,500

 

Payable for investment securities purchased

 

311,006

 

Foreign capital gains tax payable—Note 1(b)

 

281,074

 

Payable for shares of Beneficial Interest redeemed

 

59,853

 

Trustees’ fees and expenses payable

 

1,500

 

Other accrued expenses

 

 

 

 

55,833

 

 

 

 

 

 

1,945,511

 

Net Assets ($)

 

 

177,117,707

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

142,375,098

 

Total distributable earnings (loss)

 

 

 

 

34,742,609

 

Net Assets ($)

 

 

177,117,707

 

      

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

453,186

11,863

7,513,010

169,139,648

 

Shares Outstanding

16,414

460.19

274,488

6,173,250

 

Net Asset Value Per Share ($)

27.61

25.78

27.37

27.40

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

17

 

STATEMENT OF OPERATIONS

Six Months Ended March 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $218,933 foreign taxes
withheld at source):

 

 

1,981,298

 

Income from securities lending—Note 1(c)

 

 

3,001

 

Total Income

 

 

1,984,299

 

Expenses:

 

 

 

 

Investment advisory fee—Note 3(a)

 

 

675,064

 

Custodian fees—Note 3(c)

 

 

90,197

 

Professional fees

 

 

66,821

 

Administration fee—Note 3(a)

 

 

61,313

 

Registration fees

 

 

31,597

 

Trustees’ fees and expenses—Note 3(d)

 

 

8,658

 

Chief Compliance Officer fees—Note 3(c)

 

 

7,886

 

Prospectus and shareholders’ reports

 

 

5,084

 

Shareholder servicing costs—Note 3(c)

 

 

4,136

 

Loan commitment fees—Note 2

 

 

1,131

 

Distribution fees—Note 3(b)

 

 

48

 

Miscellaneous

 

 

13,445

 

Total Expenses

 

 

965,380

 

Less—reduction in expenses due to undertaking—Note 3(a)

 

 

(57)

 

Net Expenses

 

 

965,323

 

Net Investment Income

 

 

1,018,976

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments and foreign currency transactions:

 

 

Unaffiliated issuers

 

 

 

1,969,001

 

Affiliated issuers

 

 

 

397,714

 

Net realized gain (loss) on forward foreign currency exchange contracts

(1,701)

 

Capital gain distributions from affiliated issuers

4,122,763

 

Net Realized Gain (Loss)

 

 

6,487,777

 

Net change in unrealized appreciation (depreciation) on investments
and foreign currency transactions:

 

 

Unaffiliated issuers

 

 

 

(8,354,624)

 

Affiliated issuers

 

 

 

(15,529,236)

 

Net change in unrealized appreciation (depreciation) on
forward foreign currency exchange contracts

240

 

Net Change in Unrealized Appreciation (Depreciation)

 

 

(23,883,620)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(17,395,843)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(16,376,867)

 

 

 

 

 

 

 

 

See notes to financial statements.

     

18

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
March 31, 2022 (Unaudited)

 

Year Ended
September 30, 2021

 

Operations ($):

 

 

 

 

 

 

 

 

Net investment income

 

 

1,018,976

 

 

 

2,525,542

 

Net realized gain (loss) on investments

 

6,487,777

 

 

 

11,641,975

 

Net change in unrealized appreciation
(depreciation) on investments

 

(23,883,620)

 

 

 

18,297,220

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(16,376,867)

 

 

 

32,464,737

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(4,887)

 

 

 

(1,490)

 

Class C

 

 

(11)

 

 

 

-

 

Class I

 

 

(93,202)

 

 

 

(27,119)

 

Class Y

 

 

(2,702,243)

 

 

 

(1,141,669)

 

Total Distributions

 

 

(2,800,343)

 

 

 

(1,170,278)

 

Beneficial Interest Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

56,958

 

 

 

184,270

 

Class I

 

 

3,979,543

 

 

 

5,632,347

 

Class Y

 

 

15,477,388

 

 

 

31,656,022

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

3,933

 

 

 

1,177

 

Class I

 

 

83,002

 

 

 

24,958

 

Class Y

 

 

433,124

 

 

 

172,643

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(72,342)

 

 

 

(67,968)

 

Class C

 

 

-

 

 

 

(22,338)

 

Class I

 

 

(2,114,257)

 

 

 

(3,503,356)

 

Class Y

 

 

(17,440,961)

 

 

 

(40,303,211)

 

Increase (Decrease) in Net Assets
from Beneficial Interest Transactions

406,388

 

 

 

(6,225,456)

 

Total Increase (Decrease) in Net Assets

(18,770,822)

 

 

 

25,069,003

 

Net Assets ($):

 

Beginning of Period

 

 

195,888,529

 

 

 

170,819,526

 

End of Period

 

 

177,117,707

 

 

 

195,888,529

 

19

 

STATEMENT OF CHANGES IN NET ASSETS (continued)

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
March 31, 2022 (Unaudited)

 

Year Ended
September 30, 2021

 

Capital Share Transactions (Shares):

 

Class A

 

 

 

 

 

 

 

 

Shares sold

 

 

1,915

 

 

 

6,007

 

Shares issued for distributions reinvested

 

 

131

 

 

 

40

 

Shares redeemed

 

 

(2,388)

 

 

 

(2,162)

 

Net Increase (Decrease) in Shares Outstanding

(342)

 

 

 

3,885

 

Class C

 

 

 

 

 

 

 

 

Shares redeemed

 

 

-

 

 

 

(724)

 

Net Increase (Decrease) in Shares Outstanding

-

 

 

 

(724)

 

Class Ia

 

 

 

 

 

 

 

 

Shares sold

 

 

136,742

 

 

 

186,455

 

Shares issued for distributions reinvested

 

 

2,796

 

 

 

848

 

Shares redeemed

 

 

(71,233)

 

 

 

(114,476)

 

Net Increase (Decrease) in Shares Outstanding

68,305

 

 

 

72,827

 

Class Ya

 

 

 

 

 

 

 

 

Shares sold

 

 

526,563

 

 

 

1,000,992

 

Shares issued for distributions reinvested

 

 

14,573

 

 

 

5,860

 

Shares redeemed

 

 

(589,820)

 

 

 

(1,322,968)

 

Net Increase (Decrease) in Shares Outstanding

(48,684)

 

 

 

(316,116)

 

 

 

 

 

 

 

 

 

 

 

a

During the period ended March 31, 2022, 105,986 Class Y shares representing $3,064,044 were exchanged for 106,101 Class I shares and during the period ended September 30, 2021, 175,458 Class Y shares representing $5,295,614 were exchanged for 175,667 Class I shares.

 

See notes to financial statements.

        

20

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.

         
    

Six Months Ended

 

March 31, 2022

Year Ended September 30,

Class A Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

30.55

25.72

22.25

22.69

24.18

19.92

Investment Operations:

      

Net investment incomea

.08

.26

.21

.13

.19

.02

Net realized and unrealized
gain (loss) on investments

(2.74)

4.66

3.59

(.55)

(1.50)

4.26

Total from Investment Operations

(2.66)

4.92

3.80

(.42)

(1.31)

4.28

Distributions:

      

Dividends from net investment
income

(.28)

(.09)

(.33)

(.02)

(.18)

(.02)

Net asset value, end of period

27.61

30.55

25.72

22.25

22.69

24.18

Total Return (%)b

(8.78)c

19.15

17.12

(1.87)

(5.50)

21.48

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assetsd

1.57e

1.59

1.62

1.51

1.26

1.28

Ratio of net expenses
to average net assetsd

1.55e

1.55

1.55

1.51

1.26

1.27

Ratio of net investment income
to average net assetsd

.56e

.81

.89

.60

.77

.08

Portfolio Turnover Rate

22.87c

50.23

47.02

44.24

41.37

50.35

Net Assets, end of period ($ x 1,000)

453

512

331

312

479

901

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Amount does not include the expenses of the underlying funds.

e Annualized.

See notes to financial statements.

21

 

FINANCIAL HIGHLIGHTS (continued)

        
    

Six Months Ended

 

Marchh 31, 2022

Year Ended September 30,

Class C Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

28.36

23.99

20.81

21.37

22.85

18.98

Investment Operations:

      

Net investment income (loss)a

(.00)b

(.03)

.03

.04

(.11)

(.16)

Net realized and unrealized
gain (loss) on investments

(2.56)

4.40

3.35

(.60)

(1.37)

4.03

Total from Investment Operations

(2.56)

4.37

3.38

(.56)

(1.48)

3.87

Distributions:

      

Dividends from net investment
income

(.02)

-

(.20)

-

-

-

Net asset value, end of period

25.78

28.36

23.99

20.81

21.37

22.85

Total Return (%)c

(9.02)d

18.26

16.21

(2.62)

(6.48)

20.39

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assetse

2.12f

2.49

2.51

2.27

2.59

2.32

Ratio of net expenses
to average net assetse

2.12f

2.30

2.30

2.27

2.26

2.25

Ratio of net investment income (loss)
to average net assetse

(.02)f

(.13)

.15

.21

(.47)

(.83)

Portfolio Turnover Rate

22.87d

50.23

47.02

44.24

41.37

50.35

Net Assets, end of period ($ x 1,000)

12

13

28

25

29

28

a Based on average shares outstanding.

b Amount represents less than $.01 per share.

c Exclusive of sales charge.

d Not annualized.

e Amount does not include the expenses of the underlying funds.

f Annualized.

See notes to financial statements.

22

 

        
   

Six Months Ended

 

March 31, 2022

Year Ended September 30,

Class I Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

30.35

25.52

22.11

22.66

24.13

19.86

Investment Operations:

      

Net investment incomea

.15

.38

.36

.33

.32

.13

Net realized and unrealized
gain (loss) on investments

(2.71)

4.62

3.54

(.64)

(1.52)

4.22

Total from Investment Operations

(2.56)

5.00

3.90

(.31)

(1.20)

4.35

Distributions:

      

Dividends from net investment
income

(.42)

(.17)

(.49)

(.24)

(.27)

(.08)

Net asset value, end of period

27.37

30.35

25.52

22.11

22.66

24.13

Total Return (%)

(8.55)b

19.65

17.71

(1.26)

(5.10)

22.05

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assetsc

1.09d

1.14

1.01

.90

.89

.95

Ratio of net expenses
to average net assetsc

1.09d

1.14

1.01

.90

.89

.94

Ratio of net investment income
to average net assetsc

1.06d

1.21

1.53

1.49

1.26

.57

Portfolio Turnover Rate

22.87b

50.23

47.02

44.24

41.37

50.35

Net Assets, end of period ($ x 1,000)

7,513

6,258

3,403

3,916

4,700

3,550

a Based on average shares outstanding.

b Not annualized.

c Amount does not include the expenses of the underlying funds.

d Annualized.

See notes to financial statements.

23

 

FINANCIAL HIGHLIGHTS (continued)

           
    

Six Months Ended

    
 

March 31, 2022

Year Ended September 30,

 

Class Y Shares

(Unaudited)

2021

2020

2019

2018

2017

 

Per Share Data ($):

       

Net asset value,
beginning of period

30.39

25.55

22.14

22.69

24.16

19.90

 

Investment Operations:

       

Net investment incomea

.16

.38

.39

.35

.31

.13

 

Net realized and unrealized
gain (loss) on investments

(2.71)

4.64

3.53

(.63)

(1.50)

4.23

 

Total from Investment Operations

(2.55)

5.02

3.92

.28

1.19

4.36

 

Distributions:

       

Dividends from net investment
income

(.44)

(.18)

(.51)

(.27)

(.28)

(.10)

 

Net asset value, end of period

27.40

30.39

25.55

22.14

22.69

24.16

 

Total Return (%)

(8.51)b

19.68

17.84

(1.15)

(5.06)

22.06

 

Ratios/Supplemental Data (%):

       

Ratio of total expenses
to average net assetsc

1.02d

1.08

.91

.82

.80

.86

 

Ratio of net expenses
to average net assetsc

1.02d

1.08

.91

.82

.80

.85

 

Ratio of net investment income
to average net assetsc

1.08d

1.22

1.71

1.59

1.24

.61

 

Portfolio Turnover Rate

22.87b

50.23

47.02

44.24

41.37

50.35

 

Net Assets, end of period ($ x 1,000)

169,140

189,106

167,057

205,052

225,899

213,397

 

a Based on average shares outstanding.

b Not annualized.

c Amount does not include the expenses of the underlying funds.

d Annualized.

See notes to financial statements.

24

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon Diversified Emerging Markets Fund (the “fund”) is a separate diversified series of BNY Mellon Investment Funds I (the “Trust”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering seven series, including the fund. The fund’s investment objective is to seek long-term growth of capital. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Newton Investment Management North America, LLC (the “Sub-adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the sub-investment adviser of the same portion of the fund’s assets.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares: Class A, Class C, Class I and Class Y. Class A and Class C shares are sold primarily to retail investors through financial intermediaries and bear Distribution and/or Shareholder Services Plan fees. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class A shares bought without an initial sales charge as part of an investment of $1 million or more may be charged a contingent deferred sales charge (“CDSC”) of 1.00% if redeemed within one year. Class C shares are subject to a CDSC imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares eight years after the date of purchase, without the imposition of a sales charge. Class I shares are sold primarily to bank trust departments and other financial service providers (including BNY Mellon and its affiliates), acting on behalf of customers having a qualified trust or an investment account or relationship at such institution, and bear no Distribution or Shareholder Services Plan fees. Class Y shares are sold at net asset value per share generally to institutional investors, and bear no Distribution or Shareholder Services Plan fees. Class I and Class Y shares are offered without a front-end sales charge or CDSC. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The Trust accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Trust enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

As of March 31, 2022, MBC Investments Corporation, an indirect subsidiary of BNY Mellon, held all of the outstanding Class C shares of the fund.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

26

 

Level 1—unadjusted quoted prices in active markets for identical investments.

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Trust’s Board of Trustees (the “Board”). Certain factors may be considered when

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange.

The following is a summary of the inputs used as of March 31, 2022 in valuing the fund’s investments:

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)

  

Investments in Securities:

  

Equity Securities - Common Stocks

14,490,603

99,080,778

†† 

244,652

113,816,033

 

Equity Securities - Preferred Stocks

885,843

427,653

†† 

-

1,313,496

 

Exchange-Traded Funds

2,490,248

-

 

-

2,490,248

 

Investment Companies

57,300,006

-

 

-

57,300,006

 

Rights

-

164

†† 

-

164

 

 See Statement of Investments for additional detailed categorizations, if any.

†† Securities classified within Level 2 at period end as the values were determined pursuant to the fund’s fair valuation procedures.

The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:

28

 

   
  


Equity Securities –
Common Stocks ($)

Balance as of 9/30/2021

 

-

Net realized gain (loss)

 

-

Change in unrealized appreciation (depreciation)

 

(1,663,079)

Purchases/Issuances

 

-

Sales/Dispositions

 

-

Transfers into Level 3

 

1,907,731

Transfers out of Level 3

 

-

Balance as of 3/31/2022††

 

244,652

The amount of total net gain (loss) for the period included in earnings attributable to the change in unrealized appreciation (depreciation) relating to investments still held at 3/31/2022

 

(1,633,079)

 Transfers into Level 3 represent the value at the date of transfer. The transfers into Level 3 for the current period were due to the lack of observable inputs.

†† Securities deemed as Level 3 due to the lack of observable inputs by management assessment.

(b) Foreign currency transactions: The fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized on securities transactions between trade and settlement date, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments resulting from changes in exchange rates. Foreign currency gains and losses on foreign currency transactions are also included with net realized and unrealized gain or loss on investments.

Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statement of Operations, if applicable. Foreign taxes payable or deferred or those subject to reclaims as of March 31, 2022, if any, are disclosed in the fund’s Statement of Assets and Liabilities.

29

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with BNY Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, BNY Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended March 31, 2022, BNY Mellon earned $409 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

(e) Risk: Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S. These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political, economic developments and public health conditions. Moreover, securities issued in these markets may be less liquid, subject to government ownership controls and delayed settlements, and their prices may be more volatile than those of comparable securities in the U.S. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain

30

 

events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. The COVID-19 pandemic has had, and any other outbreak of an infectious disease or other serious public health concern could have, a significant negative impact on economic and market conditions and could trigger a prolonged period of global economic slowdown. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

The fund follows an investment policy of investing primarily in emerging market countries. Because the fund’s investments are concentrated in emerging market countries, the fund’s performance is expected to be closely tied to social, political and economic conditions within such countries and to be more volatile than the performance of more geographically diversified funds.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from net investment income and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended March 31, 2022, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest

31

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended March 31, 2022, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended September 30, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The fund is permitted to carry forward capital losses for an unlimited period. Furthermore, capital loss carryovers retain their character as either short-term or long-term capital losses.

The fund has an unused capital loss carryover of $11,507,702 available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to September 30, 2021. These short-term capital losses which can be carried forward for an unlimited period.

The tax character of distributions paid to shareholders during the fiscal year ended September 30, 2021 was as follows: ordinary income $1,170,278. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $688.5 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $135 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended March 31, 2022, the fund did not borrow under the Facilities.

NOTE 3—Investment Advisory Fee, Sub-Investment Advisory Fee, Administration Fee and Other Transactions with Affiliates:

(a) Pursuant to an investment advisory agreement with the Adviser, the fund has agreed to pay an investment advisory fee at the annual rate of 1.10% of the value of the fund’s average daily net assets other than assets

32

 

allocated to investments in other investment companies (other underlying funds, which may consist of affiliated funds, mutual funds and exchange traded funds) and is payable monthly. Therefore the fund’s investment advisory fee will fluctuate based on the fund’s allocation between underlying and direct investments. The Adviser has also contractually agreed, from October 1, 2021 through February 1, 2023, to waive receipt of its fees and/or assume the direct expenses of the fund, so that the expenses of none of the fund’s classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings, and extraordinary expenses) exceed 1.30% of the value of the fund’s average daily net assets. On or after February 1, 2023, the Adviser, Inc. may terminate this expense limitation at any time. Because “acquired fund fees and expenses” are incurred indirectly by the fund as a result of its investment in underlying funds, such fees and expenses are not included in the expense limitation. The reduction in expenses, pursuant to the undertaking, amounted to $57 during the period ended March 31, 2022.

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-adviser, the Sub-adviser serves as the fund’s sub-investment adviser responsible for the day-to-day management of a portion of the fund’s portfolio. The Adviser pays the Sub-adviser a monthly fee at an annual percentage of the value of the fund’s average daily net assets. The Adviser has obtained an exemptive order from the SEC (the “Order”), upon which the fund may rely, to use a manager of managers approach that permits the Adviser, subject to certain conditions and approval by the Board, to enter into and materially amend sub-investment advisory agreements with one or more sub-investment advisers who are either unaffiliated with the Adviser or are wholly-owned subsidiaries (as defined under the Act) of the Adviser’s ultimate parent company, BNY Mellon, without obtaining shareholder approval. The Order also allows the fund to disclose the sub-investment advisory fee paid by the Adviser to any unaffiliated sub-investment adviser in the aggregate with other unaffiliated sub-investment advisers in documents filed with the SEC and provided to shareholders. In addition, pursuant to the Order, it is not necessary to disclose the sub-investment advisory fee payable by the Adviser separately to a sub-investment adviser that is a wholly-owned subsidiary of BNY Mellon in documents filed with the SEC and provided to shareholders; such fees are to be aggregated with fees payable to the Adviser. The Adviser has ultimate responsibility (subject to oversight by the Board) to supervise any sub-investment adviser and recommend the hiring, termination, and replacement of any sub-investment adviser to the Board.

33

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The fund has a Fund Accounting and Administrative Services Agreement (the “Administration Agreement”) with the Adviser, whereby the Adviser performs administrative, accounting and recordkeeping services for the fund. The fund has agreed to compensate the Adviser for providing accounting and recordkeeping services, administration, compliance monitoring, regulatory and shareholder reporting, as well as related facilities, equipment and clerical help. The fee is based on the fund’s average daily net assets and computed at the following annual rates: .10% of the first $500 million, .065% of the next $500 million and .02% in excess of $1 billion.

In addition, after applying any expense limitations or fee waivers that reduce the fees paid to the Adviser for this service, the Adviser has contractually agreed in writing to waive any remaining fees for this service to the extent that they exceed both the Adviser’s costs in providing these services and a reasonable allocation of the costs incurred by the Adviser and its affiliates related to the support and oversight of these services. The fund also reimburses the Adviser for the out-of-pocket expenses incurred in performing this service for the fund. Pursuant to the Administration Agreement, the fund was charged $61,313 during the period ended March 31, 2022.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. The Distributor may pay one or more Service Agents in respect of advertising, marketing and other distribution services, and determines the amounts, if any, to be paid to Service Agents and the basis on which such payments are made. During the period ended March 31, 2022, Class C shares were charged $48 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended March 31, 2022, Class A and Class C shares were charged $619 and $16, respectively, pursuant to the Shareholder Services Plan.

Under its terms, the Distribution Plan and Shareholder Services Plan shall remain in effect from year to year, provided such continuance is approved

34

 

annually by a vote of a majority of those Trustees who are not “interested persons” of the Trust and who have no direct or indirect financial interest in the operation of or in any agreement related to the Distribution Plan or Shareholder Services Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. For financial reporting purposes, the fund includes net earnings credits, if any, as shareholder servicing costs in the Statement of Operations.

The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statement of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended March 31, 2022, the fund was charged $2,039 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, under a custody agreement, for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended March 31, 2022, the fund was charged $90,197 pursuant to the custody agreement.

During the period ended March 31, 2022, the fund was charged $7,886 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: investment advisory fees of $108,216, administration fees of $9,827, Distribution Plan fees of $7, Shareholder Services Plan fees of $97, custodian fees of $41,000, Chief Compliance Officer fees of $3,918 and transfer agency fees of $734, which are offset against an expense reimbursement currently in effect in the amount of $54.

35

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

(d) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities and foreign currency exchange contracts (“forward contracts”), during the period ended March 31, 2022, amounted to $42,556,098 and $43,021,193, respectively.

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. The fund enters into International Swaps and Derivatives Association, Inc. Master Agreements or similar agreements (collectively, “Master Agreements”) with its over-the-counter (“OTC”) derivative contract counterparties in order to, among other things, reduce its credit risk to counterparties. Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under a Master Agreement, the fund may offset with the counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment in the event of default or termination.

Each type of derivative instrument that was held by the fund during the period ended March 31, 2022 is discussed below.

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract decreases between those dates. With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of Operations. The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited to the unrealized gain

36

 

on each open contract. This risk may be mitigated by Master Agreements, if any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. At March 31, 2022 there were no forward contracts outstanding.

The following summarizes the average market value of derivatives outstanding during the period ended March 31, 2022:

   

 

 

Average Market Value ($)

Forward contracts

 

28,350

At March 31, 2022, accumulated net unrealized appreciation on investments was $42,105,731, consisting of $51,090,858 gross unrealized appreciation and $8,985,127 gross unrealized depreciation.

At March 31, 2022, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

37

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited)

At a meeting of the fund’s Board of Trustees held on March 2-3, 2022, the Board considered the renewal of the fund’s Investment Advisory Agreement and Administration Agreement, pursuant to which BNY Mellon Investment Adviser provides the fund with investment advisory services and administrative services, and the Sub-Investment Advisory Agreement (together with the Investment Advisory Agreement and Administration Agreement, the “Agreements”), pursuant to which Newton Investment Management North America, LLC (the “Sub-adviser”) provides day-to-day management of the fund’s investments. The Board members, a majority of whom are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of the Adviser and the Sub-adviser. In considering the renewal of the Agreements, the Board considered several factors that it believed to be relevant, including those discussed below. The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to it at the meeting and in previous presentations from representatives of the Adviser regarding the nature, extent, and quality of the services provided to funds in the BNY Mellon fund complex, including the fund. The Adviser provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. The Adviser also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the BNY Mellon fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or the Adviser) and the Adviser’s corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that the Adviser also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements. The Board also considered the Adviser’s extensive administrative, accounting and compliance infrastructures, as well as the Adviser’s supervisory activities over the Sub-adviser. The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data based on classifications provided by Thomson Reuters Lipper, which included information comparing (1) the performance of the fund’s Class I shares with the performance of a group of institutional emerging markets funds selected by Broadridge as comparable to

38

 

the fund (the “Performance Group”) and with a broader group of funds consisting of all retail and institutional emerging markets funds (the “Performance Universe”), all for various periods ended December 31, 2021, and (2) the fund’s actual and contractual management fees and total expenses with those of the same group of funds in the Performance Group (the “Expense Group”) and with a broader group of all institutional emerging markets funds, excluding outliers (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Broadridge as of the date of its analysis. The Adviser previously had furnished the Board with a description of the methodology Broadridge used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

The Board noted that, prior to January 31, 2014, the fund did not use a “manager of managers” or “fund of funds” approach and the fund’s investments strategies were different than the strategies currently in place. The Board noted that different investments strategies may lead to different performance results and that the fund’s performance for periods prior to January 31, 2014 reflects the investment strategies in effect during those periods.

Performance Comparisons. Representatives of the Adviser stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations and policies that may be applicable to the fund and comparison funds and the end date selected. The Board discussed with representatives of the Adviser and the Sub-adviser the results of the comparisons and considered that the fund’s total return performance was above the Performance Group and Performance Universe median for all periods. The Adviser also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index, and it was noted that the fund’s returns were above the returns of the index in seven of the ten calendar years shown. The Board also noted that the fund had a four-star overall rating and a four-star rating for each of the three-, five- and ten-year periods from Morningstar based on Morningstar’s risk-adjusted return measures.

Management Fee and Expense Ratio Comparisons. The Board reviewed and considered the contractual management fee rate (i.e., the aggregate of the investment advisory and administration fees pursuant to the Investment Advisory Agreement and Administration Agreement) payable by the fund to the Adviser in light of the nature, extent and quality of the management services and the sub-advisory services provided by the Adviser and the Sub-adviser, respectively. In addition, the Board reviewed and considered the actual management fee rate paid by the fund over the fund’s last fiscal year, which included reductions for a fee waiver arrangement in place that reduced the investment advisory fee paid to the Adviser. The Board also reviewed the range of actual and contractual management fees and total expenses as a percentage of average net assets of the Expense Group and Expense Universe funds and discussed the results of the comparisons.

The Board considered that the fund’s contractual management fee was higher than the Expense Group median contractual management fee, the fund’s actual management fee was lower than the Expense Group median and the Expense Universe median actual

39

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited) (continued)

management fee and the fund’s total expenses (including “acquired fund fees and expenses”) were higher than the Expense Group median and the Expense Universe median total expenses. The Board noted that no other fund in the Expense Group had acquired fund fees and expenses.

Representatives of the Adviser stated that the Adviser has contractually agreed, until February 1, 2023, to waive receipt of its fees and/or assume the direct expenses of the fund so that the direct expenses of none of its classes (excluding Rule 12b-1 fees, shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed 1.30% of the fund’s average daily net assets. Because “acquired fund fees and expenses” are incurred indirectly by the fund as a result of its investment in underlying funds, such fees and expenses are not included in the expense limitation.

Representatives of the Adviser reviewed with the Board the management or investment advisory fees paid by funds advised or administered by the Adviser that are in the same Lipper category as the fund (the “Similar Funds”), and explained the nature of the Similar Funds. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors. The Board considered the relevance of the fee information provided for the Similar Funds to evaluate the appropriateness of the fund’s management fee. Representatives of the Adviser noted that there were no separate accounts and/or other types of client portfolios advised by the Adviser or the Sub-adviser that are considered to have similar investment strategies and policies as the fund.

The Board considered the fee payable to the Sub-adviser in relation to the fee payable to the Adviser by the fund and the respective services provided by the Sub-adviser and the Adviser. The Board also took into consideration that the Sub-adviser’s fee is paid by the Adviser, out of its fee from the fund, and not the fund.

Analysis of Profitability and Economies of Scale. Representatives of the Adviser reviewed the expenses allocated and profit received by the Adviser and its affiliates and the resulting profitability percentage for managing the fund and the aggregate profitability percentage to the Adviser and its affiliates for managing the funds in the BNY Mellon fund complex, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not excessive, given the services rendered and service levels provided by the Adviser and its affiliates. The Board also considered the expense limitation arrangement and its effect on the profitability of the Adviser and its affiliates. The Board also had been provided with information prepared by an independent consulting firm regarding the Adviser’s approach to allocating costs to, and determining the profitability of, individual funds and the entire BNY Mellon fund complex. The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board considered, on the advice of its counsel, the profitability analysis (1) as part of its evaluation of whether the fees under the Agreements, considered in relation to the mix of services provided by the Adviser and the Sub-adviser, including the nature,

40

 

extent and quality of such services, supported the renewal of the Agreements and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Since the Adviser, and not the fund, pays the Sub-adviser pursuant to the Sub-Investment Advisory Agreement, the Board did not consider the Sub-adviser’s profitability to be relevant to its deliberations. Representatives of the Adviser stated that a discussion of economies of scale is predicated on a fund having achieved a substantial size with increasing assets and that, if a fund’s assets had been stable or decreasing, the possibility that the Adviser may have realized any economies of scale would be less. Representatives of the Adviser also stated that, as a result of shared and allocated costs among funds in the BNY Mellon fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level. The Board also considered potential benefits to the Adviser and the Sub-adviser from acting as investment adviser and sub-investment adviser, respectively, and took into consideration the soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

· The Board concluded that the nature, extent and quality of the services provided by the Adviser and the Sub-adviser are adequate and appropriate.

· The Board was satisfied with the fund’s performance.

· The Board concluded that the fees paid to the Adviser and the Sub-adviser continued to be appropriate under the circumstances and in light of the factors and the totality of the services provided as discussed above.

· The Board determined that the economies of scale which may accrue to the Adviser and its affiliates in connection with the management of the fund had been adequately considered by the Adviser in connection with the fee rate charged to the fund pursuant to its Investment Advisory Agreement and Administration Agreement and that, to the extent in the future it were determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.

In evaluating the Agreements, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with the Adviser and its affiliates and the Sub-adviser, of the Adviser and the Sub-adviser and the services provided to the fund by the Adviser and the Sub-adviser. The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment

41

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited) (continued)

management and other services provided under the Agreements, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, the Board’s consideration of the contractual fee arrangements for the fund had the benefit of a number of years of reviews of the Agreements for the fund, or substantially similar agreements for other BNY Mellon funds that the Board oversees, during which lengthy discussions took place between the Board and representatives of the Adviser. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the fund’s arrangements, or substantially similar arrangements for other BNY Mellon funds that the Board oversees, in prior years. The Board determined to renew the Agreements.

42

 

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45

 

For More Information

BNY Mellon Diversified Emerging Markets Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-adviser

Newton Investment Management
North America, LLC
BNY Mellon Center
201 Washington Street
Boston, MA 02108

Custodian

The Bank of New York Mellon

240 Greenwich Street

New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.

240 Greenwich Street

New York, NY 10286

Distributor

BNY Mellon Securities Corporation

240 Greenwich Street

New York, NY 10286

  

Ticker Symbols:

Class A: DBEAX      Class C: DBECX      Class I: SBCEX      Class Y: SBYEX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.im.bnymellon.com

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.im.bnymellon.com and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

  

© 2022 BNY Mellon Securities Corporation
6919SA0322

 

BNY Mellon International Equity Fund

 

SEMIANNUAL REPORT

March 31, 2022

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.im.bnymellon.com and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

  

Discussion of Fund Performance

2

Understanding Your Fund’s Expenses

5

Comparing Your Fund’s Expenses
With Those of Other Funds

5

Statement of Investments

6

Statement of Assets and Liabilities

10

Statement of Operations

11

Statement of Changes in Net Assets

12

Financial Highlights

14

Notes to Financial Statements

18

Information About the Renewal of
the Fund’s Management and
Sub-Investment Advisory Agreements

31

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from October 1, 2021, through March 31, 2022, as provided by portfolio manager Paul Markham of Newton Investment Management Limited, Sub-adviser

Market and Fund Performance Overview

For the six-month period ended March 31, 2022, BNY Mellon International Equity Fund’s (the “fund”) Class A shares produced a total return of −7.65%, Class C shares returned −7.99%, Class I shares returned -7.51% and Class Y shares returned −7.50%.1,2 In comparison, the fund’s benchmark, the MSCI EAFE® Index (the “Index”), produced a net return of −3.38% for the same period.3

International equity markets generally lost ground in response to increasing inflationary pressures, rising interest rates and heightened geopolitical tensions. The fund underperformed the Index, largely due to positions in the financials, information technology and consumer discretionary sectors.

The Fund’s Investment Approach

The fund seeks long-term growth of capital. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in common stocks or securities convertible into common stocks of foreign companies and depositary receipts evidencing ownership in such securities. At least 75% of the fund’s net assets will be invested in countries represented in the Index.

The core of the investment philosophy of Newton Investment Management Limited (“NIM”), the fund’s sub-adviser, is the belief that no company, market or economy can be considered in isolation; each must be understood within a global context. NIM believes that a global comparison of companies is the most effective method of stock analysis, and NIM’s global analysts research investment opportunities by global sector rather than by region.

The process begins by identifying a core list of investment themes. These themes are based primarily on observable economic, industrial or social trends that NIM believes will positively or negatively affect certain sectors or industries and cause stocks within these sectors or industries to outperform or underperform others. NIM then identifies specific companies, through fundamental global sector and stock research, using these investment themes, to help focus on areas where thematic and strategic research indicates superior returns are likely to be achieved. Sell decisions for individual stocks will typically be a result of one or more of the following: a change in investment theme or strategy, profit-taking, a significant change in the prospects of a company, price movement and market activity creating an extreme valuation, and the valuation of a company becoming expensive against its peers.

International Equities Slump Under Economic and Geopolitical Pressure

Stock-market indices experienced a robust start to the review period as improving sentiment lifted economically sensitive sectors, while a stabilization of longer-dated bond yields lent support to growth stocks. However, this upward trajectory was interrupted toward the end of November 2021, as the new COVID-19 Omicron variant came to the forefront. Shortly afterward, the picture for international equities was muddied still further when Jerome

2

 

Powell, Chair of the U.S. Federal Reserve (the “Fed”), surprised markets by embracing a more hawkish tone regarding the tapering of the Fed’s asset-purchase program.

Although risk assets largely recovered these losses in December, the start of 2022 saw increasingly aggressive comments from the Fed regarding monetary tightening, along with rising tensions between Russia and Ukraine. As a result, international equity markets weakened in January, then plunged in early February as Russia invaded its neighbor. Despite a market bounce in the final two weeks of the period, most sectors ended the period in negative territory, with the notable exception of energy, where stocks were buoyed by soaring oil and gas prices driven by tight supply/demand conditions exacerbated by the war in Ukraine.

