The Registrant has adopted a code of ethics
that applies to the Registrant's principal executive officer, principal financial officer, principal accounting officer or controller,
or persons performing similar functions. There have been no amendments to, or waivers in connection with, the Code of Ethics during the
period covered by this Report.
|
Item 3. |
Audit Committee Financial Expert. |
The Registrant's Board has determined that J.
Charles Cardona, a member of the Audit Committee of the Board, is an audit committee financial expert as defined by the Securities and
Exchange Commission (the "SEC"). Mr. Cardona is "independent" as defined by the SEC for purposes of audit committee financial
expert determinations.
|
Item 4. |
Principal Accountant Fees and Services. |
(a) Audit
Fees. The aggregate fees billed for each of the last two fiscal years (the "Reporting Periods") for professional services
rendered by the Registrant's principal accountant (the "Auditor") for the audit of the Registrant's annual financial statements
or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting
Periods, were $37,725 in 2025 and $37,725 in 2026.
(b) Audit-Related
Fees. The aggregate fees billed in the Reporting Periods for assurance and related services by the Auditor that are reasonably
related to the performance of the audit of the Registrant's financial statements and are not reported under paragraph (a) of this Item
4 were $7,770 in 2025 and $7,495 in 2026. These services consisted of one or more of the following: (i) agreed upon procedures related
to compliance with Internal Revenue Code section 817(h), (ii) security counts required by Rule 17f-2 under the Investment Company Act
of 1940, as amended, (iii) advisory services as to the accounting or disclosure treatment of Registrant transactions or events and (iv)
advisory services to the accounting or disclosure treatment of the actual or potential impact to the Registrant of final or proposed rules,
standards or interpretations by the Securities and Exchange Commission, the Financial Accounting Standards Boards or other regulatory
or standard-setting bodies.
The aggregate fees billed in the Reporting Periods
for non-audit assurance and related services by the Auditor to the Registrant's investment adviser (not including any sub-investment adviser
whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling,
controlled by or under common control with the investment adviser that provides ongoing services to the Registrant ("Service Affiliates"),
that were reasonably related to the performance of the annual audit of the Service Affiliate, which required pre-approval by the Audit
Committee were $0 in 2025 and $0 in 2026.
(c) Tax
Fees. The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance,
tax advice, and tax planning ("Tax Services") were $4,763 in 2025 and $4,763 in 2026. These services consisted of: (i) review
or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance
regarding statutory, regulatory or administrative developments; (iii) tax advice regarding tax qualification matters and/or treatment
of various financial instruments held or proposed to be acquired or held, and (iv) determination of Passive Foreign Investment Companies.
The aggregate fees billed in the Reporting Periods for Tax Services by the Auditor to Service Affiliates, which required pre-approval
by the Audit Committee were $7,439 in 2025 and $7,803 in 2026.
(d) All
Other Fees. The aggregate fees billed in the Reporting Periods for products and services provided by the Auditor, other than the
services reported in paragraphs (a) through (c) of this Item, were $2,837 in 2025 and $2,937 in 2026. These services consisted of a review of the Registrant's anti-money laundering program.
The
aggregate
fees
billed
in
the
Reporting
Periods
for
Non-Audit
Services
by
the
Auditor
to
Service
Affiliates,
other
than
the
services
reported
in
paragraphs
(b)
through
(c)
of
this
Item,
which
required
pre-approval
by
the
Audit
Committee,
were
$0
in
2025
and
$0
in
2026.
(e)(1)
Audit
Committee
Pre-Approval
Policies
and
Procedures.
The
Registrant's
Audit
Committee
has
established
policies
and
procedures
(the
"Policy")
for
pre-approval
(within
specified
fee
limits)
of
the
Auditor's
engagements
for
non-audit
services
to
the
Registrant
and
Service
Affiliates
without
specific
case-by-case
consideration.
The
pre-approved
services
in
the
Policy
can
include
pre-approved
audit
services,
pre-approved
audit-related
services,
pre-approved
tax
services
and
pre-approved
all
other
services.
Pre-approval
considerations
include
whether
the
proposed
services
are
compatible
with
maintaining
the
Auditor's
independence.
Pre-approvals
pursuant
to
the
Policy
are
considered
annually.
