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 | 811-21327 |
| |
| BNY Mellon Investment Funds VI | |
| (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: | 11/30 | |
Date of reporting period: | 05/31/23 | |
| | | | | | |
FORM N-CSR
| Item 1. | Reports to Stockholders. |
BNY Mellon Balanced Opportunity Fund
|
SEMI-ANNUAL REPORT May 31, 2023 |
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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. |
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Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value |
Contents
THE FUND
FOR MORE INFORMATION
Back Cover
DISCUSSION OF FUND PERFORMANCE (Unaudited)
For the period from December 1, 2022, through May 31, 2023, as provided by Torrey Zaches, CFA and James Stavena, Asset Allocation Portfolio Managers, Brian Ferguson, John C. Bailer, CFA, James A. Lydotes, CFA, Matthew T. Jenkin, Karen Behr, Keith Howell, John R. Porter III, portfolio managers employed by one of the fund’s sub-advisers, Newton Investment Management North America, LLC, and David Bowser, CFA, portfolio manager employed by one of the fund’s sub-advisers, Insight North America LLC.
Market and Fund Performance Overview
For the six-month period ended May 31, 2023, the BNY Mellon Balanced Opportunity Fund (the “fund”) produced a total return of 3.79% for Class A shares, 3.43% for Class C shares, 3.90% for Class I shares, 3.92% for Class J shares, 4.71% for Class Y shares and 3.88% for Class Z shares.1 In comparison, the S&P 500® Index and the Bloomberg U.S. Aggregate Bond Index (the “Bloomberg Index”), produced total returns of 3.33% and 2.00%, respectively, for the same period.2,3 Separately, a Customized Blended Index composed of 60% S&P 500® Index and 40% Bloomberg Index produced a total return of 2.85% for the same period.4
Stocks and bonds gained ground during the reporting period as inflationary pressures eased, the U.S. Federal Reserve (the “Fed”) reduced the pace of interest-rate hikes, and economic growth remained positive. The fund outperformed the Customized Blended Index largely due to the relatively strong performance of the fund’s large-cap growth and international equity strategies.
The Fund’s Investment Approach
The fund seeks high total return through a combination of capital appreciation and current income. To pursue its goal, the fund invests in a diversified mix of stocks and fixed-income securities. BNY Mellon Investment Adviser, Inc., the fund’s investment adviser, has engaged its affiliate, Newton Investment Management North America, LLC (NIMNA), to serve as the fund’s sub-adviser responsible for overall asset allocation for the fund and for the portion of the fund’s assets allocated to equity investments, and its affiliate, Insight North America LLC (INA), to serve as the fund’s sub-adviser responsible for the portion of the fund’s assets allocated to fixed-income investments. The fund varies the mix of stocks and bonds, but normally the fund allocates between 25% and 50% to fixed-income securities and between 75% and 50% to equities. NIMNA allocates the fund’s assets between the fund’s equity and fixed-income portfolio managers, based on an assessment of the relative return and risk of each asset class and an analysis of several factors, including general economic conditions, anticipated future changes in interest rates and the outlook for stocks generally.
In the equity portion of the fund’s portfolio, we strive to create a broadly diversified blend of growth and value stocks. Stock selection is made through extensive quantitative and
2
fundamental research. The fund may invest up to 20% of its assets in foreign equity securities.
In the fixed-income portion of the fund’s portfolio, we may include corporate bonds, debentures, notes, mortgage-related securities, including collateralized mortgage obligations (CMOs), asset-backed securities, convertible securities, municipal obligations, zero-coupon bonds and money market instruments.
Stocks and Bonds Advance Amid Volatility and Macroeconomic Concerns
Market sentiment proved volatile but positive during the reporting period, with hopes for continued economic growth outweighing concerns regarding persistently high levels of inflation and the impact of Fed rate hikes designed to curb inflation. In December 2022, as the period began, inflation averaged 6.45% on an annualized basis, down from the 9.06% peak set in June 2022 but well above the Fed target of 2%. On December 14, the Fed raised the benchmark federal funds rate from a range of 3.75%–4.00% to a range of 4.25%–4.50%, up from near zero nine months earlier. During the reporting period, the Fed raised rates three more times, totaling an additional 0.75%, while inflation steadily eased to 4.05% as of May 2023. Although U.S. economic growth and corporate profits showed signs of moderating during this time, indications generally remained positive, supported by robust consumer spending, rising wages and low levels of unemployment. These encouraging economic trends lessened concerns that rising rates might tip the economy into a sharp recession. Accordingly, while equity markets frequently dipped or spiked in response to the economic news of the day, stocks trended higher on balance, led by mega-cap, growth-oriented issues in the information technology sector. Value-oriented market sectors produced significantly weaker results. Bonds rose mildly as investors priced in eventual interest-rate cuts from the Fed and the potential for an economic “soft landing,” in which inflation moderates without resulting in a severe recession.
Other factors aside from inflation and interest rates also played a role in market behavior during the period. The reopening of the Chinese economy in the fourth quarter of 2022, after lengthy COVID-19-related shutdowns, generally bolstered confidence, although growth appeared to falter later in the period. On the negative side, a small number of high-profile, regional bank failures in the United States in March and April 2023 raised fears of possible wider banking industry contagion and future credit constraints. However, swift action from federal authorities and major banks eased investors’ concerns, enabling markets to gain additional ground in the closing months of the period.
Equity Positioning Bolsters Relative Performance
On the equity side, the fund’s performance relative to the Customized Blended Index benefited from positions in the large-cap growth area. Within large-cap growth, strong stock selection in—and overweight exposure to—the information technology sector produced the strongest returns, led by holdings in semiconductor maker NVIDIA Corp. Notably strong
3
DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)
performers in other sectors included health care holdings Align Technology Inc., Eli Lilly & Co. and Seagen Inc. Conversely, the materials and communications services sectors detracted from relative performance, largely due to selection-related issues, including weak returns from aluminum producer Alcoa Corp. and lack of exposure to social media company Meta Platforms Inc.
Not surprisingly, given the stark divergence between the performance of growth-oriented and value-oriented areas of the market, the fund’s allocation to the large-cap value area detracted from performance relative to the Custom Blended Index. However, the fund’s large-cap value returns outperformed averages for value-oriented shares, as measured against the −5.40% return of the Russell 1000 Value Index, which is used internally by the fund as a benchmark of large-cap value performance. Within large-cap value, health care provided the strongest returns due to positive stock selection, including positions in drug maker Sanofi, medical instrument and supply firm The Cooper Companies Inc. and medical device maker Boston Scientific Corp., all of which benefited from a post-pandemic increase in elective medical procedures, rising acuity rates for patients and better throughput in hospitals. In the financials sector, underweight exposure to regional banks bolstered returns. Conversely, overweight exposure to energy detracted from relative returns as oil and gas prices declined.
A small allocation to international equities, which generally outperformed their U.S. counterparts, further enhanced the fund’s relative returns.
The performance of the fixed-income portion of the fund closely matched that of the Bloomberg Index. As such, it neither materially added to, nor detracted from, the fund’s performance relative to the Customized Blended Index.
Relying on Experienced Management Within Each Asset Class
As of the end of the reporting period, we anticipate further market volatility as the Fed struggles to constrain inflationary pressures, with the possibility of a recession still on the horizon. While many companies have effectively controlled costs and continued to report reasonably strong earnings despite those pressures, we expect businesses to face increasing difficulties in meeting financial expectations if economic growth falters.
We believe the fund’s holdings are relatively well positioned to outperform in the face of prevailing market uncertainties due to our investment approach. We allocate assets to growth-oriented equities and value-oriented equities roughly in proportion to the asset-class composition of the S&P 500® Index, and add a significant allocation to fixed-income instruments for increased diversification and added stability. For each asset class, we assign investment responsibilities to a team of portfolio managers with extensive experience within that asset class, leveraging their expertise to construct a portfolio that we believe can outperform the relevant benchmarks over time. As of May 31, 2023, the fund allocated 27.8% of assets to large-cap growth equities, 24.1% to large-cap value equities and 33.9% to fixed-income securities. Subsidiary allocations included 6.1% to international equities, 5.6%
4
to cash, and 0.5% and 2.0%, respectively, to SPDR S&P 500 ETF Trust and iShares Core U.S. Aggregate Bond ETF to better manage liquidity and cash flows.
June 15, 2023
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 March 31, 2024, 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 S&P 500® Index is widely regarded as the best single gauge of large-cap, U.S. equities. The index includes 500 leading companies and captures approximately 80% coverage of available market capitalization. Investors cannot invest directly in any index.
3 Source: Lipper Inc. — The Bloomberg U.S. Aggregate Bond Index is a broad-based, flagship benchmark that measures the investment-grade, U.S. dollar-denominated, fixed-rate, taxable bond market. The index includes Treasuries, government-related and corporate securities, MBS (agency fixed-rate and hybrid ARM pass-throughs), ABS and CMBS (agency and nonagency). Investors cannot invest directly in any index.
4 The source for the Customized Blended Index is FactSet.
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.
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 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 Balanced Opportunity Fund from December 1, 2022 to May 31, 2023. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.