Relative Performance Suffers Due to Selection and Allocation

Stock selection in the financials sector proved the primary drag on relative returns over the period. Overweight exposure to information technology also weighed, as did stock picking in the consumer discretionary space. Among notably weak individual holdings, shares in UK-based diversified bank Barclays slumped toward the end of the period in the face of declining long-bond rates in the UK, then declined further as news emerged that the bank was facing an estimated £450 million loss and scrutiny by regulators for selling more structured products than it had registered with the U.S. Securities and Exchange Commission. Shares in Japan-based medical-related services provider M3 retreated due to slowing revenue growth in the company’s medical platform. Although online medical demand continued to exhibit strength, the company was further hampered by some staff shortage issues. The stock, which had performed very strongly in 2020, was seen in some quarters as a beneficiary of the pandemic. Shares also proved vulnerable to a market rotation out of higher-multiple names over the start of the 2022, along with shares in Japanese human-resources company Recruit Holdings, another fund position.

On the positive side, the fund’s stock selection in the communication services and materials sectors generated relatively strong returns. Shares in UK-based metals and mining firm Anglo American rose as commodity prices soared, and investors looked toward names positioned to perform well in an inflationary world. The company’s shares were further supported by a strong set of quarterly results, with its dividend exceeding expectations. Switzerland-based Zurich Insurance Group benefited from rising yields and a favorable backdrop for commercial pricing. The insurer reported better-than-expected results for 2021, while 2022 guidance also reassured.

The fund used forward foreign-exchange hedges during the period to mitigate the effects of shifting currency valuations.

Maintaining a Long-Term Focus in an Uncertain Environment

With the market’s focus having initially moved away from the pandemic at the start of the year toward a shift in monetary policy in the face of surging inflation, Russia’s full-scale invasion of Ukraine has presented yet another major concern for investors. The broad scope of sanctions imposed against Russia by most developed nations and increases in energy costs have the potential to derail the emerging economic recovery as parts of the world exit from pandemic-related restrictions. How policymakers respond to such a change in the outlook, particularly as the squeeze on consumer disposable incomes intensifies given the backdrop

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

of higher inflation, will be important for valuations. Geopolitical tensions will likely cast a cloud over financial markets in the shorter term, with the threat of military escalation and financial market instability creating an uncertain investment backdrop.

In the face of these uncertainties, we continue to manage the fund very much in line with NIM’s thematic and long-term fundamental views. Where appropriate, we are taking advantage of market volatility to add new names to the portfolio, some with exposure to more defensive revenue streams. Such names added to the fund since the start of the year include UK-based aerospace and defense contractor BAE Systems, France-based drugmaker Sanofi and UK-based drugmaker AstraZeneca.

April 15, 2022

1  BNY Mellon Investment Adviser, Inc. serves as the investment adviser for the fund. NIM is the fund’s sub-adviser. NIM’s comments are provided as a general market overview and should not be considered investment advice or predictive of any future market performance. NIM’s views are current as of the date of this communication and are subject to change rapidly as economic and market conditions dictate.

2 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price, yield and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. The fund’s return reflects the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an agreement in effect through February 1, 2023, at which time it may be extended, modified or terminated. Had these expenses not been absorbed, returns would have been lower.

3 Source: Lipper Inc. — The MSCI EAFE® Index (Europe, Australasia, Far East) is a free float-adjusted, market capitalization-weighted index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. It reflects reinvestment of net dividends and, where applicable, capital gain distributions. Investors cannot invest directly in any index.

Equities are subject generally to market, market sector, market liquidity, issuer and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

Investing internationally involves special risks, including changes in currency exchange rates, political, economic, and social instability, a lack of comprehensive company information, differing auditing and legal standards and less market liquidity.

The fund may, but is not required to, use derivative instruments. A small investment in derivatives could have a potentially large impact on the fund’s performance. The use of derivatives involves risks different from, or possibly greater than, the risks associated with investing directly in the underlying assets.

4

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon International Equity Fund from October 1, 2021 to March 31, 2022. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

       

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended March 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$5.13

$8.71

$3.94

$3.94

 

Ending value (after expenses)

$923.50

$920.10

$924.90

$925.00

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

       

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended March 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$5.39

$9.15

$4.13

$4.13

 

Ending value (after expenses)

$1,019.60

$1,015.86

$1,020.84

$1,020.84

 

Expenses are equal to the fund’s annualized expense ratio of 1.07% for Class A, 1.82% for Class C, .82% for Class I and .82% for Class Y, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

5

 

STATEMENT OF INVESTMENTS

March 31, 2022 (Unaudited)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 97.7%

     

Bermuda - .7%

     

Hiscox

   

355,815

 

 4,587,227

 

China - 2.0%

     

Alibaba Group Holding

   

417,196

a 

5,710,279

 

Ping An Insurance Group Company of China, Cl. H

   

963,500

 

6,798,050

 
    

12,508,329

 

Denmark - 2.5%

     

Chr. Hansen Holding

   

102,744

 

7,550,327

 

Novozymes, Cl. B

   

114,426

 

7,831,498

 
    

15,381,825

 

France - 10.0%

     

AXA

   

240,081

 

7,011,306

 

Bureau Veritas

   

414,793

 

11,847,853

 

Legrand

   

62,152

 

5,908,604

 

L'Oreal

   

27,998

 

11,206,644

 

LVMH

   

23,563

 

16,778,497

 

Sanofi

   

86,471

 

8,818,682

 
    

61,571,586

 

Germany - 6.2%

     

Bayer

   

154,979

 

10,603,232

 

Deutsche Post

   

115,007

 

5,522,468

 

Infineon Technologies

   

201,965

 

6,899,816

 

SAP

   

134,799

 

15,041,322

 
    

38,066,838

 

Hong Kong - 2.7%

     

AIA Group

   

1,587,312

 

 16,618,257

 

India - .8%

     

Housing Development Finance

   

161,051

a 

 5,043,126

 

Ireland - 1.6%

     

CRH

   

239,290

 

 9,581,075

 

Japan - 21.3%

     

Advantest

   

87,300

 

6,847,517

 

Ebara

   

149,800

 

8,332,899

 

FANUC

   

60,700

 

10,674,606

 

M3

   

229,200

 

8,295,097

 

Pan Pacific International Holdings

   

643,200

 

10,316,074

 

Recruit Holdings

   

383,713

 

16,797,905

 

Sony Group

   

230,900

 

23,831,415

 

Sugi Holdings

   

136,700

 

6,764,805

 

TechnoPro Holdings

   

773,800

 

20,789,647

 

Topcon

   

670,500

 

8,517,634

 

6

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 97.7% (continued)

     

Japan - 21.3% (continued)

     

Toyota Industries

   

139,800

 

9,622,432

 
    

130,790,031

 

Netherlands - 5.9%

     

ASML Holding

   

20,212

 

13,481,394

 

Koninklijke Ahold Delhaize

   

206,970

 

6,653,308

 

Universal Music Group

   

609,960

 

16,192,977

 
    

36,327,679

 

Norway - 2.7%

     

Mowi

   

327,825

 

8,837,582

 

TOMRA Systems

   

149,225

 

7,605,790

 
    

16,443,372

 

South Korea - 2.1%

     

Samsung SDI

   

25,856

 

 12,616,294

 

Sweden - .9%

     

Swedbank, Cl. A

   

355,869

 

 5,310,934

 

Switzerland - 11.0%

     

Alcon

   

122,989

 

9,715,284

 

Lonza Group

   

15,431

 

11,179,501

 

Novartis

   

153,933

 

13,500,149

 

Roche Holding

   

44,609

 

17,641,758

 

Zurich Insurance Group

   

31,888

 

15,721,696

 
    

67,758,388

 

Taiwan - .9%

     

Taiwan Semiconductor Manufacturing, ADR

   

55,887

 

 5,826,779

 

United Kingdom - 26.4%

     

Anglo American

   

380,602

 

19,630,112

 

Ashtead Group

   

66,391

 

4,185,164

 

Associated British Foods

   

353,105

 

7,668,526

 

AstraZeneca

   

120,865

 

16,028,054

 

BAE Systems

   

644,756

 

6,077,768

 

Barclays

   

7,884,235

 

15,315,995

 

Croda International

   

47,545

 

4,886,298

 

Diageo

   

303,906

 

15,360,384

 

Informa

   

928,949

a 

7,290,621

 

Linde

   

33,197

 

10,697,435

 

Natwest Group

   

1,634,778

 

4,599,969

 

Prudential

   

672,418

 

9,932,809

 

RELX

   

421,521

 

13,122,503

 

Shell

   

825,249

 

22,647,938

 

St. James's Place

   

262,474

 

4,948,824

 
    

162,392,400

 

Total Common Stocks (cost $438,557,800)

   

600,824,140

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

 

Preferred

Dividend

Yield (%)

 

Shares

 

Value ($)

 

Preferred Stocks - 1.4%

     

Germany - 1.4%

     

Volkswagen
(cost $13,200,112)

 

3.25

 

51,148

 

 8,844,326

 
  

1-Day
Yield (%)

     

Investment Companies - .1%

     

Registered Investment Companies - .1%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $429,282)

 

0.31

 

429,282

b 

 429,282

 

Total Investments (cost $452,187,194)

 

99.2%

 

610,097,748

 

Cash and Receivables (Net)

 

.8%

 

4,992,931

 

Net Assets

 

100.0%

 

615,090,679

 

ADR—American Depository Receipt

a Non-income producing security.

b Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

  

Portfolio Summary (Unaudited)

Value (%)

Pharmaceuticals Biotechnology & Life Sciences

12.6

Commercial & Professional Services

11.4

Insurance

9.9

Materials

9.8

Capital Goods

7.3

Consumer Durables & Apparel

6.6

Semiconductors & Semiconductor Equipment

5.4

Food, Beverage & Tobacco

5.2

Banks

4.9

Media & Entertainment

3.8

Energy

3.7

Technology Hardware & Equipment

3.4

Health Care Equipment & Services

2.9

Retailing

2.6

Software & Services

2.5

Food & Staples Retailing

2.2

Household & Personal Products

1.8

Automobiles & Components

1.4

Transportation

.9

Diversified Financials

.8

Investment Companies

.1

 

99.2

 Based on net assets.

See notes to financial statements.

8

 

       

Affiliated Issuers

   

Description

Value ($) 9/30/2021

Purchases ($)

Sales ($)

Value ($) 3/31/2022

Dividends/
Distributions ($)

 

Registered Investment Companies - .1%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - .1%

13,164

110,215,508

(109,799,390)

429,282

4,526

 

Investment of Cash Collateral for Securities Loaned - .0%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - .0%

2,816,782

289,706

(3,106,488)

-

200

†† 

Total - .1%

2,829,946

110,505,214

(112,905,878)

429,282

4,726

 

 Includes reinvested dividends/distributions.

†† Represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of fees and collateral investment expenses, and other payments to and from borrowers of securities.

See notes to financial statements.

      

Forward Foreign Currency Exchange Contracts

 

Counterparty/ Purchased
Currency

Purchased Currency
Amounts

Currency
Sold

Sold
Currency
Amounts

Settlement Date

Unrealized Appreciation (Depreciation) ($)

J.P. Morgan Securities

Australian Dollar

29,373,210

Japanese Yen

2,429,793,611

4/12/2022

2,019,744

State Street Bank and Trust Company

Australian Dollar

8,290,398

Swiss Franc

5,592,991

5/18/2022

144,002

Australian Dollar

8,282,725

Japanese Yen

702,869,625

4/12/2022

(287,877)

Japanese Yen

1,088,578,910

Australian Dollar

12,335,159

4/12/2022

424,020

Gross Unrealized Appreciation

  

2,587,766

Gross Unrealized Depreciation

  

(287,877)

See notes to financial statements.

9

 

STATEMENT OF ASSETS AND LIABILITIES

March 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments

 

 

 

Unaffiliated issuers

451,757,912

 

609,668,466

 

Affiliated issuers

 

429,282

 

429,282

 

Cash denominated in foreign currency

 

 

133,296

 

134,480

 

Unrealized appreciation on forward foreign
currency exchange contracts—Note 4

 

2,587,766

 

Dividends receivable

 

2,289,362

 

Tax reclaim receivable—Note 1(b)

 

2,118,662

 

Receivable for shares of Beneficial Interest subscribed

 

125,204

 

Prepaid expenses

 

 

 

 

48,011

 

 

 

 

 

 

617,401,233

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c)

 

416,217

 

Payable for investment securities purchased

 

1,002,625

 

Payable for shares of Beneficial Interest redeemed

 

530,354

 

Unrealized depreciation on forward foreign
currency exchange contracts—Note 4

 

287,877

 

Trustees’ fees and expenses payable

 

9,833

 

Other accrued expenses

 

 

 

 

63,648

 

 

 

 

 

 

2,310,554

 

Net Assets ($)

 

 

615,090,679

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

476,903,126

 

Total distributable earnings (loss)

 

 

 

 

138,187,553

 

Net Assets ($)

 

 

615,090,679

 

      

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

12,831,879

1,005,514

148,997,601

452,255,685

 

Shares Outstanding

565,472

45,124

6,617,055

20,184,881

 

Net Asset Value Per Share ($)

22.69

22.28

22.52

22.41

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

10

 

STATEMENT OF OPERATIONS

Six Months Ended March 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $169,485 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

5,370,828

 

Affiliated issuers

 

 

4,526

 

Income from securities lending—Note 1(c)

 

 

200

 

Total Income

 

 

5,375,554

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

2,534,475

 

Shareholder servicing costs—Note 3(c)

 

 

75,706

 

Custodian fees—Note 3(c)

 

 

69,092

 

Professional fees

 

 

51,723

 

Registration fees

 

 

33,617

 

Trustees’ fees and expenses—Note 3(d)

 

 

31,056

 

Prospectus and shareholders’ reports

 

 

9,115

 

Chief Compliance Officer fees—Note 3(c)

 

 

7,886

 

Distribution fees—Note 3(b)

 

 

4,451

 

Loan commitment fees—Note 2

 

 

1,111

 

Interest expense—Note 2

 

 

713

 

Miscellaneous

 

 

18,483

 

Total Expenses

 

 

2,837,428

 

Less—reduction in expenses due to undertaking—Note 3(a)

 

 

(51,579)

 

Net Expenses

 

 

2,785,849

 

Net Investment Income

 

 

2,589,705

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments and foreign currency transactions

8,445,044

 

Net realized gain (loss) on forward foreign currency exchange contracts

(123,621)

 

Net Realized Gain (Loss)

 

 

8,321,423

 

Net change in unrealized appreciation (depreciation) on investments
and foreign currency transactions

(62,502,189)

 

Net change in unrealized appreciation (depreciation) on
forward foreign currency exchange contracts

2,320,251

 

Net Change in Unrealized Appreciation (Depreciation)

 

 

(60,181,938)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(51,860,515)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(49,270,810)

 

 

 

 

 

 

 

 

See notes to financial statements.

     

11

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
March 31, 2022 (Unaudited)

 

Year Ended
September 30, 2021

 

Operations ($):

 

 

 

 

 

 

 

 

Net investment income

 

 

2,589,705

 

 

 

8,471,672

 

Net realized gain (loss) on investments

 

8,321,423

 

 

 

59,655,175

 

Net change in unrealized appreciation
(depreciation) on investments

 

(60,181,938)

 

 

 

76,808,355

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(49,270,810)

 

 

 

144,935,202

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(463,037)

 

 

 

(96,467)

 

Class C

 

 

(28,314)

 

 

 

(7,668)

 

Class I

 

 

(5,371,005)

 

 

 

(2,905,331)

 

Class Y

 

 

(17,109,647)

 

 

 

(8,112,047)

 

Total Distributions

 

 

(22,972,003)

 

 

 

(11,121,513)

 

Beneficial Interest Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

9,302,344

 

 

 

7,069,193

 

Class C

 

 

21,994

 

 

 

147,257

 

Class I

 

 

19,395,145

 

 

 

30,605,161

 

Class Y

 

 

18,563,671

 

 

 

46,761,422

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

457,203

 

 

 

95,167

 

Class C

 

 

27,428

 

 

 

7,668

 

Class I

 

 

5,130,777

 

 

 

2,831,297

 

Class Y

 

 

6,511,272

 

 

 

3,210,607

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(4,770,419)

 

 

 

(5,509,485)

 

Class C

 

 

(230,467)

 

 

 

(456,878)

 

Class I

 

 

(27,009,337)

 

 

 

(77,369,611)

 

Class Y

 

 

(55,152,937)

 

 

 

(97,872,738)

 

Increase (Decrease) in Net Assets
from Beneficial Interest Transactions

(27,753,326)

 

 

 

(90,480,940)

 

Total Increase (Decrease) in Net Assets

(99,996,139)

 

 

 

43,332,749

 

Net Assets ($):

 

Beginning of Period

 

 

715,086,818

 

 

 

671,754,069

 

End of Period

 

 

615,090,679

 

 

 

715,086,818

 

12

 

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
March 31, 2022 (Unaudited)

 

Year Ended
September 30, 2021

 

Capital Share Transactions (Shares):

 

Class Aa

 

 

 

 

 

 

 

 

Shares sold

 

 

371,717

 

 

 

281,277

 

Shares issued for distributions reinvested

 

 

18,570

 

 

 

4,002

 

Shares redeemed

 

 

(189,977)

 

 

 

(220,508)

 

Net Increase (Decrease) in Shares Outstanding

200,310

 

 

 

64,771

 

Class C

 

 

 

 

 

 

 

 

Shares sold

 

 

854

 

 

 

6,143

 

Shares issued for distributions reinvested

 

 

1,132

 

 

 

328

 

Shares redeemed

 

 

(9,521)

 

 

 

(18,822)

 

Net Increase (Decrease) in Shares Outstanding

(7,535)

 

 

 

(12,351)

 

Class Ia

 

 

 

 

 

 

 

 

Shares sold

 

 

811,789

 

 

 

1,238,950

 

Shares issued for distributions reinvested

 

 

210,192

 

 

 

120,174

 

Shares redeemed

 

 

(1,119,881)

 

 

 

(3,128,650)

 

Net Increase (Decrease) in Shares Outstanding

(97,900)

 

 

 

(1,769,526)

 

Class Ya

 

 

 

 

 

 

 

 

Shares sold

 

 

785,959

 

 

 

1,932,141

 

Shares issued for distributions reinvested

 

 

268,064

 

 

 

136,971

 

Shares redeemed

 

 

(2,237,324)

 

 

 

(4,093,105)

 

Net Increase (Decrease) in Shares Outstanding

(1,183,301)

 

 

 

(2,023,993)

 

 

 

 

 

 

 

 

 

 

 

a

During the period ended March 31, 2022, 194,567 Class Y shares representing $4,704,814 were exchanged for 193,600 Class I shares, 1,394 Class Y shares representing $34,602 were exchanged for 1,375 Class A shares and during the period ended September 30, 2021, 310,260 Class Y shares representing $7,667,023 were exchanged for 308,781 Class I shares.

 

See notes to financial statements.

        

13

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.

       
 

Six Months Ended

 
 

March 31, 2022

Year Ended September 30,

Class A Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

25.37

21.07

20.28

21.97

21.55

18.97

Investment Operations:

      

Net investment incomea

.07

.23

.16

.33

.32

.19

Net realized and unrealized
gain (loss) on investments

(1.95)

4.39

1.13

(1.66)

.34

2.57

Total from Investment Operations

(1.88)

4.62

1.29

(1.33)

.66

2.76

Distributions:

      

Dividends from
net investment income

(.80)

(.32)

(.50)

(.36)

(.24)

(.18)

Net asset value, end of period

22.69

25.37

21.07

20.28

21.97

21.55

Total Return (%)b

(7.65)c

22.00

6.31

(5.89)

3.06

14.76

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.15d

1.17

1.19

1.18

1.14

1.23

Ratio of net expenses
to average net assets

1.07d

1.07

1.07

1.07

1.07

1.18

Ratio of net investment income
to average net assets

.53d

.93

.78

1.66

1.45

.99

Portfolio Turnover Rate

24.41c

26.26

32.45

36.45

31.58

37.78

Net Assets,
end of period ($ x 1,000)

12,832

9,263

6,329

5,743

5,697

3,845

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

14

 

       
 

Six Months Ended

 
 

March 31, 2022

Year Ended September 30,

Class C Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

24.77

20.57

19.78

21.38

21.04

18.50

Investment Operations:

      

Net investment income (loss)a

(.03)

.03

.00b

.17

.15

.06

Net realized and unrealized
gain (loss) on investments

(1.90)

4.29

1.10

(1.59)

.33

2.50

Total from Investment Operations

(1.93)

4.32

1.10

(1.42)

.48

2.56

Distributions:

      

Dividends from
net investment income

(.56)

(.12)

(.31)

(.18)

(.14)

(.02)

Net asset value, end of period

22.28

24.77

20.57

19.78

21.38

21.04

Total Return (%)c

(7.99)d

21.11

5.47

(6.55)

2.27

13.83

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.96e

1.95

1.96

1.93

1.90

1.99

Ratio of net expenses
to average net assets

1.82e

1.82

1.82

1.82

1.82

1.95

Ratio of net investment income
to average net assets

(.28)e

.14

.00f

.89

.68

.32

Portfolio Turnover Rate

24.41d

26.26

32.45

36.45

31.58

37.78

Net Assets,
end of period ($ x 1,000)

1,006

1,304

1,337

1,696

2,217

1,784

a Based on average shares outstanding.

b Amount represents less than $.01 per share.

c Exclusive of sales charge.

d Not annualized.

e Annualized.

f Amount represents less than .01%.

See notes to financial statements.

15

 

FINANCIAL HIGHLIGHTS (continued)

       
 

Six Months Ended

 
 

March 31, 2022

Year Ended September 30,

Class I Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

25.18

20.90

20.12

21.79

21.38

18.85

Investment Operations:

      

Net investment incomea

.09

.28

.20

.36

.42

.27

Net realized and unrealized
gain (loss) on investments

(1.91)

4.36

1.13

(1.62)

.29

2.51

Total from Investment Operations

(1.82)

4.64

1.33

(1.26)

.71

2.78

Distributions:

      

Dividends from
net investment income

(.84)

(.36)

(.55)

(.41)

(.30)

(.25)

Net asset value, end of period

22.52

25.18

20.90

20.12

21.79

21.38

Total Return (%)

(7.51)b

22.32

6.53

(5.62)

3.30

15.02

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.88c

.88

.88

.86

.87

.93

Ratio of net expenses
to average net assets

.82c

.82

.82

.82

.82

.89

Ratio of net investment income
to average net assets

.78c

1.14

1.02

1.84

1.97

1.42

Portfolio Turnover Rate

24.41b

26.26

32.45

36.45

31.58

37.78

Net Assets,
end of period ($ x 1,000)

148,998

169,071

177,360

214,538

292,092

112,714

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

16

 

       
 

Six Month Ended

 
 

March 31, 2022

Year Ended September 30,

Class Y Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

25.06

20.81

20.03

21.70

21.29

18.77

Investment Operations:

      

Net investment incomea

.09

.28

.20

.37

.36

.27

Net realized and unrealized
gain (loss) on investments

(1.90)

4.33

1.13

(1.63)

.35

2.51

Total from
Investment Operations

(1.81)

4.61

1.33

(1.26)

.71

2.78

Distributions:

      

Dividends from
net investment income

(.84)

(.36)

(.55)

(.41)

(.30)

(.26)

Net asset value, end of period

22.41

25.06

20.81

20.03

21.70

21.29

Total Return (%)

(7.50)b

22.29

6.58

(5.63)

3.33

15.11

Ratios/Supplemental Data (%):

     

Ratio of total expenses
to average net assets

.82c

.82

.82

.80

.80

.86

Ratio of net expenses
to average net assets

.82c

.82

.82

.80

.80

.86

Ratio of net investment income
to average net assets

.77c

1.15

1.00

1.88

1.64

1.42

Portfolio Turnover Rate

24.41b

26.26

32.45

36.45

31.58

37.78

Net Assets,
end of period ($ x 1,000)

452,256

535,448

486,727

849,188

1,068,449

1,027,565

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

17

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon International Equity Fund (the “fund”) is a separate diversified series of BNY Mellon Investment Funds I (the “Trust”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering seven series, including the fund. The fund’s investment objective is to seek long-term growth of capital. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Newton Investment Management Limited (the “Sub-adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-investment adviser.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares: Class A, Class C, Class I and Class Y. Class A and Class C shares are sold primarily to retail investors through financial intermediaries and bear Distribution and/or Shareholder Services Plan fees. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class A shares bought without an initial sales charge as part of an investment of $1 million or more may be charged a contingent deferred sales charge (“CDSC”) of 1.00% if redeemed within one year. Class C shares are subject to a CDSC imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares eight years after the date of purchase, without the imposition of a sales charge. Class I shares are sold primarily to bank trust departments and other financial service providers (including BNY Mellon and its affiliates), acting on behalf of customers having a qualified trust or an investment account or relationship at such institution, and bear no Distribution or Shareholder Services Plan fees. Class Y shares are sold at net asset value per share generally to institutional investors, and bear no Distribution or Shareholder Services Plan fees. Class I and Class Y shares are offered without a front-end sales charge or CDSC. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

18

 

The Trust accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Trust enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Trust’s Board of Trustees (the “Board”). Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that

20

 

influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange.

Forward foreign currency exchange contracts (“forward contracts”) are valued at the forward rate and are generally categorized within Level 2 of the fair value hierarchy.

The following is a summary of the inputs used as of March 31, 2022 in valuing the fund’s investments:

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)

  

Investments in Securities:

  

Equity Securities - Common Stocks

5,826,779

594,997,361

†† 

-

600,824,140

 

Equity Securities - Preferred Stocks

-

8,844,326

†† 

-

8,844,326

 

Investment Companies

429,282

-

 

-

429,282

 

Other Financial Instruments:

  

Forward Foreign Currency Exchange Contracts†††

-

2,587,766

 

-

2,587,766

 

Liabilities ($)

  

Other Financial Instruments:

  

Forward Foreign Currency Exchange Contracts†††

-

(287,877)

 

-

(287,877)

 

 See Statement of Investments for additional detailed categorizations, if any.

†† Securities classified within Level 2 at period end as the values were determined pursuant to the fund’s fair valuation procedures.

††† Amount shown represents unrealized appreciation (depreciation) at period end, but only variation margin on exchange-traded and centrally cleared derivatives, if any, are reported in the Statement of Assets and Liabilities.

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

(b) Foreign currency transactions: The fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized on securities transactions between trade and settlement date, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments resulting from changes in exchange rates. Foreign currency gains and losses on foreign currency transactions are also included with net realized and unrealized gain or loss on investments.

Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statement of Operations, if applicable. Foreign taxes payable or deferred or those subject to reclaims as of March 31, 2022, if any, are disclosed in the fund’s Statement of Assets and Liabilities.

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with BNY Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending

22

 

transaction. Should a borrower fail to return the securities in a timely manner, BNY Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended March 31, 2022, BNY Mellon earned $27 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

Certain affiliated investment companies may also invest in the fund. At March 31, 2022, BNY Mellon Diversified International Fund, an affiliate of the fund, held 3,911,264 Class Y shares representing approximately 14.3% of the fund’s net assets.

(e) Risk: Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S. These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political, economic developments and public health conditions. Moreover, securities issued in these markets may be less liquid, subject to government ownership controls and delayed settlements, and their prices may be more volatile than those of comparable securities in the U.S. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. The COVID-19 pandemic has had, and any other outbreak of an infectious disease or other serious public health concern could have, a significant negative impact on economic and market conditions and could trigger a prolonged period of global economic

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

slowdown. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from net investment income and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended March 31, 2022, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended March 31, 2022, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended September 30, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The fund is permitted to carry forward capital losses for an unlimited period. Furthermore, capital loss carryovers retain their character as either short-term or long-term capital losses.

The fund has an unused capital loss carryover of $6,971,931 available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to September 30, 2021. These short-term capital losses can be carried forward for an unlimited period.

The tax character of distributions paid to shareholders during the fiscal year ended September 30, 2021 was as follows: ordinary income $11,121,513. The tax character of current year distributions will be determined at the end of the current fiscal year.

24

 

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $688.5 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $135 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

The average amount of borrowings outstanding under the Facilities during the period ended March 31, 2022 was approximately $136,813 with a related weighted average annualized interest rate of 1.05%.

NOTE 3—Management Fee, Sub-Investment Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with the Adviser, the management fee was computed at the annual rate of .75% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has contractually agreed, from October 1, 2021 through February 1, 2023, to waive receipt of its fees and/or assume the direct expenses of the fund, so that the direct expenses of none of the fund’s classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed .82% of the value of the fund’s average daily net assets. On or after February 1, 2023, the Adviser may terminate this expense limitation at any time. The reduction in expenses, pursuant to the undertaking, amounted to $51,579 during the period ended March 31, 2022.

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-adviser, the Adviser pays the Sub-adviser a monthly fee at an annual rate of .36% of the value of the fund’s average daily net assets.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. The

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Distributor may pay one or more Service Agents in respect of advertising, marketing and other distribution services, and determines the amounts, if any, to be paid to Service Agents and the basis on which such payments are made. During the period ended March 31, 2022, Class C shares were charged $4,451 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended March 31, 2022, Class A and Class C shares were charged $18,076 and $1,484, respectively, pursuant to the Shareholder Services Plan.

Under its terms, the Distribution Plan and Shareholder Services Plan shall remain in effect from year to year, provided such continuance is approved annually by a vote of a majority of those Trustees who are not “interested persons” of the Trust and who have no direct or indirect financial interest in the operation of or in any agreement related to the Distribution Plan or Shareholder Services Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. For financial reporting purposes, the fund includes net earnings credits, if any, as shareholder servicing costs in the Statement of Operations.

The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statement of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended March 31, 2022, the fund was charged $3,434 for transfer agency services,

26

 

inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, under a custody agreement, for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended March 31, 2022, the fund was charged $69,092 pursuant to the custody agreement.

During the period ended March 31, 2022, the fund was charged $7,886 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees of $384,127, Distribution Plan fees of $632, Shareholder Services Plan fees of $2,929, custodian fees of $33,000, Chief Compliance Officer fees of $3,918 and transfer agency fees of $1,149, which are offset against an expense reimbursement currently in effect in the amount of $9,538.

(d) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities and forward contracts, during the period ended March 31, 2022, amounted to $161,662,502 and $198,972,896, respectively.

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. The fund enters into International Swaps and Derivatives Association, Inc. Master Agreements or similar agreements (collectively, “Master Agreements”) with its over-the-counter (“OTC”) derivative contract counterparties in order to, among other things, reduce its credit risk to counterparties. Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under a Master Agreement, the fund may offset with the counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment in the event of default or termination.

Each type of derivative instrument that was held by the fund during the period ended March 31, 2022 is discussed below.

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract decreases between those dates. With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of Operations. The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited to the unrealized gain on each open contract. This risk may be mitigated by Master Agreements, if any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. Forward contracts open at March 31, 2022 are set forth in the Statement of Investments.

The provisions of ASC Topic 210 “Disclosures about Offsetting Assets and Liabilities” require disclosure on the offsetting of financial assets and liabilities. These disclosures are required for certain investments, including derivative financial instruments subject to Master Agreements which are eligible for offsetting in the Statement of Assets and Liabilities and require the fund to disclose both gross and net information with respect to such investments. For financial reporting purposes, the fund does not offset derivative assets and derivative liabilities that are subject to Master Agreements in the Statement of Assets and Liabilities.

28

 

At March 31, 2022, derivative assets and liabilities (by type) on a gross basis are as follows:

      

Derivative Financial Instruments:

 

Assets ($)

 

Liabilities ($)

 

Forward contracts

 

2,587,766

 

(287,877)

 

Total gross amount of derivative

 

 

 

 

 

assets and liabilities in the

 

 

 

 

 

Statement of Assets and Liabilities

 

2,587,766

 

(287,877)

 

Derivatives not subject to

 

 

 

 

 

Master Agreements

 

-

 

-

 

Total gross amount of assets

 

 

 

 

 

and liabilities subject to

 

 

 

 

 

Master Agreements

 

2,587,766

 

(287,877)

 

The following tables present derivative assets and liabilities net of amounts available for offsetting under Master Agreements and net of related collateral received or pledged, if any, as of March 31, 2022:

       

 

 

 

Financial

 

 

 

 

 

 

Instruments

 

 

 

 

 

 

and Derivatives

 

 

 

 

Gross Amount of

 

Available

Collateral

 

Net Amount of

Counterparty

Assets ($)

1 

for Offset ($)

Received ($)

2 

Assets ($)

J.P. Morgan Securities

2,019,744

 

-

(2,019,744)

 

-

State Street Bank
and Trust Company

568,022

 

(287,877)

-

 

280,145

Total

2,587,766

 

(287,877)

(2,019,744)

 

280,145

 

 

 

 

 

 

 

 

 

 

Financial

 

 

 

 

 

 

Instruments

 

 

 

 

 

 

and Derivatives

 

 

 

 

Gross Amount of

 

Available

Collateral

 

Net Amount of

Counterparty

Liabilities ($)

1 

for Offset ($)

Pledged ($)

2 

Liabilities ($)

State Street Bank
and Trust Company

(287,877)

 

287,877

-

 

-

Total

(287,877)

 

287,877

-

 

-

 

 

 

 

 

 

 

1 Absent a default event or early termination, OTC derivative assets and liabilities are presented at gross amounts
and are not offset in the Statement of Assets and Liabilities.

2 In some instances, the actual collateral received and/or pledged may be more than the amount shown due to
over collateralization.

The following summarizes the average market value of derivatives outstanding during the period ended March 31, 2022:

   

 

 

Average Market Value ($)

Forward contracts

 

19,832,103

29

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

At March 31, 2022, accumulated net unrealized appreciation on investments inclusive of derivative contracts was $160,210,443, consisting of $172,010,224 gross unrealized appreciation and $11,799,781 gross unrealized depreciation.