(e)(2)
Note.
None
of
the
services
described
in
paragraphs
(b)
through
(d)
of
this
Item
4
were
approved
by
the
Audit
Committee
pursuant
to
paragraph
(c)(7)(i)(C)
of
Rule
2-01
of
Regulation
S-X.
(f)
None
of
the
hours
expended
on
the
principal
accountant's
engagement
to
audit
the
registrant's
financial
statements
for
the
most
recent
fiscal
year
were
attributed
to
work
performed
by
persons
other
than
the
principal
accountant's
full-time,
permanent
employees.
Non-Audit
Fees.
The
aggregate
non-audit
fees
billed
by
the
Auditor
for
services
rendered
to
the
Registrant,
and
rendered
to
Service
Affiliates,
for
the
Reporting
Periods
were
$1,560,693
in
2025
and
$3,846,908
in
2026.
Auditor
Independence.
The
Registrant's
Audit
Committee
has
considered
whether
the
provision
of
non-audit
services
that
were
rendered
to
Service
Affiliates,
which
were
not
pre-approved
(not
requiring
pre-approval),
is
compatible
with
maintaining
the
Auditor's
independence.
|
Item 5. |
Audit Committee of Listed Registrants. |
Not applicable.
Not applicable.
BNY Mellon Sustainable U.S. Equity
Fund, Inc.
ANNUAL FINANCIALS
AND OTHER INFORMATION
Save
time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.bny.com/investments
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
Please note
the Annual Financials and Other Information only contains Items 7-11 required in Form N-CSR.
All other required items will be filed with the Securities and Exchange Commission (the “SEC”).
Item
7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.
BNY Mellon Sustainable U.S. Equity
Fund, Inc.
SCHEDULE OF INVESTMENTS
|
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Equity
Securities - Common Stocks — 99.5% |
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Commercial
& Professional Services — 1.0% |
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|
Consumer
Discretionary Distribution & Retail — 4.9% |
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Consumer
Staples Distribution & Retail — 4.4% |
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Financial
Services — 5.7% |
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The
Goldman Sachs Group, Inc. |
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Food,
Beverage & Tobacco — 1.3% |
Darling
Ingredients, Inc.(a)
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|
Health
Care Equipment & Services — 4.3% |
Edwards
Lifesciences Corp.(a)
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IDEXX
Laboratories, Inc.(a)
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Household
& Personal Products — 1.0% |
The
Estee Lauder Companies, Inc., Cl. A |
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Media
& Entertainment — 7.2% |
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Pharmaceuticals,
Biotechnology & Life Sciences — 5.3% |
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SCHEDULE OF INVESTMENTS (continued)
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Equity
Securities - Common Stocks — 99.5% (continued) |
Pharmaceuticals,
Biotechnology & Life Sciences — 5.3% (continued) |
|
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Thermo
Fisher Scientific, Inc. |
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Vertex
Pharmaceuticals, Inc.(a)
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Semiconductors
& Semiconductor Equipment — 18.5% |
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Taiwan
Semiconductor Manufacturing Co. Ltd., ADR |
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Software
& Services — 9.3% |
Crowdstrike
Holdings, Inc., Cl. A(a)
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Technology
Hardware & Equipment — 10.3% |
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Constellation
Energy Corp. |
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Total
Equity Securities - Common Stocks
(cost
$272,589,891) |
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Investment
Companies — .6% |
Registered
Investment Companies — .6% |
BNY
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional
Shares(b)
(cost
$2,974,550) |
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Total
Investments (cost $275,564,441)
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Liabilities,
Less Cash and Receivables |
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ADR—American
Depositary Receipt |
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Non-income
producing security. |
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Investment
in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment
company’s
prospectus.
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Dividends/
Distributions
($) |
Registered
Investment Companies - .6% |
BNY
Dreyfus Institutional Preferred Government Plus Money
Market
Fund, Institutional Shares - .6% |
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Includes
reinvested dividends/distributions. |
See notes to financial
statements.