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Expenses and Value of a $1,000 Investment | |
Assume actual returns for the six months ended May 31, 2023 | |
| | | | | | | | |
| | Class A | Class C | Class I | Class J | Class Y | Class Z |
Expenses paid per $1,000† | $5.79 | $9.54 | $4.47 | $4.47 | $4.59 | $4.88 |
Ending value (after expenses) | $1,037.90 | $1,034.30 | $1,039.00 | $1,039.20 | $1,047.10 | $1,038.80 |
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 May 31, 2023 | |
| | | | | | | | |
| | Class A | Class C | Class I | Class J | Class Y | Class Z |
Expenses paid per $1,000† | $5.74 | $9.45 | $4.43 | $4.43 | $4.53 | $4.84 |
Ending value (after expenses) | $1,019.25 | $1,015.56 | $1,020.54 | $1,020.54 | $1,020.44 | $1,020.14 |
† | Expenses are equal to the fund’s annualized expense ratio of 1.14% for Class A, 1.88% for Class C, .88% for Class I, .88% for Class J, .90% for Class Y and .96% for Class Z, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). | |
6
STATEMENT OF INVESTMENTS
May 31, 2023 (Unaudited)
| | | | | | | | | |
|
Description | Coupon Rate (%) | | Maturity Date | | Principal Amount ($) | | Value ($) | |
Bonds and Notes - 33.4% | | | | | |
Aerospace & Defense - .3% | | | | | |
Lockheed Martin Corp., Sr. Unscd. Notes | | 5.20 | | 2/15/2055 | | 320,000 | | 323,716 | |
Raytheon Technologies Corp., Sr. Unscd. Notes | | 4.13 | | 11/16/2028 | | 200,000 | | 193,612 | |
The Boeing Company, Sr. Unscd. Notes | | 3.20 | | 3/1/2029 | | 280,000 | | 252,330 | |
The Boeing Company, Sr. Unscd. Notes | | 3.63 | | 2/1/2031 | | 100,000 | | 90,472 | |
| 860,130 | |
Agriculture - .0% | | | | | |
Philip Morris International, Inc., Sr. Unscd. Notes | | 5.63 | | 11/17/2029 | | 50,000 | | 51,264 | |
Asset-Backed Certificates - .3% | | | | | |
CNH Equipment Trust, Ser. 2021-A, Cl. A3 | | 0.40 | | 12/15/2025 | | 313,645 | | 302,737 | |
Dell Equipment Finance Trust, Ser. 2021-1, Cl. A3 | | 0.43 | | 5/22/2026 | | 211,730 | a | 209,507 | |
New Economy Assets Phase 1 Sponsor LLC, Ser. 2021-1, Cl. A1 | | 1.91 | | 10/20/2061 | | 495,000 | a | 427,917 | |
| 940,161 | |
Asset-Backed Certificates/Auto Receivables - 1.3% | | | | | |
Carvana Auto Receivables Trust, Ser. 2021-P4, Cl. A3 | | 1.31 | | 1/11/2027 | | 365,000 | | 345,894 | |
Enterprise Fleet Financing LLC, Ser. 2023-1, Cl. A3 | | 5.42 | | 10/22/2029 | | 245,000 | a | 246,927 | |
Hertz Vehicle Financing LLC, Ser. 2021-1A, CI. A | | 1.21 | | 12/26/2025 | | 575,000 | a | 536,941 | |
Honda Auto Receivables Owner Trust, Ser. 2023-1, Cl. A3 | | 5.04 | | 4/21/2027 | | 178,000 | | 178,220 | |
Hyundai Auto Receivables Trust, Ser. 2022-C, CI. A4 | | 5.52 | | 10/16/2028 | | 376,000 | | 383,646 | |
Mercedes-Benz Auto Receivables Trust, Ser. 2023-1, CI. A3 | | 4.51 | | 11/15/2027 | | 247,000 | | 244,763 | |
Nissan Auto Lease Trust, Ser. 2023-A, CI. A3 | | 4.91 | | 1/15/2026 | | 348,000 | | 345,653 | |
OSCAR US Funding Trust IX LLC, Ser. 2018-2A, Cl. A4 | | 3.63 | | 9/10/2025 | | 10,400 | a | 10,374 | |
OSCAR US Funding XI LLC, Ser. 2019-2A, Cl. A4 | | 2.68 | | 9/10/2026 | | 177,741 | a | 174,958 | |
OSCAR US Funding XII LLC, Ser. 2021-1A, Cl. A4 | | 1.00 | | 4/10/2028 | | 380,000 | a | 350,243 | |
Toyota Auto Receivables Owner Trust, Ser. 2022-D, CI. A3 | | 5.30 | | 9/15/2027 | | 579,000 | | 582,846 | |
7
STATEMENT OF INVESTMENTS (Unaudited) (continued)
| | | | | | | | | |
|
Description | Coupon Rate (%) | | Maturity Date | | Principal Amount ($) | | Value ($) | |
Bonds and Notes - 33.4% (continued) | | | | | |
Asset-Backed Certificates/Auto Receivables - 1.3% (continued) | | | | | |
Toyota Auto Receivables Owner Trust, Ser. 2023-A, CI. A3 | | 4.63 | | 9/15/2027 | | 202,000 | | 200,617 | |
| 3,601,082 | |
Automobiles & Components - .3% | | | | | |
General Motors Financial Co., Inc., Sr. Unscd. Notes | | 2.35 | | 1/8/2031 | | 280,000 | | 219,099 | |
General Motors Financial Co., Inc., Sr. Unscd. Notes | | 2.40 | | 4/10/2028 | | 545,000 | | 473,562 | |
Stellantis Finance US, Inc., Gtd. Notes | | 2.69 | | 9/15/2031 | | 200,000 | a | 159,139 | |
| 851,800 | |
Banks - 2.2% | | | | | |
Bank of America Corp., Sr. Unscd. Notes | | 1.20 | | 10/24/2026 | | 110,000 | | 99,199 | |
Bank of America Corp., Sr. Unscd. Notes | | 3.42 | | 12/20/2028 | | 105,000 | | 96,627 | |
Bank of America Corp., Sr. Unscd. Notes | | 3.97 | | 2/7/2030 | | 250,000 | | 232,131 | |
Bank of America Corp., Sr. Unscd. Notes | | 4.00 | | 4/1/2024 | | 68,000 | | 67,212 | |
Barclays PLC, Sr. Unscd. Notes | | 3.93 | | 5/7/2025 | | 205,000 | | 200,663 | |
BNP Paribas SA, Sr. Unscd. Notes | | 1.68 | | 6/30/2027 | | 250,000 | a | 221,619 | |
Citigroup, Inc., Sr. Unscd. Notes | | 3.88 | | 10/25/2023 | | 325,000 | | 322,973 | |
Citigroup, Inc., Sr. Unscd. Notes | | 4.65 | | 7/30/2045 | | 260,000 | | 230,702 | |
Citizens Bank NA, Sr. Unscd. Notes | | 3.75 | | 2/18/2026 | | 250,000 | | 228,391 | |
Cooperatieve Rabobank UA, Sr. Unscd. Notes | | 1.34 | | 6/24/2026 | | 280,000 | a | 257,842 | |
ING Groep NV, Sr. Unscd. Notes | | 3.55 | | 4/9/2024 | | 200,000 | | 195,932 | |
JPMorgan Chase & Co., Sr. Unscd. Notes | | 0.65 | | 9/16/2024 | | 185,000 | | 182,231 | |
JPMorgan Chase & Co., Sr. Unscd. Notes | | 3.70 | | 5/6/2030 | | 400,000 | | 369,940 | |
JPMorgan Chase & Co., Sr. Unscd. Notes | | 3.96 | | 1/29/2027 | | 255,000 | | 246,702 | |
JPMorgan Chase & Co., Sr. Unscd. Notes | | 4.45 | | 12/5/2029 | | 185,000 | | 178,672 | |
Lloyds Banking Group PLC, Sr. Unscd. Notes | | 1.63 | | 5/11/2027 | | 280,000 | | 250,273 | |
Morgan Stanley, Sr. Unscd. Notes | | 4.00 | | 7/23/2025 | | 75,000 | | 73,389 | |
Morgan Stanley, Sr. Unscd. Notes | | 4.43 | | 1/23/2030 | | 300,000 | | 288,247 | |
NatWest Group PLC, Sr. Unscd. Notes | | 1.64 | | 6/14/2027 | | 200,000 | | 177,154 | |
NatWest Group PLC, Sr. Unscd. Notes | | 4.27 | | 3/22/2025 | | 250,000 | | 245,832 | |
Royal Bank of Canada, Sr. Unscd. Notes | | 2.55 | | 7/16/2024 | | 230,000 | | 222,404 | |
8
| | | | | | | | | |
|
Description | Coupon Rate (%) | | Maturity Date | | Principal Amount ($) | | Value ($) | |
Bonds and Notes - 33.4% (continued) | | | | | |
Banks - 2.2% (continued) | | | | | |
The Goldman Sachs Group, Inc., Sr. Unscd. Notes | | 3.81 | | 4/23/2029 | | 610,000 | | 569,131 | |
Truist Financial Corp., Sr. Unscd. Notes | | 2.50 | | 8/1/2024 | | 265,000 | | 254,456 | |
U.S. Bancorp, Sr. Unscd. Notes | | 2.40 | | 7/30/2024 | | 205,000 | | 197,164 | |
Wells Fargo & Co., Sr. Unscd. Notes | | 4.15 | | 1/24/2029 | | 405,000 | | 383,999 | |
Wells Fargo & Co., Sub. Notes | | 4.30 | | 7/22/2027 | | 320,000 | | 308,626 | |
| 6,101,511 | |
Beverage Products - .1% | | | | | |
Keurig Dr Pepper, Inc., Gtd. Notes | | 3.20 | | 5/1/2030 | | 280,000 | | 253,564 | |
Building Materials - .1% | | | | | |
Carrier Global Corp., Sr. Unscd. Notes | | 2.49 | | 2/15/2027 | | 235,000 | | 215,622 | |
Chemicals - .1% | | | | | |
Nutrien Ltd., Sr. Unscd. Notes | | 3.95 | | 5/13/2050 | | 220,000 | | 166,602 | |
The Dow Chemical Company, Sr. Unscd. Notes | | 4.63 | | 10/1/2044 | | 145,000 | | 124,638 | |
The Sherwin-Williams Company, Sr. Unscd. Notes | | 2.30 | | 5/15/2030 | | 75,000 | | 63,198 | |
| 354,438 | |
Commercial & Professional Services - .2% | | | | | |
ERAC USA Finance LLC, Gtd. Notes | | 7.00 | | 10/15/2037 | | 292,000 | a | 338,493 | |
PayPal Holdings, Inc., Sr. Unscd. Notes | | 2.65 | | 10/1/2026 | | 165,000 | | 155,025 | |
PayPal Holdings, Inc., Sr. Unscd. Notes | | 3.25 | | 6/1/2050 | | 135,000 | | 94,952 | |
| 588,470 | |
Commercial Mortgage Pass-Through Certificates - .8% | | | | | |
CAMB Commercial Mortgage Trust, Ser. 2019-LIFE, Cl. A, 1 Month LIBOR +1.07% | | 6.18 | | 12/15/2037 | | 225,000 | a,b | 222,673 | |
Citigroup Commercial Mortgage Trust, Ser. 2020-GC46, Cl. A2 | | 2.71 | | 2/15/2053 | | 140,000 | | 131,983 | |