At March 31, 2022, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

30

 

INFORMATION ABOUT THE RENEWAL OF THE FUND'S MANAGEMENT AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited)

At a meeting of the fund’s Board of Trustees held on March 2-3, 2022, the Board considered the renewal of the fund’s Management Agreement, pursuant to which the Adviser provides the fund with investment advisory and administrative services, and the Sub-Investment Advisory Agreement (together with the Management Agreement, the “Agreements”), pursuant to which Newton Investment Management Limited (the “Sub-adviser”) provides day-to-day management of the fund’s investments. The Board members, a majority of whom are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of the Adviser and the Sub-adviser. In considering the renewal of the Agreements, the Board considered several factors that it believed to be relevant, including those discussed below. The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to it at the meeting and in previous presentations from representatives of the Adviser regarding the nature, extent, and quality of the services provided to funds in the BNY Mellon fund complex, including the fund. The Adviser provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. The Adviser also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the BNY Mellon fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or the Adviser) and the Adviser’s corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that the Adviser also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements. The Board also considered the Adviser’s extensive administrative, accounting and compliance infrastructures, as well as the Adviser’s supervisory activities over the Sub-adviser. The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data based on classifications provided by Thomson Reuters Lipper, which included information comparing (1) the performance of the fund’s Class I shares with the performance of a group of institutional international multi-cap growth funds selected by Broadridge as

31

 

INFORMATION ABOUT THE RENEWAL OF THE FUND'S MANAGEMENT AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited) (continued)

comparable to the fund (the “Performance Group”) and with a broader group of funds consisting of all retail and institutional international multi-cap growth funds (the “Performance Universe”), all for various periods ended December 31, 2021, and (2) the fund’s actual and contractual management fees and total expenses with those of the same group of funds in the Performance Group (the “Expense Group”) and with a broader group of all institutional international multi-cap growth funds, excluding outliers (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Broadridge as of the date of its analysis. The Adviser previously had furnished the Board with a description of the methodology Broadridge used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Performance Comparisons. Representatives of the Adviser stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations and policies that may be applicable to the fund and comparison funds and the end date selected. The Board discussed with representatives of the Adviser and the Sub-adviser the results of the comparisons and considered that the fund’s total return performance was below the Performance Group median for all periods, except the one-year period when it was at the median, and below the Performance Universe medians for all periods. The Adviser also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index, and it was noted that the fund’s returns were above the returns of the index in five of the ten calendar years shown. The Board discussed with representatives of the Adviser and the Sub-adviser the reasons for the fund’s underperformance verses the Performance Group and Performance Universe during certain periods under review.

Management Fee and Expense Ratio Comparisons. The Board reviewed and considered the contractual management fee rate payable by the fund to the Adviser in light of the nature, extent and quality of the management services and the sub-advisory services provided by the Adviser and the Sub-adviser, respectively. In addition, the Board reviewed and considered the actual management fee rate paid by the fund over the fund’s last fiscal year, which included reductions for a fee waiver arrangement in place that reduced the investment advisory fee paid to the Adviser. The Board also reviewed the range of actual and contractual management fees and total expenses as a percentage of average net assets of the Expense Group and Expense Universe funds and discussed the results of the comparisons.

The Board considered that the fund’s contractual management fee was lower than the Expense Group median contractual management fee, the fund’s actual management fee was lower than the Expense Group median and slightly higher than the Expense Universe median actual management fee and the fund’s total expenses were slightly higher than the Expense Group median and lower than the Expense Universe median total expenses.

Representatives of the Adviser stated that the Adviser has contractually agreed, until February 1, 2023, to waive receipt of its fees and/or assume the direct expenses of the fund so that the direct expenses of none of its classes (excluding Rule 12b-1 fees,

32

 

shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed .82% of the fund’s average daily net assets.

Representatives of the Adviser reviewed with the Board the management or investment advisory fees paid to the Adviser or the Sub-adviser or its affiliates for advising any separate accounts and/or other types of client portfolios that are considered to have similar investment strategies and policies as the fund (the “Similar Clients”), and explained the nature of the Similar Clients. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors. The Board considered the relevance of the fee information provided for the Similar Clients to evaluate the appropriateness of the fund’s management fee. Representatives of the Adviser noted that there were no other funds advised or administered by the Adviser that are in the same Lipper category as the fund.

The Board considered the fee payable to the Sub-adviser in relation to the fee payable to the Adviser by the fund and the respective services provided by the Sub-adviser and the Adviser. The Board also took into consideration that the Sub-adviser’s fee is paid by the Adviser, out of its fee from the fund, and not the fund.

Analysis of Profitability and Economies of Scale. Representatives of the Adviser reviewed the expenses allocated and profit received by the Adviser and its affiliates and the resulting profitability percentage for managing the fund and the aggregate profitability percentage to the Adviser and its affiliates for managing the funds in the BNY Mellon fund complex, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not excessive, given the services rendered and service levels provided by the Adviser and its affiliates. The Board also considered the expense limitation arrangement and its effect on the profitability of the Adviser and its affiliates. The Board also had been provided with information prepared by an independent consulting firm regarding the Adviser’s approach to allocating costs to, and determining the profitability of, individual funds and the entire BNY Mellon fund complex. The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board considered, on the advice of its counsel, the profitability analysis (1) as part of its evaluation of whether the fees under the Agreements, considered in relation to the mix of services provided by the Adviser and the Sub-adviser, including the nature, extent and quality of such services, supported the renewal of the Agreements and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Since the Adviser, and not the fund, pays the Sub-adviser pursuant to the Sub-Investment Advisory Agreement, the Board did not consider the Sub-adviser’s profitability to be relevant to its deliberations. Representatives of the Adviser stated that a discussion of economies of scale is predicated on a fund having achieved a substantial size with increasing assets and that, if a fund’s assets had been stable or decreasing, the possibility that the Adviser may have realized any economies of scale would be less. Representatives of the Adviser also

33

 

INFORMATION ABOUT THE RENEWAL OF THE FUND'S MANAGEMENT AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited) (continued)

stated that, as a result of shared and allocated costs among funds in the BNY Mellon fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level. The Board also considered potential benefits to the Adviser and the Sub-adviser from acting as investment adviser and sub-investment adviser, respectively, and took into consideration there were no soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

· The Board concluded that the nature, extent and quality of the services provided by the Adviser and the Sub-adviser are adequate and appropriate.

· The Board agreed to closely monitor performance and determined to approve renewal of the Agreements through until the fourth quarter 2022 Board meeting when the Board would consider the renewal of the Agreements for the remainder of their term.

· The Board concluded that the fees paid to the Adviser and the Sub-adviser continued to be appropriate under the circumstances and in light of the factors and the totality of the services provided as discussed above, subject to review no later than the next renewal consideration.

· The Board determined that the economies of scale which may accrue to the Adviser and its affiliates in connection with the management of the fund had been adequately considered by the Adviser in connection with the fee rate charged to the fund pursuant to its Management Agreement and that, to the extent in the future it were determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.

In evaluating the Agreements, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with the Adviser and its affiliates and the Sub-adviser, of the Adviser and the Sub-adviser and the services provided to the fund by the Adviser and the Sub-adviser. The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreements, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, the Board’s consideration of the contractual fee arrangements for the fund had the benefit of a number of years of reviews of the Agreements for the fund, or substantially similar agreements for other BNY Mellon

34

 

funds that the Board oversees, during which lengthy discussions took place between the Board and representatives of the Adviser. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the fund’s arrangements, or substantially similar arrangements for other BNY Mellon funds that the Board oversees, in prior years. The Board determined to renew the Agreements through until the fourth quarter 2022 Board meeting.

35

 

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36

 

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37

 

For More Information

BNY Mellon International Equity Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-adviser

Newton Investment Management Limited

160 Queen Victoria Street

London, EC4V, 4LA, UK

Custodian

The Bank of New York Mellon

240 Greenwich Street

New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.

240 Greenwich Street

New York, NY 10286

Distributor

BNY Mellon Securities Corporation

240 Greenwich Street

New York, NY 10286

  

Ticker Symbols:

Class A: NIEAX         Class C: NIECX        Class I: SNIEX      Class Y: NIEYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.im.bnymellon.com

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.im.bnymellon.com and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

  

© 2022 BNY Mellon Securities Corporation
6916SA0322

 

BNY Mellon Small Cap Growth Fund

 

SEMIANNUAL REPORT

March 31, 2022

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.im.bnymellon.com and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

  

Discussion of Fund Performance

2

Understanding Your Fund’s Expenses

5

Comparing Your Fund’s Expenses
With Those of Other Funds

5

Statement of Investments

6

Statement of Assets and Liabilities

11

Statement of Operations

12

Statement of Changes in Net Assets

13

Financial Highlights

14

Notes to Financial Statements

16

Information About the Renewal of
the Fund’s Investment Advisory,
Administration and Sub-Investment
Advisory Agreements

26

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from October 1, 2021, through March 31, 2022, as provided by John R. Porter, Todd Wakefield, CFA, Robert C. Zeuthen, CFA, and Karen Behr of Newton Investment Management North America, LLC, Sub-adviser

Market and Fund Performance Overview

For the six-month period ended March 31, 2022, BNY Mellon Small Cap Growth Fund’s (the “fund”) Class I shares produced a total return of −12.36%, and Class Y shares returned −12.37%.1 In comparison, the fund’s benchmark, the Russell 2000® Growth Index (the “Index”), posted a total return of −12.62% for the same period.2

Small-cap growth stocks lost ground during the period in response to increasing inflationary pressures, rising interest rates and heightened geopolitical tensions. The fund outperformed the Index, mainly due to relatively strong returns in the health care, consumer discretionary and energy sectors.

Fund’s Investment Approach

The fund seeks long-term growth of capital. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in equity securities of small-cap U.S. companies—i.e., those with total market capitalizations equal to or less than that of the largest company in the Index.

We employ a growth-oriented investment style in managing the fund’s portfolio. This means the portfolio managers seek to identify those small-cap companies that are experiencing, or are expected to experience, rapid earnings or revenue growth. We focus on high-quality companies and individual stock selection, instead of trying to predict which industries or sectors will perform best, and select stocks by:

· Using fundamental research to identify and follow companies considered to have attractive characteristics, such as strong business and competitive positions, solid cash flows and balance sheets, high-quality management and high sustainable growth.

· Investing in a company when the research indicates that the company will experience accelerating revenues and expanding operating margins, which may lead to rising estimate trends and favorable earnings surprises.

The fund’s investment strategy may lead it to emphasize certain industries, such as technology, health care, business services and communications.

Equities Slump Under Economic and Geopolitical Pressure

Stock-market indices experienced a robust start to the review period as improving sentiment lifted economically sensitive sectors, while a stabilization of longer-dated bond yields lent support to growth stocks. However, this upward trajectory was interrupted toward the end of November 2021, as the new COVID-19 Omicron variant came to the forefront. Shortly afterward, the picture for international equities was muddied still further when Jerome Powell, Chair of the U.S. Federal Reserve (the “Fed”), surprised markets by embracing a more hawkish tone regarding the tapering of the Fed’s asset-purchase program.

2

 

Although risk assets largely recovered these losses in December, the start of 2022 saw increasingly aggressive comments from the Fed regarding monetary tightening, along with rising tensions between Russia and Ukraine. As a result, equity markets weakened in January, then plunged in early February as Russia invaded Ukraine. Despite a market bounce in the final two weeks of the period, most sectors ended the period in negative territory, with the notable exception of energy, where stocks were buoyed by soaring oil and gas prices driven by tight supply/demand conditions exacerbated by the war in Ukraine. Small-cap stocks generally underperformed their large-cap counterparts in this environment of uncertainty, and growth-oriented stocks underperformed value-oriented issues.

Health Care, Consumer Discretionary and Energy Positions Bolster Returns

The fund’s relative performance benefited strong individual stock selection in the health care sector. Among equipment & supply providers, shares in iRhythm Technologies rose sharply after the company successfully resolved a pricing reimbursement issue with Medicare. Returns were further bolstered by gains in several biotechnology holdings—including Xenon Pharmaceuticals and Arena Pharmaceuticals—benefiting from well-received, new drug launches. In the consumer discretionary sector, shares in well-run franchises such as fitness center operator Planet Fitness and coffee shop chain Dutch Bros appreciated as the pandemic waned, and customers returned. The fund’s relative performance also benefited from an overweight allocation to the energy sector, as well as good, individual stock selections, including oilfield equipment & services provider Cactus and exploration & production company EQT.

Conversely, the fund’s information technology holdings detracted most significantly from performance relative to the Index. Shares in fast-growing IT services providers, such as Twilio, lost significant ground at a time when rising interest rates and concerns about economic growth prompted investors to favor value-oriented securities. In software, Everbridge stock declined on disappointing earnings and an uncertain, near-term outlook, while HubSpot slid in concert with other growth-oriented issues. Among industrials, shares in digital textile-printing company Kornit Digital slid lower in response to an earnings shortfall and near-term margin concerns, although the company’s revenue growth remained strong and long-term prospects appeared intact.

Seeking Opportunities in a Challenging Environment

With the market’s focus having initially moved away from the pandemic at the start of the year toward a shift in monetary policy in the face of surging inflation, Russia’s full-scale invasion of Ukraine has presented yet another major concern for investors. The broad scope of sanctions imposed against Russia by most developed nations and increases in energy costs have the potential to derail the emerging economic recovery as parts of the world exit from pandemic-related restrictions. How policymakers respond to such a change in the outlook, particularly as the squeeze on consumer disposable incomes intensifies given the backdrop of higher inflation, will be important for valuations. Geopolitical tensions will likely cast a cloud over financial markets in the shorter term, with the threat of military escalation and financial market instability creating an uncertain investment backdrop.

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

In the face of these uncertainties, we continue to maintain the fund’s emphasis on innovative companies positioned to continue growing despite a challenging economic backdrop. Recent pullbacks in growth-oriented shares present buying opportunities as the fund seeks to take advantage of short-term market dislocations. As of the end of the period, the fund holds relatively overweight exposure to health care, primarily in the biotechnology subsector, as well as energy and industrials. Conversely, the fund holds underweight exposure to the consumer discretionary sector, in light of softening consumer sentiment, and to a lesser degree, information technology.

April 15, 2022

1  Total return includes reinvestment of dividends and any capital gains paid. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. The fund’s return reflects the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an agreement in effect through February 1, 2023, at which time it may be extended, modified or terminated. Had these expenses not been absorbed, returns would have been lower. Past performance is no guarantee of future results.

2  Source: Lipper Inc. — The Russell 2000® Growth Index measures the performance of the small-cap growth segment of the U.S. equity universe. It includes those Russell 2000 companies with higher growth earning potential as defined by Russell’s leading style methodology. The Russell 2000® Growth Index is constructed to provide a comprehensive and unbiased barometer for the small-cap growth segment. The Index is completely reconstituted annually to ensure larger stocks do not distort the performance and characteristics of the true small-cap opportunity set, and that the represented companies continue to reflect growth characteristics. Investors cannot invest directly in any index.

Please note: the position in any security highlighted with italicized typeface was sold during the reporting period.

Equities are subject generally to market, market sector, market liquidity, issuer and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

The prices of small company stocks tend to be more volatile than the prices of large company stocks, mainly because these companies have less established and more volatile earnings histories. They also tend to be less liquid than larger company stocks.

4

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Small Cap Growth Fund from October 1, 2021 to March 31, 2022. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

     

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended March 31, 2022

 

 

 

 

 

 

 

 

Class I

Class Y

 

Expenses paid per $1,000

$4.68

$4.68

 

Ending value (after expenses)

$876.40

$876.30

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

     

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended March 31, 2022

 

 

 

 

 

 

 

 

Class I

Class Y

 

Expenses paid per $1,000

$5.04

$5.04

 

Ending value (after expenses)

$1,019.95

$1,019.95

 

Expenses are equal to the fund’s annualized expense ratio of 1.00% for Class I and 1.00% for Class Y, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

5

 

STATEMENT OF INVESTMENTS

March 31, 2022 (Unaudited)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 92.8%

     

Capital Goods - 12.8%

     

AerCap Holdings

   

2,779

a 

139,728

 

APi Group

   

10,203

a 

214,569

 

Armstrong World Industries

   

3,070

 

276,331

 

Array Technologies

   

10,617

a,b 

119,654

 

Astra Space

   

3,392

a,b 

13,093

 

Construction Partners, Cl. A

   

18,754

a 

490,980

 

Curtiss-Wright

   

1,474

 

221,336

 

Energy Recovery

   

14,609

a 

294,225

 

Fluor

   

7,605

a 

218,187

 

Kornit Digital

   

4,023

a 

332,662

 

Mercury Systems

   

6,287

a 

405,197

 

Ribbit LEAP

   

1,199

a 

11,930

 

SiteOne Landscape Supply

   

1,336

a 

216,018

 

The AZEK Company

   

3,722

a 

92,455

 
    

3,046,365

 

Commercial & Professional Services - 2.5%

     

CACI International, Cl. A

   

1,579

a 

475,690

 

Li-Cycle Holdings

   

13,156

a,b 

111,168

 
    

586,858

 

Consumer Durables & Apparel - 2.0%

     

Callaway Golf

   

5,555

a 

130,098

 

Peloton Interactive, Cl. A

   

12,601

a 

332,918

 
    

463,016

 

Consumer Services - 5.2%

     

European Wax Center, Cl. A

   

8,491

a,b 

250,994

 

Membership Collective Group, Cl. A

   

19,395

a,b 

150,505

 

Planet Fitness, Cl. A

   

9,931

a 

838,971

 
    

1,240,470

 

Diversified Financials - .3%

     

MarketWise

   

14,046

a,b 

 66,297

 

Energy - 5.5%

     

Cactus, Cl. A

   

12,307

 

698,299

 

EQT

   

17,440

 

600,110

 
    

1,298,409

 

Food & Staples Retailing - 2.7%

     

Grocery Outlet Holding

   

19,612

a 

 642,881

 

Food, Beverage & Tobacco - 1.8%

     

Freshpet

   

4,166

a 

 427,598

 

Health Care Equipment & Services - 12.5%

     

1Life Healthcare

   

31,204

a 

345,740

 

AtriCure

   

3,269

a 

214,675

 

6

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 92.8% (continued)

     

Health Care Equipment & Services - 12.5% (continued)

     

Evolent Health, Cl. A

   

10,975

a,b 

354,493

 

Health Catalyst

   

5,128

a,b 

133,995

 

Inspire Medical Systems

   

521

a 

133,736

 

iRhythm Technologies

   

4,247

a 

668,775

 

Nevro

   

1,196

a 

86,507

 

Outset Medical

   

5,426

a,b 

246,340

 

Privia Health Group

   

17,619

a,b 

470,956

 

Teladoc Health

   

1,487

a,b 

107,257

 

TransMedics Group

   

7,278

a 

196,069

 
    

2,958,543

 

Household & Personal Products - 1.8%

     

Inter Parfums

   

4,890

 

 430,565

 

Insurance - 1.4%

     

BRP Group, Cl. A

   

7,497

a 

201,145

 

Palomar Holdings

   

2,191

a 

140,202

 
    

341,347

 

Materials - 1.3%

     

Constellium

   

16,909

a 

 304,362

 

Media & Entertainment - 1.8%

     

Cardlytics

   

1,655

a,b 

90,992

 

Eventbrite, Cl. A

   

15,823

a,b 

233,706

 

Manchester United, Cl. A

   

7,902

b 

114,342

 
    

439,040

 

Pharmaceuticals Biotechnology & Life Sciences - 17.0%

     

10X Genomics, CI. A

   

1,491

a,b 

113,420

 

Adaptive Biotechnologies

   

2,560

a 

35,533

 

Ascendis Pharma, ADR

   

1,107

a,b 

129,918

 

Beam Therapeutics

   

2,018

a,b 

115,631

 

Biohaven Pharmaceutical Holding

   

3,925

a 

465,387

 

CareDx

   

2,595

a 

95,989

 

Cerevel Therapeutics Holdings

   

12,232

a 

428,242

 

Crinetics Pharmaceuticals

   

9,014

a 

197,857

 

Denali Therapeutics

   

4,180

a 

134,471

 

Edgewise Therapeutics

   

6,199

a,b 

60,130

 

Iovance Biotherapeutics

   

6,313

a 

105,111

 

Karuna Therapeutics

   

936

a 

118,675

 

Kymera Therapeutics

   

3,224

a 

136,440

 

MeiraGTx Holdings

   

3,772

a 

52,242

 

NanoString Technologies

   

4,956

a 

172,221

 

Natera

   

3,901

a 

158,693

 

Pacific Biosciences of California

   

5,232

a 

47,611

 

PTC Therapeutics

   

5,252

a 

195,952

 

Quanterix

   

6,967

a 

203,367

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 92.8% (continued)

     

Pharmaceuticals Biotechnology & Life Sciences - 17.0% (continued)

     

Sarepta Therapeutics

   

4,104

a 

320,604

 

Twist Bioscience

   

4,142

a,b 

204,532

 

Ultragenyx Pharmaceutical

   

1,821

a 

132,241

 

uniQure

   

3,542

a,b 

64,004

 

Xenon Pharmaceuticals

   

11,232

a 

343,362

 
    

4,031,633

 

Real Estate - 1.3%

     

Physicians Realty Trust

   

7,231

c 

126,832

 

Redfin

   

9,785

a,b 

176,521

 
    

303,353

 

Retailing - 2.5%

     

National Vision Holdings

   

9,312

a,b 

405,724

 

Ollie's Bargain Outlet Holdings

   

4,340

a 

186,446

 
    

592,170

 

Semiconductors & Semiconductor Equipment - 3.5%

     

Power Integrations

   

3,811

 

353,204

 

Semtech

   

5,987

a 

415,139

 

SkyWater Technology

   

5,239

a,b 

56,738

 
    

825,081

 

Software & Services - 12.5%

     

AvidXchange Holdings

   

16,978

a 

136,673

 

ChannelAdvisor

   

7,394

a 

122,519

 

Everbridge

   

2,890

a 

126,120

 

Flywire

   

857

a 

26,207

 

HubSpot

   

1,294

a 

614,572

 

nCino

   

2,274

a 

93,189

 

Rapid7

   

6,968

a 

775,120

 

Shift4 Payments, Cl. A

   

5,002

a 

309,774

 

Twilio, Cl. A

   

2,280

a 

375,767

 

Zendesk

   

3,314

a 

398,641

 
    

2,978,582

 

Technology Hardware & Equipment - 3.9%

     

Calix

   

9,409

a 

403,740

 

Lumentum Holdings

   

3,341

a 

326,082

 

NETGEAR

   

3,187

a 

78,655

 

nLight

   

7,205

a 

124,935

 
    

933,412

 

Telecommunication Services - .5%

     

Bandwidth, Cl. A

   

3,996

a 

 129,430

 

Total Common Stocks (cost $19,906,658)

   

22,039,412

 

8

 

        
 

Description

   

Shares

 

Value ($)

 

Private Equity - .7%

     

Diversified Financials - .4%

     

Fundbox

   

6,555

d 

 92,426

 

Real Estate - .3%

     

Roofstock

   

2,188

d 

 67,150

 

Total Private Equity (cost $156,939)

   

159,576

 
  

1-Day
Yield (%)

     

Investment Companies - 6.5%

     

Registered Investment Companies - 6.5%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $1,539,218)

 

0.31

 

1,539,218

e 

 1,539,218

 
        

Investment of Cash Collateral for Securities Loaned - 5.7%

     

Registered Investment Companies - 5.7%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares
(cost $1,365,355)

 

0.31

 

1,365,355

e 

 1,365,355

 

Total Investments (cost $22,968,170)

 

105.7%

 

25,103,561

 

Liabilities, Less Cash and Receivables

 

(5.7%)

 

(1,348,975)

 

Net Assets

 

100.0%

 

23,754,586

 

ADR—American Depository Receipt

a Non-income producing security.

b Security, or portion thereof, on loan. At March 31, 2022, the value of the fund’s securities on loan was $3,336,174 and the value of the collateral was $3,504,427, consisting of cash collateral of $1,365,355 and U.S. Government & Agency securities valued at $2,139,072. In addition, the value of collateral may include pending sales that are also on loan.

c Investment in real estate investment trust within the United States.

d The fund held Level 3 securities at March 31, 2022. These securities were valued at $159,576 or .67% of net assets.

e Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

9

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

  

Portfolio Summary (Unaudited)

Value (%)

Health Care

29.4

Information Technology

19.9

Industrials

15.2

Investment Companies

12.2

Consumer Discretionary

9.7

Consumer Staples

6.3

Energy

5.5

Communication Services

2.4

Financials

2.1

Real Estate

1.6

Materials

1.3

Diversified

.1

 

105.7

 Based on net assets.

See notes to financial statements.

       

Affiliated Issuers

   

Description

Value ($) 9/30/2021

Purchases ($)

Sales ($)

Value ($) 3/31/2022

Dividends/
Distributions ($)

 

Registered Investment Companies - 6.5%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - 6.5%

1,185,436

6,404,345

(6,050,563)

1,539,218

730

 

Investment of Cash Collateral for Securities Loaned - 5.7%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - 5.7%

1,525,992

6,959,923

(7,120,560)

1,365,355

18,703

†† 

Total - 12.2%

2,711,428

13,364,268

(13,171,123)

2,904,573

19,433

 

 Includes reinvested dividends/distributions.

†† Represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of fees and collateral investment expenses, and other payments to and from borrowers of securities.

See notes to financial statements.

10

 

STATEMENT OF ASSETS AND LIABILITIES

March 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $3,336,174)—Note 1(c):

 

 

 

Unaffiliated issuers

20,063,597

 

22,198,988

 

Affiliated issuers

 

2,904,573

 

2,904,573

 

Receivable for investment securities sold

 

103,856

 

Receivable for shares of Beneficial Interest subscribed

 

21,259

 

Dividends and securities lending income receivable

 

3,965

 

Prepaid expenses

 

 

 

 

22,362

 

 

 

 

 

 

25,255,003

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(b)

 

1,221

 

Liability for securities on loan—Note 1(c)

 

1,365,355

 

Payable for investment securities purchased

 

85,591

 

Payable for shares of Beneficial Interest redeemed

 

2,043

 

Trustees’ fees and expenses payable

 

267

 

Other accrued expenses

 

 

 

 

45,940

 

 

 

 

 

 

1,500,417

 

Net Assets ($)

 

 

23,754,586

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

22,823,073

 

Total distributable earnings (loss)

 

 

 

 

931,513

 

Net Assets ($)

 

 

23,754,586

 

    

Net Asset Value Per Share

Class I

Class Y

 

Net Assets ($)

23,731,918

22,668

 

Shares Outstanding

617,572

588.15

 

Net Asset Value Per Share ($)

38.43

38.54

 

 

 

 

 

See notes to financial statements.

 

 

 

11

 

STATEMENT OF OPERATIONS

Six Months Ended March 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $50 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

22,363

 

Affiliated issuers

 

 

730

 

Income from securities lending—Note 1(c)

 

 

18,703

 

Total Income

 

 

41,796

 

Expenses:

 

 

 

 

Investment advisory fee—Note 3(a)

 

 

116,212

 

Professional fees

 

 

48,281

 

Registration fees

 

 

21,321

 

Shareholder servicing costs—Note 3(b)

 

 

17,860

 

Administration fee—Note 3(a)

 

 

8,716

 

Chief Compliance Officer fees—Note 3(b)

 

 

7,886

 

Prospectus and shareholders’ reports

 

 

7,249

 

Custodian fees—Note 3(b)

 

 

1,598

 

Trustees’ fees and expenses—Note 3(c)

 

 

1,429

 

Loan commitment fees—Note 2

 

 

346

 

Miscellaneous

 

 

8,262

 

Total Expenses

 

 

239,160

 

Less—reduction in expenses due to undertaking—Note 3(a)

 

 

(93,549)

 

Net Expenses

 

 

145,611

 

Net Investment (Loss)

 

 

(103,815)

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments

1,370,075

 

Net change in unrealized appreciation (depreciation) on investments

(4,278,056)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(2,907,981)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(3,011,796)

 

 

 

 

 

 

 

 

See notes to financial statements.

     

12

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
March 31, 2022 (Unaudited)

 

Year Ended
September 30, 2021

 

Operations ($):

 

 

 

 

 

 

 

 

Net investment (loss)

 

 

(103,815)

 

 

 

(243,950)

 

Net realized gain (loss) on investments

 

1,370,075

 

 

 

2,109,327

 

Net change in unrealized appreciation
(depreciation) on investments

 

(4,278,056)

 

 

 

903,474

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(3,011,796)

 

 

 

2,768,851

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class I

 

 

(4,074,753)

 

 

 

(971,604)

 

Class Y

 

 

(11,181)

 

 

 

(3,457)

 

Total Distributions

 

 

(4,085,934)

 

 

 

(975,061)

 

Beneficial Interest Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class I

 

 

5,073,635

 

 

 

46,335,319

 

Class Y

 

 

132

 

 

 

9,754

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class I

 

 

4,007,820

 

 

 

949,631

 

Class Y

 

 

1,370

 

 

 

380

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class I

 

 

(24,294,694)

 

 

 

(20,148,420)

 

Class Y

 

 

(36,045)

 

 

 

(4,090)

 

Increase (Decrease) in Net Assets
from Beneficial Interest Transactions

(15,247,782)

 

 

 

27,142,574

 

Total Increase (Decrease) in Net Assets

(22,345,512)

 

 

 

28,936,364

 

Net Assets ($):

 

Beginning of Period

 

 

46,100,098

 

 

 

17,163,734

 

End of Period

 

 

23,754,586

 

 

 

46,100,098

 

Capital Share Transactions (Shares):

 

Class I

 

 

 

 

 

 

 

 

Shares sold

 

 

115,057

 

 

 

883,221

 

Shares issued for distributions reinvested

 

 

94,146

 

 

 

19,792

 

Shares redeemed

 

 

(494,322)

 

 

 

(393,689)

 

Net Increase (Decrease) in Shares Outstanding

(285,119)

 

 

 

509,324

 

Class Y

 

 

 

 

 

 

 

 

Shares sold

 

 

3

 

 

 

191

 

Shares issued for distributions reinvested

 

 

32

 

 

 

8

 

Shares redeemed

 

 

(1,062)

 

 

 

(80)

 

Net Increase (Decrease) in Shares Outstanding

(1,027)

 

 

 

119

 

 

 

 

 

 

 

 

 

 

 

See notes to financial statements.

        

13

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.

           
     
 

Six Months Ended

 

Class I Shares

March 31, 2022

Year Ended September 30,

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

50.98

43.47

28.46

35.83

31.65

30.32

Investment Operations:

      

Net investment (loss)a

(.16)

(.35)

(.28)

(.20)

(.19)

(.07)

Net realized and unrealized
gain (loss) on investments

(5.47)

10.03

15.29

(2.91)

8.54

5.52

Total from Investment Operations

(5.63)

9.68

15.01

(3.11)

8.35

5.45

Distributions:

      

Dividends from net realized
gain on investments

(6.92)

(2.17)

-

(4.26)

(4.17)

(4.12)

Net asset value, end of period

38.43

50.98

43.47

28.46

35.83

31.65

Total Return (%)

(12.36)b

22.58

52.74

(7.64)

30.01

19.75

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.65c

1.57

2.65

3.47

3.51

3.08

Ratio of net expenses
to average net assets

1.00c

1.00

1.00

1.00

1.00

1.00

Ratio of net investment (loss)
to average net assets

(.71)c

(.68)

(.79)

(.66)

(.58)

(.23)

Portfolio Turnover Rate

13.63b

33.01

74.21

90.11

87.65

125.73

Net Assets, end of period ($ x 1,000)

23,732

46,018

17,099

7,014

7,051

5,377

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

14

 

        
  
 

Six Months Ended

 

Class Y Shares

March 31, 2022

Year Ended September 30,

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

51.11

43.58

28.54

35.89

31.70

30.35

Investment Operations:

      

Net investment (loss)a

(.17)

(.36)

(.27)

(.19)

(.20)

(.21)

Net realized and unrealized
gain (loss) on investments

(5.48)

10.06

15.31

(2.90)

8.56

5.68

Total from Investment Operations

(5.65)

9.70

15.04

(3.09)

8.36

5.47

Distributions:

      

Dividends from net realized
gain on investments

(6.92)

(2.17)

-

(4.26)

(4.17)

(4.12)

Net asset value, end of period

38.54

51.11

43.58

28.54

35.89

31.70

Total Return (%)

(12.37)b

22.57

52.70

(7.57)

30.00

19.81

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.69c

1.48

2.64

3.45

3.27

3.18

Ratio of net expenses
to average net assets

1.00c

1.00

1.00

1.00

1.00

1.00

Ratio of net investment (loss)
to average net assets

(.72)c

(.68)

(.77)

(.59)

(.59)

(.69)

Portfolio Turnover Rate

13.63b

33.01

74.21

90.11

87.65

125.73

Net Assets, end of period ($ x 1,000)

23

83

65

55

743

1,541

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

15

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon Small Cap Growth Fund (the “fund”) is a separate diversified series of BNY Mellon Investment Funds I (the “Trust”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering seven series, including the fund. The fund’s investment objective is to seek long-term growth of capital. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Newton Investment Management North America, LLC (the “Sub-adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-investment adviser.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares: Class I and Class Y. Class I shares are sold primarily to bank trust departments and other financial service providers (including BNY Mellon and its affiliates), acting on behalf of customers having a qualified trust or an investment account or relationship at such institution, and bear no Distribution or Shareholder Services Plan fees. Class Y shares are sold at net asset value per share generally to institutional investors, and bear no Distribution or Shareholder Services Plan fees. Class I and Class Y shares are offered without a front-end sales charge or contingent deferred sales charge. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The Trust accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive

16

 

releases of the SEC under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Trust enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

17

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Trust’s Board of Trustees (the “Board”). Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

18

 

Investment in private equity securities will be fair valued by the Board in accordance with valuation procedures approved by the Board. Those portfolio valuations will be based on unobservable inputs and certain assumptions about how market participants would price the instrument. The fund expects that inputs into the determination of fair value of those investments will require significant management judgment or estimation. Because valuations may fluctuate over short periods of time and may be based on estimates, fair value determinations may differ materially from the value received in an actual transaction. Additionally, valuations of private companies are inherently uncertain. The fund’s net asset value could be adversely affected if the fund’s determinations regarding the fair value of those investments were materially higher or lower than the values that it ultimately realized upon the disposal of such investments. These securities are categorized within level 3 of the fair value hierarchy.

The following is a summary of the inputs used as of March 31, 2022 in valuing the fund’s investments:

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)

  

Investments in Securities:

  

Equity Securities - Common Stocks

22,039,412

-

 

-

22,039,412

 

Equity Securities - Private Equity

-

-

 

159,576

159,576

 

Investment Companies

2,904,573

-

 

-

2,904,573

 

 See Statement of Investments for additional detailed categorizations, if any.

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:

  

Equity Securities-
Private Equity ($)

Balance as of 9/30/2021

-

Net realized gain (loss)

-

Change in unrealized appreciation (depreciation)

2,637

Purchases/Issuances

156,939

Sales/Dispositions

-

Transfers into Level 3

-

Transfers out of Level 3

-

Balances as of 3/31/2022

159,576

The amount of total realized gains (loss) for the period included in earnings attributable to the change in unrealized appreciation (depreciation) relating to investments still held at 3/31/2022

2,637

 Securities deemed as Level 3 due to the lack of observable inputs by management assessment.

The following table summarizes the significant unobservable inputs the fund used to value its investment categorized within Level 3 as of March 31, 2022. In addition to the techniques and inputs noted in the table below, according to the fund’s valuation policy, other valuation techniques and methodologies when determining the fund’s fair value measurements may be used. The below table is not intended to be all-inclusive, but rather provide information on the significant unobservable inputs as they are to the fund’s determination of fair values.