STATEMENT
OF ASSETS AND LIABILITIES
May 31, 2026
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Investments
in securities—See Schedule of Investments: |
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Tax
reclaim receivable—Note 1(b)
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Receivable
for shares of Common Stock subscribed |
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Due
to BNY Mellon Investment Adviser, Inc. and affiliates—Note
3(c)
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Payable
for shares of Common Stock redeemed |
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Directors’
fees and expenses payable |
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Composition
of Net Assets ($): |
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Total
distributable earnings (loss) |
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Net
Asset Value Per Share |
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Net
Asset Value Per Share ($) |
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See notes to financial statements.
Year Ended May 31, 2026
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Cash
dividends (net of $2,069 foreign taxes withheld at source): |
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Shareholder
servicing costs—Note 3(c)
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Chief
Compliance Officer fees—Note 3(c)
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Shareholder
and regulatory reports service fees—Note
3(c)
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Prospectus
and shareholders’ reports |
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Directors’
fees and expenses—Note 3(d)
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Loan
commitment fees—Note 2
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Distribution
plan fees—Note 3(b)
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Less—reduction
in expenses due to undertaking—Note 3(a)
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Realized
and Unrealized Gain (Loss) on Investments—Note 4 ($):
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Net
realized gain (loss) on investments and foreign currency transactions |
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Net change in unrealized appreciation (depreciation) on investments and foreign currency transactions
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Net
Realized and Unrealized Gain (Loss) on Investments |
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Net
Increase in Net Assets Resulting from Operations |
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See notes to financial statements.
STATEMENT
OF CHANGES IN NET ASSETS
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Net
realized gain (loss) on investments |
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Net
change in unrealized appreciation (depreciation) on investments |
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Net
Increase (Decrease) in Net Assets Resulting from Operations |
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Distributions
to shareholders: |
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Capital
Stock Transactions ($): |
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Net
proceeds from shares sold: |
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Distributions
reinvested: |
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Increase
(Decrease) in Net Assets from Capital Stock Transactions |
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Total
Increase (Decrease) in Net Assets |
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STATEMENT
OF CHANGES IN NET ASSETS (continued)
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Capital
Share Transactions (Shares): |
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Shares
issued for distributions reinvested |
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|
Net
Increase (Decrease) in Shares Outstanding |
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Shares
issued for distributions reinvested |
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Net
Increase (Decrease) in Shares Outstanding |
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Shares
issued for distributions reinvested |
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Net
Increase (Decrease) in Shares Outstanding |
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Shares
issued for distributions reinvested |
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|
Net
Increase (Decrease) in Shares Outstanding |
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Shares
issued for distributions reinvested |
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Net
Increase (Decrease) in Shares Outstanding |
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During
the period ended May 31, 2025, 1,214 Class Z shares representing $23,627 were exchanged for 1,218 Class I shares.
|
See notes to financial statements.
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.
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Net
asset value, beginning of period |
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|
Net
investment income (loss)(a)
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|
Net
realized and unrealized gain (loss) on investments |
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Total
from Investment Operations |
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|
|
|
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Dividends
from net investment income |
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|
Dividends
from net realized gain on investments |
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|
|
Net
asset value, end of period |
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|
Ratios/Supplemental
Data (%): |
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|
Ratio
of total expenses to average net assets |
|
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|
|
Ratio
of net expenses to average net assets(d)
|
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|
Ratio
of net investment income (loss) to average net assets(d)
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|
|
|
|
|
|
|
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|
|
Net
Assets, end of period ($ x 1,000) |
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Based
on average shares outstanding. |
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|
Amount
represents less than $.01 per share. |
|
|
Exclusive
of sales charge. |
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Amount
inclusive of reduction in expenses due to undertaking. |
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Amount
inclusive of reduction in fees due to earnings credits. |
See notes to financial statements.
FINANCIAL
HIGHLIGHTS (continued)
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Net
asset value, beginning of period |
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|
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|
|
|
|
|
|
|
|
Net
realized and unrealized gain (loss) on investments |
|
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|
|
Total
from Investment Operations |
|
|
|
|
|
|
|
|
|
|
|
|
Dividends
from net realized gain on investments |
|
|
|
|
|
Net
asset value, end of period |
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|
|
|
|
|
|
|
|
|
|
|
Ratios/Supplemental
Data (%): |
|
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|
|
Ratio
of total expenses to average net assets |
|
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|
Ratio
of net expenses to average net assets(c)
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|
|
Ratio
of net investment (loss) to average net assets(c)
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|
Net
Assets, end of period ($ x 1,000) |
|
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Based
on average shares outstanding. |
|
|
Exclusive
of sales charge. |
|
|
Amount
inclusive of reduction in expenses due to undertaking. |
|
|
Amount
inclusive of reduction in fees due to earnings credits. |
See notes to financial statements.