Commercial Mortgage Trust, Ser. 2014-UBS3, Cl. A3 | | 3.55 | | 6/10/2047 | | 361,348 | | 353,257 | |
CSAIL Commercial Mortgage Trust, Ser. 2017-CX10, Cl. A4 | | 3.19 | | 11/15/2050 | | 240,000 | | 220,062 | |
DBCG Mortgage Trust, Ser. 2017-BBG, Cl. A, 1 Month LIBOR +0.70% | | 5.81 | | 6/15/2034 | | 335,000 | a,b | 331,140 | |
GS Mortgage Securities Trust, Ser. 2013-GC13, CI. A5 | | 3.97 | | 7/10/2046 | | 139,903 | | 138,686 | |
GS Mortgage Securities Trust, Ser. 2019-GC39, Cl. A3 | | 3.31 | | 5/10/2052 | | 215,000 | | 192,419 | |
Tricon American Homes Trust, Ser. 2017-SFR2, Cl. A | | 2.93 | | 1/17/2036 | | 202,904 | a | 198,497 | |
9
STATEMENT OF INVESTMENTS (Unaudited) (continued)
| | | | | | | | | |
|
Description | Coupon Rate (%) | | Maturity Date | | Principal Amount ($) | | Value ($) | |
Bonds and Notes - 33.4% (continued) | | | | | |
Commercial Mortgage Pass-Through Certificates - .8% (continued) | | | | | |
Wells Fargo Commercial Mortgage Trust, Ser. 2014-LC18, Cl. A4 | | 3.15 | | 12/15/2047 | | 152,598 | | 145,758 | |
Wells Fargo Commercial Mortgage Trust, Ser. 2020-C56, CI. A5 | | 2.45 | | 6/15/2053 | | 135,000 | | 112,689 | |
WFRBS Commercial Mortgage Trust, Ser. 2014-C22, Cl. A4 | | 3.49 | | 9/15/2057 | | 172,526 | | 166,748 | |
| 2,213,912 | |
Consumer Discretionary - .1% | | | | | |
Marriott International, Inc., Sr. Unscd. Notes, Ser. HH | | 2.85 | | 4/15/2031 | | 465,000 | | 391,410 | |
Consumer Staples - .0% | | | | | |
The Estee Lauder Companies, Sr. Unscd. Notes | | 2.38 | | 12/1/2029 | | 115,000 | | 100,355 | |
Diversified Financials - .6% | | | | | |
Aercap Ireland Capital DAC/AerCap Global Aviation Trust, Gtd. Notes | | 1.75 | | 1/30/2026 | | 225,000 | | 201,629 | |
Aercap Ireland Capital DAC/AerCap Global Aviation Trust, Gtd. Notes | | 3.30 | | 1/30/2032 | | 180,000 | | 146,410 | |
Air Lease Corp., Sr. Unscd. Notes | | 1.88 | | 8/15/2026 | | 215,000 | | 190,085 | |
Air Lease Corp., Sr. Unscd. Notes | | 2.88 | | 1/15/2026 | | 135,000 | | 125,591 | |
American Express Co., Sr. Unscd. Notes | | 2.50 | | 7/30/2024 | | 130,000 | | 125,819 | |
American Express Co., Sr. Unscd. Notes | | 3.40 | | 2/22/2024 | | 180,000 | | 177,144 | |
Discover Financial Services, Sr. Unscd. Notes | | 6.70 | | 11/29/2032 | | 342,000 | | 354,643 | |
Intercontinental Exchange, Inc., Sr. Unscd. Notes | | 4.35 | | 6/15/2029 | | 130,000 | | 128,532 | |
USAA Capital Corp., Sr. Unscd. Notes | | 2.13 | | 5/1/2030 | | 165,000 | a | 137,578 | |
Visa, Inc., Sr. Unscd. Notes | | 3.15 | | 12/14/2025 | | 100,000 | | 96,838 | |
| 1,684,269 | |
Energy - 1.0% | | | | | |
Cameron LNG LLC, Sr. Scd. Notes | | 3.30 | | 1/15/2035 | | 260,000 | a | 217,101 | |
Cheniere Corpus Christi Holdings LLC, Sr. Scd. Notes | | 3.70 | | 11/15/2029 | | 285,000 | c | 260,056 | |
EIG Pearl Holdings SARL, Sr. Scd. Bonds | | 3.55 | | 8/31/2036 | | 385,000 | a | 328,242 | |
Enbridge, Inc., Gtd. Notes | | 5.70 | | 3/8/2033 | | 188,000 | | 191,275 | |
Energy Transfer LP, Sr. Unscd. Notes | | 4.90 | | 2/1/2024 | | 225,000 | | 222,908 | |
Enterprise Products Operating LLC, Gtd. Notes | | 2.80 | | 1/31/2030 | | 185,000 | | 162,935 | |
Enterprise Products Operating LLC, Gtd. Notes | | 3.30 | | 2/15/2053 | | 190,000 | | 132,489 | |
Equinor ASA, Gtd. Notes | | 3.25 | | 11/18/2049 | | 130,000 | | 96,304 | |
10
| | | | | | | | | |
|
Description | Coupon Rate (%) | | Maturity Date | | Principal Amount ($) | | Value ($) | |
Bonds and Notes - 33.4% (continued) | | | | | |
Energy - 1.0% (continued) | | | | | |
Kinder Morgan Energy Partners LP, Gtd. Notes | | 5.00 | | 3/1/2043 | | 140,000 | | 118,434 | |
Kinder Morgan Energy Partners LP, Gtd. Notes | | 6.55 | | 9/15/2040 | | 210,000 | | 213,731 | |
MPLX LP, Sr. Unscd. Notes | | 4.13 | | 3/1/2027 | | 110,000 | | 106,634 | |
MPLX LP, Sr. Unscd. Notes | | 5.20 | | 3/1/2047 | | 210,000 | | 181,460 | |
Spectra Energy Partners LP, Gtd. Notes | | 4.75 | | 3/15/2024 | | 75,000 | | 74,345 | |
Totalenergies Capital International SA, Gtd. Notes | | 3.46 | | 2/19/2029 | | 260,000 | | 245,578 | |
Western Midstream Operating LP, Sr. Unscd. Notes | | 6.15 | | 4/1/2033 | | 42,000 | | 41,925 | |
| 2,593,417 | |
Environmental Control - .3% | | | | | |
Republic Services, Inc., Sr. Unscd. Notes | | 2.38 | | 3/15/2033 | | 525,000 | c | 428,745 | |
Republic Services, Inc., Sr. Unscd. Notes | | 2.50 | | 8/15/2024 | | 100,000 | | 96,744 | |
Waste Management, Inc., Gtd. Notes | | 2.00 | | 6/1/2029 | | 145,000 | | 125,135 | |
Waste Management, Inc., Gtd. Notes | | 3.15 | | 11/15/2027 | | 100,000 | | 94,721 | |
| 745,345 | |
Food Products - .1% | | | | | |
Conagra Brands, Inc., Sr. Unscd. Notes | | 1.38 | | 11/1/2027 | | 180,000 | | 153,887 | |
Mondelez International, Inc., Sr. Unscd. Notes | | 2.13 | | 3/17/2024 | | 151,000 | | 147,133 | |
| 301,020 | |
Foreign Governmental - .5% | | | | | |
Hungary, Sr. Unscd. Notes | | 2.13 | | 9/22/2031 | | 200,000 | a | 152,751 | |
Hungary, Sr. Unscd. Notes | | 5.25 | | 6/16/2029 | | 250,000 | a | 242,816 | |
Italy, Sr. Unscd. Notes | | 1.25 | | 2/17/2026 | | 400,000 | | 359,419 | |
Italy, Sr. Unscd. Notes | | 2.88 | | 10/17/2029 | | 225,000 | | 197,587 | |
Mexico, Sr. Unscd. Notes | | 2.66 | | 5/24/2031 | | 310,000 | | 258,178 | |
Uruguay, Sr. Unscd. Bonds | | 4.38 | | 1/23/2031 | | 60,000 | | 59,958 | |
| 1,270,709 | |
Health Care - 1.5% | | | | | |
Abbott Laboratories, Sr. Unscd. Notes | | 4.90 | | 11/30/2046 | | 170,000 | | 169,993 | |
AbbVie, Inc., Sr. Unscd. Notes | | 3.20 | | 11/21/2029 | | 220,000 | | 199,780 | |
AmerisourceBergen Corp., Sr. Unscd. Notes | | 3.25 | | 3/1/2025 | | 130,000 | | 125,730 | |
Amgen, Inc., Sr. Unscd. Notes | | 3.15 | | 2/21/2040 | | 255,000 | | 192,169 | |
AstraZeneca PLC, Sr. Unscd. Notes | | 1.38 | | 8/6/2030 | | 160,000 | | 129,537 | |
Biogen, Inc., Sr. Unscd. Notes | | 2.25 | | 5/1/2030 | | 235,000 | | 196,915 | |
11
STATEMENT OF INVESTMENTS (Unaudited) (continued)
| | | | | | | | | |
|
Description | Coupon Rate (%) | | Maturity Date | | Principal Amount ($) | | Value ($) | |
Bonds and Notes - 33.4% (continued) | | | | | |
Health Care - 1.5% (continued) | | | | | |
Bio-Rad Laboratories, Inc., Sr. Unscd. Notes | | 3.70 | | 3/15/2032 | | 430,000 | | 377,868 | |
Bristol-Myers Squibb Co., Sr. Unscd. Notes | | 3.20 | | 6/15/2026 | | 89,000 | | 85,921 | |
Bristol-Myers Squibb Co., Sr. Unscd. Notes | | 3.40 | | 7/26/2029 | | 25,000 | | 23,546 | |
CVS Health Corp., Sr. Unscd. Notes | | 4.30 | | 3/25/2028 | | 50,000 | | 48,749 | |
CVS Health Corp., Sr. Unscd. Notes | | 5.05 | | 3/25/2048 | | 350,000 | | 316,429 | |
DH Europe Finance II SARL, Gtd. Notes | | 2.60 | | 11/15/2029 | | 180,000 | | 160,305 | |
GE HealthCare Technologies, Inc., Gtd. Notes | | 5.91 | | 11/22/2032 | | 380,000 | a | 397,285 | |
Gilead Sciences, Inc., Sr. Unscd. Notes | | 3.65 | | 3/1/2026 | | 75,000 | | 72,829 | |
Gilead Sciences, Inc., Sr. Unscd. Notes | | 4.75 | | 3/1/2046 | | 110,000 | | 102,990 | |
Illumina, Inc., Sr. Unscd. Notes | | 5.75 | | 12/13/2027 | | 86,000 | | 87,634 | |
Medtronic, Inc., Gtd. Notes | | 4.63 | | 3/15/2045 | | 50,000 | | 48,034 | |
Merck & Co., Inc., Sr. Unscd. Notes | | 2.90 | | 3/7/2024 | | 115,000 | | 112,864 | |
Merck & Co., Inc., Sr. Unscd. Notes | | 3.40 | | 3/7/2029 | | 60,000 | | 57,227 | |
Pfizer, Inc., Sr. Unscd. Notes | | 2.95 | | 3/15/2024 | | 40,000 | c | 39,295 | |
Pfizer, Inc., Sr. Unscd. Notes | | 3.20 | | 9/15/2023 | | 45,000 | | 44,730 | |
Pfizer, Inc., Sr. Unscd. Notes | | 3.45 | | 3/15/2029 | | 55,000 | | 52,379 | |
Regeneron Pharmaceuticals, Inc., Sr. Unscd. Notes | | 1.75 | | 9/15/2030 | | 112,000 | | 90,334 | |
Royalty Pharma PLC, Gtd. Notes | | 2.15 | | 9/2/2031 | | 325,000 | c | 255,814 | |
The Cigna Group, Gtd. Notes | | 4.38 | | 10/15/2028 | | 295,000 | | 287,679 | |