      

Issuer Name-
Asset Category

Value ($)

Valuation
Technologies/
Methodologies

Unobservable
Inputs

Range

Weighted
Average

Private Equity:

    

Fundbox

92,426

Enterprise Value

Enterprise Value Price

11.28-16.92

14.10

Roofstock

67,150

Enterprise Value

Enterprise Value Price

24.55-36.83

30.69

(b) Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statement of Operations, if applicable. Foreign

20

 

taxes payable or deferred or those subject to reclaims as of March 31, 2022, if any, are disclosed in the fund’s Statement of Assets and Liabilities.

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with BNY Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, BNY Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended March 31, 2022, BNY Mellon earned $2,548 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

(e) Risk: Certain events particular to the industries in which the fund’s investments conduct their operations, as well as general economic, political and public health conditions, may have a significant negative impact on the investee’s operations and profitability. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. The COVID-19 pandemic has had, and any other outbreak of an infectious disease or other serious public health concern could have, a significant negative impact on economic and market conditions and could trigger a prolonged period of global economic slowdown. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from net investment income and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended March 31, 2022, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended March 31, 2022, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended September 30, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

22

 

The tax character of distributions paid to shareholders during the fiscal year ended September 30, 2021 was as follows: ordinary income $95,010 and long-term capital gains $880,051. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $688.5 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $135 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended March 31, 2022, the fund did not borrow under the Facilities.

NOTE 3—Investment Advisory Fee, Sub-Investment Advisory Fee, Administration Fee and Other Transactions with Affiliates:

(a) Pursuant to an investment advisory agreement with the Adviser, the investment advisory fee is computed at the annual rate of .80% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has contractually agreed, from October 1, 2021 through February 1, 2023, to waive receipt of its fees and/or assume the direct expenses of the fund, so that the direct expenses of neither class (excluding taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed 1.00% of the value of the fund’s average daily net assets. On or after February 1, 2023, the Adviser may terminate this expense limitation agreement at any time. The reduction in expenses, pursuant to the undertaking, amounted to $93,549 during the period ended March 31, 2022.

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-adviser, the Adviser pays the Sub-adviser a monthly fee at an annual rate of .384% of the value of the fund’s average daily net assets.

The fund has a Fund Accounting and Administrative Services Agreement (the “Administration Agreement”) with the Adviser, whereby the Adviser

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

performs administrative, accounting and recordkeeping services for the fund. The fund has agreed to compensate the Adviser for providing accounting and recordkeeping services, administration, compliance monitoring, regulatory and shareholder reporting, as well as related facilities, equipment and clerical help. The fee is based on the fund’s average daily net assets and computed at the following annual rates: .06% of the first $500 million, .04% of the next $500 million and .02% in excess of $1 billion.

In addition, after applying any expense limitations or fee waivers that reduce the fees paid to the Adviser for this service, the Adviser has contractually agreed in writing to waive any remaining fees for this service to the extent that they exceed both the Adviser’s costs in providing these services and a reasonable allocation of the costs incurred by the Adviser and its affiliates related to the support and oversight of these services. The fund also reimburses the Adviser for the out-of-pocket expenses incurred in performing this service for the fund. Pursuant to the Administration Agreement, the fund was charged $8,716 during the period ended March 31, 2022.

(b) The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. For financial reporting purposes, the fund includes net earnings credits, if any, as shareholder servicing costs in the Statement of Operations.

The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statement of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended March 31, 2022, the fund was charged $1,089 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, under a custody agreement, for providing custodial services for the fund. These fees are determined

24

 

based on net assets, geographic region and transaction activity. During the period ended March 31, 2022, the fund was charged $1,598 pursuant to the custody agreement.

During the period ended March 31, 2022, the fund was charged $7,886 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: investment advisory fees of $15,740, administration fees of $1,181, custodian fees of $2,400, Chief Compliance Officer fees of $3,918 and transfer agency fees of $335, which are offset against an expense reimbursement currently in effect in the amount of $22,353.

(c) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended March 31, 2022, amounted to $3,853,023 and $23,721,705, respectively.

At March 31, 2022, accumulated net unrealized appreciation on investments was $2,135,391, consisting of $4,142,981 gross unrealized appreciation and $2,007,590 gross unrealized depreciation.

At March 31, 2022, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

25

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited)

At a meeting of the fund’s Board of Trustees held on March 2-3, 2022, the Board considered the renewal of the fund’s Investment Advisory Agreement and Administration Agreement, pursuant to which BNY Mellon Investment Adviser provides the fund with investment advisory services and administrative services, and the Sub-Investment Advisory Agreement (together with the Investment Advisory Agreement and Administration Agreement, the “Agreements”), pursuant to which Newton Investment Management North America, LLC (the “Sub-adviser”) provides day-to-day management of the fund’s investments. The Board members, a majority of whom are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of the Adviser and the Sub-adviser. In considering the renewal of the Agreements, the Board considered several factors that it believed to be relevant, including those discussed below. The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to it at the meeting and in previous presentations from representatives of the Adviser regarding the nature, extent, and quality of the services provided to funds in the BNY Mellon fund complex, including the fund. The Adviser provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. The Adviser also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the BNY Mellon fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or the Adviser) and the Adviser’s corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that the Adviser also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements. The Board also considered the Adviser’s extensive administrative, accounting and compliance infrastructures, as well as the Adviser’s supervisory activities over the Sub-adviser. The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data based on classifications provided by Thomson Reuters Lipper, which included information comparing (1) the performance of the fund’s Class I shares with the performance of a

26

 

group of institutional small-cap growth funds selected by Broadridge as comparable to the fund (the “Performance Group”) and with a broader group of funds consisting of all retail and institutional small-cap growth funds (the “Performance Universe”), all for various periods ended December 31, 2021, and (2) the fund’s actual and contractual management fees and total expenses with those of the same group of funds in the Performance Group (the “Expense Group”) and with a broader group of all institutional small-cap growth funds, excluding outliers (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Broadridge as of the date of its analysis. The Adviser previously had furnished the Board with a description of the methodology Broadridge used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Performance Comparisons. Representatives of the Adviser stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations and policies that may be applicable to the fund and comparison funds and the end date selected. The Board discussed with representatives of the Adviser and the Sub-adviser the results of the comparisons and considered that the fund’s total return performance was above the Performance Group and Performance Universe medians for all periods, except the one-year period when it was below both the Performance Group and the Performance Universe medians. The Adviser also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index, and it was noted that the fund’s returns were above the returns of the index in five of the ten calendar years shown. The Board also noted that the fund had a four-star overall rating and a four-star rating for each of the three-, five- and ten-year periods from Morningstar based on Morningstar’s risk-adjusted return measures.

Management Fee and Expense Ratio Comparisons. The Board reviewed and considered the contractual management fee rate (i.e., the aggregate of the investment advisory and administration fees pursuant to the Investment Advisory Agreement and Administration Agreement) payable by the fund to the Adviser in light of the nature, extent and quality of the management services and the sub-advisory services provided by the Adviser and the Sub-adviser, respectively. In addition, the Board reviewed and considered the actual management fee rate paid by the fund over the fund’s last fiscal year, which included reductions for a fee waiver arrangement in place that reduced the management fee paid to the Adviser. The Board also reviewed the range of actual and contractual management fees and total expenses as a percentage of average net assets of the Expense Group and Expense Universe funds and discussed the results of the comparisons.

The Board considered that the fund’s contractual management fee was lower than the Expense Group median contractual management fee, the fund’s actual management fee was lower than the Expense Group median and the Expense Universe median actual management fee and the fund’s total expenses were lower than the Expense Group median and higher than the Expense Universe median total expenses.

Representatives of the Adviser stated that the Adviser has contractually agreed, until February 1, 2023, to waive receipt of its fees and/or assume the direct expenses of the

27

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited) (continued)

fund so that the direct expenses of neither class (excluding taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed 1.00% of the fund’s average daily net assets.

Representatives of the Adviser reviewed with the Board the management or investment advisory fees (1) paid by funds advised or administered by the Adviser that are in the same Lipper category as the fund and (2) paid to the Adviser or the Sub-adviser or its affiliates for advising any separate accounts and/or other types of client portfolios that are considered to have similar investment strategies and policies as the fund (the “Similar Clients”), and explained the nature of the Similar Clients. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors. The Board considered the relevance of the fee information provided for the Similar Clients to evaluate the appropriateness of the fund’s management fee.

The Board considered the fee payable to the Sub-adviser in relation to the fee payable to the Adviser by the fund and the respective services provided by the Sub-adviser and the Adviser. The Board also took into consideration that the Sub-adviser’s fee is paid by the Adviser, out of its fee from the fund, and not the fund.

Analysis of Profitability and Economies of Scale. Representatives of the Adviser reviewed the expenses allocated and profit received by the Adviser and its affiliates and the resulting profitability percentage for managing the fund and the aggregate profitability percentage to the Adviser and its affiliates for managing the funds in the BNY Mellon fund complex, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not excessive, given the services rendered and service levels provided by the Adviser and its affiliates. The Board also considered the expense limitation arrangement and its effect on the profitability of the Adviser and its affiliates. The Board also had been provided with information prepared by an independent consulting firm regarding the Adviser’s approach to allocating costs to, and determining the profitability of, individual funds and the entire BNY Mellon fund complex. The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board considered, on the advice of its counsel, the profitability analysis (1) as part of its evaluation of whether the fees under the Agreements, considered in relation to the mix of services provided by the Adviser and the Sub-adviser, including the nature, extent and quality of such services, supported the renewal of the Agreements and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Since the Adviser, and not the fund, pays the Sub-adviser pursuant to the Sub-Investment Advisory Agreement, the Board did not consider the Sub-adviser’s profitability to be relevant to its deliberations. Representatives of the Adviser also stated that, as a result of shared and allocated costs among funds in the BNY Mellon fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a

28

 

manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level. The Board also considered potential benefits to the Adviser and the Sub-adviser from acting as investment adviser and sub-investment adviser, respectively, and took into consideration the soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

· The Board concluded that the nature, extent and quality of the services provided by the Adviser and the Sub-adviser are adequate and appropriate.

· The Board was satisfied with the fund’s long-term performance.

· The Board concluded that the fees paid to the Adviser and the Sub-adviser continued to be appropriate under the circumstances and in light of the factors and the totality of the services provided as discussed above.

· The Board determined that the economies of scale which may accrue to the Adviser and its affiliates in connection with the management of the fund had been adequately considered by the Adviser in connection with the fee rate charged to the fund pursuant to its Investment Advisory Agreement and Administration Agreement and that, to the extent in the future it were determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.

In evaluating the Agreements, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with the Adviser and its affiliates and the Sub-adviser, of the Adviser and the Sub-adviser and the services provided to the fund by the Adviser and the Sub-adviser. The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreements, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, the Board’s consideration of the contractual fee arrangements for the fund had the benefit of a number of years of reviews of the Agreements for the fund, or substantially similar agreements for other BNY Mellon funds that the Board oversees, during which lengthy discussions took place between the Board and representatives of the Adviser. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the fund’s arrangements, or substantially similar arrangements for other BNY Mellon funds that the Board oversees, in prior years. The Board determined to renew the Agreements.

29

 

For More Information

BNY Mellon Small Cap Growth Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-adviser

Newton Investment Management

North America, LLC

BNY Mellon Center

201 Washington Street

Boston, MA 02108

Custodian

The Bank of New York Mellon

240 Greenwich Street

New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.

240 Greenwich Street

New York, NY 10286

Distributor

BNY Mellon Securities Corporation

240 Greenwich Street

New York, NY 10286

  

Ticker Symbols:

Class I: SSETX      Class Y: SSYGX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.im.bnymellon.com

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.im.bnymellon.com and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

  

© 2022 BNY Mellon Securities Corporation
6941SA0322

 

BNY Mellon Small Cap Value Fund

 

SEMIANNUAL REPORT

March 31, 2022

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.im.bnymellon.com and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

  

Discussion of Fund Performance

2

Understanding Your Fund’s Expenses

5

Comparing Your Fund’s Expenses
With Those of Other Funds

5

Statement of Investments

6

Statement of Assets and Liabilities

12

Statement of Operations

13

Statement of Changes in Net Assets

14

Financial Highlights

16

Notes to Financial Statements

20

Information About the Renewal of
the Fund’s Investment Advisory,
Administration and Sub-Investment
Advisory Agreements

30

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from October 1, 2021 through March 31, 2022, as provided by Joseph M. Corrado, CFA, Stephanie K. Brandaleone, CFA, Jonathan Piskorowski, CFA, and Andrew Leger, Portfolio Managers of Newton Investment Management North America LLC , Sub-adviser

Market and Fund Performance Overview

For the six-month period ended March 31, 2022, BNY Mellon Small Cap Value Fund’s (the “fund”) Class A shares produced a total return of 7.02%, Class C shares returned 6.62%, Class I shares returned 7.21% and Class Y shares returned 7.25%.1 In comparison, the fund’s benchmark, the Russell 2000® Value Index (the “Index”), posted a total return of 1.85% for the same period.2

Small-cap value stocks gained ground during the period, supported by a shift in investor sentiment from growth toward value in the face of inflationary pressures and rising, long-term interest rates. The fund outperformed the Index, due primarily to relatively strong performance in the health care, financials, materials, energy and consumer discretionary sectors.

The Fund’s Investment Approach

The fund seeks long-term growth of capital. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in equity securities of small-cap U.S. companies—i.e., those with market capitalizations that are equal to or less than the total market capitalization of the largest company in the Index.

We use fundamental research and qualitative analysis to select stocks from among portfolio candidates. We look for companies with strong competitive positions, high-quality management and financial strength.

We use a variety of screening methods to identify small-cap companies that might be attractive investments. Once attractive investments have been identified, we use a consistent, three-step, fundamental research process to evaluate the stocks. The first step is valuation—to identify small-cap companies that are considered to be attractively priced relative to their earnings potential. Second, fundamentals—to verify the strength of the underlying business position. Third, catalyst—to identify a specific event that has the potential to cause the stocks to appreciate in value.

We primarily focus on individual stock selection instead of trying to predict which industries or sectors will perform best. The stock selection process is designed to produce a diversified portfolio of companies that we believe are undervalued relative to expected business growth.

Value Stocks Gain Despite a Challenging Environment

Stock-market indices experienced a robust start to the review period as improving sentiment lifted economically sensitive sectors, while a stabilization of longer-dated bond yields lent support to growth stocks. However, this upward trajectory was interrupted toward the end of November 2021, as the new COVID-19 Omicron variant came to the fore. Shortly afterward, the picture for international equities was muddied still further when Jerome Powell, Chair of the U.S. Federal Reserve (the “Fed”), surprised markets by embracing a more hawkish tone regarding the tapering of the Fed’s asset-purchase program.

Although risk assets largely recovered these losses in December, the start of 2022 saw increasingly aggressive comments from the Fed regarding monetary tightening, along with rising tensions between Russia and Ukraine. As a result, equity markets weakened in January, then plunged in

2

 

early February as Russia invaded its neighbor. Despite a market bounce in the final two weeks of the period, most sectors ended the period in negative territory, with the notable exception of energy, where stocks were buoyed by soaring oil and gas prices driven by tight supply/demand conditions exacerbated by the war in Ukraine. Value-oriented stocks also bucked the broadly negative trend, producing modest gains as opposed to the losses incurred by most growth-oriented shares. By way of comparison, while the Russell 2000® Value Index, rose by 1.82% during the period, its growth-oriented counterpart, the Russell 2000® Growth Index fell by −12.62%. Small-cap stocks generally underperformed their large-cap counterparts in this environment of uncertainty.

Several Sectors Contribute Positively to Fund Outperformance

The fund produced its best performance relative to the Index in health care, largely due to underweight exposure to the lagging biotechnology subsector. Health care returns also benefited from holdings in two companies, equipment & services provider Apria and health care provider LHC Group, that were acquired at premiums to their previous stock prices. In financials, underweight exposure to mortgage real estate investment trusts (REITs) and consumer finance companies bolstered relative returns, as did holdings in banking and cryptocurrency services provider, Silvergate Capital. In the materials sector, shares in metals & mining companies rose as commodity prices sharply increased, with precious metals holdings shining late in the period. Top performers included rare earth miner MP Materials, specialty metal fabricator Carpenter Technology and advanced engineered materials producer Materion. In the high-flying energy sector, although holding underweight exposure to the Index at the start of the period, the fund succeeded in outperforming by adding positions in carefully selected names leveraged to rising natural gas prices, including exploration and production companies EQT and CNX Resources. Finally, in the consumer discretionary sector, shares in education and learning company Houghton Mifflin Harcourt rose on a merger & acquisition, while Bed Bath & Beyond stock was driven higher by a shareholder-driven short squeeze toward the end of the period.

Few sectors detracted materially from the fund’s relative performance. In consumer staples, a small number of holdings—including Fresh Del Monte Produce and The Chefs’ Warehouse—underperformed due to supply-chain disruptions and rising costs. Among industrials, regional airline SkyWest was hurt by a pilot shortage that prevented the company from keeping pace with rising demand, while a few other holdings undermined returns as well. However, those negatives were largely offset by strong returns from other industrial holdings, including engineering and construction firms Fluor and KBR.

During the period, the fund increased its exposure to the energy and health care sectors, and trimmed exposure to financials and consumer discretionary.

Seeking Opportunities in a Challenging Environment

With the market’s focus having initially moved away from the pandemic at the start of the year toward a shift in monetary policy in the face of surging inflation, Russia’s full-scale invasion of Ukraine has presented yet another major concern for investors. The broad scope of sanctions imposed against Russia by most developed nations and increases in energy costs have the potential to derail the emerging economic recovery as parts of the world exit from pandemic-related restrictions. How policymakers respond to such a change in the outlook, particularly as the squeeze on consumer disposable incomes intensifies, given the backdrop of higher inflation, will be important for valuations. Geopolitical tensions will likely cast a cloud over financial markets in the shorter term, with the threat of military escalation and financial market instability creating an uncertain investment backdrop.

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

In the face of these open questions, we continue to maintain the fund’s emphasis on high-quality companies with well-funded balance sheets that are well positioned to deliver strong financial results despite economic volatility. As of the end of the period, the fund holds its largest overweight positions in industrials and information technology, although give current conditions, we are considering reducing exposure to the latter. Conversely, the fund holds its most significantly underweight exposures to health care—almost entirely due to its underweight position in biotechnology—and real estate.

April 15, 2022

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.

2 Source: Lipper Inc. — The Russell 2000®Value Index measures the performance of the small-cap value segment of the U.S. equity universe. It includes those Russell 2000 companies that are considered more value-oriented relative to the overall market as defined by Russell’s leading style methodology. The Russell 2000® Value Index is constructed to provide a comprehensive and unbiased barometer for the small-cap value segment. The index is completely reconstituted annually to ensure larger stocks do not distort the performance and characteristics of the true small-cap opportunity set, and that the represented companies continue to reflect value characteristics. Investors cannot invest directly in any index.

Please note: the position in any security highlighted with italicized typeface was sold during the reporting period.

Equities are subject generally to market, market sector, market liquidity, issuer and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

Small companies carry additional risks because their earnings and revenues tend to be less predictable and their share prices more volatile than those of larger, more established companies. The shares of smaller companies tend to trade less frequently than those of larger, more established companies, which can adversely affect the pricing of these securities and the fund’s ability to sell these securities.

4

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Small Cap Value Fund from October 1, 2021 to March 31, 2022. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

       

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended March 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$6.97

$11.23

$5.37

$5.12

 

Ending value (after expenses)

$1,070.20

$1,066.20

$1,072.10

$1,072.50

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

       

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended March 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$6.79

$10.95

$5.24

$4.99

 

Ending value (after expenses)

$1,018.20

$1,014.06

$1,019.75

$1,020.00

 

Expenses are equal to the fund’s annualized expense ratio of 1.35% for Class A, 2.18% for Class C, 1.04% for Class I and .99% for Class Y, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

5

 

STATEMENT OF INVESTMENTS

March 31, 2022 (Unaudited)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 97.5%

     

Banks - 16.2%

     

Banner

   

35,084

 

2,053,466

 

Capstar Financial Holdings

   

1,437

 

30,292

 

Central Pacific Financial

   

62,416

 

1,741,406

 

Columbia Banking System

   

70,170

 

2,264,386

 

CVB Financial

   

61,277

 

1,422,239

 

Essent Group

   

62,225

 

2,564,292

 

First Bancorp

   

28,017

 

1,170,270

 

First Hawaiian

   

42,657

 

1,189,704

 

First Interstate BancSystem, Cl. A

   

61,012

 

2,243,411

 

Heritage Commerce

   

136,570

 

1,536,412

 

Heritage Financial

   

39,316

 

985,259

 

National Bank Holdings, Cl. A

   

25,214

 

1,015,620

 

Seacoast Banking Corp. of Florida

   

61,624

 

2,158,072

 

Silvergate Capital, Cl. A

   

17,810

a 

2,681,652

 

SouthState

   

10,554

 

861,101

 

Texas Capital Bancshares

   

20,001

a 

1,146,257

 

UMB Financial

   

19,017

 

1,847,692

 

United Community Bank

   

70,022

 

2,436,766

 

Webster Financial

   

59,363

 

3,331,452

 
    

32,679,749

 

Capital Goods - 14.6%

     

Aerojet Rocketdyne Holdings

   

38,392

a 

1,510,725

 

BWX Technologies

   

27,460

 

1,478,996

 

Colfax

   

10,605

a 

421,973

 

Dycom Industries

   

25,134

a 

2,394,265

 

EMCOR Group

   

15,778

 

1,777,076

 

EnerSys

   

24,440

 

1,822,491

 

Fluor

   

131,615

a 

3,776,034

 

GrafTech International

   

207,284

 

1,994,072

 

Granite Construction

   

60,433

b 

1,982,202

 

Hyster-Yale Materials Handling

   

3,620

 

120,220

 

Matrix Service

   

135,287

a 

1,112,059

 

Mercury Systems

   

26,469

a 

1,705,927

 

MSC Industrial Direct, Cl. A

   

24,709

 

2,105,454

 

Spirit AeroSystems Holdings, Cl. A

   

66,775

 

3,264,630

 

The Gorman-Rupp Company

   

20,284

 

727,790

 

The Greenbrier Companies

   

23,369

 

1,203,737

 

Titan Machinery

   

21,796

a 

615,955

 

Wabash National

   

94,870

 

1,407,871

 
    

29,421,477

 

6

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 97.5% (continued)

     

Commercial & Professional Services - 3.9%

     

Huron Consulting Group

   

27,235

a 

1,247,635

 

KBR

   

96,485

 

5,280,624

 

Korn Ferry

   

21,804

 

1,415,952

 
    

7,944,211

 

Consumer Durables & Apparel - 3.3%

     

Capri Holdings

   

46,610

a 

2,395,288

 

GoPro, Cl. A

   

95,603

a 

815,494

 

Helen of Troy

   

5,497

a 

1,076,532

 

Meritage Homes

   

24,534

a 

1,943,829

 

Oxford Industries

   

2,249

 

203,534

 

Skechers USA, CI. A

   

5,019

a 

204,574

 
    

6,639,251

 

Diversified Financials - 3.6%

     

Cohen & Steers

   

12,265

 

1,053,441

 

Federated Hermes

   

88,854

b 

3,026,367

 

LPL Financial Holdings

   

10,673

 

1,949,744

 

PROG Holdings

   

6,688

a 

192,414

 

WisdomTree Investments

   

181,531

 

1,065,587

 
    

7,287,553

 

Energy - 9.7%

     

ChampionX

   

41,050

 

1,004,904

 

Chesapeake Energy

   

38,362

b 

3,337,494

 

CNX Resources

   

122,811

a,b 

2,544,644

 

Comstock Resources

   

260,733

a 

3,402,566

 

EQT

   

101,977

 

3,509,029

 

Helix Energy Solutions Group

   

466,637

a 

2,230,525

 

Liberty Oilfield Services, Cl. A

   

50,057

a 

741,845

 

Viper Energy Partners

   

95,423

 

2,821,658

 
    

19,592,665

 

Food & Staples Retailing - .7%

     

The Chefs' Warehouse

   

42,346

a 

 1,380,480

 

Food, Beverage & Tobacco - .8%

     

Fresh Del Monte Produce

   

58,591

 

 1,518,093

 

Health Care Equipment & Services - 5.7%

     

Acadia Healthcare

   

47,580

a 

3,117,917

 

Encompass Health

   

24,937

 

1,773,270

 

Evolent Health, Cl. A

   

86,499

a,b 

2,793,918

 

LHC Group

   

7,150

a 

1,205,490

 

ModivCare

   

8,209

a 

947,236

 

NuVasive

   

29,097

a 

1,649,800

 
    

11,487,631

 

Insurance - 1.0%

     

Selective Insurance Group

   

23,200

 

 2,073,152

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 97.5% (continued)

     

Materials - 6.1%

     

Alamos Gold, Cl. A

   

187,889

 

1,582,025

 

Carpenter Technology

   

62,558

 

2,626,185

 

Hecla Mining

   

243,781

 

1,601,641

 

Largo

   

65,194

a,b 

827,964

 

Materion

   

18,238

 

1,563,726

 

MP Materials

   

17,788

a,b 

1,019,964

 

Schnitzer Steel Industries, Cl. A

   

22,173

 

1,151,666

 

Tronox Holdings, Cl. A

   

98,361

 

1,946,564

 
    

12,319,735

 

Media & Entertainment - 4.7%

     

Genius Sports

   

30,990

a 

142,554

 

Gray Television

   

88,277

 

1,948,273

 

John Wiley & Sons, Cl. A

   

28,126

 

1,491,522

 

Lions Gate Entertainment, Cl. A

   

96,356

a 

1,565,785

 

Lions Gate Entertainment, Cl. B

   

103,170

a 

1,550,645

 

Magnite

   

30,352

a 

400,950

 

TEGNA

   

62,669

 

1,403,786

 

Ziff Davis

   

10,351

a 

1,001,770

 
    

9,505,285

 

Real Estate - 8.6%

     

Agree Realty

   

28,306

c 

1,878,386

 

Douglas Elliman

   

98,855

 

721,641

 

EPR Properties

   

21,231

c 

1,161,548

 

Equity Commonwealth

   

36,904

a,c 

1,041,062

 

Highwoods Properties

   

22,443

c 

1,026,543

 

Newmark Group, Cl. A

   

77,782

 

1,238,289

 

Pebblebrook Hotel Trust

   

115,622

c 

2,830,427

 

Physicians Realty Trust

   

127,341

c 

2,233,561

 

Potlatchdeltic

   

31,240

c 

1,647,285

 

Rayonier

   

37,282

c 

1,533,036

 

Retail Opportunity Investments

   

40,524

c 

785,760

 

STAG Industrial

   

30,093

c 

1,244,346

 
    

17,341,884

 

Retailing - 2.6%

     

Bed Bath & Beyond

   

42,652

a,b 

960,950

 

Designer Brands, Cl. A

   

66,651

a 

900,455

 

Funko, Cl. A

   

65,412

a 

1,128,357

 

Ollie's Bargain Outlet Holdings

   

16,785

a 

721,084

 

Urban Outfitters

   

57,172

a 

1,435,589

 
    

5,146,435

 

Semiconductors & Semiconductor Equipment - 1.6%

     

Diodes

   

21,506

a 

1,870,807

 

8

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 97.5% (continued)

     

Semiconductors & Semiconductor Equipment - 1.6% (continued)

     

MaxLinear

   

21,387

a 

1,247,931

 
    

3,118,738

 

Software & Services - 6.0%

     

A10 Networks

   

99,389

 

1,386,476

 

Cognyte Software

   

64,635

a 

731,022

 

CSG Systems International

   

35,215

 

2,238,617

 

Limelight Networks

   

131,482

a 

686,336

 

Progress Software

   

48,992

 

2,307,033

 

Verint Systems

   

30,415

a 

1,572,455

 

WM Technology

   

148,366

a,b 

1,160,222

 

Zuora, Cl. A

   

137,936

a 

2,066,281

 
    

12,148,442

 

Technology Hardware & Equipment - 2.3%

     

ADTRAN

   

65,528

 

1,208,992

 

Belden

   

9,064

 

502,146

 

Extreme Networks

   

120,893

a 

1,476,103

 

Lumentum Holdings

   

7,452

a 

727,315

 

NETGEAR

   

32,876

a 

811,380

 
    

4,725,936

 

Transportation - .1%

     

SkyWest

   

7,209

a 

 207,980

 

Utilities - 6.0%

     

Avista

   

42,873

 

1,935,716

 

Chesapeake Utilities

   

13,542

 

1,865,546

 

NorthWestern

   

31,987

b 

1,934,894

 

PNM Resources

   

32,504

 

1,549,466

 

Portland General Electric

   

42,629

 

2,350,989

 

Southwest Gas Holdings

   

30,599

 

2,395,596

 
    

12,032,207

 

Total Common Stocks (cost $151,138,386)

   

196,570,904

 
        

Exchange-Traded Funds - .5%

     

Registered Investment Companies - .5%

     

iShares Russell 2000 Value ETF
(cost $945,256)

   

6,034

 

 973,888

 
  

1-Day
Yield (%)

     

Investment Companies - 1.8%

     

Registered Investment Companies - 1.8%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $3,635,305)

 

0.31

 

3,635,305

d 

 3,635,305

 

9

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

 

1-Day

Yield (%)

 

Shares

 

Value ($)

 

Investment of Cash Collateral for Securities Loaned - 2.2%

     

Registered Investment Companies - 2.2%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares
(cost $4,424,122)

 

0.31

 

4,424,122

d 

 4,424,122

 

Total Investments (cost $160,143,069)

 

102.0%

 

205,604,219

 

Liabilities, Less Cash and Receivables

 

(2.0%)

 

(3,933,565)

 

Net Assets

 

100.0%

 

201,670,654

 

ETF—Exchange-Traded Fund

a Non-income producing security.

b Security, or portion thereof, on loan. At March 31, 2022, the value of the fund’s securities on loan was $14,268,475 and the value of the collateral was $14,514,973, consisting of cash collateral of $4,424,122 and U.S. Government & Agency securities valued at $10,090,851. In addition, the value of collateral may include pending sales that are also on loan.

c Investment in real estate investment trust within the United States.

d Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

  

Portfolio Summary (Unaudited)

Value (%)

Financials

20.9

Industrials

18.6

Information Technology

9.9

Energy

9.7

Real Estate

8.6

Materials

6.1

Utilities

6.0

Consumer Discretionary

5.9

Health Care

5.7

Communication Services

4.7

Investment Companies

4.5

Consumer Staples

1.4

 

102.0

 Based on net assets.

See notes to financial statements.

10

 

       

Affiliated Issuers

   

Description

Value ($) 9/30/2021

Purchases ($)

Sales ($)

Value ($) 3/31/2022

Dividends/
Distributions ($)

 

Registered Investment Companies - 1.8%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - 1.8%

1,489,390

32,310,595

(30,164,680)

3,635,305

1,537

 

Investment of Cash Collateral for Securities Loaned - 2.2%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - 2.2%

2,614,078

21,206,942

(19,396,898)

4,424,122

10,406

†† 

Total - 4.0%

4,103,468

53,517,537

(49,561,578)

8,059,427

11,943

 

 Includes reinvested dividends/distributions.

†† Represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of fees and collateral investment expenses, and other payments to and from borrowers of securities.

See notes to financial statements.

11

 

STATEMENT OF ASSETS AND LIABILITIES

March 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $14,268,475)—Note 1(c):

 

 

 

Unaffiliated issuers

152,083,642

 

197,544,792

 

Affiliated issuers

 

8,059,427

 

8,059,427

 

Receivable for shares of Beneficial Interest subscribed

 

661,560

 

Dividends and securities lending income receivable

 

160,453

 

Receivable for investment securities sold

 

22,959

 

Tax reclaim receivable—Note 1(b)

 

1,114

 

Prepaid expenses

 

 

 

 

33,106

 

 

 

 

 

 

206,483,411

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c)

 

160,395

 

Liability for securities on loan—Note 1(c)

 

4,424,122

 

Payable for investment securities purchased

 

120,778

 

Payable for shares of Beneficial Interest redeemed

 

52,848

 

Trustees’ fees and expenses payable

 

1,133

 

Other accrued expenses

 

 

 

 

53,481

 

 

 

 

 

 

4,812,757

 

Net Assets ($)

 

 

201,670,654

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

146,358,712

 

Total distributable earnings (loss)

 

 

 

 

55,311,942

 

Net Assets ($)

 

 

201,670,654

 

      

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

26,612,778

1,056,345

123,394,899

50,606,632

 

Shares Outstanding

1,147,402

47,656

5,276,665

2,147,495

 

Net Asset Value Per Share ($)

23.19

22.17

23.39

23.57

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

12

 

STATEMENT OF OPERATIONS

Six Months Ended March 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $1,692 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

1,692,374

 

Affiliated issuers

 

 

1,537

 

Income from securities lending—Note 1(c)

 

 

10,406

 

Total Income

 

 

1,704,317

 

Expenses:

 

 

 

 

Investment advisory fee—Note 3(a)

 

 

788,055

 

Shareholder servicing costs—Note 3(c)

 

 

76,892

 

Administration fee—Note 3(a)

 

 

59,104

 

Professional fees

 

 

53,930

 

Registration fees

 

 

33,129

 

Prospectus and shareholders’ reports

 

 

9,519

 

Trustees’ fees and expenses—Note 3(d)

 

 

9,159

 

Chief Compliance Officer fees—Note 3(c)

 

 

7,886

 

Distribution fees—Note 3(b)

 

 

3,898

 

Custodian fees—Note 3(c)

 

 

2,800

 

Loan commitment fees—Note 2

 

 

1,263

 

Interest expense—Note 2

 

 

218

 

Miscellaneous

 

 

11,677

 

Total Expenses

 

 

1,057,530

 

Net Investment Income

 

 

646,787

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments

12,035,797

 

Net change in unrealized appreciation (depreciation) on investments

644,283

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

12,680,080

 

Net Increase in Net Assets Resulting from Operations

 

13,326,867

 

 

 

 

 

 

 

 

See notes to financial statements.