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Net
asset value, beginning of period |
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|
Net
realized and unrealized gain (loss) on investments |
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|
Total
from Investment Operations |
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|
|
|
|
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|
Dividends
from net investment income |
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|
Dividends
from net realized gain on investments |
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|
Net
asset value, end of period |
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|
|
|
Ratios/Supplemental
Data (%): |
|
|
|
|
Ratio
of total expenses to average net assets |
|
|
|
|
|
Ratio
of net expenses to average net assets |
|
|
|
|
|
Ratio
of net investment income to average net assets |
|
|
|
|
|
|
|
|
|
|
|
|
Net
Assets, end of period ($ x 1,000) |
|
|
|
|
|
|
|
Based
on average shares outstanding. |
|
|
Amount
inclusive of reduction in expenses due to undertaking. |
|
|
Amount
inclusive of reduction in fees due to earnings credits. |
See notes to financial statements.
FINANCIAL
HIGHLIGHTS (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
asset value, beginning of period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
realized and unrealized gain (loss) on investments |
|
|
|
|
|
Total
from Investment Operations |
|
|
|
|
|
|
|
|
|
|
|
|
Dividends
from net investment income |
|
|
|
|
|
Dividends
from net realized gain on investments |
|
|
|
|
|
|
|
|
|
|
|
|
Net
asset value, end of period |
|
|
|
|
|
|
|
|
|
|
|
|
Ratios/Supplemental
Data (%): |
|
|
|
|
Ratio
of total expenses to average net assets |
|
|
|
|
|
Ratio
of net expenses to average net assets |
|
|
|
|
|
Ratio
of net investment income to average net assets |
|
|
|
|
|
|
|
|
|
|
|
|
Net
Assets, end of period ($ x 1,000) |
|
|
|
|
|
|
|
Based
on average shares outstanding. |
|
|
Amount
inclusive of reduction in expenses due to undertaking. |
|
|
Amount
inclusive of reduction in fees due to earnings credits. |
See notes to financial statements.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
asset value, beginning of period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
realized and unrealized gain (loss) on investments |
|
|
|
|
|
Total
from Investment Operations |
|
|
|
|
|
|
|
|
|
|
|
|
Dividends
from net investment income |
|
|
|
|
|
Dividends
from net realized gain on investments |
|
|
|
|
|
|
|
|
|
|
|
|
Net
asset value, end of period |
|
|
|
|
|
|
|
|
|
|
|
|
Ratios/Supplemental
Data (%): |
|
|
|
|
Ratio
of total expenses to average net assets |
|
|
|
|
|
Ratio
of net expenses to average net assets |
|
|
|
|
|
Ratio
of net investment income to average net assets |
|
|
|
|
|
|
|
|
|
|
|
|
Net
Assets, end of period ($ x 1,000) |
|
|
|
|
|
|
|
Based
on average shares outstanding. |
|
|
Amount
inclusive of reduction in fees due to earnings credits. |
|
|
Amount
inclusive of reduction in expenses due to undertaking. |
See notes to financial statements.
NOTES
TO FINANCIAL STATEMENTS
NOTE
1—
Significant
Accounting Policies:
BNY Mellon
Sustainable U.S. Equity Fund, Inc. (the “fund”), which is registered under the Investment Company Act of 1940, as amended
(the “Act”), is a diversified open-end management investment company. The fund’s investment objective is to seek long-term
capital appreciation. BNY Mellon
Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The
Bank of New
York Mellon Corporation (“BNY”),
serves as the fund’s investment adviser. Newton Investment Management Limited (the “Sub-Adviser”
or “NIM”),
an indirect wholly-owned subsidiary of BNY and an affiliate of the Adviser, serves as the fund’s sub-adviser. NIM, located at 160
Queen Victoria Street, London, EC4V, 4LA, England, was formed in 1978. NIM has entered into a sub-sub-investment advisory agreement
with its affiliate, Newton Investment Management North America, LLC (“NIMNA”),
which enables NIMNA to provide certain
advisory services to the Sub-Adviser for the benefit of the fund, including, but not limited to, portfolio management services. NIMNA
is subject to the supervision of NIM and the Adviser. NIMNA is also an affiliate of the Adviser. NIMNA’s principal office is located
at BNY Mellon Center, 201 Washington Street, Boston, Massachusetts 02108. NIMNA is an indirect subsidiary of BNY.