UnitedHealth Group, Inc., Sr. Unscd. Notes | | 2.88 | | 8/15/2029 | | 150,000 | | 136,300 | |
UnitedHealth Group, Inc., Sr. Unscd. Notes | | 4.75 | | 7/15/2045 | | 155,000 | | 146,271 | |
Viatris, Inc., Gtd. Notes | | 2.70 | | 6/22/2030 | | 100,000 | c | 80,417 | |
| 4,039,024 | |
Industrial - .1% | | | | | |
GE Capital Funding LLC, Gtd. Notes | | 4.55 | | 5/15/2032 | | 247,000 | | 239,706 | |
Information Technology - .0% | | | | | |
Microsoft Corp., Sr. Unscd. Notes | | 2.53 | | 6/1/2050 | | 110,000 | | 75,810 | |
Insurance - 1.0% | | | | | |
American International Group, Inc., Sr. Unscd. Notes | | 3.90 | | 4/1/2026 | | 60,000 | | 58,204 | |
American International Group, Inc., Sr. Unscd. Notes | | 4.38 | | 6/30/2050 | | 200,000 | | 165,637 | |
Five Corners Funding Trust II, Sr. Unscd. Notes | | 2.85 | | 5/15/2030 | | 260,000 | a | 222,273 | |
12
| | | | | | | | | |
|
Description | Coupon Rate (%) | | Maturity Date | | Principal Amount ($) | | Value ($) | |
Bonds and Notes - 33.4% (continued) | | | | | |
Insurance - 1.0% (continued) | | | | | |
Jackson Financial, Inc., Sr. Unscd. Notes | | 3.13 | | 11/23/2031 | | 195,000 | | 151,421 | |
Massachusetts Mutual Life Insurance Co., Sub. Notes | | 3.38 | | 4/15/2050 | | 225,000 | a | 159,929 | |
MassMutual Global Funding II, Scd. Notes | | 2.95 | | 1/11/2025 | | 200,000 | a | 193,120 | |
Metropolitan Life Global Funding I, Sr. Scd. Notes | | 3.00 | | 9/19/2027 | | 545,000 | a | 503,382 | |
New York Life Global Funding, Scd. Notes | | 2.88 | | 4/10/2024 | | 250,000 | a | 244,486 | |
New York Life Insurance Co., Sub. Notes | | 3.75 | | 5/15/2050 | | 205,000 | a | 155,995 | |
Pacific Life Global Funding II, Scd. Notes | | 1.20 | | 6/24/2025 | | 375,000 | a | 343,990 | |
Pacific Life Global Funding II, Scd. Notes | | 1.38 | | 4/14/2026 | | 270,000 | a | 243,573 | |
Pricoa Global Funding I, Scd. Notes | | 2.40 | | 9/23/2024 | | 155,000 | a | 149,122 | |
Principal Financial Group, Inc., Gtd. Notes | | 4.30 | | 11/15/2046 | | 125,000 | | 100,017 | |
| 2,691,149 | |
Media - .4% | | | | | |
Charter Communications Operating LLC/Charter Communications Operating Capital, Sr. Scd. Notes | | 4.91 | | 7/23/2025 | | 185,000 | | 181,980 | |
Comcast Corp., Gtd. Notes | | 2.65 | | 2/1/2030 | | 335,000 | | 295,547 | |
Comcast Corp., Gtd. Notes | | 2.89 | | 11/1/2051 | | 210,000 | | 138,408 | |
Comcast Corp., Gtd. Notes | | 6.50 | | 11/15/2035 | | 43,000 | | 47,963 | |
The Walt Disney Company, Gtd. Notes | | 4.00 | | 10/1/2023 | | 55,000 | | 54,687 | |
The Walt Disney Company, Gtd. Notes | | 6.65 | | 11/15/2037 | | 245,000 | | 280,746 | |
| 999,331 | |
Metals & Mining - ..2% | | | | | |
Anglo American Capital PLC, Gtd. Notes | | 2.63 | | 9/10/2030 | | 400,000 | a,c | 329,816 | |
Glencore Funding LLC, Gtd. Notes | | 2.63 | | 9/23/2031 | | 415,000 | a | 334,377 | |
| 664,193 | |
Municipal Securities - .6% | | | | | |
Arizona Department of Transportation Highway Fund, Revenue Bonds, Refunding | | 2.46 | | 7/1/2030 | | 45,000 | | 39,703 | |
California, GO, Ser. A | | 2.38 | | 10/1/2026 | | 230,000 | | 214,836 | |
Central Florida Tourism Oversight District, GO, Refunding, Ser. A | | 2.40 | | 6/1/2032 | | 65,000 | | 54,269 | |
Central Florida Tourism Oversight District, GO, Refunding, Ser. A | | 2.45 | | 6/1/2033 | | 65,000 | | 53,374 | |
13
STATEMENT OF INVESTMENTS (Unaudited) (continued)
| | | | | | | | | |
|
Description | Coupon Rate (%) | | Maturity Date | | Principal Amount ($) | | Value ($) | |
Bonds and Notes - 33.4% (continued) | | | | | |
Municipal Securities - .6% (continued) | | | | | |
Central Florida Tourism Oversight District, GO, Refunding, Ser. A | | 2.50 | | 6/1/2034 | | 50,000 | | 40,348 | |
Connecticut, GO, Ser. A | | 2.10 | | 7/1/2025 | | 40,000 | | 37,867 | |
Dallas Fort Worth International Airport, Revenue Bonds, Refunding, Ser. C | | 2.92 | | 11/1/2050 | | 160,000 | | 115,490 | |
Honolulu City & County Wastewater System, Revenue Bonds, Refunding, Ser. B | | 2.50 | | 7/1/2027 | | 25,000 | | 23,404 | |
Los Angeles Department of Water & Power, Revenue Bonds (Build America Bonds) | | 5.72 | | 7/1/2039 | | 120,000 | | 129,611 | |
Massachusetts School Building Authority, Revenue Bonds, Refunding, Ser. B | | 2.44 | | 10/15/2027 | | 115,000 | | 105,895 | |
Metropolitan Transportation Authority, Revenue Bonds (Build America Bonds) | | 6.55 | | 11/15/2031 | | 225,000 | | 239,610 | |
Metropolitan Transportation Authority, Revenue Bonds (Build America Bonds) Ser. A2 | | 6.09 | | 11/15/2040 | | 10,000 | | 11,071 | |
Miami-Dade County Water & Sewer System, Revenue Bonds, Refunding, Ser. C | | 2.55 | | 10/1/2028 | | 250,000 | | 226,738 | |
New York City, GO (Build America Bonds) Ser. D | | 5.99 | | 12/1/2036 | | 135,000 | | 145,692 | |
Wisconsin, Revenue Bonds, Refunding, Ser. A | | 2.20 | | 5/1/2027 | | 135,000 | | 124,167 | |
| 1,562,075 | |
Real Estate - 1.3% | | | | | |
Alexandria Real Estate Equities, Inc., Gtd. Notes | | 3.80 | | 4/15/2026 | | 225,000 | | 216,398 | |
Alexandria Real Estate Equities, Inc., Gtd. Notes | | 4.50 | | 7/30/2029 | | 165,000 | | 156,707 | |
American Homes 4 Rent LP, Sr. Unscd. Notes | | 2.38 | | 7/15/2031 | | 90,000 | | 71,566 | |
American Tower Corp., Sr. Unscd. Notes | | 5.55 | | 7/15/2033 | | 240,000 | | 241,679 | |
AvalonBay Communities, Inc., Sr. Unscd. Notes | | 3.30 | | 6/1/2029 | | 215,000 | | 195,787 | |
Crown Castle, Inc., Sr. Unscd. Notes | | 2.25 | | 1/15/2031 | | 740,000 | | 607,359 | |
Equinix, Inc., Sr. Unscd. Notes | | 2.50 | | 5/15/2031 | | 310,000 | | 253,072 | |
Extra Space Storage LP, Gtd. Notes | | 5.70 | | 4/1/2028 | | 64,000 | | 64,932 | |
Healthcare Realty Holdings LP, Gtd. Notes | | 3.10 | | 2/15/2030 | | 235,000 | | 201,159 | |
Prologis LP, Sr. Unscd. Notes | | 2.13 | | 4/15/2027 | | 40,000 | | 36,429 | |
Prologis LP, Sr. Unscd. Notes | | 2.25 | | 4/15/2030 | | 120,000 | | 102,222 | |
14
| | | | | | | | | |
|
Description | Coupon Rate (%) | | Maturity Date | | Principal Amount ($) | | Value ($) | |
Bonds and Notes - 33.4% (continued) | | | | | |
Real Estate - 1.3% (continued) | | | | | |
Realty Income Corp., Sr. Unscd. Notes | | 2.85 | | 12/15/2032 | | 225,000 | | 184,718 | |
SBA Tower Trust, Asset Backed Notes | | 2.84 | | 1/15/2025 | | 210,000 | a | 199,478 | |
Simon Property Group LP, Sr. Unscd. Notes | | 3.50 | | 9/1/2025 | | 230,000 | | 222,099 | |
Spirit Realty LP, Gtd. Notes | | 2.10 | | 3/15/2028 | | 340,000 | | 286,215 | |
WP Carey, Inc., Sr. Unscd. Notes | | 2.25 | | 4/1/2033 | | 295,000 | | 220,892 | |
WP Carey, Inc., Sr. Unscd. Notes | | 2.40 | | 2/1/2031 | | 175,000 | | 140,347 | |
| 3,401,059 | |
Retailing - .3% | | | | | |
7-Eleven, Inc., Sr. Unscd. Notes | | 2.80 | | 2/10/2051 | | 280,000 | a | 175,820 | |
Dollar General Corp., Sr. Unscd. Notes | | 3.50 | | 4/3/2030 | | 200,000 | | 181,496 | |
Dollar Tree, Inc., Sr. Unscd. Notes | | 4.20 | | 5/15/2028 | | 110,000 | | 105,809 | |
McDonald's Corp., Sr. Unscd. Notes | | 3.50 | | 7/1/2027 | | 100,000 | | 96,123 | |
McDonald's Corp., Sr. Unscd. Notes | | 3.60 | | 7/1/2030 | | 80,000 | | 74,805 | |
Target Corp., Sr. Unscd. Notes | | 3.38 | | 4/15/2029 | | 250,000 | | 237,786 | |
| 871,839 | |
Semiconductors & Semiconductor Equipment - .2% | | | | | |
Broadcom, Inc., Sr. Unscd. Notes | | 3.42 | | 4/15/2033 | | 225,000 | a | 186,954 | |
NXP BV/ NXP Funding LLC/ MXP USA, Inc., Gtd. Notes | | 2.65 | | 2/15/2032 | | 410,000 | | 331,194 | |
| 518,148 | |
Technology Hardware & Equipment - .2% | | | | | |
Apple, Inc., Sr. Unscd. Notes | | 2.05 | | 9/11/2026 | | 425,000 | | 396,793 | |
Dell International LLC/EMC Corp., Sr. Unscd. Notes | | 6.02 | | 6/15/2026 | | 130,000 | | 133,100 | |
Hewlett Packard Enterprise Co., Sr. Unscd. Notes | | 4.90 | | 10/15/2025 | | 105,000 | | 104,350 | |