     

13

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
March 31, 2022 (Unaudited)

 

Year Ended
September 30, 2021

 

Operations ($):

 

 

 

 

 

 

 

 

Net investment income

 

 

646,787

 

 

 

953,238

 

Net realized gain (loss) on investments

 

12,035,797

 

 

 

33,089,313

 

Net change in unrealized appreciation
(depreciation) on investments

 

644,283

 

 

 

45,594,697

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

13,326,867

 

 

 

79,637,248

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(3,055,774)

 

 

 

(114,484)

 

Class C

 

 

(123,731)

 

 

 

-

 

Class I

 

 

(13,888,818)

 

 

 

(889,463)

 

Class Y

 

 

(5,665,251)

 

 

 

(326,361)

 

Total Distributions

 

 

(22,733,574)

 

 

 

(1,330,308)

 

Beneficial Interest Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

152,338

 

 

 

1,654,946

 

Class C

 

 

34,364

 

 

 

144,152

 

Class I

 

 

13,342,596

 

 

 

16,394,065

 

Class Y

 

 

2,557,057

 

 

 

6,673,946

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

2,923,634

 

 

 

109,265

 

Class C

 

 

123,730

 

 

 

-

 

Class I

 

 

13,070,731

 

 

 

840,147

 

Class Y

 

 

5,663,949

 

 

 

326,286

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(1,286,337)

 

 

 

(4,166,076)

 

Class C

 

 

(52,364)

 

 

 

(554,328)

 

Class I

 

 

(13,215,935)

 

 

 

(41,296,107)

 

Class Y

 

 

(3,910,608)

 

 

 

(8,094,897)

 

Increase (Decrease) in Net Assets
from Beneficial Interest Transactions

19,403,155

 

 

 

(27,968,601)

 

Total Increase (Decrease) in Net Assets

9,996,448

 

 

 

50,338,339

 

Net Assets ($):

 

Beginning of Period

 

 

191,674,206

 

 

 

141,335,867

 

End of Period

 

 

201,670,654

 

 

 

191,674,206

 

14

 

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
March 31, 2022 (Unaudited)

 

Year Ended
September 30, 2021

 

Capital Share Transactions (Shares):

 

Class Aa

 

 

 

 

 

 

 

 

Shares sold

 

 

6,320

 

 

 

68,710

 

Shares issued for distributions reinvested

 

 

135,228

 

 

 

5,356

 

Shares redeemed

 

 

(55,114)

 

 

 

(192,761)

 

Net Increase (Decrease) in Shares Outstanding

86,434

 

 

 

(118,695)

 

Class Ca

 

 

 

 

 

 

 

 

Shares sold

 

 

1,372

 

 

 

5,841

 

Shares issued for distributions reinvested

 

 

5,975

 

 

 

-

 

Shares redeemed

 

 

(2,257)

 

 

 

(26,263)

 

Net Increase (Decrease) in Shares Outstanding

5,090

 

 

 

(20,422)

 

Class I

 

 

 

 

 

 

 

 

Shares sold

 

 

576,516

 

 

 

696,292

 

Shares issued for distributions reinvested

 

 

600,125

 

 

 

40,983

 

Shares redeemed

 

 

(583,264)

 

 

 

(1,789,779)

 

Net Increase (Decrease) in Shares Outstanding

593,377

 

 

 

(1,052,504)

 

Class Y

 

 

 

 

 

 

 

 

Shares sold

 

 

107,015

 

 

 

275,973

 

Shares issued for distributions reinvested

 

 

258,156

 

 

 

15,808

 

Shares redeemed

 

 

(162,765)

 

 

 

(370,892)

 

Net Increase (Decrease) in Shares Outstanding

202,406

 

 

 

(79,111)

 

 

 

 

 

 

 

 

 

 

 

a

During the period ended September 30, 2021, 4,656 Class C shares representing $112,830 were automatically converted to 4,506 Class A shares.

 

See notes to financial statements.

        

15

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.

       
 

Six Months Ended

 
 

March 31, 2022

Year Ended September 30,

Class A Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

24.59

15.58

20.11

24.49

25.18

23.19

Investment Operations:

      

Net investment incomea

.05

.05

.10

.10

.04

.05

Net realized and unrealized
gain (loss) on investments

1.46

9.06

(3.01)

(1.71)

3.37

3.94

Total from Investment Operations

1.51

9.11

(2.91)

(1.61)

3.41

3.99

Distributions:

      

Dividends from net
investment income

-

(.10)

(.10)

(.03)

(.06)

(.09)

Dividends from net realized
gain on investments

(2.91)

-

(1.52)

(2.74)

(4.04)

(1.91)

Total Distributions

(2.91)

(.10)

(1.62)

(2.77)

(4.10)

(2.00)

Net asset value, end of period

23.19

24.59

15.58

20.11

24.49

25.18

Total Return (%)b

7.02c

58.62

(16.27)

(5.05)

15.08

17.58

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.35d

1.34

1.42

1.31

1.36

1.37

Ratio of net expenses
to average net assets

1.35d

1.34

1.42

1.31

1.36

1.37

Ratio of net investment income
to average net assets

.39d

.22

.55

.49

.15

.21

Portfolio Turnover Rate

27.35c

54.45

79.73

69.41

84.28

76.86

Net Assets, end of period ($ x 1,000)

26,613

26,092

18,379

25,664

33,037

231

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

16

 

       
 

Six Months Ended

 
 

March 31, 2022

Year Ended September 30,

Class C Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

23.72

15.08

19.58

24.07

24.94

23.16

Investment Operations:

      

Net investment (loss)a

(.05)

(.13)

(.06)

(.06)

(.15)

(.20)

Net realized and unrealized
gain (loss) on investments

1.41

8.77

(2.92)

(1.69)

3.32

3.95

Total from Investment Operations

1.36

8.64

(2.98)

(1.75)

3.17

3.75

Distributions:

      

Dividends from net
investment income

-

-

-

-

-

(.06)

Dividends from net realized
gain on investments

(2.91)

-

(1.52)

(2.74)

(4.04)

(1.91)

Total Distributions

(2.91)

-

(1.52)

(2.74)

(4.04)

(1.97)

Net asset value, end of period

22.17

23.72

15.08

19.58

24.07

24.94

Total Return (%)b

6.62c

57.29

(17.04)

(5.76)

14.11

16.49

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

2.18d

2.19

2.31

2.08

2.19

2.30

Ratio of net expenses
to average net assets

2.18d

2.19

2.31

2.08

2.19

2.30

Ratio of net investment (loss)
to average net assets

(.44)d

(.61)

(.36)

(.30)

(.67)

(.79)

Portfolio Turnover Rate

27.35c

54.45

79.73

69.41

84.28

76.86

Net Assets, end of period ($ x 1,000)

1,056

1,010

950

1,815

2,646

27

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

17

 

FINANCIAL HIGHLIGHTS (continued)

       

Six Months Ended

 
 

March 31, 2022

Year Ended September 30,

Class I Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

24.78

15.69

20.23

24.64

25.27

23.20

Investment Operations:

      

Net investment incomea

.08

.12

.16

.15

.11

.15

Net realized and unrealized
gain (loss) on investments

1.48

9.13

(3.02)

(1.72)

3.40

3.93

Total from Investment Operations

1.56

9.25

(2.86)

(1.57)

3.51

4.08

Distributions:

      

Dividends from net
investment income

(.04)

(.16)

(.16)

(.10)

(.10)

(.10)

Dividends from net realized
gain on investments

(2.91)

-

(1.52)

(2.74)

(4.04)

(1.91)

Total Distributions

(2.95)

(.16)

(1.68)

(2.84)

(4.14)

(2.01)

Net asset value, end of period

23.39

24.78

15.69

20.23

24.64

25.27

Total Return (%)

7.21b

59.18

(16.03)

(4.72)

15.43

17.98

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.04c

1.03

1.07

1.02

1.01

1.03

Ratio of net expenses
to average net assets

1.04c

1.03

1.07

1.02

1.01

1.03

Ratio of net investment income
to average net assets

.69c

.53

.92

.75

.46

.62

Portfolio Turnover Rate

27.35b

54.45

79.73

69.41

84.28

76.86

Net Assets, end of period ($ x 1,000)

123,395

116,039

90,017

120,937

215,318

208,377

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

18

 

       
 

Six Months Ended

 
 

March 31, 2022

Year Ended September 30,

Class Y Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value,
beginning of period

24.95

15.80

20.36

24.74

25.25

23.20

Investment Operations:

      

Net investment income (loss)a

.09

.13

.17

.23

(.04)

.10

Net realized and unrealized
gain (loss) on investments

1.49

9.19

(3.04)

(1.79)

3.57

3.97

Total from Investment Operations

1.58

9.32

(2.87)

(1.56)

3.53

4.07

Distributions:

      

Dividends from net
investment income

(.05)

(.17)

(.17)

(.08)

-

(.11)

Dividends from net realized
gain on investments

(2.91)

-

(1.52)

(2.74)

(4.04)

(1.91)

Total Distributions

(2.96)

(.17)

(1.69)

(2.82)

(4.04)

(2.02)

Net asset value, end of period

23.57

24.95

15.80

20.36

24.74

25.25

Total Return (%)

7.25b

59.22

(15.94)

(4.67)

15.49

17.93

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.99c

1.00

1.01

1.01

.97

1.00

Ratio of net expenses
to average net assets

.99c

1.00

1.00

1.00

.95

1.00

Ratio of net investment income (loss) to average net assets

.74c

.56

.97

1.23

(.14)

.42

Portfolio Turnover Rate

27.35b

54.45

79.73

69.41

84.28

76.86

Net Assets, end of period ($ x 1,000)

50,607

48,534

31,990

45,631

11

7,427

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon Small Cap Value Fund (the “fund”) is a separate diversified series of BNY Mellon Investment Funds I (the “Trust”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering seven series, including the fund. The fund’s investment objective is to seek long-term growth of capital. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Newton Investment Management North America, LLC (the “Sub-adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-investment adviser.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares: Class A, Class C, Class I and Class Y. Class A and Class C shares are sold primarily to retail investors through financial intermediaries and bear Distribution and/or Shareholder Services Plan fees. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class A shares bought without an initial sales charge as part of an investment of $1 million or more may be charged a contingent deferred sales charge (“CDSC”) of 1.00% if redeemed within one year. Class C shares are subject to a CDSC imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares eight years after the date of purchase, without the imposition of a sales charge. Class I shares are sold primarily to bank trust departments and other financial service providers (including BNY Mellon and its affiliates), acting on behalf of customers having a qualified trust or an investment account or relationship at such institution, and bear no Distribution or Shareholder Services Plan fees. Class Y shares are sold at net asset value per share generally to institutional investors, and bear no Distribution or Shareholder Services Plan fees. Class I and Class Y shares are offered without a front-end sales charge or CDSC. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

20

 

The Trust accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Trust enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant American Depository Receipts and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Trust’s Board of Trustees (the “Board”). Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that

22

 

influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

The following is a summary of the inputs used as of March 31, 2022 in valuing the fund’s investments:

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)

  

Investments in Securities:

  

Equity Securities - Common Stocks

196,570,904

-

 

-

196,570,904

 

Exchange-Traded Funds

973,888

-

 

-

973,888

 

Investment Companies

8,059,427

-

 

-

8,059,427

 

 See Statement of Investments for additional detailed categorizations, if any.

(b) Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statement of Operations, if applicable. Foreign taxes payable or deferred or those subject to reclaims as of March 31, 2022, if any, are disclosed in the fund’s Statement of Assets and Liabilities.

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with BNY Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, BNY Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended March 31, 2022, BNY Mellon earned $1,418 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

(e) Risk: Certain events particular to the industries in which the fund’s investments conduct their operations, as well as general economic, political and public health conditions, may have a significant negative impact on the investee’s operations and profitability. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. The COVID-19 pandemic has had, and any other outbreak of an infectious disease or other serious public health concern could have, a significant negative impact on economic and market conditions and could trigger a prolonged period of global economic slowdown. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions

24

 

will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from net investment income and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended March 31, 2022, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended March 31, 2022, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended September 30, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended September 30, 2021 was as follows: ordinary income $1,330,308. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $688.5 million and is available to all long-term open-ended funds, including the

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

fund, and (ii) Tranche B is an amount equal to $135 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

The average amount of borrowings outstanding under the Facilities during the period ended March 31, 2022 was approximately $42,308 with a related weighted average annualized interest rate of 1.03%.

NOTE 3—Investment Advisory Fee, Sub-Investment Advisory Fee, Administration Fee and Other Transactions with Affiliates:

(a) Pursuant to an investment advisory agreement with the Adviser, the investment advisory fee is computed at the annual rate of .80% of the value of the fund’s average daily net assets and is payable monthly. The Adviser had contractually agreed, from October 1, 2021 through February 1, 2022, to waive receipt of its fees and/or assume the direct expenses of Class Y shares, so that the annual fund operating expenses of Class Y shares (excluding taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) did not exceed 1.00% of the value of Class Y shares average daily net assets. On February 1, 2022, the Adviser terminated this expense limitation agreement. During the period ended March 31, 2022, there was no reimbursements pursuant to the undertaking.

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-adviser, the Adviser pays the Sub-adviser a monthly fee at an annual rate of .384% of the value of the fund’s average daily net assets.

The fund has a Fund Accounting and Administrative Services Agreement (the “Administration Agreement”) with the Adviser, whereby the Adviser performs administrative, accounting and recordkeeping services for the fund. The fund has agreed to compensate the Adviser for providing accounting and recordkeeping services, administration, compliance monitoring, regulatory and shareholder reporting, as well as related facilities, equipment and clerical help. The fee is based on the fund’s average daily net assets and computed at the following annual rates: .06% of the first $500 million, .04% of the next $500 million and .02% in excess of $1 billion.

In addition, after applying any expense limitations or fee waivers that reduce the fees paid to the Adviser for this service, the Adviser has contractually agreed in writing to waive any remaining fees for this service

26

 

to the extent that they exceed both the Adviser’s costs in providing these services and a reasonable allocation of the costs incurred by the Adviser and its affiliates related to the support and oversight of these services. The fund also reimburses the Adviser for the out-of-pocket expenses incurred in performing this service for the fund. Pursuant to the Administration Agreement, the fund was charged $59,104 during the period ended March 31, 2022.

During the period ended March 31, 2022, the Distributor retained $37 from commissions earned on sales of the fund’s Class A shares and $37 from CDSC fees on redemptions of the fund’s Class C shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. The Distributor may pay one or more Service Agents in respect of advertising, marketing and other distribution services, and determines the amounts, if any, to be paid to Service Agents and the basis on which such payments are made. During the period ended March 31, 2022, Class C shares were charged $3,898 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended March 31, 2022, Class A and Class C shares were charged $33,071 and $1,299, respectively, pursuant to the Shareholder Services Plan.

Under its terms, the Distribution Plan and Shareholder Services Plan shall remain in effect from year to year, provided such continuance is approved annually by a vote of a majority of those Trustees who are not “interested persons” of the Trust and who have no direct or indirect financial interest in the operation of or in any agreement related to the Distribution Plan or Shareholder Services Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. For financial reporting

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

purposes, the fund includes net earnings credits, if any, as shareholder servicing costs in the Statement of Operations.

The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statement of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended March 31, 2022, the fund was charged $8,929 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, under a custody agreement, for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended March 31, 2022, the fund was charged $2,800 pursuant to the custody agreement.

During the period ended March 31, 2022, the fund was charged $7,886 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: investment advisory fees of $133,580, administration fees of $10,019, Distribution Plan fees of $662, Shareholder Services Plan fees of $5,782, custodian fees of $3,600, Chief Compliance Officer fees of $3,918 and transfer agency fees of $2,834.

(d) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended March 31, 2022, amounted to $52,853,088 and $57,761,237, respectively.

28

 

At March 31, 2022, accumulated net unrealized appreciation on investments was $45,461,150, consisting of $49,715,552 gross unrealized appreciation and $4,254,402 gross unrealized depreciation.

At March 31, 2022, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

29

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited)

At a meeting of the fund’s Board of Trustees held on March 2-3, 2022, the Board considered the renewal of the fund’s Investment Advisory Agreement and Administration Agreement, pursuant to which BNY Mellon Investment Adviser provides the fund with investment advisory services and administrative services, and the Sub-Investment Advisory Agreement (together with the Investment Advisory Agreement and Administration Agreement, the “Agreements”), pursuant to which Newton Investment Management North America, LLC (the “Sub-adviser”) provides day-to-day management of the fund’s investments. The Board members, a majority of whom are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of the Adviser and the Sub-adviser. In considering the renewal of the Agreements, the Board considered several factors that it believed to be relevant, including those discussed below. The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to it at the meeting and in previous presentations from representatives of the Adviser regarding the nature, extent, and quality of the services provided to funds in the BNY Mellon fund complex, including the fund. The Adviser provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. The Adviser also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the BNY Mellon fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or the Adviser) and the Adviser’s corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that the Adviser also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements. The Board also considered the Adviser’s extensive administrative, accounting and compliance infrastructures, as well as the Adviser’s supervisory activities over the Sub-adviser. The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data based on classifications provided by Thomson Reuters Lipper, which included information comparing (1) the performance of the fund’s Class I shares with the performance of a group of institutional small-cap core funds selected by Broadridge as comparable to the

30

 

fund (the “Performance Group”) and with a broader group of funds consisting of all retail and institutional small-cap core funds (the “Performance Universe”), all for various periods ended December 31, 2021, and (2) the fund’s actual and contractual management fees and total expenses with those of the same group of funds in the Performance Group (the “Expense Group”) and with a broader group of all institutional small-cap core funds, excluding outliers (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Broadridge as of the date of its analysis. The Adviser previously had furnished the Board with a description of the methodology Broadridge used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Performance Comparisons. Representatives of the Adviser stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations and policies that may be applicable to the fund and comparison funds and the end date selected. The Board discussed with representatives of the Adviser and the Sub-adviser the results of the comparisons and considered that the fund’s total return performance was at or above the Performance Group medians for all periods, except for the three- and five-year periods when it was below the Performance Group median, and below the Performance Universe medians for all periods, except the four-year period when it was above the Performance Universe median. The Board considered the relative proximity of the fund’s performance to the Performance Group and the Performance Universe medians in certain periods when performance was below median. The Adviser also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index, and it was noted that the fund’s returns were above the returns of the index in six of the ten calendar years shown.

Management Fee and Expense Ratio Comparisons. The Board reviewed and considered the contractual management fee rate (i.e., the aggregate of the investment advisory and administration fees pursuant to the Investment Advisory Agreement and Administration Agreement) payable by the fund to the Adviser in light of the nature, extent and quality of the management services and the sub-advisory services provided by the Adviser and the Sub-adviser, respectively. In addition, the Board reviewed and considered the actual management fee rate paid by the fund over the fund’s last fiscal year. The Board also reviewed the range of actual and contractual management fees and total expenses as a percentage of average net assets of the Expense Group and Expense Universe funds and discussed the results of the comparisons.

The Board considered that the fund’s contractual management fee was lower than the Expense Group median contractual management fee, the fund’s actual management fee was higher than the Expense Group median and Expense Universe median actual management fee and the fund’s total expenses were slightly higher than the Expense Group median and higher than the Expense Universe median total expenses.

Representatives of the Adviser reviewed with the Board the management or investment advisory fees (1) paid by funds advised or administered by the Adviser that are in the same Lipper category as the fund and (2) paid to the Adviser or the Sub-adviser or its affiliates for advising any separate accounts and/or other types of client portfolios that

31

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited) (continued)

are considered to have similar investment strategies and policies as the fund (the “Similar Clients”), and explained the nature of the Similar Clients. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors. The Board considered the relevance of the fee information provided for the Similar Clients to evaluate the appropriateness of the fund’s management fee.

The Board considered the fee payable to the Sub-adviser in relation to the fee payable to the Adviser by the fund and the respective services provided by the Sub-adviser and the Adviser. The Board also took into consideration that the Sub-adviser’s fee is paid by the Adviser, out of its fee from the fund, and not the fund.

Analysis of Profitability and Economies of Scale. Representatives of the Adviser reviewed the expenses allocated and profit received by the Adviser and its affiliates and the resulting profitability percentage for managing the fund and the aggregate profitability percentage to the Adviser and its affiliates for managing the funds in the BNY Mellon fund complex, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not excessive, given the services rendered and service levels provided by the Adviser and its affiliates. The Board also had been provided with information prepared by an independent consulting firm regarding the Adviser’s approach to allocating costs to, and determining the profitability of, individual funds and the entire BNY Mellon fund complex. The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board considered, on the advice of its counsel, the profitability analysis (1) as part of its evaluation of whether the fees under the Agreements, considered in relation to the mix of services provided by the Adviser and the Sub-adviser, including the nature, extent and quality of such services, supported the renewal of the Agreements and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Since the Adviser, and not the fund, pays the Sub-adviser pursuant to the Sub-Investment Advisory Agreement, the Board did not consider the Sub-adviser’s profitability to be relevant to its deliberations. Representatives of the Adviser stated that a discussion of economies of scale is predicated on a fund having achieved a substantial size with increasing assets and that, if a fund’s assets had been stable or decreasing, the possibility that the Adviser may have realized any economies of scale would be less. Representatives of the Adviser also stated that, as a result of shared and allocated costs among funds in the BNY Mellon fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level. The Board also considered potential benefits to the Adviser and the Sub-adviser from acting as investment adviser and sub-investment adviser, respectively, and took into consideration the soft dollar arrangements in effect for trading the fund’s investments.

32

 

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

· The Board concluded that the nature, extent and quality of the services provided by the Adviser and the Sub-adviser are adequate and appropriate.

· The Board was satisfied with the fund’s performance.

· The Board concluded that the fees paid to the Adviser and the Sub-adviser continued to be appropriate under the circumstances and in light of the factors and the totality of the services provided as discussed above.

· The Board determined that the economies of scale which may accrue to the Adviser and its affiliates in connection with the management of the fund had been adequately considered by the Adviser in connection with the fee rate charged to the fund pursuant to its Investment Advisory Agreement and Administration Agreement and that, to the extent in the future it were determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.

In evaluating the Agreements, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with the Adviser and its affiliates and the Sub-adviser, of the Adviser and the Sub-adviser and the services provided to the fund by the Adviser and the Sub-adviser. The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreements, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, the Board’s consideration of the contractual fee arrangements for the fund had the benefit of a number of years of reviews of the Agreements for the fund, or substantially similar agreements for other BNY Mellon funds that the Board oversees, during which lengthy discussions took place between the Board and representatives of the Adviser. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the fund’s arrangements, or substantially similar arrangements for other BNY Mellon funds that the Board oversees, in prior years. The Board determined to renew the Agreements.

33

 

For More Information

BNY Mellon Small Cap Value Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-adviser

Newton Investment Management

North America, LLC

BNY Mellon Center

201 Washington Street

Boston, MA 02108

Custodian

The Bank of New York Mellon

240 Greenwich Street

New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.

240 Greenwich Street

New York, NY 10286

Distributor

BNY Mellon Securities Corporation

240 Greenwich Street

New York, NY 10286

  

Ticker Symbols:

Class A: RUDAX      Class C: BOSCX      Class I: STSVX      Class Y: BOSYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.im.bnymellon.com

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.im.bnymellon.com and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

  

© 2022 BNY Mellon Securities Corporation
6944SA0322

 

BNY Mellon Small/Mid Cap Growth Fund

 

SEMIANNUAL REPORT

March 31, 2022

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.im.bnymellon.com and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

  

Discussion of Fund Performance

2

Understanding Your Fund’s Expenses

5

Comparing Your Fund’s Expenses
With Those of Other Funds

5

Statement of Investments

6

Statement of Assets and Liabilities

16

Statement of Operations

17

Statement of Changes in Net Assets

18

Financial Highlights

20

Notes to Financial Statements

25

Information About the Renewal
of the Fund’s Investment Advisory,
Administration and Sub-Investment
Advisory Agreements

38

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from October 1, 2021, through March 31, 2022, as provided by John R. Porter, Todd W. Wakefield, CFA, Robert C. Zeuthen, CFA, and Karen Behr of Newton Investment Management North America, LLC, Sub-adviser

Market and Fund Performance Overview

For the six-month period ended March 31, 2022, BNY Mellon Small/Mid Cap Growth Fund’s (the “fund”) Class A shares produced a total return of −15.66%, Class C shares returned −16.00%, Class I shares returned −15.56%, Class Y shares returned −15.54% and Class Z shares returned −15.61%.1 In comparison, the fund’s benchmark, the Russell 2500 Growth Index (the “Index”), posted a total return of −12.13% for the same period.2

Small- and mid-cap growth stocks lost ground during the period in response to increasing inflationary pressures, rising interest rates and heightened geopolitical tensions. The fund underperformed the Index, largely due to unfavorable positions in the information technology and consumer discretionary sectors.

The Fund’s Investment Approach

The fund seeks long-term growth of capital. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in equity securities of small-cap and mid-cap U.S. companies (those with market capitalizations equal to or less than the total market capitalization of the largest company in the Index).

We employ a growth-oriented investment style in managing the fund’s portfolio. This means we seek to identify those small-cap and mid-cap companies that are experiencing, or are expected to experience, rapid earnings or revenue growth. We focus on high-quality companies and individual stock selection, instead of trying to predict which industries or sectors will perform best, and select stocks by:

· Using fundamental research to identify and follow companies considered to have attractive characteristics, such as strong business and competitive positions, solid cash flows and balance sheets, high-quality management and high sustainable growth.

· Investing in a company when the portfolio managers’ research indicates that the company will experience accelerating revenues and expanding operating margins, which may lead to rising estimate trends and favorable earnings surprises.

The fund’s investment strategy may lead it to emphasize certain industries, such as technology, health care, business services and communications.

Equities Slump Under Economic and Geopolitical Pressure

Stock-market indices experienced a robust start to the review period as improving sentiment lifted economically sensitive sectors, while a stabilization of longer-dated bond yields lent support to growth stocks. However, this upward trajectory was interrupted toward the end of November 2021, as the new COVID-19 Omicron variant came to the forefront. Shortly afterward, the picture for international equities was muddied still further when Jerome Powell, Chair of the U.S. Federal Reserve (the “Fed”), surprised markets by embracing a more hawkish tone regarding the tapering of the Fed’s asset-purchase program.

2

 

Although risk assets largely recovered these losses in December, the start of 2022 saw increasingly aggressive comments from the Fed regarding monetary tightening, along with rising tensions between Russia and Ukraine. As a result, equity markets weakened in January, then plunged in early February as Russia invaded Ukraine. Despite a market bounce in the final two weeks of the period, most sectors ended the period in negative territory, with the notable exception of energy, where stocks were buoyed by soaring oil and gas prices driven by tight supply/demand conditions exacerbated by the war in Ukraine. Small- and mid-cap stocks generally underperformed their large-cap counterparts in this environment of uncertainty, and growth-oriented stocks underperformed value-oriented issues.

Information Technology Holdings Detract from Relative Performance

The fund’s information technology holdings detracted most significantly from performance relative to the Index during the period. Shares in fast-growing IT services providers, such as Twilio, Block and Affirm Holdings, lost significant ground at a time when rising interest rates and concerns about economic growth prompted investors to favor value-oriented securities. In the semiconductor subsector, holdings in Power Integrations and Semtech underperformed their peers. In software, Everbridge stock declined on disappointing earnings and an uncertain, near-term outlook, while HubSpot and DocuSign slid in concert with other growth-oriented issues. The fund’s consumer discretionary positions underperformed as well, largely due to holdings of exercise equipment and online platform company Peloton Interactive, which experienced slowing demand and surging costs, and online luxury goods reseller Farfetch, which also saw slowing demand. Among industrials, shares in ridesharing company Lyft dropped on concerns regarding slowing economic growth.

On the positive side, the fund’s relative performance benefited from an overweight allocation to the energy sector, as well as good individual stock selections, including oilfield equipment & services provider Cactus and exploration & production company EQT. In the lagging health care sector, overweight allocation detracted from returns, but good stock selection more than compensated, led by strong returns from positions in biotechnology firms benefiting from well-received, new drug launches, such as Horizon Therapeutics, Arena Pharmaceuticals, and the timely purchase of shares in Karuna Therapeutics. Strong selection in the pharmaceutical subsector further bolstered performance, primarily due to holdings in rare disease specialist Zogenix. In consumer staples, shares in discount grocery chain Grocery Outlet Holding rose as shoppers became increasingly price conscious.

Seeking Opportunities in a Challenging Environment

With the market’s focus having initially moved away from the pandemic at the start of the year toward a shift in monetary policy in the face of surging inflation, Russia’s full-scale invasion of Ukraine has presented yet another major concern for investors. The broad scope of sanctions imposed against Russia by most developed nations and increases in energy costs have the potential to derail the emerging economic recovery as parts of the world exit from pandemic-related restrictions. How policymakers respond to such a change in the outlook, particularly as the squeeze on consumer disposable incomes intensifies given the backdrop of higher inflation, will be important for valuations. Geopolitical tensions will likely cast a cloud over financial markets in the shorter term, with the threat of military escalation and financial market instability creating an uncertain investment backdrop.

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

In the face of these uncertainties, we continue to maintain the fund’s emphasis on innovative companies positioned to continue growing despite a challenging economic backdrop. Recent pullbacks in growth-oriented shares present buying opportunities as the fund seeks to take advantage of short-term market dislocations. As of the end of the period, the fund holds relatively overweight exposure to health care, primarily in the biotechnology and equipment & supplier subsectors, and to energy. Conversely, the fund holds underweight exposure to information technology, most notably among semiconductor and software companies, and to financials, where we are finding few attractive growth opportunities.

April 15, 2022

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.

2 Source: Lipper Inc. — The Russell 2500 Growth Index measures the performance of the small- to mid-cap growth segment of the U.S. equity universe. It includes those Russell 2500 companies with higher-growth earning potential as defined by Russell’s leading style methodology. The Russell 2500 Growth Index is constructed to provide a comprehensive and unbiased barometer of the small- to mid-cap growth market. The index is completely reconstituted annually to ensure larger stocks do not distort the performance and characteristics of the true small- to mid-cap opportunity set, and that the represented companies continue to reflect growth characteristics. Investors cannot invest directly in any index.

Please note: the position in any security highlighted with italicized typeface was sold during the reporting period.

Equities are subject generally to market, market sector, market liquidity, issuer and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

Small and midsized companies carry additional risks because their earnings and revenues tend to be less predictable, and their share prices more volatile, than those of larger, more established companies.

4

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Small/Mid Cap Growth Fund from October 1, 2021 to March 31, 2022. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

        

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended March 31, 2022

 

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

Class Z

 

Expenses paid per $1,000

$4.27

$8.03

$3.31

$2.94

$3.63

 

Ending value (after expenses)

$843.40

$840.00

$844.40

$844.60

$843.90

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

        

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended March 31, 2022

 

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

Class Z

 

Expenses paid per $1,000

$4.68

$8.80

$3.63

$3.23

$3.98

 

Ending value (after expenses)

$1,020.29

$1,016.21

$1,021.34

$1,021.74

$1,020.99

 

Expenses are equal to the fund’s annualized expense ratio of .93% for Class A, 1.75% for Class C, .72% for Class I, .64% for Class Y and .79% for Class Z, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

 

5

 

STATEMENT OF INVESTMENTS

March 31, 2022 (Unaudited)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3%

     

Automobiles & Components - .0%

     

Dana

   

13,350

 

234,559

 

Gentex

   

7,915

 

230,881

 

Harley-Davidson

   

7,056

 

278,006

 
    

743,446

 

Banks - .1%

     

Cadence Bank

   

9,598

 

280,837

 

Cathay General Bancorp

   

28,989

 

1,297,258

 

Commerce Bancshares

   

3,376

 

241,688

 

Essent Group

   

2,410

 

99,316

 

First Horizon

   

27,735

 

651,495

 

MGIC Investment

   

27,091

 

367,083

 

New York Community Bancorp

   

34,956

 

374,728

 

PacWest Bancorp

   

9,144

 

394,381

 

UMB Financial

   

9,647

 

937,303

 

United Bankshares

   

15,829

 

552,116

 

Washington Federal

   

11,843

 

388,687

 
    

5,584,892

 

Capital Goods - 9.3%

     

Acuity Brands

   

2,640

 

499,752

 

AECOM

   

5,377

 

413,007

 

AGCO

   

4,811

 

702,550

 

Allegion

   

1,464

 

160,718

 

Allison Transmission Holdings

   

6,173

 

242,352

 

APi Group

   

1,345,611

a 

28,298,199

 

Armstrong World Industries

   

447,005

 

40,234,920

 

Array Technologies

   

1,652,746

a 

18,626,447

 

Astra Space

   

279,350

a,b 

1,078,291

 

Carlisle

   

976

 

240,018

 

Colfax

   

387,045

a 

15,400,521

 

Crane

   

5,182

 

561,107

 

Curtiss-Wright

   

212,922

 

31,972,368

 

Donaldson

   

13,477

 

699,861

 

EMCOR Group

   

7,675

 

864,435

 

Flowserve

   

13,897

 

498,902

 

Fluor

   

1,205,877

a,b 

34,596,611

 

Graco

   

392,423

 

27,359,732

 

Huntington Ingalls Industries

   

883

 

176,106

 

Kennametal

   

9,061

 

259,235

 

Kornit Digital

   

268,014

a 

22,162,078

 

Lennox International

   

2,825

 

728,454

 

Masco

   

277,021

 

14,128,071

 

6

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Capital Goods - 9.3% (continued)

     

MasTec

   

4,972

a 

433,061

 

MDU Resources Group

   

13,170

 

350,980

 

Mercury Systems

   

906,350

a 

58,414,257

 

nVent Electric

   

20,797

 

723,320

 

Oshkosh

   

864

 

86,962

 

Owens Corning

   

5,045

 

461,617

 

Ribbit LEAP

   

273,588

a 

2,722,201

 

Simpson Manufacturing

   

1,113

 

121,362

 

SiteOne Landscape Supply

   

113,277

a,b 

18,315,758

 

Stanley Black & Decker

   

2,020

 

282,376

 

Terex

   

9,993

 

356,350

 

Textron

   

2,825

 

210,123

 

The AZEK Company

   

604,995

a 

15,028,076

 

The Middleby

   

2,723

a 

446,409

 

The Toro Company

   

6,055

 

517,642

 

Woodward

   

2,098

 

262,061

 

Zurn Water Solutions

   

531,243

 

18,806,002

 
    

357,442,292

 

Commercial & Professional Services - 3.8%

     

ASGN

   

3,991

a 

465,789

 

CACI International, Cl. A

   

174,446

a 

52,553,602

 

Clarivate

   

2,264,303

a,b 

37,949,718

 

CoStar Group

   

386,400

a 

25,738,104

 

FTI Consulting

   

179,339

a 

28,195,678

 

Science Applications International

   

961

 

88,575

 
    

144,991,466

 

Consumer Durables & Apparel - 3.8%

     

Brunswick

   

4,626

 

374,197

 

Capri Holdings

   

7,105

a 

365,126

 

Carter's

   

1,308

 

120,323

 

Columbia Sportswear

   

1,908

 

172,731

 

Crocs

   

1,991

a 

152,112

 

Deckers Outdoor

   

2,415

a 

661,155

 

Lululemon Athletica

   

163,369

a 

59,667,260

 

Mohawk Industries

   

400

a 

49,680

 

Peloton Interactive, Cl. A

   

3,082,367

a,b 

81,436,136

 

Polaris

   

4,616

b 

486,157

 

Tapestry

   

3,240

 

120,366

 

Tempur Sealy International

   

13,975

 

390,182

 

TopBuild

   

1,308

a 

237,258

 

Tri Pointe Homes

   

19,772

a 

397,022

 

YETI Holdings

   

4,714

a 

282,746

 
    

144,912,451

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Consumer Services - 8.4%

     

DraftKings, Cl. A

   

902,209

a,b 

17,566,009

 

European Wax Center, Cl. A

   