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 700 million shares of $.001 par value of Common Stock. The fund currently has authorized five classes of
shares: Class A (100 million shares authorized), Class C (100 million shares authorized), Class I (150 million shares authorized), Class
Y (150 million shares authorized) and Class Z (200 million shares authorized). 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 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 Z shares are sold
at net asset value per share to certain shareholders of the fund. Class Z shares generally are not available for
new accounts and bear shareholder services plan fees. Class I, Class Y and Class Z 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.
As of May 31, 2026, MBC Investments
Corporation, an indirect subsidiary of BNY, held 787 Class Y shares of the fund.
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 fund 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.
NOTES
TO FINANCIAL STATEMENTS (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:
Equity investments
generally are valued at the last sale price on the day of valuation on the securities exchange or national securities market
on which such securities primarily are traded. Securities listed on Nasdaq markets generally will be valued at the official closing price.
If there are no transactions in a security, or no official closing prices for a Nasdaq market-listed security on that day, the security
will be valued at the average of
the most recent bid and asked prices. Bid price is used when no asked price is available. Open short positions
for which there is no sale price on a given day are valued at the lowest asked price. Investments in other open-end investment companies
are valued at their reported net asset values (“NAVs”)
each day. All of the preceding securities are generally categorized within Level
1 of the fair value hierarchy.
Fair value
of foreign equity securities may be determined with the assistance of a pricing service using correlations between the movement
of prices of foreign securities and indexes of domestic securities and other appropriate indicators, such as closing market prices of
relevant ADRs and futures contracts.
The valuation of a security based on this fair value process may differ from the security’s most recent
closing price and from the prices used by other mutual funds to calculate their NAVs. Foreign securities held by a fund may trade on
days when the fund does not calculate its NAV and thus may affect the fund’s NAV on days when investors will not be able to purchase
or sell (redeem) fund shares. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.
Restricted
securities, as well as securities or other assets for which recent market quotations or official closing prices are not readily available
or are determined not to reflect accurately fair value (such as when the value of a security has been materially affected by events occurring
after the close of the exchange or market on which the security is principally traded, but before the fund calculates its NAV), or
which are not valued by one or more independent pricing services, are valued at fair value as determined in good faith based on procedures
approved by the fund’s Board of Directors (the “Board”). Fair value of investments is determined by the Adviser, as
the fund’s valuation designee
pursuant to Rule 2a-5 under the Act, using such information as it deems appropriate under the circumstances. The factors
that may be considered when fair valuing a security include 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. Using fair value to price investments may result in a value that is different from a
security’s most recent closing price and from the prices used by other mutual funds to calculate their NAVs. These securities are
either categorized within Level 2 or 3 of the fair
value hierarchy depending on the relevant inputs used.
The following is a summary
of the inputs used as of May 31, 2026 in valuing the fund’s investments:
|
|
Level
1 -
Unadjusted
Quoted
Prices |
Level
2- Other
Significant
Observable
Inputs |
Level
3-
Significant
Unobservable
Inputs
|
|
|
|
|
|
|
|
Investments
in Securities:†
|
|
|
|
|
Equity
Securities - Common Stocks |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See
Schedule of Investments for additional detailed categorizations, if any. |
NOTES
TO FINANCIAL STATEMENTS (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 May 31, 2026, 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.
(d) Affiliated
issuers: Investments in other investment companies
advised by the Adviser are considered “affiliated” under the Act.