| 634,243 | |
Telecommunication Services - .7% | | | | | |
AT&T, Inc., Sr. Unscd. Notes | | 2.55 | | 12/1/2033 | | 438,000 | | 344,396 | |
Sprint Spectrum Co. LLC/ Sprint Spectrum Co. II LLC/ Sprint Spectrum Co. III LLC, Sr. Scd. Notes | | 4.74 | | 3/20/2025 | | 100,000 | a | 99,030 | |
Telefonica Emisiones SA, Gtd. Notes | | 5.21 | | 3/8/2047 | | 150,000 | | 126,846 | |
T-Mobile USA, Inc., Gtd. Notes | | 2.55 | | 2/15/2031 | | 155,000 | | 129,738 | |
T-Mobile USA, Inc., Gtd. Notes | | 3.88 | | 4/15/2030 | | 270,000 | | 250,597 | |
T-Mobile USA, Inc., Gtd. Notes | | 5.20 | | 1/15/2033 | | 180,000 | | 180,166 | |
Verizon Communications, Inc., Sr. Unscd. Notes | | 2.36 | | 3/15/2032 | | 51,000 | | 41,156 | |
Verizon Communications, Inc., Sr. Unscd. Notes | | 3.88 | | 2/8/2029 | | 140,000 | | 132,465 | |
15
STATEMENT OF INVESTMENTS (Unaudited) (continued)
| | | | | | | | | |
|
Description | Coupon Rate (%) | | Maturity Date | | Principal Amount ($) | | Value ($) | |
Bonds and Notes - 33.4% (continued) | | | | | |
Telecommunication Services - .7% (continued) | | | | | |
Verizon Communications, Inc., Sr. Unscd. Notes | | 4.02 | | 12/3/2029 | | 495,000 | | 466,429 | |
| 1,770,823 | |
Transportation - .5% | | | | | |
Canadian Pacific Railway Co., Gtd. Notes | | 2.45 | | 12/2/2031 | | 130,000 | | 115,075 | |
Canadian Pacific Railway Co., Gtd. Notes | | 3.00 | | 12/2/2041 | | 125,000 | | 102,875 | |
CSX Corp., Sr. Unscd. Notes | | 2.60 | | 11/1/2026 | | 380,000 | | 354,496 | |
CSX Corp., Sr. Unscd. Notes | | 3.35 | | 11/1/2025 | | 205,000 | | 197,747 | |
FedEx Corp., Gtd. Notes | | 4.40 | | 1/15/2047 | | 205,000 | | 170,546 | |
Ryder System, Inc., Sr. Unscd. Notes | | 5.25 | | 6/1/2028 | | 158,000 | | 155,827 | |
Union Pacific Corp., Sr. Unscd. Notes | | 3.15 | | 3/1/2024 | | 145,000 | | 142,574 | |
| 1,239,140 | |
U.S. Government Agencies Collateralized Mortgage Obligations - .5% | | | | | |
Federal Home Loan Mortgage Corp. Seasoned Loans Structured Transaction Trust, Ser. 2019-2, Cl. A2C | | 2.75 | | 9/25/2029 | | 265,000 | d | 236,406 | |
Federal Home Loan Mortgage Corp. Seasoned Loans Structured Transaction Trust, Ser. 2019-3, Cl. A2C | | 2.75 | | 11/25/2029 | | 255,000 | d | 226,932 | |
Government National Mortgage Association, Ser. 2022-173, Cl. PQ | | 5.00 | | 6/20/2051 | | 506,791 | | 501,346 | |
Government National Mortgage Association, Ser. 2022-177, CI. PL | | 6.00 | | 6/20/2051 | | 254,596 | | 262,398 | |
| 1,227,082 | |
U.S. Government Agencies Collateralized Municipal-Backed Securities - .7% | | | | | |
Federal Home Loan Mortgage Corp. Multifamily Structured Pass Through Certificates, Ser. K089, Cl. A2 | | 3.56 | | 1/25/2029 | | 560,000 | d | 540,738 | |
Federal Home Loan Mortgage Corp. Multifamily Structured Pass Through Certificates, Ser. K090, Cl. A2 | | 3.42 | | 2/25/2029 | | 545,000 | d | 522,044 | |
Federal Home Loan Mortgage Corp. Multifamily Structured Pass Through Certificates, Ser. K095, Cl. A2 | | 2.79 | | 6/25/2029 | | 775,000 | d | 714,900 | |
| 1,777,682 | |
16
| | | | | | | | | |
|
Description | Coupon Rate (%) | | Maturity Date | | Principal Amount ($) | | Value ($) | |
Bonds and Notes - 33.4% (continued) | | | | | |
U.S. Government Agencies Mortgage-Backed - 11.0% | | | | | |
Federal Home Loan Mortgage Corp.: | | | |
2.00%, 9/1/2050-12/1/2051 | | | 2,489,091 | d | 2,054,521 | |
2.50%, 11/1/2027-9/1/2050 | | | 1,355,878 | d | 1,173,293 | |
3.00%, 6/1/2031-12/1/2046 | | | 514,003 | d | 471,533 | |
3.50%, 4/1/2035-7/1/2052 | | | 2,437,411 | d | 2,278,652 | |
5.50%, 1/1/2036 | | | 23,324 | d | 24,057 | |
Federal National Mortgage Association: | | | |
1.50%, 3/1/2051 | | | 502,717 | d | 392,253 | |
2.00%, 8/1/2036-12/1/2051 | | | 6,039,905 | d | 5,029,184 | |
2.50%, 9/1/2028-1/1/2052 | | | 4,077,798 | d | 3,535,200 | |
3.00%, 6/1/2028-12/1/2050 | | | 3,421,615 | d | 3,127,175 | |
3.50%, 8/1/2034-10/1/2050 | | | 3,234,545 | d | 3,029,576 | |
4.00%, 7/1/2042-8/1/2052 | | | 4,058,813 | d | 3,867,111 | |
4.50%, 2/1/2039-10/1/2052 | | | 2,291,999 | d | 2,249,970 | |
5.00%, 4/1/2035-12/1/2048 | | | 274,124 | d | 275,057 | |
5.50%, 9/1/2034-5/1/2039 | | | 22,405 | d | 22,589 | |
8.00%, 3/1/2030 | | | 74 | d | 74 | |
Government National Mortgage Association I: | | | |
5.50%, 4/15/2033 | | | 7,531 | | 7,740 | |
Government National Mortgage Association II: | | | |
3.00%, 1/20/2045-9/20/2051 | | | 1,325,405 | | 1,202,657 | |
3.50%, 7/20/2047-2/20/2052 | | | 833,430 | | 776,830 | |
4.00%, 10/20/2047-1/20/2048 | | | 203,122 | | 195,888 | |
4.50%, 7/20/2048 | | | 65,954 | | 64,787 | |
| 29,778,147 | |
U.S. Treasury Securities - 4.9% | | | | | |
U.S. Treasury Bonds | | 1.75 | | 8/15/2041 | | 3,550,000 | c | 2,506,147 | |
U.S. Treasury Bonds | | 2.25 | | 2/15/2052 | | 130,000 | | 93,798 | |
U.S. Treasury Bonds | | 2.38 | | 5/15/2051 | | 2,828,000 | | 2,102,552 | |
U.S. Treasury Floating Rate Notes, 3 Month U.S. T-BILL +0.03% | | 5.40 | | 7/31/2023 | | 3,300,000 | b | 3,299,990 | |
U.S. Treasury Floating Rate Notes, 3 Month U.S. T-BILL -0.08% | | 5.30 | | 4/30/2024 | | 1,000,000 | b | 999,333 | |
U.S. Treasury Notes | | 0.88 | | 9/30/2026 | | 2,535,000 | | 2,292,888 | |
U.S. Treasury Notes | | 1.38 | | 6/30/2023 | | 1,000,000 | c | 996,905 | |
U.S. Treasury Notes | | 3.63 | | 3/31/2030 | | 915,000 | | 910,425 | |
| 13,202,038 | |
Utilities - 1.0% | | | | | |
American Electric Power Co., Inc., Sr. Unscd. Notes | | 3.25 | | 3/1/2050 | | 155,000 | | 104,502 | |
Berkshire Hathaway Energy Co., Sr. Unscd. Notes | | 3.25 | | 4/15/2028 | | 95,000 | | 89,906 | |
17
STATEMENT OF INVESTMENTS (Unaudited) (continued)
| | | | | | | | | |
|
Description | Coupon Rate (%) | | Maturity Date | | Principal Amount ($) | | Value ($) | |
Bonds and Notes - 33.4% (continued) | | | | | |
Utilities - 1.0% (continued) | | | | | |
Consolidated Edison Company of New York, Inc., Sr. Unscd. Debs., Ser. 20A | | 3.35 | | 4/1/2030 | | 170,000 | | 155,193 | |
Dominion Energy, Inc., Sr. Unscd. Notes | | 3.90 | | 10/1/2025 | | 165,000 | | 160,359 | |
Duke Energy Corp., Sr. Unscd. Notes | | 3.15 | | 8/15/2027 | | 275,000 | | 256,219 | |
Electricite de France SA, Sr. Unscd. Notes | | 6.25 | | 5/23/2033 | | 200,000 | a | 202,755 | |
Eversource Energy, Sr. Unscd. Notes, Ser. O | | 4.25 | | 4/1/2029 | | 215,000 | | 207,540 | |
Kentucky Utilities Co., First Mortgage Bonds | | 4.38 | | 10/1/2045 | | 105,000 | | 87,927 | |
Louisville Gas & Electric Co., First Mortgage Bonds | | 4.38 | | 10/1/2045 | | 125,000 | | 105,114 | |
NiSource, Inc., Sr. Unscd. Notes | | 5.25 | | 3/30/2028 | | 25,000 | | 25,201 | |
NiSource, Inc., Sr. Unscd. Notes | | 5.65 | | 2/1/2045 | | 230,000 | | 230,328 | |
NRG Energy, Inc., Sr. Scd. Notes | | 2.45 | | 12/2/2027 | | 440,000 | a | 374,532 | |
Sempra Energy, Sr. Unscd. Notes | | 3.40 | | 2/1/2028 | | 100,000 | | 93,156 | |
Sierra Pacific Power Co., Mortgage Notes, Ser. P | | 6.75 | | 7/1/2037 | | 25,000 | | 27,700 | |
Southern California Edison Co., First Mortgage Bonds | | 3.65 | | 2/1/2050 | | 40,000 | | 29,751 | |
Southern California Edison Co., First Mortgage Bonds, Ser. A | | 4.20 | | 3/1/2029 | | 235,000 | | 225,856 | |
The AES Corp., Sr. Unscd. Notes | | 5.45 | | 6/1/2028 | | 132,000 | | 130,403 | |
Xcel Energy, Inc., Sr. Unscd. Notes | | 2.60 | | 12/1/2029 | | 260,000 | c | 226,298 | |
| 2,732,740 | |
Total Bonds and Notes (cost $101,310,302) | | 90,542,708 | |
Description | | | | | Shares | | Value ($) | |
Common Stocks - 56.5% | | | | | |
Advertising - .7% | | | | | |
Omnicom Group, Inc. | | | | | | 7,934 | | 699,699 | |
Publicis Groupe SA | | | | | | 7,278 | | 540,931 | |
The Interpublic Group of Companies, Inc. | | | | | | 19,781 | | 735,655 | |
| 1,976,285 | |
Aerospace & Defense - 1.2% | | | | | |