665,841

a,b 

19,682,260

 

Expedia Group

   

639,815

a 

125,192,601

 

Graham Holdings, Cl. B

   

396

 

242,142

 

H&R Block

   

5,739

b 

149,444

 

Jack in the Box

   

3,762

 

351,408

 

Membership Collective Group, Cl. A

   

2,114,136

a,b 

16,405,695

 

Planet Fitness, Cl. A

   

1,710,125

a 

144,471,360

 

Service Corp. International

   

6,631

 

436,452

 

Texas Roadhouse

   

1,054

 

88,251

 

Wyndham Hotels & Resorts

   

4,933

 

417,776

 
    

325,003,398

 

Diversified Financials - 3.3%

     

Ares Management, Cl. A

   

550,252

 

44,696,970

 

Jefferies Financial Group

   

12,589

 

413,549

 

Morningstar

   

170,251

 

46,507,466

 

PROG Holdings

   

2,054

a 

59,094

 

Stifel Financial

   

10,315

 

700,388

 

Tradeweb Markets, Cl. A

   

387,314

 

34,033,281

 
    

126,410,748

 

Energy - 4.6%

     

Antero Midstream

   

13,951

 

151,647

 

Cactus, Cl. A

   

1,356,259

 

76,954,136

 

Continental Resources

   

5,680

b 

348,354

 

Coterra Energy

   

4,050

 

109,228

 

EQT

   

2,865,722

 

98,609,494

 

Hess

   

3,460

 

370,358

 

Murphy Oil

   

12,253

 

494,899

 

Occidental Petroleum

   

3,821

 

216,804

 

Targa Resources

   

1,810

 

136,601

 
    

177,391,521

 

Food & Staples Retailing - 1.8%

     

Grocery Outlet Holding

   

2,118,116

a 

 69,431,842

 

Food, Beverage & Tobacco - 1.2%

     

Darling Ingredients

   

8,115

a 

652,284

 

Flowers Foods

   

22,797

 

586,111

 

Freshpet

   

442,836

a 

45,452,687

 

Pilgrim's Pride

   

14,448

a 

362,645

 

Sanderson Farms

   

1,527

 

286,297

 
    

47,340,024

 

Health Care Equipment & Services - 12.9%

     

1Life Healthcare

   

3,406,403

a 

37,742,945

 

ABIOMED

   

213,541

a 

70,733,321

 

8

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Health Care Equipment & Services - 12.9% (continued)

     

Acadia Healthcare

   

7,212

a 

472,602

 

Align Technology

   

146,295

a 

63,784,620

 

Amedisys

   

2,420

a 

416,942

 

Cerner

   

3,894

 

364,323

 

Chemed

   

1,805

 

914,323

 

Dentsply Sirona

   

4,743

 

233,450

 

DexCom

   

190,337

a 

97,376,409

 

Encompass Health

   

2,391

 

170,024

 

Envista Holdings

   

8,539

a 

415,935

 

ICU Medical

   

1,532

a 

341,084

 

Inspire Medical Systems

   

81,227

a 

20,850,159

 

Insulet

   

158,663

a 

42,266,237

 

Integra LifeSciences Holdings

   

9,896

a 

635,917

 

LivaNova

   

5,324

a 

435,663

 

Molina Healthcare

   

2,654

a 

885,348

 

Nevro

   

155,140

a 

11,221,276

 

NuVasive

   

2,864

a 

162,389

 

Option Care Health

   

10,447

a 

298,366

 

Outset Medical

   

550,629

a,b 

24,998,557

 

Privia Health Group

   

1,902,505

a,b 

50,853,959

 

Progyny

   

1,888

a 

97,043

 

Quidel

   

2,137

a 

240,327

 

Teladoc Health

   

969,342

a 

69,918,638

 

Teleflex

   

317

 

112,481

 

Tenet Healthcare

   

5,904

a 

507,508

 
    

496,449,846

 

Household & Personal Products - .0%

     

Nu Skin Enterprises, Cl. A

   

6,246

 

 299,058

 

Insurance - .6%

     

Alleghany

   

844

a 

714,868

 

American Financial Group

   

3,943

 

574,180

 

CNA Financial

   

3,669

 

178,387

 

First American Financial

   

7,007

 

454,194

 

Globe Life

   

4,572

 

459,943

 

Primerica

   

4,889

 

668,913

 

Reinsurance Group of America

   

187,862

 

20,563,375

 

Selective Insurance Group

   

6,539

 

584,325

 
    

24,198,185

 

Materials - 1.1%

     

Commercial Metals

   

5,626

 

234,154

 

Constellium

   

2,123,654

a 

38,225,772

 

Eagle Materials

   

4,353

 

558,751

 

Ingevity

   

6,997

a 

448,298

 

9

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Materials - 1.1% (continued)

     

Minerals Technologies

   

5,494

 

363,428

 

Reliance Steel & Aluminum

   

5,363

 

983,306

 

The Chemours Company

   

10,686

 

336,395

 

WestRock

   

4,367

 

205,380

 
    

41,355,484

 

Media & Entertainment - 3.1%

     

Cardlytics

   

272,586

a,b 

14,986,778

 

Fox, Cl. A

   

2,035

 

80,281

 

John Wiley & Sons, Cl. A

   

6,470

 

343,104

 

Liberty Media Corp-Liberty Formula One, Cl. C

   

812,890

a,b 

56,772,238

 

Live Nation Entertainment

   

407,291

a,b 

47,913,713

 

Loyalty Ventures

   

1,628

a 

26,911

 

News Corporation, Cl. A

   

6,807

 

150,775

 

The New York Times Company, Cl. A

   

12,365

 

566,812

 

Ziff Davis

   

854

a,b 

82,650

 
    

120,923,262

 

Pharmaceuticals Biotechnology & Life Sciences - 14.7%

     

10X Genomics, CI. A

   

364,890

a,b 

27,757,182

 

Adaptive Biotechnologies

   

411,110

a 

5,706,207

 

Ascendis Pharma, ADR

   

217,788

a,b 

25,559,600

 

Biohaven Pharmaceutical Holding

   

606,098

a 

71,865,040

 

Bio-Techne

   

107,926

 

46,736,275

 

Bruker

   

2,240

 

144,032

 

Denali Therapeutics

   

575,070

a 

18,500,002

 

Horizon Therapeutics

   

955,259

a 

100,502,799

 

Iovance Biotherapeutics

   

816,789

a 

13,599,537

 

Jazz Pharmaceuticals

   

659

a 

102,587

 

Karuna Therapeutics

   

88,540

a,b 

11,225,987

 

Kymera Therapeutics

   

390,325

a 

16,518,554

 

Natera

   

308,829

a 

12,563,164

 

Neurocrine Biosciences

   

415,681

a 

38,970,094

 

PTC Therapeutics

   

547,779

a 

20,437,634

 

Repligen

   

171,650

a 

32,285,648

 

Sage Therapeutics

   

1,835

a 

60,739

 

Sarepta Therapeutics

   

890,299

a 

69,550,158

 

Twist Bioscience

   

449,586

a 

22,200,557

 

Ultragenyx Pharmaceutical

   

341,686

a 

24,813,237

 

uniQure

   

312,325

a,b 

5,643,713

 
    

564,742,746

 

Real Estate - .9%

     

Apartment Income REIT

   

5,865

c 

313,543

 

AvalonBay Communities

   

1,313

c 

326,110

 

10

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Real Estate - .9% (continued)

     

Brixmor Property Group

   

14,731

c 

380,207

 

First Industrial Realty Trust

   

27,340

c 

1,692,619

 

Healthcare Realty Trust

   

23,490

b,c 

645,505

 

Highwoods Properties

   

9,974

c 

456,211

 

Jones Lang LaSalle

   

1,825

a 

437,014

 

Kilroy Realty

   

11,867

c 

906,876

 

Lamar Advertising, Cl. A

   

4,123

c 

479,010

 

Mid-America Apartment Communities

   

1,420

c 

297,419

 

National Retail Properties

   

23,529

c 

1,057,393

 

National Storage Affiliates Trust

   

9,549

c 

599,295

 

PS Business Parks

   

5,753

c 

966,964

 

Redfin

   

1,370,374

a,b 

24,721,547

 

Regency Centers

   

4,426

c 

315,751

 

Spirit Realty Capital

   

7,949

c 

365,813

 

Urban Edge Properties

   

21,997

c 

420,143

 
    

34,381,420

 

Retailing - 2.7%

     

American Eagle Outfitters

   

5,065

b 

85,092

 

Dick's Sporting Goods

   

2,908

b 

290,858

 

Farfetch, Cl. A

   

846,606

a 

12,800,683

 

Kohl's

   

9,993

 

604,177

 

Lithia Motors

   

1,152

 

345,738

 

National Vision Holdings

   

1,304,581

a,b 

56,840,594

 

Nordstrom

   

7,671

b 

207,961

 

Ollie's Bargain Outlet Holdings

   

709,703

a 

30,488,841

 

RH

   

454

a 

148,045

 

The Gap

   

7,959

 

112,063

 

Wayfair, Cl. A

   

1,161

a,b 

128,616

 

Williams-Sonoma

   

4,030

 

584,350

 
    

102,637,018

 

Semiconductors & Semiconductor Equipment - 3.0%

     

Lattice Semiconductor

   

7,451

a 

454,138

 

MKS Instruments

   

4,504

 

675,600

 

ON Semiconductor

   

3,103

a 

194,279

 

Power Integrations

   

556,410

 

51,568,079

 

Semtech

   

871,262

a 

60,413,307

 

SolarEdge Technologies

   

1,635

a 

527,075

 

Synaptics

   

1,278

a 

254,961

 

Universal Display

   

1,493

 

249,256

 
    

114,336,695

 

Software & Services - 16.6%

     

Affirm Holdings

   

310,200

a,b 

14,356,056

 

Aspen Technology

   

991

a 

163,882

 

11

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Software & Services - 16.6% (continued)

     

AvidXchange Holdings

   

609,297

a,b 

4,904,841

 

Bill.com Holdings

   

331,657

a 

75,216,491

 

Block

   

340,611

a 

46,186,852

 

Bread Financial Holdings

   

4,070

 

228,530

 

Cerence

   

2,303

a 

83,138

 

Commvault Systems

   

1,044

a 

69,269

 

DocuSign

   

143,284

a 

15,348,582

 

Dolby Laboratories, Cl. A

   

2,669

 

208,769

 

Euronet Worldwide

   

447,193

a 

58,202,169

 

Everbridge

   

435,335

a 

18,998,019

 

Fair Isaac

   

1,317

a 

614,328

 

Genpact

   

6,939

 

301,916

 

HubSpot

   

201,818

a 

95,851,441

 

Manhattan Associates

   

2,284

a 

316,814

 

nCino

   

375,592

a 

15,391,760

 

NCR

   

11,155

a 

448,319

 

PTC

   

1,079

a 

116,230

 

Rapid7

   

863,331

a,b 

96,036,940

 

Shift4 Payments, Cl. A

   

639,868

a,b 

39,627,025

 

Splunk

   

320,607

a 

47,645,406

 

Twilio, Cl. A

   

331,523

a 

54,638,306

 

WEX

   

693

a 

123,666

 

Zendesk

   

453,242

a 

54,520,480

 
    

639,599,229

 

Technology Hardware & Equipment - 4.0%

     

Arrow Electronics

   

3,181

a 

377,362

 

Avnet

   

11,125

 

451,564

 

Calix

   

605,990

a 

26,003,031

 

Ciena

   

6,480

a 

392,882

 

Cognex

   

234,620

 

18,100,933

 

II-VI

   

8,061

a,b 

584,342

 

Lumentum Holdings

   

588,513

a 

57,438,869

 

nLight

   

708,995

a 

12,293,973

 

Trimble

   

296,569

a 

21,394,488

 

Ubiquiti

   

322

b 

93,754

 

Vontier

   

9,008

 

228,713

 

Xerox Holdings

   

13,233

b 

266,910

 

Zebra Technologies, Cl. A

   

44,552

a 

18,431,162

 
    

156,057,983

 

Telecommunication Services - .4%

     

Bandwidth, Cl. A

   

522,397

a 

 16,920,439

 

Transportation - 2.9%

     

Avis Budget Group

   

1,966

a 

517,648

 

12

 

        
 

Description

   

Shares

 

Value ($)

 

Common Stocks - 99.3% (continued)

     

Transportation - 2.9% (continued)

     

Canadian Pacific Railway

   

1,041

b 

85,924

 

Kirby

   

10,969

a 

791,852

 

Knight-Swift Transportation Holdings

   

5,431

 

274,048

 

Lyft, Cl. A

   

2,874,542

a 

110,382,413

 

Saia

   

1,113

a 

271,372

 
    

112,323,257

 

Utilities - .1%

     

ALLETE

   

13,155

 

881,122

 

Black Hills

   

10,306

 

793,768

 

DTE Energy

   

1,303

 

172,270

 

Hawaiian Electric Industries

   

4,636

 

196,149

 

IDACORP

   

6,602

 

761,607

 

New Jersey Resources

   

4,699

b 

215,496

 

ONE Gas

   

6,373

 

562,354

 
    

3,582,766

 

Total Common Stocks (cost $2,977,188,865)

   

3,827,059,468

 
        

Private Equity - .5%

     

Diversified Financials - .2%

     

Fundbox

   

702,664

d 

 9,907,562

 

Real Estate - .3%

     

Roofstock

   

346,123

d 

 10,622,515

 

Total Private Equity (cost $20,113,033)

   

20,530,077

 
  

1-Day
Yield (%)

     

Investment Companies - .2%

     

Registered Investment Companies - .2%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares
(cost $9,297,030)

 

0.31

 

9,297,030

e 

 9,297,030

 

13

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

        
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment of Cash Collateral for Securities Loaned - 1.7%

     

Registered Investment Companies - 1.7%

     

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares
(cost $63,664,868)

 

0.31

 

63,664,868

e 

 63,664,868

 

Total Investments (cost $3,070,263,796)

 

101.7%

 

3,920,551,443

 

Liabilities, Less Cash and Receivables

 

(1.7%)

 

(65,862,155)

 

Net Assets

 

100.0%

 

3,854,689,288

 

ADR—American Depository Receipt

a Non-income producing security.

b Security, or portion thereof, on loan. At March 31, 2022, the value of the fund’s securities on loan was $235,594,278 and the value of the collateral was $250,249,510, consisting of cash collateral of $63,664,868 and U.S. Government & Agency securities valued at $186,584,642. In addition, the value of collateral may include pending sales that are also on loan.

c Investment in real estate investment trust within the United States.

d The fund held Level 3 securities at March 31, 2022. These securities were valued at $20,530,077 or .53% of net assets.

e Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

  

Portfolio Summary (Unaudited)

Value (%)

Health Care

27.5

Information Technology

23.6

Industrials

15.9

Consumer Discretionary

14.9

Energy

4.6

Financials

4.3

Communication Services

3.6

Consumer Staples

3.0

Investment Companies

1.9

Real Estate

1.1

Materials

1.1

Utilities

.1

Diversified

.1

 

101.7

 Based on net assets.

See notes to financial statements.

14

 

       

Affiliated Issuers

   

Description

Value ($) 9/30/2021

Purchases ($)

Sales ($)

Value ($) 3/31/2022

Dividends/
Distributions ($)

 

Registered Investment Companies - .2%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - .2%

100,341,826

649,266,894

(740,311,690)

9,297,030

17,075

 

Investment of Cash Collateral for Securities Loaned - 1.7%

  

Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - 1.7%

58,981,699

299,394,274

(294,711,105)

63,664,868

319,280

†† 

Total - 1.9%

159,323,525

948,661,168

(1,035,022,795)

72,961,898

336,355

 

 Includes reinvested dividends/distributions.

†† Represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of fees and collateral investment expenses, and other payments to and from borrowers of securities.

See notes to financial statements.

15

 

STATEMENT OF ASSETS AND LIABILITIES

March 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $235,594,278)—Note 1(c):

 

 

 

Unaffiliated issuers

2,997,301,898

 

3,847,589,545

 

Affiliated issuers

 

72,961,898

 

72,961,898

 

Receivable for investment securities sold

 

14,361,610

 

Receivable for shares of Beneficial Interest subscribed

 

10,183,858

 

Dividends and securities lending income receivable

 

205,114

 

Prepaid expenses

 

 

 

 

171,768

 

 

 

 

 

 

3,945,473,793

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c)

 

2,151,787

 

Cash overdraft due to Custodian

 

 

 

 

798

 

Liability for securities on loan—Note 1(c)

 

63,664,868

 

Payable for investment securities purchased

 

13,699,783

 

Payable for shares of Beneficial Interest redeemed

 

10,724,414

 

Trustees’ fees and expenses payable

 

22,000

 

Interest payable—Note 2

 

155

 

Other accrued expenses

 

 

 

 

520,700

 

 

 

 

 

 

90,784,505

 

Net Assets ($)

 

 

3,854,689,288

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

2,991,233,249

 

Total distributable earnings (loss)

 

 

 

 

863,456,039

 

Net Assets ($)

 

 

3,854,689,288

 

       

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

Class Z

 

Net Assets ($)

615,039,458

81,258,931

2,611,635,583

399,304,941

147,450,375

 

Shares Outstanding

21,604,438

3,446,615

86,921,060

13,149,101

4,924,057

 

Net Asset Value Per Share ($)

28.47

23.58

30.05

30.37

29.94

 

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

 

16

 

STATEMENT OF OPERATIONS

Six Months Ended March 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $8,163 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

3,772,007

 

Affiliated issuers

 

 

17,075

 

Income from securities lending—Note 1(c)

 

 

319,280

 

Total Income

 

 

4,108,362

 

Expenses:

 

 

 

 

Investment advisory fee—Note 3(a)

 

 

13,334,479

 

Shareholder servicing costs—Note 3(c)

 

 

2,646,240

 

Distribution fees—Note 3(b)

 

 

448,936

 

Trustees’ fees and expenses—Note 3(d)

 

 

201,666

 

Registration fees

 

 

133,629

 

Prospectus and shareholders’ reports

 

 

127,308

 

Administration fee—Note 3(a)

 

 

103,366

 

Professional fees

 

 

75,923

 

Custodian fees—Note 3(c)

 

 

47,179

 

Loan commitment fees—Note 2

 

 

30,287

 

Chief Compliance Officer fees—Note 3(c)

 

 

7,886

 

Interest expense—Note 2

 

 

1,377

 

Miscellaneous

 

 

74,007

 

Total Expenses

 

 

17,232,283

 

Less—reduction in expenses due to undertaking—Note 3(a)

 

 

(111,679)

 

Net Expenses

 

 

17,120,604

 

Net Investment (Loss)

 

 

(13,012,242)

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments

54,258,107

 

Net change in unrealized appreciation (depreciation) on investments
and foreign currency transactions

(774,807,413)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(720,549,306)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(733,561,548)

 

 

 

 

 

 

 

 

See notes to financial statements.

     

17

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
March 31, 2022 (Unaudited)

 

Year Ended
September 30, 2021

 

Operations ($):

 

 

 

 

 

 

 

 

Net investment (loss)

 

 

(13,012,242)

 

 

 

(27,806,434)

 

Net realized gain (loss) on investments

 

54,258,107

 

 

 

501,490,949

 

Net change in unrealized appreciation
(depreciation) on investments

 

(774,807,413)

 

 

 

337,249,219

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(733,561,548)

 

 

 

810,933,734

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(66,701,601)

 

 

 

(51,073,262)

 

Class C

 

 

(10,555,443)

 

 

 

(9,451,282)

 

Class I

 

 

(281,059,137)

 

 

 

(230,046,227)

 

Class Y

 

 

(38,142,811)

 

 

 

(30,298,600)

 

Class Z

 

 

(14,422,353)

 

 

 

(14,141,108)

 

Total Distributions

 

 

(410,881,345)

 

 

 

(335,010,479)

 

Beneficial Interest Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

11,484,901

 

 

 

278,465,017

 

Class C

 

 

2,267,112

 

 

 

35,369,461

 

Class I

 

 

428,871,194

 

 

 

1,517,638,785

 

Class Y

 

 

71,434,991

 

 

 

193,785,400

 

Class Z

 

 

539,049

 

 

 

2,227,331

 

Net assets received in connection
with reorganization—Note 1

 

113,107,090

 

 

 

-

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

62,385,988

 

 

 

47,675,490

 

Class C

 

 

9,884,456

 

 

 

8,993,788

 

Class I

 

 

264,100,615

 

 

 

221,085,492

 

Class Y

 

 

37,345,676

 

 

 

29,697,863

 

Class Z

 

 

13,528,418

 

 

 

13,203,544

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(102,406,308)

 

 

 

(187,065,891)

 

Class C

 

 

(17,376,354)

 

 

 

(33,657,136)

 

Class I

 

 

(853,569,020)

 

 

 

(989,548,153)

 

Class Y

 

 

(67,137,737)

 

 

 

(126,899,189)

 

Class Z

 

 

(6,941,675)

 

 

 

(13,029,207)

 

Increase (Decrease) in Net Assets
from Beneficial Interest Transactions

(32,481,604)

 

 

 

997,942,595

 

Total Increase (Decrease) in Net Assets

(1,176,924,497)

 

 

 

1,473,865,850

 

Net Assets ($):

 

Beginning of Period

 

 

5,031,613,785

 

 

 

3,557,747,935

 

End of Period

 

 

3,854,689,288

 

 

 

5,031,613,785

 

18

 

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
March 31, 2022 (Unaudited)

 

Year Ended
September 30, 2021

 

Capital Share Transactions (Shares):

 

Class Aa,b

 

 

 

 

 

 

 

 

Shares sold

 

 

1,241,548

 

 

 

7,509,949

 

Shares issued in connection
with reorganization—Note 1

2,023,060

 

 

 

-

 

Shares issued for distributions reinvested

 

 

1,997,630

 

 

 

1,373,142

 

Shares redeemed

 

 

(3,304,406)

 

 

 

(5,061,741)

 

Net Increase (Decrease) in Shares Outstanding

1,957,832

 

 

 

3,821,350

 

Class Ca,b

 

 

 

 

 

 

 

 

Shares sold

 

 

279,749

 

 

 

1,115,644

 

Shares issued in connection
with reorganization—Note 1

63,184

 

 

 

-

 

Shares issued for distributions reinvested

 

 

381,050

 

 

 

303,844

 

Shares redeemed

 

 

(636,900)

 

 

 

(1,050,851)

 

Net Increase (Decrease) in Shares Outstanding

87,083

 

 

 

368,637

 

Class Ib

 

 

 

 

 

 

 

 

Shares sold

 

 

13,814,162

 

 

 

38,887,093

 

Shares issued in connection
with reorganization—Note 1

717,757

 

 

 

-

 

Shares issued for distributions reinvested

 

 

8,017,627

 

 

 

6,080,459

 

Shares redeemed

 

 

(26,489,411)

 

 

 

(25,652,617)

 

Net Increase (Decrease) in Shares Outstanding

(3,939,865)

 

 

 

19,314,935

 

Class Yb

 

 

 

 

 

 

 

 

Shares sold

 

 

2,052,326

 

 

 

4,921,622

 

Shares issued in connection
with reorganization—Note 1

5,324

 

 

 

-

 

Shares issued for distributions reinvested

 

 

1,121,829

 

 

 

809,647

 

Shares redeemed

 

 

(2,047,528)

 

 

 

(3,254,176)

 

Net Increase (Decrease) in Shares Outstanding

1,131,951

 

 

 

2,477,093

 

Class Zb

 

 

 

 

 

 

 

 

Shares sold

 

 

16,544

 

 

 

57,522

 

Shares issued for distributions reinvested

 

 

411,949

 

 

 

363,935

 

Shares redeemed

 

 

(200,439)

 

 

 

(337,080)

 

Net Increase (Decrease) in Shares Outstanding

228,054

 

 

 

84,377

 

 

 

 

 

 

 

 

 

 

 

a

During the period ended March 31, 2022, 2,278 Class C shares representing $60,814 were automatically converted to 1,893 Class A shares and during the period ended September 30, 2021, 2,763 Class C shares representing $91,766 were automatically converted to 2,350 Class A shares.

 

b

During the period ended March 31, 2022, 538 Class A shares representing $17,673 were exchanged for 510 Class I shares. During the period ended September 30, 2021, 22,441 Class I shares representing $870,794 were exchanged for 23,536 Class A shares, 2,914 Class C shares representing $93,706 were exchanged for 2,354 Class I shares and 5,261 Class Y shares representing $203,447 were exchanged for 5,309 Class I shares.

 

See notes to financial statements.

        

19

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.

        
  
 

Six Months Ended

 
 

March 31, 2022

Year Ended September 30,

Class A Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

37.14

32.98

21.08

24.00

19.87

16.66

Investment Operations:

      

Net investment (loss)a

(.12)

(.29)

(.17)

(.12)

(.11)

(.04)

Net realized and unrealized
gain (loss) on investments

(5.42)

7.54

12.07

(1.23)

6.05

3.63

Total from Investment Operations

(5.54)

7.25

11.90

(1.35)

5.94

3.59

Distributions:

      

Dividends from net realized
gain on investments

(3.13)

(3.09)

-

(1.57)

(1.81)

(.38)

Net asset value, end of period

28.47

37.14

32.98

21.08

24.00

19.87

Total Return (%)b

(15.66)c

22.59

56.50

(5.17)

32.33

21.95

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.97d

.95

.96

.98

1.00

1.04

Ratio of net expenses
to average net assets

.93d

.95

.96

.98

1.00

1.03

Ratio of net investment (loss)
to average net assets

(.75)d

(.77)

(.65)

(.58)

(.53)

(.20)

Portfolio Turnover Rate

13.99c

37.29

55.49

49.35

56.70

67.52

Net Assets, end of period ($ x 1,000)

615,039

729,672

521,990

328,595

339,848

225,374

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

20

 

        
  
 

Six Months Ended

 
 

March 31, 2022

Year Ended September 30,

Class C Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

31.46

28.55

18.39

21.31

17.96

15.20

Investment Operations:

      

Net investment (loss)a

(.21)

(.49)

(.32)

(.25)

(.24)

(.16)

Net realized and unrealized
gain (loss) on investments

(4.54)

6.49

10.48

(1.10)

5.40

3.30

Total from Investment Operations

(4.75)

6.00

10.16

(1.35)

5.16

3.14

Distributions:

      

Dividends from net realized
gain on investments

(3.13)

(3.09)

-

(1.57)

(1.81)

(.38)

Net asset value, end of period

23.58

31.46

28.55

18.39

21.31

17.96

Total Return (%)b

(16.00)c

21.68

55.25

(5.88)

31.34

21.00

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.75d

1.72

1.73

1.74

1.73

1.79

Ratio of net expenses
to average net assets

1.75d

1.72

1.73

1.74

1.73

1.79

Ratio of net investment (loss)
to average net assets

(1.57)d

(1.54)

(1.42)

(1.34)

(1.27)

(.97)

Portfolio Turnover Rate

13.99c

37.29

55.49

49.35

56.70

67.52

Net Assets, end of period ($ x 1,000)

81,259

105,686

85,398

58,574

62,107

37,725

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

21

 

FINANCIAL HIGHLIGHTS (continued)

        
  
 

Six Months Ended

 
 

March 31, 2022

Year Ended September 30,

Class I Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

38.97

34.40

21.94

24.85

20.46

17.09

Investment Operations:

      

Net investment income (loss)a

(.09)

(.20)

(.12)

(.08)

(.07)

.02

Net realized and unrealized
gain (loss) on investments

(5.70)

7.86

12.58

(1.26)

6.27

3.73

Total from Investment Operations

(5.79)

7.66

12.46

(1.34)

6.20

3.75

Distributions:

      

Dividends from net realized
gain on investments

(3.13)

(3.09)

-

(1.57)

(1.81)

(.38)

Net asset value, end of period

30.05

38.97

34.40

21.94

24.85

20.46

Total Return (%)

(15.56)b

22.90

56.79

(4.95)

32.69

22.34

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.72c

.70

.73

.74

.74

.75

Ratio of net expenses
to average net assets

.72c

.70

.73

.74

.74

.75

Ratio of net investment income
(loss) to average net assets

(.54)c

(.52)

(.42)

(.35)

(.29)

.10

Portfolio Turnover Rate

13.99b

37.29

55.49

49.35

56.70

67.52

Net Assets, end of period ($ x 1,000)

2,611,636

3,541,043

2,461,228

1,294,518

1,207,703

497,604

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

22

 

         
  
 

Six Months Ended

  
 

March 31, 2022

Year Ended September 30,

Class Y Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

39.34

34.67

22.09

24.99

20.55

17.15

Investment Operations:

      

Net investment income (loss)a

(.08)

(.18)

(.09)

(.06)

(.03)

.01

Net realized and unrealized
gain (loss) on investments

(5.76)

7.94

12.67

(1.27)

6.28

3.77

Total from Investment Operations

(5.84)

7.76

12.58

(1.33)

6.25

3.78

Distributions:

      

Dividends from net realized
gain on investments

(3.13)

(3.09)

-

(1.57)

(1.81)

(.38)

Net asset value, end of period

30.37

39.34

34.67

22.09

24.99

20.55

Total Return (%)

(15.54)b

22.98

56.99

(4.87)

32.79

22.44

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.64c

.63

.64

.64

.65

.68

Ratio of net expenses
to average net assets

.64c

.63

.64

.64

.65

.68

Ratio of net investment income
(loss) to average net assets

(.45)c

(.45)

(.33)

(.25)

(.16)

.05

Portfolio Turnover Rate

13.99b

37.29

55.49

49.35

56.70

67.52

Net Assets, end of period ($ x 1,000)

399,305

472,711

330,796

213,183

221,008

420,380

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

23

 

FINANCIAL HIGHLIGHTS (continued)

         
  
 

Six Months Ended

  
 

March 31, 2022

Year Ended September 30,

Class Z Shares

(Unaudited)

 

2021

2020

2019

2018a

Per Share Data ($):

      

Net asset value, beginning of period

38.86

 

34.33

21.92

24.83

20.86

Investment Operations:

      

Net investment (loss)b

(.10)

 

(.23)

(.14)

(.08)

(.07)

Net realized and unrealized
gain (loss) on investments

(5.69)

 

7.85

12.55

(1.26)

4.04

Total from Investment Operations

(5.79)

 

7.62

12.41

(1.34)

3.97

Distributions:

      

Dividends from net realized
gain on investments

(3.13)

 

(3.09)

-

(1.57)

-

Net asset value, end of period

29.94

 

38.86

34.33

21.92

24.83

Total Return (%)

(15.61)c

 

22.79

56.66

(4.95)

19.03c

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.79d

 

.77

.84

.76

.84d

Ratio of net expenses
to average net assets

.79d

 

.77

.84

.76

.84d

Ratio of net investment (loss)
to average net assets

(.60)d

 

(.59)

(.52)

(.36)

(.42)d

Portfolio Turnover Rate

13.99c

 

37.29

55.49

49.35

56.70c

Net Assets, end of period ($ x 1,000)

147,450

 

182,502

158,335

108,725

123,486

a From January 19, 2018, (commencement of initial offering) to September 30, 2018.

b Based on average shares outstanding.

c Not annualized.

d Annualized.

See notes to financial statements.

24

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon Small/Mid Cap Growth Fund (the “fund”) is a separate diversified series of BNY Mellon Investment Funds I (the “Trust”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering seven series, including the fund. The fund’s investment objective is to seek long-term growth of capital. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Newton Investment Management North America, LLC (the “Sub-adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-investment adviser.

As of the close of business on November 8, 2021, pursuant to an Agreement and Plan of Reorganization (“Reorganization”) previously approved by the Trust’s Board of Trustees (the “Board”) and the BNY Mellon Advantage Funds, Inc.’s Board of Directors, all of the assets, subject to the liabilities, of BNY Mellon Structured Midcap Fund, a series of BNY Mellon Advantage Funds, Inc., Class A, Class C, Class I and Class Y Shares were transferred to the fund in a tax free exchange at cost basis for Class A, Class C, Class I and Class Y shares of Beneficial Interest of equal value. The purpose of the transaction was to combine two funds with comparable investment objectives and strategies. Shareholders of BNY Mellon Structured Midcap Fund’s Class A, Class C, Class I and Class Y shares received Class A, Class C, Class I and Class Y shares of the fund, respectively, in an amount equal to the aggregate net asset value of their investment in BNY Mellon Structured Midcap Fund’s Class A, Class C Class I and Class Y shares at the time of the exchange. The net asset value of the fund’s shares on the close of business on November 8, 2021, after the reorganization was $39.89 for Class A, $33.76 for Class C, $41.87 for Class I and $42.26 for Class Y, and a total of 2,,023,060 Class A, 63,184 Class C, 717,757 Class I and 5,324 Class Y shares were issued to shareholders of BNY Mellon Structured Midcap Fund’s Class A, Class C, Class I and Class Y shares, respectively in the exchange.

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The net unrealized appreciation (depreciation) on investments and net assets as of the merger date for BNY Structured Midcap Fund and the fund were as follows:

     
   

Unrealized Appreciation

(Depreciation) ($)

Net Assets ($)

BNY Structured Midcap Fund

  

24,878,693

113,107,090

BNY Mellon Small/Mid Cap Growth Fund

  

1,998,062,433

5,371,172,346

Assuming the merger had been completed on October 1, 2021, the fund’s pro forma results in the Statement of Operations during the period ended March 31, 2022 would be as follows:

     

Net investment loss

  

$

(12,901,258) 1

Net realized and unrealized gain (loss) on investments

  

$

(708,535,925) 2

Net increase (decrease) in net assets resulting from operations

  

$

(721,437,183)

1 ($13,012,242) as reported in the Statement of Operations, plus $110,984 BNY Mellon Structured Midcap Fund, pre-merger.

2 ($720,549,306) as reported in the Statement of Operations plus $12,013,381 BNY Mellon Structured Midcap Fund, pre-merger.

Because the combined funds have been managed as a single integrated fund since the merger was completed, it is not practicable to separate the amounts of revenue and expenses of BNY Mellon Structured Midcap Fund that have been included in the fund’s Statement of Operations since November 8, 2021.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares: Class A, Class C, Class I, Class Y and Class Z. Class A and Class C shares are sold primarily to retail investors through financial intermediaries and bear Distribution and/or Shareholder Services Plan fees. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class A shares bought without an initial sales charge as part of an investment of $1 million or more may be charged a contingent deferred sales charge (“CDSC”) of 1.00% if redeemed within one year. Class C shares are subject to a CDSC imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares eight years after the date of purchase, without the imposition of a sales charge. Class I shares are sold primarily to bank trust departments and other financial service providers (including BNY Mellon and its affiliates), acting on behalf of customers having a qualified trust or an investment account or relationship at such institution, and bear no Distribution or Shareholder Services Plan fees. Class Y shares are sold at

26

 

net asset value per share generally to institutional investors, and bear no Distribution or Shareholder Services Plan fees. Class I and Class Y shares are offered without a front-end sales charge or CDSC. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The Trust accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Trust enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADR and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for

28

 

example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

Investment in private equity securities will be fair valued by the Board in accordance with valuation procedures approved by the Board. Those portfolio valuations will be based on unobservable inputs and certain assumptions about how market participants would price the instrument. The fund expects that inputs into the determination of fair value of those investments will require significant management judgment or estimation. Because valuations may fluctuate over short periods of time and may be based on estimates, fair value determinations may differ materially from the value received in an actual transaction. Additionally, valuations of private companies are inherently uncertain. The fund’s net asset value could be adversely affected if the fund’s determinations regarding the fair value of those investments were materially higher or lower than the values that it ultimately realized upon the disposal of such investments. These securities are categorized within level 3 of the fair value hierarchy.

Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange.

The following is a summary of the inputs used as of March 31, 2022 in valuing the fund’s investments:

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)

  

Investments in Securities:

  

Equity Securities - Common Stocks

3,827,059,468

-

 

-

3,827,059,468

 

Equity Securities - Private Equity

-

-

 

20,530,077

20,530,077

 

29

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)(continued)

  

Investments in Securities:(continued)

  

Investment Companies

72,961,898

-

 

-

72,961,898

 

 See Statement of Investments for additional detailed categorizations, if any.

The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:

  

Equity Securities-
Private Equity ($)

Balance as of 9/30/2021

-

Net realized gain (loss)

-

Change in unrealized appreciation (depreciation)

417,043

Purchases/Issuances

20,113,034

Sales/Dispositions

-

Transfers into Level 3

-

Transfers out of Level 3

-

Balances as of 3/31/2022

20,530,077

The amount of net realized gains (loss) for the period included in earnings attributable to the change in unrealized appreciation (depreciation) relating to investments still held at 3/31/2022

417,043

 Securities deemed as Level 3 due to the lack of observable inputs by management assessment.

The following table summarizes the significant unobservable inputs the fund used to value its investment categorized within Level 3 as of March 31, 2022. In addition to the techniques and inputs noted in the table below, according to the fund’s valuation policy, other valuation techniques and methodologies when determining the fund’s fair value measurements may be used. The below table is not intended to be all-inclusive, but rather provide information on the significant unobservable inputs as they are to the fund’s determination of fair values.

30

 

      

Issuer Name-
Asset Category

Value ($)

Valuation
Technologies/
Methodologies

Unobservable
Inputs

Range

Weighted
Average

Private Equity:

    

Fundbox

9,907,562

Enterprise Value

Enterprise
Value Price

11.28-16.92

14.10

Roofstock

10,622,515

Enterprise Value

Enterprise
Value Price

24.55-36.83

30.69

(b) Foreign currency transactions: The fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized on securities transactions between trade and settlement date, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments resulting from changes in exchange rates. Foreign currency gains and losses on foreign currency transactions are also included with net realized and unrealized gain or loss on investments.

Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statement of Operations, if applicable. Foreign taxes payable or deferred or those subject to reclaims as of March 31, 2022, if any, are disclosed in the fund’s Statement of Assets and Liabilities.

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with BNY Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value

31

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, BNY Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended March 31, 2022, BNY Mellon earned $43,531 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

(e) Risk: Certain events particular to the industries in which the fund’s investments conduct their operations, as well as general economic, political and public health conditions, may have a significant negative impact on the investee’s operations and profitability. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. The COVID-19 pandemic has had, and any other outbreak of an infectious disease or other serious public health concern could have, a significant negative impact on economic and market conditions and could trigger a prolonged period of global economic slowdown. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions

32

 

will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from net investment income and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended March 31, 2022, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended March 31, 2022, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended September 30, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended September 30, 2021 was as follows: long-term capital gains $335,010,479. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $688.5 million and is available to all long-term open-ended funds, including the

33

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

fund, and (ii) Tranche B is an amount equal to $135 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

The average amount of borrowings outstanding under the Facilities during the period ended March 31, 2022 was approximately $260,989 with a related weighted average annualized interest rate of 1.06%.

NOTE 3—Investment Advisory Fee, Sub-Investment Advisory Fee, Administration Fee and Other Transactions with Affiliates:

(a) Pursuant to an investment advisory agreement with the Adviser, the investment advisory fee is computed at the annual rate of .60% of the value of the fund’s average daily net assets and is payable monthly.

The Adviser has contractually agreed, from November 5, 2021 through until one year after the Reorganization is consummated, to waive receipt of its fees and/or assume the direct expenses of the fund, so that the direct expenses of the fund’s Class A shares (excluding taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed .93% of the value of the fund’s Class A shares average daily net assets. On or after such date, the Adviser. may terminate this expense limitation at any time. terminate this expense limitation agreement at any time. The reduction in expenses, pursuant to the undertaking, amounted to $111,679 during the period ended March 31, 2022.

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-adviser, the Sub-adviser serves as the fund’s sub-investment adviser responsible for the day-to-day management of the fund’s portfolio. The Adviser pays the Sub-adviser a monthly fee at an annual percentage of the value of the fund’s average daily net assets. The Adviser has obtained an exemptive order from the SEC (the “Order”), upon which the fund may rely, to use a manager of managers approach that permits the Adviser, subject to certain conditions and approval by the Board, to enter into and materially amend sub-investment advisory agreements with one or more sub-investment advisers who are either unaffiliated with the Adviser or are wholly-owned subsidiaries (as defined under the Act) of the Adviser’s ultimate parent company, BNY Mellon, without obtaining shareholder approval. The Order also allows the fund to disclose the sub-investment advisory fee paid by the Adviser to any unaffiliated sub-investment adviser

34

 

in the aggregate with other unaffiliated sub-investment advisers in documents filed with the SEC and provided to shareholders. In addition, pursuant to the Order, it is not necessary to disclose the sub-investment advisory fee payable by the Adviser separately to a sub-investment adviser that is a wholly-owned subsidiary of BNY Mellon in documents filed with the SEC and provided to shareholders; such fees are to be aggregated with fees payable to the Adviser. The Adviser has ultimate responsibility (subject to oversight by the Board) to supervise any sub-investment adviser and recommend the hiring, termination, and replacement of any sub-investment adviser to the Board.

The fund has a Fund Accounting and Administrative Services Agreement (the “Administration Agreement”) with the Adviser, whereby the Adviser performs administrative, accounting and recordkeeping services for the fund. The fund has agreed to compensate the Adviser for providing accounting and recordkeeping services, administration, compliance monitoring, regulatory and shareholder reporting, as well as related facilities, equipment and clerical help. The fee is based on the fund’s average daily net assets and computed at the following annual rates: .06% of the first $500 million, .04% of the next $500 million and .02% in excess of $1 billion.

In addition, after applying any expense limitations or fee waivers that reduce the fees paid to the Adviser for this service, the Adviser has contractually agreed in writing to waive any remaining fees for this service to the extent that they exceed both the Adviser’s costs in providing these services and a reasonable allocation of the costs incurred by the Adviser and its affiliates related to the support and oversight of these services. The fund also reimburses the Adviser for the out-of-pocket expenses incurred in performing this service for the fund. Pursuant to the Administration Agreement, the fund was charged $103,366 during the period ended March 31, 2022.

During the period ended March 31, 2022, the Distributor retained $11,800 from commissions earned on sales of the fund’s Class A shares and $19,967 and $12,296 from CDSC fees on redemptions of the fund’s Class A and Class C shares, respectively.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. The Distributor may pay one or more Service Agents in respect of advertising, marketing and other distribution services, and determines the amounts, if any, to be paid to Service Agents and the basis on which such payments

35

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

are made. During the period ended March 31, 2022, Class C shares were charged $350,522 pursuant to the Distribution Plan.

Under the Service Plan adopted pursuant to Rule 12b-1 under the Act, Class Z shares reimburse the Distributor for distributing its shares and servicing shareholder accounts at an amount not to exceed an annual rate of up to .25% of the value of the average daily net assets of Class Z shares. During the period ended March 31, 2022, Class Z shares were charged $98,414 pursuant to the Service Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended March 31, 2022, Class A and Class C shares were charged $860,461 and $116,841, respectively, pursuant to the Shareholder Services Plan.

Under its terms, the Distribution Plan and Shareholder Services Plan shall remain in effect from year to year, provided such continuance is approved annually by a vote of a majority of those Trustees who are not “interested persons” of the Trust and who have no direct or indirect financial interest in the operation of or in any agreement related to the Distribution Plan or Shareholder Services Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. For financial reporting purposes, the fund includes net earnings credits, if any, as shareholder servicing costs in the Statement of Operations.

The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statement of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of transfer agency fees are comprised of

36

 

amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended March 31, 2022, the fund was charged $101,768 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, under a custody agreement, for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended March 31, 2022, the fund was charged $47,179 pursuant to the custody agreement.

During the period ended March 31, 2022, the fund was charged $7,886 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: investment advisory fees of $1,891,987, administration fees of $17,606, Distribution Plan fees of $64,404, Shareholder Services Plan fees of $141,748, custodian fees of $18,241, Chief Compliance Officer fees of $3,918 and transfer agency fees of $35,397, which are offset against an expense reimbursement currently in effect in the amount of $21,514.

(d) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended March 31, 2022, amounted to $618,771,116 and $1,052,467,075, respectively.

At March 31, 2022, accumulated net unrealized appreciation on investments was $850,287,647, consisting of $1,245,306,088 gross unrealized appreciation and $395,018,441 gross unrealized depreciation.

At March 31, 2022, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

37

 

INFORMATION ABOUT THE RENEWAL OF THE FUND'S INVESTMENT ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited)

At a meeting of the fund’s Board of Trustees held on March 2-3, 2022, the Board considered the renewal of the fund’s Investment Advisory Agreement and Administration Agreement, pursuant to which BNY Mellon Investment Adviser provides the fund with investment advisory services and administrative services, and the Sub-Investment Advisory Agreement (together with the Investment Advisory Agreement and Administration Agreement, the “Agreements”), pursuant to which Newton Investment Management North America, LLC (the “Sub-adviser”) provides day-to-day management of the fund’s investments. The Board members, a majority of whom are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of the Adviser and the Sub-adviser. In considering the renewal of the Agreements, the Board considered several factors that it believed to be relevant, including those discussed below. The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to it at the meeting and in previous presentations from representatives of the Adviser regarding the nature, extent, and quality of the services provided to funds in the BNY Mellon fund complex, including the fund. The Adviser provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. The Adviser also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the BNY Mellon fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or the Adviser) and the Adviser’s corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that the Adviser also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements. The Board also considered the Adviser’s extensive administrative, accounting and compliance infrastructures, as well as the Adviser’s supervisory activities over the Sub-adviser. The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data based on classifications provided by Thomson Reuters Lipper, which included information comparing (1) the performance of the fund’s Class I shares with the performance of a group of institutional mid-cap growth funds selected by Broadridge as comparable to

38

 

the fund (the “Performance Group”) and with a broader group of funds consisting of all retail and institutional mid-cap growth funds (the “Performance Universe”), all for various periods ended December 31, 2021, and (2) the fund’s actual and contractual management fees and total expenses with those of the same group of funds in the Performance Group (the “Expense Group”) and with a broader group of all institutional mid-cap growth funds, excluding outliers (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Broadridge as of the date of its analysis. The Adviser previously had furnished the Board with a description of the methodology Broadridge used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Performance Comparisons. Representatives of the Adviser stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations and policies that may be applicable to the fund and comparison funds and the end date selected. The Board discussed with representatives of the Adviser and the Sub-adviser the results of the comparisons and considered that the fund’s total return performance was above the Performance Group median for all periods, except the one- and two-year periods when it was below the Performance Group median, and above the Performance Universe median for all periods, except the one-year period when it was below the Performance Universe median. The Adviser also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index, and it was noted that the fund’s returns were above the returns of the index in five of the ten calendar years shown. The Board also noted that the fund had a four-star overall rating and a four-star rating for each of the three-, five- and ten-year periods from Morningstar based on Morningstar’s risk-adjusted return measures.

Management Fee and Expense Ratio Comparisons. The Board reviewed and considered the contractual management fee rate (i.e., the aggregate of the investment advisory and administration fees pursuant to the Investment Advisory Agreement and Administration Agreement) payable by the fund to the Adviser in light of the nature, extent and quality of the management services and the sub-advisory services provided by the Adviser and the Sub-adviser, respectively. In addition, the Board reviewed and considered the actual management fee rate paid by the fund over the fund’s last fiscal year. The Board also reviewed the range of actual and contractual management fees and total expenses as a percentage of average net assets of the Expense Group and Expense Universe funds and discussed the results of the comparisons.

The Board considered that the fund’s contractual management fee was lower than the Expense Group median contractual management fee, the fund’s actual management fee was lower than the Expense Group median and Expense Universe median actual management fee and the fund’s total expenses were lower than the Expense Group median and Expense Universe median total expenses.

Representatives of the Adviser reviewed with the Board the management or investment advisory fees (1) paid by funds advised or administered by the Adviser that are in the same Lipper category as the fund and (2) paid to the Adviser or the Sub-adviser or its affiliates for advising any separate accounts and/or other types of client portfolios that

39

 

INFORMATION ABOUT THE RENEWAL OF THE FUND'S INVESTMENT ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited) (continued)

are considered to have similar investment strategies and policies as the fund (the “Similar Clients”), and explained the nature of the Similar Clients. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors. The Board considered the relevance of the fee information provided for the Similar Clients to evaluate the appropriateness of the fund’s management fee.

The Board considered the fee payable to the Sub-adviser in relation to the fee payable to the Adviser by the fund and the respective services provided by the Sub-adviser and the Adviser. The Board also took into consideration that the Sub-adviser’s fee is paid by the Adviser, out of its fee from the fund, and not the fund.

Analysis of Profitability and Economies of Scale. Representatives of the Adviser reviewed the expenses allocated and profit received by the Adviser and its affiliates and the resulting profitability percentage for managing the fund and the aggregate profitability percentage to the Adviser and its affiliates for managing the funds in the BNY Mellon fund complex, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not excessive, given the services rendered and service levels provided by the Adviser and its affiliates. The Board also had been provided with information prepared by an independent consulting firm regarding the Adviser’s approach to allocating costs to, and determining the profitability of, individual funds and the entire BNY Mellon fund complex. The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board considered, on the advice of its counsel, the profitability analysis (1) as part of its evaluation of whether the fees under the Agreements, considered in relation to the mix of services provided by the Adviser and the Sub-adviser, including the nature, extent and quality of such services, supported the renewal of the Agreements and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Since the Adviser, and not the fund, pays the Sub-adviser pursuant to the Sub-Investment Advisory Agreement, the Board did not consider the Sub-adviser’s profitability to be relevant to its deliberations. Representatives of the Adviser also stated that, as a result of shared and allocated costs among funds in the BNY Mellon fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level. The Board also considered potential benefits to the Adviser and the Sub-adviser from acting as investment adviser and sub-investment adviser, respectively, and took into consideration the soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the

40

 

renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

· The Board concluded that the nature, extent and quality of the services provided by the Adviser and the Sub-adviser are adequate and appropriate.

· The Board was satisfied with the fund’s long-term performance.

· The Board concluded that the fees paid to the Adviser and the Sub-adviser continued to be appropriate under the circumstances and in light of the factors and the totality of the services provided as discussed above.

· The Board determined that the economies of scale which may accrue to the Adviser and its affiliates in connection with the management of the fund had been adequately considered by the Adviser in connection with the fee rate charged to the fund pursuant to its Investment Advisory Agreement and Administration Agreement and that, to the extent in the future it were determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.

In evaluating the Agreements, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with the Adviser and its affiliates and the Sub-adviser, of the Adviser and the Sub-adviser and the services provided to the fund by the Adviser and the Sub-adviser. The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreements, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, the Board’s consideration of the contractual fee arrangements for the fund had the benefit of a number of years of reviews of the Agreements for the fund, or substantially similar agreements for other BNY Mellon funds that the Board oversees, during which lengthy discussions took place between the Board and representatives of the Adviser. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the fund’s arrangements, or substantially similar arrangements for other BNY Mellon funds that the Board oversees, in prior years. The Board determined to renew the Agreements.

41

 

For More Information

BNY Mellon Small/Mid Cap Growth Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-adviser

Newton Investment Management

North America, LLC

BNY Mellon Center

201 Washington Street

Boston, MA 02108

Custodian

The Bank of New York Mellon

240 Greenwich Street

New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.

240 Greenwich Street

New York, NY 10286

Distributor

BNY Mellon Securities Corporation

240 Greenwich Street

New York, NY 10286

  

Ticker Symbols:

Class A: DBMAX      Class C: DBMCX      Class I: SDSCX
Class Y: DBMYX       Class Z: DBMZX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.im.bnymellon.com

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.im.bnymellon.com and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

  

© 2022 BNY Mellon Securities Corporation
6921SA0322

 

BNY Mellon Tax Sensitive Total Return Bond Fund

 

SEMIANNUAL REPORT

March 31, 2022

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.im.bnymellon.com and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

  

Discussion of Fund Performance

2

Understanding Your Fund’s Expenses

5

Comparing Your Fund’s Expenses
With Those of Other Funds

5

Statement of Investments

6

Statement of Assets and Liabilities

12

Statement of Operations

13

Statement of Changes in Net Assets

14

Financial Highlights

16

Notes to Financial Statements

20

Information About the Renewal
of the Fund’s Investment Advisory,
Administration and Sub-Investment
Advisory Agreements

30

FOR MORE INFORMATION

 

Back Cover

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from October 1, 2021, through March 31, 2022, as provided by Thomas Casey, Daniel Rabasco, and Jeffrey Burger, of Insight North America LLC, Sub-adviser

Market and Fund Performance Overview

For the six-month period ended March 31, 2022, BNY Mellon Tax Sensitive Total Return Bond Fund’s Class A shares produced a total return of −5.11%, Class C shares returned −5.47%, Class I shares returned −5.00% and Class Y shares returned −4.99%.1 In comparison, the fund’s benchmark, the Bloomberg 3-, 5-, 7-, 10-Year U.S. Municipal Bond Index (the “Index”), provided a total return of -4.98% for the same period.2

Municipal bonds lost ground during the reporting period due to concerns about inflation and rising interest rates. The fund underperformed the Index, primarily due to the fund’s positioning on the yield curve.

The Fund’s Investment Approach

The fund seeks high, after-tax total return. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in bonds. The fund normally invests at least 65% of its net assets in municipal bonds that provide income exempt from federal personal income tax. The fund may invest up to 35% of its net assets in taxable bonds. The fund invests principally in bonds rated investment grade at the time of purchase or, if unrated, determined to be of comparable quality by the fund’s Sub-adviser.3 The fund may invest up to 25% of its assets in bonds rated below investment grade.

We seek relative-value opportunities among municipal bonds and invest selectively in taxable securities with the potential to enhance after-tax total return and/or reduce volatility. We use a combination of fundamental credit analysis, along with macroeconomic and quantitative inputs to identify undervalued sectors and securities, and we select municipal bonds using fundamental credit analysis to estimate the relative value and attractiveness of various sectors and securities and to exploit pricing inefficiencies.

Inflation and Rising Rates Hindered Returns

Early in the reporting period, the market continued to benefit from policies put in place in response to the COVID-19 pandemic, including support from the federal government. But late in the period, inflation concerns, rising interest rates and retail outflows from municipal bond mutual funds created turmoil.

A strengthening economy, combined with federal support, have supported the fiscal health of issuers. During much of the pandemic, real estate and income tax collections failed to decline as much as predicted, and progressive tax regimes proved beneficial because higher-

2

 

earning, white-collar workers were largely able to work from home. Strong stock market returns also boosted revenues from capital gains taxes.

Later in the reporting period, however, a number of headwinds emerged. The outlook for inflation shifted away from the view that pricing pressures were “transitory” as oil prices rose, and inflation measures reached multi-decade highs. In addition, investors began to anticipate that the Federal Reserve (the “Fed”) would move to a policy of tightening. Fed officials signaled that short-term interest rates would be raised, and in March 2022, they did raise the federal funds rate by 25 basis points.

Historically, municipal bonds have been perceived as a safe haven from turmoil in fixed-income markets. But the persistence of higher-than-expected inflation, combined with measures from the Fed to combat it, led to significant outflows from municipal bond mutual funds, especially late in the reporting period. The need for fund managers to meet redemptions only added to the downward momentum. In addition, the latter part of the period was characterized by volatility stemming from these headwinds as well as the war in Ukraine.

While these headwinds have hindered returns in the near term, credit fundamentals remain strong. In addition, the market turmoil has resulted in more attractive valuations in many segments of the market, creating the potential for outperformance in the future.

Yield Curve Positioning Hindered Performance

The fund’s performance versus the Index was hindered by a number of factors. The yield curve positioning was detrimental as the fund’s holdings at the intermediate to long end of the curve hampered returns. In addition, positions in airport, tobacco and pre-paid gas-market segments detracted from performance. Exposure to A and BBB rated bonds also hindered performance, as lower-quality issues underperformed.

On the other hand, the fund benefited from an overweight position in revenue bonds. Positioning in education, hospital, power, and water & sewer market segments were particularly advantageous. Certain security selections were also beneficial, including a position in Texas Permanent School Fund bonds. The fund did not make use of derivatives during the reporting period.

Strong Fundamentals and Attractive Valuations Bode Well for the Market

We remain sanguine about the market. Some volatility is to be expected over the medium-to-long term, with the Fed beginning to taper its purchases of Treasuries soon. But we believe that the Fed’s anticipated actions are reflected in current market conditions. In addition, with credit fundamentals still strong, we have little concern about credit risk in the near term. The

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

market’s recent volatility has also resulted in more attractive valuations, creating more plentiful opportunities.

April 15, 2022

1 Total return includes reinvestment of dividends and any capital gains paid, and does not take into consideration the maximum initial sales charge in the case of Class A shares or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Share price, yield and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. Dividends paid by the fund will be exempt from federal income tax to the extent such dividends are derived from interest paid on principal obligations. The fund also may invest a portion of its assets in securities that generate income that is not exempt from federal or state income tax. Income may be subject to state and local taxes, and some income may be subject to the federal alternative minimum tax (AMT) for certain investors. Capital gains, if any, are taxable. Return figures provided reflect the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc., pursuant to an agreement in effect through February 1, 2023, at which time it may be extended, modified or terminated. Had these expenses not been absorbed, the fund’s returns would have been lower. Past performance is no guarantee of future results.

2 Source: FactSet — The Bloomberg 3-, 5-, 7-, 10-Year U.S. Municipal Bond Index is composed of an equal-weighted composite of the 3-Year, 5-Year, 7-Year, and 10-Year Bloomberg U.S. Municipal Bond Indices, and reflects investments of dividends and, where applicable, capital gain distributions. Investors cannot invest directly in any index.

3 The fund may continue to own investment-grade bonds (at the time of purchase), which are subsequently downgraded to below investment grade.

Bonds are subject generally to interest-rate, credit, liquidity and market risks, to varying degrees, all of which are more fully described in the fund’s prospectus. Generally, all other factors being equal, bond prices are inversely related to interest-rate changes, and rate increases can cause price declines.

The use of derivatives involves risks different from, or possibly greater than, the risks associated with investing directly in the underlying assets. Derivatives can be highly volatile, illiquid, difficult to value, and there is the risk that changes in the value of a derivative held by the fund will not correlate with the underlying instruments or the fund’s other investments.

Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

4

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Tax Sensitive Total Return Bond Fund from October 1, 2021 to March 31, 2022. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

       

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended March 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$3.64

$7.27

$2.43

$2.43

 

Ending value (after expenses)

$948.90

$945.30

$950.00

$950.10

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

       

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended March 31, 2022

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expenses paid per $1,000

$3.78

$7.54

$2.52

$2.52

 

Ending value (after expenses)

$1,021.19

$1,017.45

$1,022.44

$1,022.44

 

Expenses are equal to the fund’s annualized expense ratio of .75% for Class A, 1.50% for Class C, .50% for Class I and .50% for Class Y, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

5

 

STATEMENT OF INVESTMENTS

March 31, 2022 (Unaudited)

          
 

Description

Coupon
Rate (%)

 

Maturity

Date

 

Principal

Amount ($)

 

Value ($)

 

Bonds and Notes - 2.1%

     

Banks - 2.1%

     

JPMorgan Chase & Co., Sr. Unscd. Notes
(cost $1,000,000)

 

3.80

 

7/23/2024

 

1,000,000

 

1,011,723

 
      

 

  

Long-Term Municipal Investments - 94.1%

     

Arizona - 2.2%

     

Maricopa County Industrial Development Authority, Revenue Bonds (Benjamin Franklin Charter School Obligated Group)

 

4.80

 

7/1/2028

 

1,000,000

a 

1,065,545

 

Arkansas - 2.2%

     

Arkansas Development Finance Authority, Revenue Bonds, Refunding (Washington Regional Medical Center) Ser. B

 

5.00

 

2/1/2025

 

1,000,000

 

1,074,913

 

California - 2.3%

     

California Community Choice Financing Authority, Revenue Bonds (Green Bond) Ser. B1

 

4.00

 

8/1/2031

 

500,000

b 

541,340

 

California Statewide Communities Development Authority, Revenue Bonds (Loma Linda University Medical Center Obligated Group) Ser. A

 

5.00

 

12/1/2031

 

525,000

a 

577,499

 
 

1,118,839

 

Colorado - 2.3%

     

Denver Convention Center Hotel Authority, Revenue Bonds, Refunding

 

5.00

 

12/1/2031

 

1,000,000

 

1,091,088

 

Florida - 7.3%

     

Florida Higher Educational Facilities Financial Authority, Revenue Bonds, Refunding (Nova Southeastern University Project)

 

5.00

 

4/1/2026

 

1,000,000

 

1,101,508

 

Miami Beach Redevelopment Agency, Tax Allocation Bonds, Refunding

 

5.00

 

2/1/2033

 

1,000,000

 

1,050,531

 

Reedy Creek Improvement District, GO, Refunding, Ser. A

 

1.87

 

6/1/2026

 

1,435,000

 

1,377,519

 
 

3,529,558

 

Georgia - 7.1%

     

Fulton County Development Authority, Revenue Bonds, Ser. A

 

5.00

 

4/1/2036

 

1,000,000

 

1,116,503

 

6

 

          
 

Description

Coupon
Rate (%)

 

 Maturity
Date

 

Principal
Amount ($)

 

Value ($)

 

Long-Term Municipal Investments - 94.1% (continued)

     

Georgia - 7.1% (continued)

     

Georgia Municipal Electric Authority, Revenue Bonds (Plant Vogtle Unis 3&4 Project)

 

5.00

 

1/1/2030

 

1,145,000

 

1,310,916

 

Main Street Natural Gas, Revenue Bonds, Ser. C

 

4.00

 

9/1/2026

 

1,000,000

b 

1,043,403

 
 

3,470,822

 

Hawaii - 2.3%

     

Hawaii Airports System, Revenue Bonds, Ser. A

 

5.00

 

7/1/2028

 

1,000,000

 

1,130,263

 

Illinois - 12.9%

     

Chicago Il Wastewater Transmission, Revenue Bonds, Refunding, Ser. C

 

5.00

 

1/1/2026

 

1,000,000

 

1,078,735

 

Chicago Il Waterworks, Revenue Bonds (2nd Lien Project)

 

5.00

 

11/1/2026

 

1,000,000

 

1,072,541

 

Chicago O'Hare International Airport, Revenue Bonds (Customer Facility Charge)

 

5.25

 

1/1/2024

 

1,000,000

 

1,024,020

 

Cook County II, Revenue Bonds, Refunding

 

5.00

 

11/15/2035

 

1,000,000

 

1,139,002

 

Illinois Finance Authority, Revenue Bonds, Refunding (Rush University Medical Center Obligated Group) Ser. A

 

5.00

 

11/15/2026

 

1,000,000

 

1,082,166

 

Sales Tax Securitization Corp., Revenue Bonds, Refunding, Ser. A

 

5.00

 

1/1/2029

 

750,000

 

854,472

 
 

6,250,936

 

Kansas - .3%

     

Kansas Development Finance Authority, Revenue Bonds, Ser. B

 

4.00

 

11/15/2025

 

125,000

 

120,668

 

Maryland - 2.3%

     

Maryland Health & Higher Educational Facilities Authority, Revenue Bonds, Refunding (University of Maryland Medical System Obligated Group) Ser. B

 

5.00

 

7/1/2032

 

1,000,000

 

1,125,594

 

Massachusetts - 6.1%

     

Massachusetts Development Finance Agency, Revenue Bonds, Refunding (Suffolk University)

 

5.00

 

7/1/2028

 

1,000,000

 

1,099,902

 

Massachusetts Educational Financing Authority, Revenue Bonds, Ser. B

 

5.00

 

7/1/2026

 

1,200,000

 

1,311,628

 

Massachusetts Port Authority, Revenue Bonds, Refunding (Bosfuel Project) Ser. A

 

5.00

 

7/1/2032

 

500,000

 

566,416

 
 

2,977,946

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

          
 

Description

Coupon
Rate (%)

 

 Maturity
Date

 

Principal
Amount ($)

 

Value ($)

 

Long-Term Municipal Investments - 94.1% (continued)

     

Minnesota - 1.7%

     

Duluth Independent School District No. 709, COP, Refunding, Ser. B

 

5.00

 

2/1/2024

 

800,000

 

842,636

 

Missouri - 1.1%

     

The Missouri Health & Educational Facilities Authority, Revenue Bonds, Refunding (St. Luke's Health System Obligated Group)

 

5.00

 

11/15/2027

 

500,000

 

555,209

 

Multi-State - 2.5%

     

Federal Home Loan Mortgage Corp. Multifamily Variable Rate Certificates, Revenue Bonds, Ser. M048

 

3.15

 

1/15/2036

 

1,185,000

a 

1,199,515

 

Nevada - 1.2%

     

Clark County School District, GO (Insured; Build America Mutual) Ser. B

 

5.00

 

6/15/2031

 

500,000

 

594,366

 

New Jersey - 3.3%

     

New Jersey Transportation Trust Fund Authority, Revenue Bonds

 

5.00

 

6/15/2029

 

1,120,000

 

1,262,781

 

Tobacco Settlement Financing Corp., Revenue Bonds, Refunding, Ser. B

 

3.20

 

6/1/2027

 

355,000

 

355,527

 
 

1,618,308

 

New Mexico - .6%

     

New Mexico Educational Assistance Foundation, Revenue Bonds, Refunding, Ser. 1A

 

5.00

 

9/1/2025

 

270,000

 

295,133

 

New York - 3.0%

     

New York City, GO, Ser. C

 

5.00

 

8/1/2032

 

400,000

 

472,385

 

TSASC, Revenue Bonds, Refunding, Ser. B

 

5.00

 

6/1/2022

 

1,000,000

 

1,003,859

 
 

1,476,244

 

Oklahoma - 2.0%

     

Oklahoma Development Finance Authority, Revenue Bonds (Gilcrease Expressway)

 

1.63

 

7/6/2023

 

1,000,000

 

991,697

 

Pennsylvania - 15.3%

     

Montgomery County Industrial Development Authority, Revenue Bonds, Refunding (ACTS Retirement-Life Communities Obligated Group)

 

5.00

 

11/15/2036

 

1,000,000

 

1,099,119

 

Pennsylvania Higher Educational Facilities Authority, Revenue Bonds, Refunding (Insured; Assured Guaranty Municipal Corp.) Ser. AX

 

5.00

 

6/15/2028

 

500,000

 

576,170

 

8

 

          
 

Description

Coupon
Rate (%)

 

 Maturity
Date

 

Principal
Amount ($)

 

Value ($)

 

Long-Term Municipal Investments - 94.1% (continued)

     

Pennsylvania - 15.3% (continued)

     

Pennsylvania Turnpike Commission, Revenue Bonds, Ser. B

 

5.00

 

12/1/2027

 

750,000

 

852,747

 

Philadelphia, GO, Ser. A

 

5.00

 

5/1/2029

 

1,000,000

 

1,163,856

 

Philadelphia Airport, Revenue Bonds, Refunding, Ser. B

 

5.00

 

7/1/2027

 

1,000,000

 

1,112,054

 

Philadelphia Gas Works, Revenue Bonds (Insured; Assured Guaranty Municipal Corp.) Ser. A

 

5.00

 

8/1/2030

 

750,000

 

889,562

 

Philadelphia Water & Wastewater, Revenue Bonds, Refunding

 

5.00

 

10/1/2033

 

500,000

 

593,940

 

The Philadelphia School District, GO (Insured; State Aid Withholding) Ser. A

 

5.00

 

9/1/2027

 

1,000,000

 

1,129,167

 
 

7,416,615

 

Rhode Island - 3.9%

     

Rhode Island Student Loan Authority, Revenue Bonds, Ser. A

 

5.00

 

12/1/2025

 

1,250,000

 

1,358,064

 

Tobacco Settlement Financing Corp., Revenue Bonds, Refunding, Ser. A

 

5.00

 

6/1/2026

 

500,000

 

538,572

 
 

1,896,636

 

Tennessee - 2.5%

     

Tennessee Energy Acquisition Corp., Revenue Bonds, Ser. A

 

5.25

 

9/1/2026

 

1,120,000

 

1,234,327

 

Texas - 9.2%

     

Clifton Higher Education Finance Corp., Revenue Bonds (IDEA Public Schools) (Insured; Permanent School Fund Guarantee Program)

 

4.00

 

8/15/2032

 

500,000

 

552,199

 

Clifton Higher Education Finance Corp., Revenue Bonds, Ser. D

 

5.75

 

8/15/2033

 

1,000,000

 

1,087,663

 

Harris County-Houston Sports Authority, Revenue Bonds, Refunding, Ser. A

 

5.00

 

11/15/2029

 

750,000

 

802,011

 

Love Field Airport Modernization Corp., Revenue Bonds

 

5.00

 

11/1/2027

 

1,000,000

 

1,087,186

 

San Antonio Texas Electric & Gas Systems, Revenue Bonds, Refunding, Ser. A

 

5.00

 

2/1/2032

 

610,000

 

733,370

 

Texas, GO, Refunding, Ser. B

 

4.00

 

8/1/2031

 

200,000

 

211,086

 
 

4,473,515

 

9

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

          
 

Description

Coupon
Rate (%)

 

 Maturity
Date

 

Principal
Amount ($)

 

Value ($)

 

Long-Term Municipal Investments - 94.1% (continued)

     

Washington - .5%

     

Spokane Water & Wastewater, Revenue Bonds (Green Bond)

 

4.00

 

12/1/2031

 

250,000

 

261,642

 

Total Long-Term Municipal Investments
(cost $45,987,844)

 

45,812,015

 

Total Investments (cost $46,987,844)

 

96.2%

46,823,738

 

Cash and Receivables (Net)

 

3.8%

1,825,695

 

Net Assets

 

100.0%

48,649,433

 

a Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At March 31, 2022, these securities were valued at $2,842,559 or 5.84% of net assets.

b These securities have a put feature; the date shown represents the put date and the bond holder can take a specific action to retain the bond after the put date.