(e) Market
Risk: The value of the securities in which the fund
invests may be affected by political, regulatory, economic and social developments,
and developments that impact specific economic sectors, industries or segments of the market. 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. Local, regional or global events such as war, military conflicts, acts of terrorism, natural disasters,
the spread of infectious illness or other public health issues, recessions, elevated levels of government debt, changes in trade regulation
or economic sanctions, internal unrest and discord, or other events could have a significant impact on the fund and its investments.
Sustainable Investment Approach
Risk: The fund’s sustainable investment approach
may cause it to make different investments than funds
that invest principally in equity securities of U.S. companies that do not incorporate sustainable investment criteria when selecting
investments. Under certain economic conditions, this could cause the fund to underperform funds that do not incorporate similar criteria.
For example, the incorporation of sustainable investment criteria may result in the fund forgoing opportunities to buy certain securities
when it might otherwise be advantageous to do so or selling securities when it might otherwise be disadvantageous for the fund
to do so. The incorporation of sustainable investment criteria may also affect the fund’s exposure to certain sectors and/or types
of investments, and may adversely
impact the fund’s performance depending on whether such sectors or investments are in or out of favor in
the market. NIM’s security selection process incorporates Environmental, Social, and Governance (“ESG”) data provided
by third parties, which may be limited
for certain companies and/or only take into account one or a few ESG related components. In addition, ESG
data may include qualitative and/or quantitative measures, and consideration of the data may be subjective. Different methodologies
may be used by the various data sources that provide ESG data. ESG data from third parties used by NIM as part of its sustainable investment
process often lacks standardization, consistency and transparency, and for certain companies such data may not be available, complete
or accurate. NIM’s evaluation of ESG factors relevant to a particular company may be adversely affected in such instances. As a
result, the fund’s investments may differ from, and potentially underperform, funds that incorporate ESG data from other sources
or utilize other methodologies.
(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
NOTES
TO FINANCIAL STATEMENTS (continued)
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 May 31, 2026, 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 May 31, 2026, the fund did not incur any interest or penalties.
Each tax year
in the four-year period ended May 31, 2026 remains subject to examination by the Internal Revenue Service and state taxing
authorities.
At May 31,
2026, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $767,587, undistributed
capital gains $41,103,467 and unrealized appreciation $242,181,580.
The tax character
of distributions paid to shareholders during the fiscal years ended May 31, 2026 and May 31, 2025 were as follows:
ordinary income $774,311 and $1,470,245, and long-term capital gains $48,260,149 and $30,781,044, respectively.
During the
period ended May 31, 2026, as a result of permanent book to tax differences, primarily due to the tax treatment for treating a
portion of the proceeds from redemptions as a distribution for tax purposes, the fund decreased total distributable earnings (loss) by
$1,692,328 and increased paid-in
capital by the same amount. Net assets and net asset value per share were not affected by this reclassification.
(h) Operating
segment reporting: In
accordance with FASB Accounting Standards Update 2023-07, Segment Reporting (Topic 280) -
Improvements to Reportable Segment Disclosures (“ASU 2023-07”), the fund has operated and been managed as a single reportable
segment, generating returns through
dividends, interest, and/or gains from investments aligned with its single stated investment objective
as outlined in the fund’s prospectus. The fund’s accounting policies are consistent with those described in these Notes to
Financial Statements. The chief
operating decision maker (“CODM”) is represented by BNY Investments and is comprised of Senior Management
and Directors of BNY Investments. The CODM considers the net increase in net assets resulting from operations when deciding
whether to purchase additional investments or make distributions to shareholders. Detailed financial information for the fund is
presented in these financial statements, including total assets and liabilities in the Statement of Assets and Liabilities, investments
held in the Schedule of Investments,
results of operations and significant segment expenses in the Statement of Operations, and additional performance
information—such as total return, portfolio turnover, and ratios—in the Financial Highlights.
NOTE
2—
Bank
Lines of Credit:
The fund participates with
other long-term open-end funds managed by the Adviser in a $738 million unsecured credit facility led by Citibank,
N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY (the “BNY 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 $618 million and is available to all
long-term open-ended funds, including
the fund, and (ii) Tranche B is an amount equal to $120 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 BNY 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 May 31, 2026, the fund did not borrow under either Facility.