BAE Systems PLC | | | | | | 21,560 | | 249,793 | |
Howmet Aerospace, Inc. | | | | | | 21,164 | | 904,761 | |
Northrop Grumman Corp. | | | | | | 1,877 | | 817,415 | |
The Boeing Company | | | | | | 6,211 | e | 1,277,603 | |
| 3,249,572 | |
Agriculture - .4% | | | | | |
Bunge Ltd. | | | | | | 3,738 | | 346,288 | |
18
| | | | | | | | | |
|
Description | | | | | Shares | | Value ($) | |
Common Stocks - 56.5% (continued) | | | | | |
Agriculture - .4% (continued) | | | | | |
Imperial Brands PLC | | | | | | 3,924 | | 82,912 | |
Philip Morris International, Inc. | | | | | | 8,786 | | 790,828 | |
| 1,220,028 | |
Automobiles & Components - .5% | | | | | |
Cie Generale des Etablissements Michelin SCA | | | | | | 10,708 | | 304,942 | |
Daimler Truck Holding AG | | | | | | 2,279 | | 69,021 | |
General Motors Co. | | | | | | 18,533 | | 600,655 | |
Mercedes-Benz Group AG | | | | | | 5,287 | | 394,651 | |
| 1,369,269 | |
Banks - 1.5% | | | | | |
BNP Paribas SA | | | | | | 9,150 | | 534,466 | |
ING Groep NV | | | | | | 28,223 | | 346,845 | |
JPMorgan Chase & Co. | | | | | | 20,443 | | 2,774,320 | |
Mizuho Financial Group, Inc. | | | | | | 6,300 | | 92,759 | |
Sumitomo Mitsui Financial Group, Inc. | | | | | | 9,100 | | 365,977 | |
| 4,114,367 | |
Beverage Products - .2% | | | | | |
Diageo PLC | | | | | | 13,084 | | 543,999 | |
Building Materials - .4% | | | | | |
Heidelberg Materials AG | | | | | | 1,151 | | 82,316 | |
Trane Technologies PLC | | | | | | 6,513 | | 1,063,117 | |
| 1,145,433 | |
Chemicals - .3% | | | | | |
CF Industries Holdings, Inc. | | | | | | 6,439 | | 396,063 | |
Evonik Industries AG | | | | | | 11,173 | | 223,875 | |
Yara International ASA | | | | | | 2,525 | | 94,242 | |
| 714,180 | |
Commercial & Professional Services - 1.4% | | | | | |
Ashtead Group PLC | | | | | | 3,521 | | 216,272 | |
Block, Inc. | | | | | | 16,501 | e | 996,495 | |
Brambles Ltd. | | | | | | 10,236 | | 91,352 | |
Cintas Corp. | | | | | | 2,000 | | 944,280 | |
CoStar Group, Inc. | | | | | | 16,540 | e | 1,313,276 | |
Recruit Holdings Co. Ltd. | | | | | | 6,000 | | 184,028 | |
| 3,745,703 | |
Consumer Discretionary - 1.5% | | | | | |
Aristocrat Leisure Ltd. | | | | | | 2,074 | | 50,012 | |
Bunzl PLC | | | | | | 2,364 | | 92,581 | |
Dolby Laboratories, Inc., Cl. A | | | | | | 5,815 | | 479,912 | |
Ferguson PLC | | | | | | 665 | | 96,870 | |
International Game Technology PLC | | | | | | 23,716 | | 581,753 | |
ITOCHU Corp. | | | | | | 10,800 | | 364,524 | |
19
STATEMENT OF INVESTMENTS (Unaudited) (continued)
| | | | | | | | | |
|
Description | | | | | Shares | | Value ($) | |
Common Stocks - 56.5% (continued) | | | | | |
Consumer Discretionary - 1.5% (continued) | | | | | |
Las Vegas Sands Corp. | | | | | | 21,635 | e | 1,192,738 | |
Nintendo Co. Ltd. | | | | | | 2,000 | | 84,818 | |
Peloton Interactive, Inc., Cl. A | | | | | | 46,011 | e | 334,960 | |
Planet Fitness, Inc., Cl. A | | | | | | 8,686 | e | 555,383 | |
Sony Group Corp. | | | | | | 2,400 | | 224,407 | |
| 4,057,958 | |
Consumer Durables & Apparel - .1% | | | | | |
Burberry Group PLC | | | | | | 6,133 | | 164,628 | |
LVMH Moet Hennessy Louis Vuitton SE | | | | | | 173 | | 150,994 | |
| 315,622 | |
Consumer Staples - .4% | | | | | |
Haleon PLC | | | | | | 21,596 | | 85,539 | |
Kenvue, Inc. | | | | | | 12,631 | e | 316,912 | |
The Estee Lauder Companies, Inc., Cl. A | | | | | | 3,845 | | 707,595 | |
Unilever PLC | | | | | | 1,638 | | 82,234 | |
| 1,192,280 | |
Diversified Financials - 3.2% | | | | | |
Ameriprise Financial, Inc. | | | | | | 2,958 | | 882,874 | |
ASX Ltd. | | | | | | 8,611 | | 377,230 | |
CME Group, Inc. | | | | | | 10,522 | | 1,880,807 | |
LPL Financial Holdings, Inc. | | | | | | 1,627 | | 316,907 | |
Melrose Industries PLC | | | | | | 16,118 | | 95,100 | |
Morgan Stanley | | | | | | 15,328 | | 1,253,217 | |
Singapore Exchange Ltd. | | | | | | 28,700 | | 196,723 | |
The Charles Schwab Corp. | | | | | | 14,766 | | 778,021 | |
The Goldman Sachs Group, Inc. | | | | | | 5,173 | | 1,675,535 | |
Voya Financial, Inc. | | | | | | 19,162 | | 1,299,184 | |
| 8,755,598 | |
Electronic Components - .5% | | | | | |
AMETEK, Inc. | | | | | | 9,355 | | 1,357,130 | |
Casio Computer Co. Ltd. | | | | | | 15,600 | | 127,256 | |
| 1,484,386 | |
Energy - 4.4% | | | | | |
BP PLC | | | | | | 32,854 | | 184,945 | |
Eni SPA | | | | | | 20,073 | | 268,159 | |
EQT Corp. | | | | | | 72,820 | | 2,531,951 | |
Exxon Mobil Corp. | | | | | | 23,682 | | 2,419,827 | |
Hess Corp. | | | | | | 11,923 | | 1,510,286 | |
Marathon Petroleum Corp. | | | | | | 9,190 | | 964,123 | |
Occidental Petroleum Corp. | | | | | | 11,962 | | 689,729 | |
OMV AG | | | | | | 4,276 | | 190,898 | |
Schlumberger NV | | | | | | 42,794 | | 1,832,867 | |
20
| | | | | | | | | |
|
Description | | | | | Shares | | Value ($) | |
Common Stocks - 56.5% (continued) | | | | | |
Energy - 4.4% (continued) | | | | | |
Shell PLC | | | | | | 11,006 | | 305,178 | |
Shell PLC, ADR | | | | | | 16,644 | | 932,064 | |
| 11,830,027 | |
Financials - .3% | | | | | |
Ares Management Corp., Cl. A | | | | | | 10,728 | | 934,302 | |
Food Products - .2% | | | | | |
Koninklijke Ahold Delhaize NV | | | | | | 7,368 | | 234,112 | |
Tate & Lyle PLC | | | | | | 25,406 | | 248,961 | |
| 483,073 | |
Health Care - 12.4% | | | | | |
AbbVie, Inc. | | | | | | 8,220 | | 1,134,031 | |
Alcon, Inc. | | | | | | 8,492 | | 657,196 | |
Align Technology, Inc. | | | | | | 2,995 | e | 846,567 | |
Alnylam Pharmaceuticals, Inc. | | | | | | 3,417 | e | 632,179 | |
Bayer AG | | | | | | 6,744 | | 375,931 | |
Becton, Dickinson and Co. | | | | | | 6,248 | | 1,510,516 | |
Biogen, Inc. | | | | | | 2,199 | e | 651,806 | |
BioMarin Pharmaceutical, Inc. | | | | | | 12,453 | e | 1,082,664 | |
Bio-Techne Corp. | | | | | | 8,190 | | 669,860 | |
Boston Scientific Corp. | | | | | | 33,952 | e | 1,747,849 | |
Centene Corp. | | | | | | 9,570 | e | 597,264 | |
Danaher Corp. | | | | | | 9,723 | | 2,232,595 | |
DexCom, Inc. | | | | | | 9,172 | e | 1,075,509 | |
Edwards Lifesciences Corp. | | | | | | 12,409 | e | 1,045,210 | |
Eli Lilly & Co. | | | | | | 7,761 | | 3,333,039 | |
Euroapi SA | | | | | | 191 | c,e | 2,005 | |
FUJIFILM Holdings Corp. | | | | | | 1,900 | | 115,978 | |
GE HealthCare Technologies, Inc. | | | | | | 5,594 | | 444,779 | |
Gilead Sciences, Inc. | | | | | | 16,205 | | 1,246,813 | |
GSK PLC | | | | | | 17,449 | | 292,897 | |
Horizon Therapeutics PLC | | | | | | 4,344 | e | 434,530 | |
Humana, Inc. | | | | | | 2,392 | | 1,200,473 | |
Illumina, Inc. | | | | | | 5,365 | e | 1,055,027 | |
Intuitive Surgical, Inc. | | | | | | 4,425 | e | 1,362,192 | |
McKesson Corp. | | | | | | 2,097 | | 819,591 | |
Medtronic PLC | | | | | | 22,495 | | 1,861,686 | |
Merck & Co., Inc. | | | | | | 5,333 | | 588,817 | |
Novartis AG | | | | | | 979 | | 94,162 | |
Regeneron Pharmaceuticals, Inc. | | | | | | 714 | e | 525,190 | |
Repligen Corp. | | | | | | 3,811 | e | 639,943 | |
Roche Holding AG | | | | | | 1,888 | | 598,237 | |
Sanofi | | | | | | 5,369 | | 545,359 | |
Sanofi, ADR | | | | | | 23,885 | | 1,218,613 | |
21
STATEMENT OF INVESTMENTS (Unaudited) (continued)
| | | | | | | | | |
|
Description | | | | | Shares | | Value ($) | |
Common Stocks - 56.5% (continued) | | | | | |
Health Care - 12.4% (continued) | | | | | |
Sarepta Therapeutics, Inc. | | | | | | 9,045 | e | 1,117,962 | |
Seagen, Inc. | | | | | | 3,377 | e | 660,879 | |
Shionogi & Co. Ltd. | | | | | | 3,800 | | 170,788 | |
Sonova Holding AG | | | | | | 231 | | 59,325 | |
The Cooper Companies, Inc. | | | | | | 2,360 | | 876,811 | |
| 33,524,273 | |
Industrial - 1.1% | | | | | |
ACS Actividades de Construccion y Servicios SA | | | | | | 3,356 | c,e | 112,225 | |
Caterpillar, Inc. | | | | | | 1,803 | | 370,967 | |
Eaton Corp. PLC | | | | | | 6,156 | | 1,082,840 | |