  

Portfolio Summary (Unaudited)

Value (%)

General

15.2

Education

13.0

Medical

11.4

Airport

10.1

General Obligation

6.6

Water

6.2

Student Loan

6.1

Utilities

4.4

Tobacco Settlement

3.9

Transportation

3.8

School District

3.5

Power

2.7

Nursing Homes

2.5

Multifamily Housing

2.5

Development

2.2

Banks

2.1

 

96.2

 Based on net assets.

See notes to financial statements.

10

 

    
 

Summary of Abbreviations (Unaudited)

 

ABAG

Association of Bay Area Governments

AGC

ACE Guaranty Corporation

AGIC

Asset Guaranty Insurance Company

AMBAC

American Municipal Bond Assurance Corporation

BAN

Bond Anticipation Notes

BSBY

Bloomberg Short-Term Bank Yield Index

CIFG

CDC Ixis Financial Guaranty

COP

Certificate of Participation

CP

Commercial Paper

DRIVERS

Derivative Inverse Tax-Exempt Receipts

EFFR

Effective Federal Funds Rate

FGIC

Financial Guaranty Insurance Company

FHA

Federal Housing Administration

FHLB

Federal Home Loan Bank

FHLMC

Federal Home Loan Mortgage Corporation

FNMA

Federal National Mortgage Association

GAN

Grant Anticipation Notes

GIC

Guaranteed Investment Contract

GNMA

Government National Mortgage Association

GO

General Obligation

IDC

Industrial Development Corporation

LIBOR

London Interbank Offered Rate

LOC

Letter of Credit

LR

Lease Revenue

NAN

Note Anticipation Notes

MFHR

Multi-Family Housing Revenue

MFMR

Multi-Family Mortgage Revenue

MUNIPSA

Securities Industry and Financial Markets Association Municipal Swap Index Yield

OBFR

Overnight Bank Funding Rate

PILOT

Payment in Lieu of Taxes

PRIME

Prime Lending Rate

PUTTERS

Puttable Tax-Exempt Receipts

RAC

Revenue Anticipation Certificates

RAN

Revenue Anticipation Notes

RIB

Residual Interest Bonds

SFHR

Single Family Housing Revenue

SFMR

Single Family Mortgage Revenue

SOFR

Secured Overnight Financing Rate

TAN

Tax Anticipation Notes

TRAN

Tax and Revenue Anticipation Notes

U.S. T-BILL

U.S. Treasury Bill Money Market Yield

XLCA

XL Capital Assurance

    

See notes to financial statements.

11

 

STATEMENT OF ASSETS AND LIABILITIES

March 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments

46,987,844

 

46,823,738

 

Cash

 

 

 

 

1,293,791

 

Interest receivable

 

547,757

 

Receivable for shares of Beneficial Interest subscribed

 

75

 

Prepaid expenses

 

 

 

 

36,277

 

 

 

 

 

 

48,701,638

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c)

 

2,078

 

Payable for shares of Beneficial Interest redeemed

 

6,889

 

Trustees’ fees and expenses payable

 

855

 

Other accrued expenses

 

 

 

 

42,383

 

 

 

 

 

 

52,205

 

Net Assets ($)

 

 

48,649,433

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

48,786,322

 

Total distributable earnings (loss)

 

 

 

 

(136,889)

 

Net Assets ($)

 

 

48,649,433

 

      

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

3,292,447

46,169

45,309,950

867.09

 

Shares Outstanding

168,036

2,354.85

2,310,437

44.25

 

Net Asset Value Per Share ($)

19.59

19.61

19.61

19.60

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

12

 

STATEMENT OF OPERATIONS

Six Months Ended March 31, 2022 (Unaudited)

       

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Interest Income

 

 

721,938

 

Expenses:

 

 

 

 

Investment advisory fee—Note 3(a)

 

 

113,423

 

Professional fees

 

 

51,612

 

Registration fees

 

 

32,577

 

Administration fee—Note 3(a)

 

 

17,013

 

Chief Compliance Officer fees—Note 3(c)

 

 

7,886

 

Shareholder servicing costs—Note 3(c)

 

 

7,708

 

Prospectus and shareholders’ reports

 

 

5,448

 

Trustees’ fees and expenses—Note 3(d)

 

 

2,110

 

Custodian fees—Note 3(c)

 

 

1,408

 

Loan commitment fees—Note 2

 

 

252

 

Distribution fees—Note 3(b)

 

 

181

 

Interest expense—Note 2

 

 

146

 

Miscellaneous

 

 

13,515

 

Total Expenses

 

 

253,279

 

Less—reduction in expenses due to undertaking—Note 3(a)

 

 

(106,481)

 

Net Expenses

 

 

146,798

 

Net Investment Income

 

 

575,140

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments

42,661

 

Net change in unrealized appreciation (depreciation) on investments

(3,436,883)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(3,394,222)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(2,819,082)

 

 

 

 

 

 

 

 

See notes to financial statements.

     

13

 

STATEMENT OF CHANGES IN NET ASSETS

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
March 31, 2022 (Unaudited)

 

Year Ended
September 30, 2021

 

Operations ($):

 

 

 

 

 

 

 

 

Net investment income

 

 

575,140

 

 

 

2,073,234

 

Net realized gain (loss) on investments

 

42,661

 

 

 

3,866,598

 

Net change in unrealized appreciation
(depreciation) on investments

 

(3,436,883)

 

 

 

(2,717,339)

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(2,819,082)

 

 

 

3,222,493

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(267,384)

 

 

 

(193,015)

 

Class C

 

 

(3,544)

 

 

 

(3,862)

 

Class I

 

 

(4,222,036)

 

 

 

(5,596,455)

 

Class Y

 

 

(76)

 

 

 

(9,362)

 

Total Distributions

 

 

(4,493,040)

 

 

 

(5,802,694)

 

Beneficial Interest Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

3,853

 

 

 

214,579

 

Class I

 

 

1,882,780

 

 

 

7,706,562

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

263,577

 

 

 

190,223

 

Class C

 

 

2,841

 

 

 

3,403

 

Class I

 

 

4,130,135

 

 

 

5,413,509

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(106,543)

 

 

 

(477,970)

 

Class C

 

 

-

 

 

 

(47,519)

 

Class I

 

 

(10,553,962)

 

 

 

(63,610,543)

 

Class Y

 

 

-

 

 

 

(251,579)

 

Increase (Decrease) in Net Assets
from Beneficial Interest Transactions

(4,377,319)

 

 

 

(50,859,335)

 

Total Increase (Decrease) in Net Assets

(11,689,441)

 

 

 

(53,439,536)

 

Net Assets ($):

 

Beginning of Period

 

 

60,338,874

 

 

 

113,778,410

 

End of Period

 

 

48,649,433

 

 

 

60,338,874

 

14

 

          

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
March 31, 2022 (Unaudited)

 

Year Ended
September 30, 2021

 

Capital Share Transactions (Shares):

 

Class A

 

 

 

 

 

 

 

 

Shares sold

 

 

185

 

 

 

9,508

 

Shares issued for distributions reinvested

 

 

12,674

 

 

 

8,454

 

Shares redeemed

 

 

(5,061)

 

 

 

(21,145)

 

Net Increase (Decrease) in Shares Outstanding

7,798

 

 

 

(3,183)

 

Class C

 

 

 

 

 

 

 

 

Shares issued for distributions reinvested

 

 

137

 

 

 

151

 

Shares redeemed

 

 

-

 

 

 

(2,111)

 

Net Increase (Decrease) in Shares Outstanding

137

 

 

 

(1,960)

 

Class I

 

 

 

 

 

 

 

 

Shares sold

 

 

91,531

 

 

 

337,714

 

Shares issued for distributions reinvested

 

 

198,391

 

 

 

240,322

 

Shares redeemed

 

 

(517,706)

 

 

 

(2,815,104)

 

Net Increase (Decrease) in Shares Outstanding

(227,784)

 

 

 

(2,237,068)

 

Class Y

 

 

 

 

 

 

 

 

Shares redeemed

 

 

-

 

 

 

(11,175)

 

Net Increase (Decrease) in Shares Outstanding

-

 

 

 

(11,175)

 

 

 

 

 

 

 

 

 

 

 

See notes to financial statements.

        

15

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.

           
     
 

Six Months Ended

 
 

March 31, 2022

Year Ended September 30,

Class A Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

22.32

22.95

23.53

22.46

23.05

23.43

Investment Operations:

      

Net investment incomea

.19

.43

.49

.51

.49

.48

Net realized and unrealized
gain (loss) on investments

(1.25)

.11

.20

1.08

(.57)

(.35)

Total from Investment Operations

(1.06)

.54

.69

1.59

(.08)

.13

Distributions:

      

Dividends from net investment
income

(.19)

(.42)

(.49)

(.51)

(.48)

(.47)

Dividends from net realized gain
on investments

(1.48)

(.75)

(.78)

(.01)

(.03)

(.04)

Total Distributions

(1.67)

(1.17)

(1.27)

(.52)

(.51)

(.51)

Net asset value, end of period

19.59

22.32

22.95

23.53

22.46

23.05

Total Return (%)b

(5.11)c

2.42

3.09

7.17

(.36)

.59

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

1.17d

1.00

.94

.88

.85

.85

Ratio of net expenses
to average net assets

.75d

.74

.70

.70

.70

.70

Ratio of net investment income
to average net assets

1.80d

1.91

2.17

2.24

2.10

2.08

Portfolio Turnover Rate

3.36c

12.27

16.34

29.19

31.75

20.30

Net Assets, end of period ($ x 1,000)

3,292

3,577

3,750

4,454

6,469

16,714

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

16

 

          
     
 

Six Months Ended

 
 

March 31, 2022

Year Ended September 30,

Class C Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

22.34

22.96

23.54

22.47

23.06

23.43

Investment Operations:

      

Net investment incomea

.11

.26

.32

.34

.29

.30

Net realized and unrealized
gain (loss) on investments

(1.25)

.12

.20

1.08

(.54)

(.33)

Total from Investment Operations

(1.14)

.38

.52

1.42

(.25)

(.03)

Distributions:

      

Dividends from net investment
income

(.11)

(.25)

(.32)

(.34)

(.31)

(.30)

Dividends from net realized gain
on investments

(1.48)

(.75)

(.78)

(.01)

(.03)

(.04)

Total Distributions

(1.59)

(1.00)

(1.10)

(.35)

(.34)

(.34)

Net asset value, end of period

19.61

22.34

22.96

23.54

22.47

23.06

Total Return (%)b

(5.47)c

1.69

2.32

6.36

(1.12)

(.11)

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

2.72d

2.64

2.34

2.02

1.84

1.64

Ratio of net expenses
to average net assets

1.50d

1.49

1.44

1.45

1.45

1.45

Ratio of net investment income
to average net assets

1.04d

1.16

1.45

1.49

1.33

1.34

Portfolio Turnover Rate

3.36c

12.27

16.34

29.19

31.75

20.30

Net Assets, end of period ($ x 1,000)

46

50

96

141

191

585

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

17

 

FINANCIAL HIGHLIGHTS (continued)

        
  
 

Six Months Ended

 
 

March 31, 2022

Year Ended September 30,

Class I Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

22.34

22.97

23.55

22.48

23.07

23.44

Investment Operations:

      

Net investment incomea

.22

.49

.54

.57

.54

.53

Net realized and unrealized
gain (loss) on investments

(1.25)

.11

.21

1.08

(.56)

(.33)

Total from Investment Operations

(1.03)

.60

.75

1.65

(.02)

.20

Distributions:

      

Dividends from net investment
income

(.22)

(.48)

(.55)

(.57)

(.54)

(.53)

Dividends from net realized gain
on investments

(1.48)

(.75)

(.78)

(.01)

(.03)

(.04)

Total Distributions

(1.70)

(1.23)

(1.33)

(.58)

(.57)

(.57)

Net asset value, end of period

19.61

22.34

22.97

23.55

22.48

23.07

Total Return (%)

(5.00)b

2.67

3.35

7.48

(.10)

.84

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

.87c

.70

.65

.55

.55

.56

Ratio of net expenses
to average net assets

.50c

.49

.45

.45

.45

.45

Ratio of net investment income
to average net assets

2.04c

2.16

2.43

2.49

2.36

2.33

Portfolio Turnover Rate

3.36b

12.27

16.34

29.19

31.75

20.30

Net Assets, end of period ($ x 1,000)

45,310

56,711

109,675

267,212

262,833

248,973

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

18

 

         
   
 

Six Months Ended

   
 

March 31, 2022

Year Ended September 30,

Class Y Shares

(Unaudited)

2021

2020

2019

2018

2017

Per Share Data ($):

      

Net asset value, beginning of period

22.33

22.96

23.55

22.48

23.06

23.43

Investment Operations:

      

Net investment incomea

.22

.51

.56

.57

.54

.54

Net realized and unrealized
gain (loss) on investments

(1.25)

.10

.18

1.08

(.55)

(.34)

Total from Investment Operations

(1.03)

.61

.74

1.65

(.01)

.20

Distributions:

      

Dividends from net investment
income

(.22)

(.49)

(.55)

(.57)

(.54)

(.53)

Dividends from net realized gain
on investments

(1.48)

(.75)

(.78)

(.01)

(.03)

(.04)

Total Distributions

(1.70)

(1.24)

(1.33)

(.58)

(.57)

(.57)

Net asset value, end of period

19.60

22.33

22.96

23.55

22.48

23.06

Total Return (%)

(4.99)b

2.72

3.31

7.48

(.11)

.88

Ratios/Supplemental Data (%):

      

Ratio of total expenses
to average net assets

2.99c

.75

.67

.57

.56

.55

Ratio of net expenses
to average net assets

.50c

.49

.45

.45

.45

.45

Ratio of net investment income
to average net assets

2.05c

2.15

2.43

2.49

2.35

2.33

Portfolio Turnover Rate

3.36b

12.27

16.34

29.19

31.75

20.30

Net Assets, end of period ($ x 1,000)

1

1

258

264

507

6,980

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon Tax Sensitive Total Return Bond Fund (the “fund”) is a separate diversified series of BNY Mellon Investment Funds I (the “Trust”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering seven series, including the fund. The fund’s investment objective is to seek a high after-tax total return. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Insight North America LLC (the “Sub-adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-investment adviser.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares: Class A, Class C, Class I and Class Y. Class A and Class C shares are sold primarily to retail investors through financial intermediaries and bear Distribution and/or Shareholder Services Plan fees. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class A shares bought without an initial sales charge as part of an investment of $1 million or more may be charged a contingent deferred sales charge (“CDSC”) of 1.00% if redeemed within one year. Class C shares are subject to a CDSC imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares eight years after the date of purchase, without the imposition of a sales charge. Class I shares are sold primarily to bank trust departments and other financial service providers (including BNY Mellon and its affiliates), acting on behalf of customers having a qualified trust or an investment account or relationship at such institution, and bear no Distribution or Shareholder Services Plan fees. Class Y shares are sold at net asset value per share generally to institutional investors, and bear no Distribution or Shareholder Services Plan fees. Class I and Class Y shares are offered without a front-end sales charge or CDSC. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

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The Trust accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Trust enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

As of March 31, 2022, MBC Investments Corporation, an indirect subsidiary of BNY Mellon, held all the outstanding Class Y shares.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

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NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Registered investment companies that are not traded on an exchange are valued at their net asset value and are generally categorized within Level 1 of the fair value hierarchy.

Investments in debt securities, excluding short-term investments (other than U.S. Treasury Bills), are valued each business day by one or more independent pricing services (each, a “Service”) approved by the Trust’s Board of Trustees (the “Board”). Investments for which quoted bid prices are readily available and are representative of the bid side of the market in the judgment of a Service are valued at the mean between the quoted bid prices (as obtained by a Service from dealers in such securities) and asked prices (as calculated by a Service based upon its evaluation of the market for such securities). Securities are valued as determined by a Service, based on methods which include consideration of the following: yields or prices of securities of comparable quality, coupon, maturity and type; indications as to values from dealers; and general market conditions. These securities are generally categorized within Level 2 of the fair value hierarchy.

Each Service and independent valuation firm is engaged under the general oversight of the Board.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar

22

 

securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

The following is a summary of the inputs used as of March 31, 2022 in valuing the fund’s investments:

       
 

Level 1-Unadjusted Quoted Prices

Level 2- Other Significant Observable Inputs

 

Level 3-Significant Unobservable Inputs

Total

 

Assets ($)

  

Investments in Securities:

  

Corporate Bonds

-

1,011,723

 

-

1,011,723

 

Municipal Securities

-

45,812,015

 

-

45,812,015

 

 See Statement of Investments for additional detailed categorizations, if any.

(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Interest income, adjusted for accretion of discount and amortization of premium on investments, is earned from settlement date and recognized on the accrual basis. Securities purchased or sold on a when-issued or delayed delivery basis may be settled a month or more after the trade date.

(c) Risk: Certain events particular to the industries in which the fund’s investments conduct their operations, as well as general economic, political and public health conditions, may have a significant negative impact on the investee’s operations and profitability. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide. Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

businesses, including changes to operations and reducing staff. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. The COVID-19 pandemic has had, and any other outbreak of an infectious disease or other serious public health concern could have, a significant negative impact on economic and market conditions and could trigger a prolonged period of global economic slowdown. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

The fund invests primarily in debt securities. Failure of an issuer of the debt securities to make timely interest or principal payments, or a decline or the perception of a decline in the credit quality of a debt security, can cause the debt security’s price to fall, potentially lowering the fund’s share price. In addition, the value of debt securities may decline due to general market conditions that are not specifically related to a particular issuer, such as real or perceived adverse economic conditions, changes in outlook for corporate earnings, changes in interest or currency rates or adverse investor sentiment. Such values may also decline because of factors that affect a particular industry.

(d) Dividends and distributions to shareholders: It is the policy of the fund to declare dividends daily from net investment income. Such dividends are paid monthly. Dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(e) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, which can distribute tax-exempt dividends, by complying with the applicable provisions of the Code, and to make distributions of income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended March 31, 2022, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended March 31, 2022, the fund did not incur any interest or penalties.

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Each tax year in the three-year period ended September 30, 2021 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended September 30, 2021 was as follows: tax-exempt income $1,905,630, ordinary income $172,770 and long-term capital gains $3,724,294. The tax character of current year distributions will be determined at the end of the current fiscal year.

(f) New accounting pronouncements: In March 2020, the FASB issued Accounting Standards Update 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”), and in January 2021, the FASB issued Accounting Standards Update 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”), which provides optional, temporary relief with respect to the financial reporting of contracts subject to certain types of modifications due to the planned discontinuation of the LIBOR and other interbank offered rates as of the end of 2021. The temporary relief provided by ASU 2020-04 and ASU 2021-01 is effective for certain reference rate-related contract modifications that occur during the period from March 12, 2020 through December 31, 2022. Management is evaluating the impact of ASU 2020-04 and ASU 2021-01 on the fund’s investments, derivatives, debt and other contracts that will undergo reference rate-related modifications as a result of the reference rate reform. Management is also currently actively working with other financial institutions and counterparties to modify contracts as required by applicable regulation and within the regulatory deadlines.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $823.5 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $688.5 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $135 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

The average amount of borrowings outstanding under the Facilities during the period ended March 31, 2022 was approximately $26,374 with a related weighted average annualized rate of 1.11%.

NOTE 3—Investment Advisory Fee, Sub-Investment Advisory Fee, Administration Fee and Other Transactions with Affiliates:

(a) Pursuant to an investment advisory agreement with the Adviser, the fund has agreed to pay an investment advisory fee at the annual rate of .40% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has contractually agreed, from October 1, 2021 through February 1, 2023, to waive receipt of its fees and/or assume the direct expenses of the fund, so that the direct expenses of none of the fund’s classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed .50% of the value of the fund’s average daily net assets. On or after February 1, 2023, the Adviser may terminate this expense limitation agreement at any time. The reduction in expenses, pursuant to the undertaking, amounted to $106,481 during the year ended March 31, 2022.

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-adviser, the Sub-adviser serves as the fund’s sub-investment adviser responsible for the day-to-day management of the fund’s portfolio. The Adviser pays the Sub-adviser a monthly fee at an annual percentage of the value of the fund’s average daily net assets. The Adviser has obtained an exemptive order from the SEC (the “Order”), upon which the fund may rely, to use a manager of managers approach that permits the Adviser, subject to certain conditions and approval by the Board, to enter into and materially amend sub-investment advisory agreements with one or more sub-investment advisers who are either unaffiliated with the Adviser or are wholly-owned subsidiaries (as defined under the Act) of the Adviser’s ultimate parent company, BNY Mellon, without obtaining shareholder approval. The Order also allows the fund to disclose the sub-investment advisory fee paid by the Adviser to any unaffiliated sub-investment adviser in the aggregate with other unaffiliated sub-investment advisers in documents filed with the SEC and provided to shareholders. In addition, pursuant to the Order, it is not necessary to disclose the sub-investment advisory fee payable by the Adviser separately to a sub-investment adviser that is a wholly-owned subsidiary of BNY Mellon in documents filed with the SEC and provided to shareholders; such fees are to be aggregated with fees payable to the Adviser. The Adviser has ultimate responsibility

26

 

(subject to oversight by the Board) to supervise any sub-investment adviser and recommend the hiring, termination, and replacement of any sub-investment adviser to the Board.

The fund has a Fund Accounting and Administrative Services Agreement (the “Administration Agreement”) with the Adviser, whereby the Adviser performs administrative, accounting and recordkeeping services for the fund. The fund has agreed to compensate the Adviser for providing accounting and recordkeeping services, administration, compliance monitoring, regulatory and shareholder reporting, as well as related facilities, equipment and clerical help. The fee is based on the fund’s average daily net assets and computed at the following annual rates: .06% of the first $500 million, .04% of the next $500 million and .02% in excess of $1 billion.

In addition, after applying any expense limitations or fee waivers that reduce the fees paid to the Adviser for this service, the Adviser has contractually agreed in writing to waive any remaining fees for this service to the extent that they exceed both the Adviser’s costs in providing these services and a reasonable allocation of the costs incurred by the Adviser and its affiliates related to the support and oversight of these services. The fund also reimburses the Adviser for the out-of-pocket expenses incurred in performing this service for the fund. Pursuant to the Administration Agreement, the fund was charged $17,013 during the period ended March 31, 2022.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. The Distributor may pay one or more Service Agents in respect of advertising, marketing and other distribution services, and determines the amounts, if any, to be paid to Service Agents and the basis on which such payments are made. During the period ended March 31, 2022, Class C shares were charged $181 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

the period ended March 31, 2022, Class A and Class C shares were charged $4,334 and $60, respectively, pursuant to the Shareholder Services Plan.

Under its terms, the Distribution Plan and Shareholder Services Plan shall remain in effect from year to year, provided such continuance is approved annually by a vote of a majority of those Trustees who are not “interested persons” of the Trust and who have no direct or indirect financial interest in the operation of or in any agreement related to the Distribution Plan or Shareholder Services Plan.

The fund has arrangements with the transfer agent and the custodian whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency and custody fees. For financial reporting purposes, the fund includes transfer agent net earnings credits, if any, as shareholder servicing costs and includes custody net earnings credits, if any, as an expense offset in the Statement of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services inclusive of earnings credits, if any, for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended March 31, 2022, the fund was charged $1,885 for transfer agency services, inclusive of earnings credit, if any. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, under a custody agreement, for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended March 31, 2022, the fund was charged $1,408 pursuant to the custody agreement.

During the period ended March 31, 2022, the fund was charged $7,886 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: investment advisory fees of $17,643, administration fees of $2,646, Distribution Plan fees of $30, Shareholder Services Plan fees of $717, custodian fees of $750, Chief Compliance Officer fees of $3,918 and transfer agency fees of $628,

28

 

which are offset against an expense reimbursement currently in effect in the amount of $24,254.

(d) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended March 31, 2022, amounted to $1,861,406 and $10,735,951, respectively.

At March 31, 2022, accumulated net unrealized depreciation on investments was $164,106, consisting of $722,793 gross unrealized appreciation and $886,899 gross unrealized depreciation.

At March 31, 2022, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

29

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited)

At a meeting of the fund’s Board of Trustees held on March 2-3, 2022, the Board considered the renewal of the fund’s Investment Advisory Agreement and Administration Agreement, pursuant to which BNY Mellon Investment Adviser provides the fund with investment advisory services and administrative services, and the Sub-Investment Advisory Agreement (together with the Investment Advisory Agreement and Administration Agreement, the “Agreements”), pursuant to which Insight North America LLC (the “Sub-adviser”) provides day-to-day management of the fund’s investments. The Board members, a majority of whom are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of the Adviser and the Sub-adviser. In considering the renewal of the Agreements, the Board considered several factors that it believed to be relevant, including those discussed below. The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to it at the meeting and in previous presentations from representatives of the Adviser regarding the nature, extent, and quality of the services provided to funds in the BNY Mellon fund complex, including the fund. The Adviser provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. The Adviser also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the BNY Mellon fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or the Adviser) and the Adviser’s corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that the Adviser also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements. The Board also considered the Adviser’s extensive administrative, accounting and compliance infrastructures, as well as the Adviser’s supervisory activities over the Sub-adviser.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data based on classifications provided by Thomson Reuters Lipper, which included information comparing (1) the performance of the fund’s Class I shares with the performance of a group of institutional intermediate municipal debt funds selected by Broadridge as comparable to the fund (the “Performance Group”) and with a broader group of funds consisting of all retail and institutional intermediate municipal debt funds (the “Performance Universe”), all for various periods ended December 31, 2021, and (2) the

30

 

fund’s actual and contractual management fees and total expenses with those of the same group of funds in the Performance Group (the “Expense Group”) and with a broader group of institutional intermediate municipal debt funds, excluding outliers (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Broadridge as of the date of its analysis. The Adviser previously had furnished the Board with a description of the methodology Broadridge used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Performance Comparisons. Representatives of the Adviser stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations and policies that may be applicable to the fund and comparison funds and the end date selected. The Board discussed with representatives of the Adviser and the Sub-adviser the results of the comparisons and considered that the fund’s total return performance was at or above the Performance Group median for all periods, except the three-, four- and ten-year periods when it was below the Performance Group median, and above the Performance Universe median for all periods, except the one-year period when it was below the Performance Universe median. The Board also considered that the fund’s yield performance was at or above the Performance Group and Performance Universe medians for eight of the ten one-year periods ended December 31st. The Board considered the relative proximity of the fund’s performance to the Performance Group and Performance Universe medians in certain periods when performance was below median. The Adviser also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index, and it was noted that the fund’s returns were above the returns of the index in six of the ten calendar years shown.

Management Fee and Expense Ratio Comparisons. The Board reviewed and considered the contractual management fee rate (i.e., the aggregate of the investment advisory and administration fees pursuant to the Investment Advisory Agreement and Administration Agreement) payable by the fund to the Adviser in light of the nature, extent and quality of the management services and the sub-advisory services provided by the Adviser and the Sub-adviser, respectively. In addition, the Board reviewed and considered the actual management fee rate paid by the fund over the fund’s last fiscal year, which included reductions for a fee waiver arrangement in place that reduced the investment advisory fee paid to the Adviser. The Board also reviewed the range of actual and contractual management fees and total expenses as a percentage of average net assets of the Expense Group and Expense Universe funds and discussed the results of the comparisons.

The Board considered that the fund’s contractual management fee was lower than the Expense Group median contractual management fee, the fund’s actual management fee was equal to the Expense Group median and lower than the Expense Universe median actual management fee and the fund’s total expenses were lower than the Expense Group median and higher than the Expense Universe median total expenses.

31

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited) (continued)

Representatives of the Adviser stated that the Adviser has contractually agreed, until February 1, 2023, to waive receipt of its fees and/or assume the direct expenses of the fund so that the direct expenses of none of the fund’s classes (excluding Rule 12b-1 fees, shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed .50% of the fund’s average daily net assets.

Representatives of the Adviser reviewed with the Board the management or investment advisory fees paid by funds advised or administered by the Adviser that are in the same Lipper category as the fund (the “Similar Funds”), and explained the nature of the Similar Funds. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors. The Board considered the relevance of the fee information provided for the Similar Funds to evaluate the appropriateness of the fund’s management fee. Representatives of the Adviser noted that there were no separate accounts and/or other types of client portfolios advised by the Adviser or the Sub-adviser that are considered to have similar investment strategies and policies as the fund.

The Board considered the fee payable to the Sub-adviser in relation to the fee payable to the Adviser by the fund and the respective services provided by the Sub-adviser and the Adviser. The Board also took into consideration that the Sub-adviser’s fee is paid by the Adviser, out of its fee from the fund, and not the fund.

Analysis of Profitability and Economies of Scale. Representatives of the Adviser reviewed the expenses allocated and profit received by the Adviser and its affiliates and the resulting profitability percentage for managing the fund and the aggregate profitability percentage to the Adviser and its affiliates for managing the funds in the BNY Mellon fund complex, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not excessive, given the services rendered and service levels provided by the Adviser and its affiliates. The Board also considered the expense limitation arrangement and its effect on the profitability of the Adviser and its affiliates. The Board also had been provided with information prepared by an independent consulting firm regarding the Adviser’s approach to allocating costs to, and determining the profitability of, individual funds and the entire BNY Mellon fund complex. The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board considered, on the advice of its counsel, the profitability analysis (1) as part of its evaluation of whether the fees under the Agreements, considered in relation to the mix of services provided by the Adviser and the Sub-adviser, including the nature, extent and quality of such services, supported the renewal of the Agreements and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Since the Adviser, and not the fund, pays the Sub-adviser pursuant to the Sub-Investment Advisory Agreement, the Board did not consider the Sub-adviser’s profitability to be relevant to its deliberations. Representatives of the Adviser stated that a discussion of economies of scale is

32

 

predicated on a fund having achieved a substantial size with increasing assets and that, if a fund’s assets had been stable or decreasing, the possibility that the Adviser may have realized any economies of scale would be less. Representatives of the Adviser also stated that, as a result of shared and allocated costs among funds in the BNY Mellon fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level. The Board also considered potential benefits to the Adviser and the Sub-adviser from acting as investment adviser and sub-investment adviser, respectively, and took into consideration that there were no soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

· The Board concluded that the nature, extent and quality of the services provided by the Adviser and the Sub-adviser are adequate and appropriate.

· The Board was satisfied with the fund’s performance.

· The Board concluded that the fees paid to the Adviser and the Sub-adviser continued to be appropriate under the circumstances and in light of the factors and the totality of the services provided as discussed above.

· The Board determined that the economies of scale which may accrue to the Adviser and its affiliates in connection with the management of the fund had been adequately considered by the Adviser in connection with the fee rate charged to the fund pursuant to its Investment Advisory Agreement and Administration Agreement and that, to the extent in the future it were determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.

In evaluating the Agreements, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with the Adviser and its affiliates and the Sub-adviser, of the Adviser and the Sub-adviser and the services provided to the fund by the Adviser and the Sub-adviser. The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreements, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, the Board’s consideration of the contractual fee arrangements for the fund had the benefit of a number of years of reviews of the Agreements for the fund, or substantially similar agreements for other BNY Mellon funds that the Board oversees, during which lengthy discussions took place between the

33

 

INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited) (continued)

Board and representatives of the Adviser. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the fund’s arrangements, or substantially similar arrangements for other BNY Mellon funds that the Board oversees, in prior years. The Board determined to renew the Agreements.

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For More Information

BNY Mellon Tax Sensitive Total Return Bond Fund

240 Greenwich Street

New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, NY 10286

Sub-adviser

Insight North America LLC
200 Park Avenue, 7th Floor
New York, NY 10166

Custodian

The Bank of New York Mellon

240 Greenwich Street

New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.

240 Greenwich Street

New York, NY 10286

Distributor

BNY Mellon Securities Corporation

240 Greenwich Street

New York, NY 10286

  

Ticker Symbols:

Class A: DSDAX      Class C: DSDCX      Class I: SDITX      Class Y: SDYTX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.im.bnymellon.com

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.im.bnymellon.com and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

  

© 2022 BNY Mellon Securities Corporation
6935SA0322

 

 
 

 

Item 2.Code of Ethics.

Not applicable.

Item 3.Audit Committee Financial Expert.

Not applicable.

Item 4.Principal Accountant Fees and Services.

Not applicable.

Item 5.Audit Committee of Listed Registrants.

Not applicable.

Item 6.Investments.

(a)        Not applicable.

Item 7.Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8.Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9.Purchases of Equity Securities by Closed-End Management Investment Companies and Affiliated Purchasers.

Not applicable.

Item 10.Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures applicable to Item 10.

Item 11.Controls and Procedures.

(a)       The Registrant's principal executive and principal financial officers have concluded, based on their evaluation of the Registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrant's disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrant's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

(b)       There were no changes to the Registrant's internal control over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 12.Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

 
 
Item 13.Exhibits.

(a)(1) Not applicable.

(a)(2) Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.

(a)(3) Not applicable.

(b)       Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.

 
 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

BNY Mellon Investment Funds I

By: /s/ David DiPetrillo

        David DiPetrillo

        President (Principal Executive Officer)

 

Date: May 20, 2022

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

 

By: /s/ David DiPetrillo

        David DiPetrillo

        President (Principal Executive Officer)

 

Date: May 20, 2022

 

 

By: /s/ James Windels

        James Windels

       Treasurer (Principal Financial Officer)

 

Date: May 20, 2022

 

 

 

 
 

EXHIBIT INDEX

(a)(2) Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940. (EX-99.CERT)

(b)       Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940. (EX-99.906CERT)


[EX-99.CERT]—Exhibit (a)(2)

SECTION 302 CERTIFICATION

 

I, David DiPetrillo, certify that:

1. I have reviewed this report on Form N-CSR of BNY Mellon Investment Funds I;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

By:       /s/ David DiPetrillo

David DiPetrillo

President (Principal Executive Officer)

Date:       May 20, 2022

 

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SECTION 302 CERTIFICATION

I, James Windels, certify that:

1. I have reviewed this report on Form N-CSR of BNY Mellon Investment Funds I;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

By:       /s/ James Windels

James Windels

Treasurer (Principal Financial Officer)

Date:       May 20, 2022


[EX-99.906CERT]

Exhibit (b)

 

 

SECTION 906 CERTIFICATIONS

In connection with this report on Form N-CSR for the Registrant as furnished to the Securities and Exchange Commission on the date hereof (the "Report"), the undersigned hereby certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

(1)       the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable; and

 

(2)       the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

 

By:       /s/ David DiPetrillo

David DiPetrillo

President (Principal Executive Officer)

Date:       May 20, 2022

 

 

By:       /s/ James Windels

James Windels

Treasurer (Principal Financial Officer)

 

Date:       May 20, 2022

 

 

This certificate is furnished pursuant to the requirements of Form N-CSR and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.

 

 

 

 

 

 

 

 

 

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