NOTE
3—
Management
Fee, Sub-Advisory Fee
and Other Transactions with Affiliates:
(a) Pursuant
to a management agreement with the Adviser, the management 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 June 1, 2025 through September 30, 2026, 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 share classes (excluding Rule 12b-1 fees, shareholder services
fees, taxes, interest expense, brokerage
commissions, commitment fees on borrowings and extraordinary expenses) exceed .70% of the
NOTES
TO FINANCIAL STATEMENTS (continued)
value
of the fund’s average daily net assets. On or after September 30, 2026, the Adviser may terminate this expense limitation agreement
at any time. The reduction in expenses, pursuant to the undertaking, amounted to $16,779 during the period ended May 31, 2026.
Pursuant to
a sub-investment advisory agreement between the Adviser and the Sub-Adviser, the Sub-Adviser is 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-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, without obtaining shareholder
approval. The Order also allows the fund to disclose the sub-advisory fee paid by the Adviser to any unaffiliated sub-adviser in
the aggregate with other unaffiliated sub-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-advisory fee payable by the Adviser separately to a sub-adviser that is a wholly-owned
subsidiary of BNY 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-adviser and recommend
the hiring, termination, and replacement of any sub-adviser to the Board.
During the
period ended May 31, 2026, the Distributor retained $905 from commissions earned on sales of the fund’s Class A shares and
$3 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 (the “Distribution
Plan”),
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 May 31, 2026, Class C shares were charged $6,747
pursuant to the Distribution Plan.
(c) Under
the shareholder services plan (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 May 31, 2026, Class A and Class C shares were charged $92,533 and $2,249, respectively, pursuant to the Shareholder Services
Plan.
Under the
Shareholder Services Plan, Class Z shares reimburse the Distributor at an amount not to exceed an annual rate of .25% of the value
of Class Z shares’ average daily net assets for certain allocated expenses of providing personal services and/or maintaining shareholder
accounts. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries
regarding Class Z shares, and services related to the maintenance of shareholder accounts. During the period ended May 31, 2026,
Class Z shares were charged $189,430 pursuant to the Shareholder Services Plan.
The fund has
an arrangement with BNY Mellon Transfer, Inc., (the “Transfer Agent”), a subsidiary of BNY and an affiliate of the Adviser,
whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset Transfer Agent
fees. For financial reporting purposes, the fund includes transfer agent net earnings credits, if any, as an expense offset in the Statement
of Operations.
The fund has
an arrangement with The Bank of New York Mellon (the “Custodian”), a subsidiary of BNY and an affiliate of the Adviser, 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
the Transfer Agent, under a transfer agency agreement, for providing transfer agency and cash management services
for the fund. The majority of Transfer Agent 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 May 31, 2026, the fund was charged $56,701 for transfer
agency services. These fees are included in Shareholder servicing costs in the Statement of Operations.
The fund compensates
the Custodian, 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 May 31, 2026, the fund was charged $7,404
pursuant to the custody agreement.
NOTES
TO FINANCIAL STATEMENTS (continued)
During
the period ended May 31, 2026, the fund was charged $29,142 for services performed by the fund’s Chief Compliance Officer and
his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.
The fund compensates
the Custodian for providing shareholder reporting and regulatory services for the fund. These fees are included in
shareholder and regulatory reports service fees in the Statement of Operations. During the period ended May 31, 2026, the Custodian
was compensated $25,500 for financial reporting and regulatory services.
The components
of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of:
management fee of $261,834, Distribution Plan fees of $599, Shareholder Services Plan fees of $32,252, Custodian fees of $4,513, Chief
Compliance Officer fees of $4,022, Transfer Agent fees of $15,420 and shareholder and regulatory reports service fees of $11,667, which
are offset against an expense reimbursement currently in effect in the amount of $1,874.
(d) Each
board member of the fund 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 May 31, 2026,
amounted to $155,866,919 and $199,452,537, respectively.
At May 31,
2026, the cost of investments for federal income tax purposes was $275,965,113; accordingly, accumulated net unrealized appreciation
on investments was $242,180,864, consisting of $251,687,402 gross unrealized appreciation and $9,506,538 gross unrealized
depreciation.
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the
Shareholders and the Board of Directors of BNY Mellon Sustainable U.S. Equity Fund, Inc.