Ingersoll Rand, Inc. | | | | | | 19,281 | | 1,092,461 | |
Mitsubishi Electric Corp. | | | | | | 6,700 | | 87,078 | |
Vinci SA | | | | | | 2,283 | | 260,337 | |
| 3,005,908 | |
Information Technology - 5.1% | | | | | |
Ansys, Inc. | | | | | | 3,134 | e | 1,014,131 | |
Bill Holdings, Inc. | | | | | | 5,213 | c,e | 539,962 | |
CACI International, Inc., Cl. A | | | | | | 1,664 | e | 497,902 | |
Dynatrace, Inc. | | | | | | 8,313 | e | 423,880 | |
HubSpot, Inc. | | | | | | 2,637 | e | 1,365,940 | |
Microsoft Corp. | | | | | | 20,033 | | 6,578,637 | |
Roper Technologies, Inc. | | | | | | 2,562 | | 1,163,712 | |
Salesforce, Inc. | | | | | | 4,110 | e | 918,092 | |
Twilio, Inc., Cl. A | | | | | | 17,860 | e | 1,243,413 | |
| 13,745,669 | |
Insurance - 3.5% | | | | | |
Allianz SE | | | | | | 850 | | 181,730 | |
Aon PLC, Cl. A | | | | | | 2,674 | | 824,367 | |
Assurant, Inc. | | | | | | 10,734 | | 1,287,973 | |
AXA SA | | | | | | 4,700 | | 133,855 | |
Berkshire Hathaway, Inc., Cl. B | | | | | | 8,867 | e | 2,847,016 | |
Chubb Ltd. | | | | | | 1,685 | | 313,073 | |
Everest Re Group Ltd. | | | | | | 1,880 | | 639,238 | |
Hiscox Ltd. | | | | | | 19,179 | | 280,741 | |
Muenchener Rueckversicherungs-Gesellschaft AG | | | | | | 708 | | 252,839 | |
RenaissanceRe Holdings Ltd. | | | | | | 5,234 | | 985,929 | |
The Allstate Corp. | | | | | | 10,321 | | 1,119,312 | |
The Progressive Corp. | | | | | | 5,104 | | 652,853 | |
| 9,518,926 | |
Internet Software & Services - 6.1% | | | | | |
Alphabet, Inc., Cl. A | | | | | | 6,491 | e | 797,549 | |
Alphabet, Inc., Cl. C | | | | | | 48,957 | e | 6,039,825 | |
22
| | | | | | | | | |
|
Description | | | | | Shares | | Value ($) | |
Common Stocks - 56.5% (continued) | | | | | |
Internet Software & Services - 6.1% (continued) | | | | | |
Amazon.com, Inc. | | | | | | 44,550 | e | 5,371,839 | |
Chewy, Inc., Cl. A | | | | | | 13,994 | e | 412,683 | |
Farfetch Ltd., Cl. A | | | | | | 16,310 | e | 80,408 | |
Meta Platforms, Inc., Cl. A | | | | | | 4,991 | e | 1,321,218 | |
Shopify, Inc., Cl. A | | | | | | 28,174 | e | 1,611,271 | |
Trend Micro, Inc. | | | | | | 1,100 | | 52,255 | |
Uber Technologies, Inc. | | | | | | 21,368 | e | 810,488 | |
| 16,497,536 | |
Media - .5% | | | | | |
Netflix, Inc. | | | | | | 1,551 | e | 613,002 | |
The Walt Disney Company | | | | | | 8,162 | e | 717,930 | |
| 1,330,932 | |
Metals & Mining - 1.1% | | | | | |
Alcoa Corp. | | | | | | 44,653 | | 1,416,393 | |
Freeport-McMoRan, Inc. | | | | | | 40,556 | | 1,392,693 | |
Rio Tinto PLC | | | | | | 3,983 | | 237,390 | |
| 3,046,476 | |
Real Estate - .1% | | | | | |
Klepierre SA | | | | | | 4,781 | | 108,443 | |
Sun Hung Kai Properties Ltd. | | | | | | 15,500 | | 197,167 | |
| 305,610 | |
Retailing - .6% | | | | | |
Lululemon Athletica, Inc. | | | | | | 1,228 | e | 407,610 | |
Restaurant Brands International, Inc. | | | | | | 4,955 | | 361,269 | |
RH | | | | | | 1,649 | c,e | 403,972 | |
Ross Stores, Inc. | | | | | | 3,219 | | 333,553 | |
| 1,506,404 | |
Semiconductors & Semiconductor Equipment - 3.2% | | | | | |
Advantest Corp. | | | | | | 1,200 | | 150,765 | |
Applied Materials, Inc. | | | | | | 16,750 | | 2,232,775 | |
ASML Holding NV | | | | | | 333 | | 238,663 | |
Micron Technology, Inc. | | | | | | 19,301 | | 1,316,328 | |
NVIDIA Corp. | | | | | | 11,225 | | 4,246,866 | |
Renesas Electronics Corp. | | | | | | 10,900 | e | 177,551 | |
STMicroelectronics NV | | | | | | 1,848 | | 80,070 | |
Tokyo Electron Ltd. | | | | | | 1,200 | | 163,835 | |
| 8,606,853 | |
Technology Hardware & Equipment - 3.1% | | | | | |
Apple, Inc. | | | | | | 43,084 | | 7,636,639 | |
Check Point Software Technologies Ltd. | | | | | | 4,093 | e | 510,847 | |
Fujitsu Ltd. | | | | | | 1,100 | | 139,380 | |
| 8,286,866 | |
23
STATEMENT OF INVESTMENTS (Unaudited) (continued)
| | | | | | | | | |
|
Description | | | | | Shares | | Value ($) | |
Common Stocks - 56.5% (continued) | | | | | |
Telecommunication Services - .9% | | | | | |
BT Group PLC | | | | | | 140,777 | | 257,114 | |
Cisco Systems, Inc. | | | | | | 32,373 | | 1,607,967 | |
Nippon Telegraph & Telephone Corp. | | | | | | 7,600 | | 215,471 | |
Orange SA | | | | | | 24,611 | | 293,742 | |
| 2,374,294 | |
Transportation - .6% | | | | | |
AP Moller - Maersk A/S, Cl. B | | | | | | 39 | | 65,946 | |
Deutsche Post AG | | | | | | 9,786 | | 439,826 | |
FedEx Corp. | | | | | | 3,602 | | 785,164 | |
Kuehne + Nagel International AG | | | | | | 791 | | 225,458 | |
| 1,516,394 | |
Utilities - 1.0% | | | | | |
Constellation Energy Corp. | | | | | | 17,936 | | 1,506,983 | |
Enel SPA | | | | | | 78,782 | | 494,085 | |
Exelon Corp. | | | | | | 4,018 | | 159,314 | |
SSE PLC | | | | | | 15,139 | | 355,039 | |
The AES Corp. | | | | | | 16,350 | | 322,749 | |
| 2,838,170 | |
Total Common Stocks (cost $123,744,658) | | 153,236,393 | |
| Preferred Dividend Yield (%) | | | | | | | |
Preferred Stocks - .1% | | | | | |
Automobiles & Components - .1% | | | | | |
Volkswagen AG (cost $262,276) | | 21.46 | | | | 1,687 | | 210,430 | |
| | | | | | | | |
Exchange-Traded Funds - 2.7% | | | | | |
Registered Investment Companies - 2.7% | | | | | |
iShares Core U.S. Aggregate Bond ETF | | | | | | 56,138 | c | 5,533,523 | |
iShares MSCI EAFE ETF | | | | | | 5,331 | c | 376,742 | |
SPDR S&P 500 ETF Trust | | | | | | 3,370 | | 1,408,154 | |
Total Exchange-Traded Funds (cost $7,259,890) | | 7,318,419 | |
| 1-Day Yield (%) | | | | | | | |
Investment Companies - 6.7% | | | | | |
Registered Investment Companies - 6.7% | | | | | |
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares (cost $18,232,117) | | 5.19 | | | | 18,232,117 | f | 18,232,117 | |
24
| | | | | | | | | |
|
Description | 1-Day Yield (%) | | | | Shares | | Value ($) | |
Investment of Cash Collateral for Securities Loaned - 1.0% | | | | | |
Registered Investment Companies - 1.0% | | | | | |
Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares (cost $2,612,049) | | 5.19 | | | | 2,612,049 | f | 2,612,049 | |
Total Investments (cost $253,421,292) | | 100.4% | 272,152,116 | |
Liabilities, Less Cash and Receivables | | (0.4%) | (1,050,220) | |
Net Assets | | 100.0% | 271,101,896 | |
ADR—American Depositary Receipt
ETF—Exchange-Traded Fund
GO—General Obligation
LIBOR—London Interbank Offered Rate
SPDR—Standard & Poor's Depository Receipt
U.S. T-BILL—U.S. Treasury Bill Money Market Yield
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 May 31, 2023, these securities were valued at $9,280,675 or 3.42% of net assets.
b Variable rate security—interest rate resets periodically and rate shown is the interest rate in effect at period end. Security description also includes the reference rate and spread if published and available.
c Security, or portion thereof, on loan. At May 31, 2023, the value of the fund’s securities on loan was $6,487,652 and the value of the collateral was $6,617,194, consisting of cash collateral of $2,612,049 and U.S. Government & Agency securities valued at $4,005,145. In addition, the value of collateral may include pending sales that are also on loan.
d The Federal Housing Finance Agency (“FHFA”) placed the Federal Home Loan Mortgage Corporation and Federal National Mortgage Association into conservatorship with FHFA as the conservator. As such, the FHFA oversees the continuing affairs of these companies.
e Non-income producing security.
f Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.
| |
Portfolio Summary (Unaudited) † | Value (%) |
Consumer, Non-cyclical | 17.0 |
Financial | 13.8 |
Mortgage Securities | 12.9 |
Technology | 11.8 |
Investment Companies | 10.4 |
Communications | 9.2 |
Government | 5.9 |
Energy | 5.3 |
Industrial | 5.0 |
Consumer, Cyclical | 3.5 |
Utilities | 2.1 |
Basic Materials | 1.8 |
Asset Backed Securities | 1.7 |
| 100.4 |
† Based on net assets.