Opinion on the Financial Statements
We have audited
the accompanying statement of assets and liabilities of BNY Mellon Sustainable U.S. Equity Fund, Inc. (the “Fund”),
including the schedule of investments,
as of May 31, 2026, and the related statement of operations for the year then ended, the statements of changes in net assets for
each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related
notes (collectively referred to as
the “financial
statements”).
In our opinion, the financial statements present fairly, in all material respects, the financial position
of the Fund at May 31, 2026, the results of its operations for the year then ended, the changes in its net assets for each of the two
years in the period then ended and
its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting
principles.
These financial
statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial
statements based on our audits. We
are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”)
and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules
and regulations of the Securities and Exchange Commission
and the PCAOB.
We conducted
our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required
to have, nor were we engaged to perform,
an audit of the Fund’s internal control over financial reporting. As part of our audits, we are required to obtain
an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of
the Fund’s internal control over financial reporting.
Accordingly, we express no such opinion.
Our audits
included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud,
and performing procedures that respond
to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures
in the financial statements. Our procedures included confirmation of securities owned as of May 31, 2026, by correspondence with the custodian,
brokers and others; when replies were not received from brokers and others, we performed other auditing procedures. Our audits also included
evaluating the accounting principles
used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.
We believe that our audits provide a reasonable basis for our opinion. 
We have served
as the auditor of one or more investment companies in the BNY Mellon Family of Funds since at least 1957, but we are unable to determine
the specific year.
New
York, New York
July 22, 2026
IMPORTANT
TAX INFORMATION (Unaudited)
For
federal tax purposes, the fund hereby reports 100% of the ordinary dividends paid during the fiscal year ended May 31, 2026 as qualifying
for the corporate dividends received deduction. Also, certain dividends paid by the fund may be subject to a maximum tax rate
of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year,
$774,311 represents the maximum amount that may be considered qualified dividend income. Shareholders will receive notification
in early 2027 of the percentage applicable to the preparation of their 2026 income tax returns. The fund also hereby reports $2.08
per share as a long-term capital gain distribution paid on December 10, 2025.
Item
8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies
(Unaudited)
Item
9. Proxy Disclosures for Open-End Management Investment Companies (Unaudited)
Item
10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies
(Unaudited)
Each
board member also serves as a board member of other funds in the BNY Mellon Family of Funds complex, and annual retainer fees and
meeting attendance fees are allocated to each fund based on net assets. The fund is charged for services performed by the fund’s
Chief Compliance Officer. Compensation
paid by the fund during the period to the board members and the Chief Compliance Officer are
within Item 7. Statement of Operations as Directors’ fees and expenses and Chief Compliance Officer fees, respectively. The aggregate
amount of Directors’ fees and expenses and Chief Compliance Officer fees paid by the fund during the period was $47,819.
Item
11. Statement Regarding Basis for Approval of Investment Advisory Contracts (Unaudited)
©
2026 BNY Mellon Securities Corporation
Code-0035NCSRAR0526
|
Item 12. |
Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Not applicable.
|
Item 13. |
Portfolio Managers for Closed-End Management Investment Companies. |
Not applicable.
|
Item 14. |
Purchases of Equity Securities By Closed-End Management Investment Companies and Affiliated Purchasers.
|
Not applicable.
|
Item 15. |
Submission of Matters to a Vote of Security Holders. |
There have been no material changes to the procedures
applicable to Item 15.
|
Item 16. |
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 17. |
Disclosure of Securities Lending Activities for Closed-End Management Investment Companies. |
Not applicable.
|
Item 18. |
Recovery of Erroneously Awarded Compensation. |
Not applicable.
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
Sustainable
U.S.
Equity
Fund,
Inc.
By: /s/
David
J.
DiPetrillo
David
J.
DiPetrillo
President
(Principal
Executive
Officer)
Date: July
23,
2026
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
J.
DiPetrillo
David
J.
DiPetrillo
President
(Principal
Executive
Officer)
Date: July
23,
2026
By: /s/
James
Windels
James
Windels
Treasurer
(Principal
Financial
Officer)
Date: July
22,
2026
EXHIBIT
INDEX
|
(a)(1) |
Code of ethics referred to in Item 2. |
|
(a)(3) |
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) |