See notes to financial statements.
25
| | | | | | |
Affiliated Issuers | | | |
Description | Value ($) 11/30/2022 | Purchases ($)† | Sales ($) | Value ($) 5/31/2023 | Dividends/ Distributions ($) | |
Registered Investment Companies - 6.7% | | |
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - 6.7% | 17,486,986 | 39,412,316 | (38,667,185) | 18,232,117 | 393,057 | |
Investment of Cash Collateral for Securities Loaned - 1.0% | | |
Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - 1.0% | 4,696,375 | 46,391,475 | (48,475,801) | 2,612,049 | 7,723 | †† |
Total - 7.7% | 22,183,361 | 85,803,791 | (87,142,986) | 20,844,166 | 400,780 | |
† 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.
| | | | | | |
Futures | | | |
Description | Number of Contracts | Expiration | Notional Value ($) | Market Value ($) | Unrealized Appreciation (Depreciation) ($) | |
Futures Long | | |
U.S. Treasury 2 Year Notes | 28 | 9/29/2023 | 5,775,046 | 5,763,188 | (11,858) | |
U.S. Treasury 5 Year Notes | 28 | 9/29/2023 | 3,057,875 | 3,054,188 | (3,687) | |
U.S. Treasury Ultra Long Bond | 24 | 9/20/2023 | 3,242,296 | 3,285,000 | 42,704 | |
Futures Short | | |
U.S. Treasury 10 Year Notes | 22 | 9/20/2023 | 2,516,557 | 2,518,313 | (1,756) | |
Ultra 10 Year U.S. Treasury Notes | 8 | 9/20/2023 | 958,546 | 963,625 | (5,079) | |
Gross Unrealized Appreciation | | 42,704 | |
Gross Unrealized Depreciation | | (22,380) | |
See notes to financial statements.
26
STATEMENT OF ASSETS AND LIABILITIES
May 31, 2023 (Unaudited)
| | | | | | |
| | | | | | |
| | | Cost | | Value | |
Assets ($): | | | | |
Investments in securities—See Statement of Investments (including securities on loan, valued at $6,487,652)—Note 1(c): | | | |
Unaffiliated issuers | 232,577,126 | | 251,307,950 | |
Affiliated issuers | | 20,844,166 | | 20,844,166 | |
Cash denominated in foreign currency | | | 52,018 | | 50,257 | |
Dividends, interest and securities lending income receivable | | 802,152 | |
Receivable for shares of Beneficial Interest subscribed | | 605,580 | |
Receivable for investment securities sold | | 584,547 | |
Cash collateral held by broker—Note 4 | | 261,955 | |
Tax reclaim receivable—Note 1(b) | | 66,819 | |
Receivable for futures variation margin—Note 4 | | 28,348 | |
Prepaid expenses | | | | | 52,947 | |
| | | | | 274,604,721 | |
Liabilities ($): | | | | |
Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c) | | 247,612 | |
Liability for securities on loan—Note 1(c) | | 2,612,049 | |
Payable for investment securities purchased | | 321,657 | |
Payable for shares of Beneficial Interest redeemed | | 200,236 | |
Trustees’ fees and expenses payable | | 4,296 | |
Other accrued expenses | | | | | 116,975 | |
| | | | | 3,502,825 | |
Net Assets ($) | | | 271,101,896 | |
Composition of Net Assets ($): | | | | |
Paid-in capital | | | | | 251,127,754 | |
Total distributable earnings (loss) | | | | | 19,974,142 | |
Net Assets ($) | | | 271,101,896 | |
| | | | | | | | |
Net Asset Value Per Share | Class A | Class C | Class I | Class J | Class Y | Class Z | |
Net Assets ($) | 211,073,321 | 8,545,183 | 11,080,935 | 11,133,112 | 10,372 | 29,258,973 | |
Shares Outstanding | 9,929,144 | 404,965 | 524,377 | 523,352 | 484.75 | 1,386,495 | |
Net Asset Value Per Share ($) | 21.26 | 21.10 | 21.13 | 21.27 | 21.40 | 21.10 | |
| | | | | | | |
See notes to financial statements. | | | | | | | |
27
STATEMENT OF OPERATIONS
Six Months Ended May 31, 2023 (Unaudited)
| | | | | | |
| | | | | | |
| | | | | | |
| | | | | | |
Investment Income ($): | | | | |
Income: | | | | |
Interest | | | 1,485,602 | |
Dividends (net of $62,862 foreign taxes withheld at source): | |
Unaffiliated issuers | | | 1,334,439 | |
Affiliated issuers | | | 393,057 | |
Income from securities lending—Note 1(c) | | | 7,723 | |
Total Income | | | 3,220,821 | |
Expenses: | | | | |
Management fee—Note 3(a) | | | 1,085,437 | |
Shareholder servicing costs—Note 3(c) | | | 406,748 | |
Registration fees | | | 58,470 | |
Professional fees | | | 56,253 | |
Distribution fees—Note 3(b) | | | 31,983 | |
Prospectus and shareholders’ reports | | | 25,294 | |
Chief Compliance Officer fees—Note 3(c) | | | 15,280 | |
Custodian fees—Note 3(c) | | | 14,123 | |
Trustees’ fees and expenses—Note 3(d) | | | 12,513 | |
Loan commitment fees—Note 2 | | | 4,045 | |
Miscellaneous | | | 29,652 | |
Total Expenses | | | 1,739,798 | |
Less—reduction in expenses due to undertaking—Note 3(a) | | | (192,819) | |
Less—reduction in fees due to earnings credits—Note 3(c) | | | (29,018) | |
Net Expenses | | | 1,517,961 | |
Net Investment Income | | | 1,702,860 | |
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($): | | |
Net realized gain (loss) on investments and foreign currency transactions | 4,328,850 | |
Net realized gain (loss) on futures | (66,018) | |
Net Realized Gain (Loss) | | | 4,262,832 | |
Net change in unrealized appreciation (depreciation) on investments and foreign currency transactions | 4,027,349 | |
Net change in unrealized appreciation (depreciation) on futures | (12,293) | |
Net Change in Unrealized Appreciation (Depreciation) | | | 4,015,056 | |
Net Realized and Unrealized Gain (Loss) on Investments | | | 8,277,888 | |
Net Increase in Net Assets Resulting from Operations | | 9,980,748 | |
| | | | | | |
See notes to financial statements. | | | | | |
28
STATEMENT OF CHANGES IN NET ASSETS
| | | | | | | | | |
| | | | | | | | | |
| | | | Six Months Ended May 31, 2023 (Unaudited) | | Year Ended November 30, 2022 | |
Operations ($): | | | | | | | | |
Net investment income | | | 1,702,860 | | | | 1,891,563 | |
Net realized gain (loss) on investments | | 4,262,832 | | | | 8,763,796 | |
Net change in unrealized appreciation (depreciation) on investments | | 4,015,056 | | | | (49,522,630) | |
Net Increase (Decrease) in Net Assets Resulting from Operations | 9,980,748 | | | | (38,867,271) | |
Distributions ($): | |
Distributions to shareholders: | | | | | | | | |
Class A | | | (10,562,385) | | | | (31,807,038) | |
Class C | | | (376,497) | | | | (1,447,367) | |
Class I | | | (615,559) | | | | (1,999,524) | |
Class J | | | (646,863) | | | | (1,799,186) | |
Class Y | | | (107,350) | | | | (747,510) | |
Class Z | | | (1,516,127) | | | | (4,321,966) | |
Total Distributions | | | (13,824,781) | | | | (42,122,591) | |
Beneficial Interest Transactions ($): | |
Net proceeds from shares sold: | | | | | | | | |
Class A | | | 3,826,488 | | | | 8,989,661 | |
Class C | | | 630,224 | | | | 618,498 | |
Class I | | | 1,148,897 | | | | 5,201,109 | |
Class J | | | 30,091 | | | | 41,136 | |
Class Y | | | 10,000 | | | | - | |
Class Z | | | 359,060 | | | | 645,049 | |
Distributions reinvested: | | | | | | | | |
Class A | | | 9,987,537 | | | | 29,859,381 | |
Class C | | | 375,738 | | | | 1,441,372 | |
Class I | | | 580,074 | | | | 1,886,183 | |
Class J | | | 626,276 | | | | 1,736,746 | |
Class Y | | | 107,277 | | | | 747,510 | |
Class Z | | | 1,451,765 | | | | 4,132,487 | |
Cost of shares redeemed: | | | | | | | | |
Class A | | | (15,307,464) | | | | (34,227,526) | |
Class C | | | (1,348,390) | | | | (3,018,461) | |
Class I | | | (2,450,598) | | | | (7,399,919) | |
Class J | | | (1,796,472) | | | | (844,816) | |
Class Y | | | (2,306,701) | | | | (3,917,605) | |
Class Z | | | (1,585,291) | | | | (2,747,327) | |
Increase (Decrease) in Net Assets from Beneficial Interest Transactions | (5,661,489) | | | | 3,143,478 | |
Total Increase (Decrease) in Net Assets | (9,505,522) | | | | (77,846,384) | |
Net Assets ($): | |
Beginning of Period | | | 280,607,418 | | | | 358,453,802 | |
End of Period | | | 271,101,896 | | | | 280,607,418 | |
29
STATEMENT OF CHANGES IN NET ASSETS (continued)
| | | | | | | | | |
| | | | | | | | | |
| | | | Six Months Ended May 31, 2023 (Unaudited) | | Year Ended November 30, 2022 | |
Capital Share Transactions (Shares): | |
Class Aa | | | | | | | | |
Shares sold | | | 183,242 | | | | 387,537 | |
Shares issued for distributions reinvested | | | 485,336 | | | | 1,205,330 | |
Shares redeemed | | | (733,589) | | | | (1,539,428) | |
Net Increase (Decrease) in Shares Outstanding | (65,011) | | | | 53,439 | |
Class Ca | | | | | | | | |
Shares sold | | | 30,409 | | | | 26,573 | |
Shares issued for distributions reinvested | | | 18,336 | | | | 58,418 | |
Shares redeemed | | | (65,159) | | | | (134,278) | |
Net Increase (Decrease) in Shares Outstanding | (16,414) | | | | (49,287) | |
Class I | | | | | | | | |
Shares sold | | | 55,189 | | | | 226,337 | |
Shares issued for distributions reinvested | | | 28,394 | | | | 76,513 | |
Shares redeemed | | | (118,668) | | | | (337,657) | |
Net Increase (Decrease) in Shares Outstanding | (35,085) | | | | (34,807) | |
Class J | | | | | | | | |
Shares sold | | | 1,426 | | | | 1,789 | |
Shares issued for distributions reinvested | | | 30,446 | | | | 70,013 | |
Shares redeemed | | | (85,108) | | | | (37,301) | |
Net Increase (Decrease) in Shares Outstanding | (53,236) | | | | 34,501 | |
Class Y | | | | | | | | |
Shares sold | | | 485 | | | | - | |
Shares issued for distributions reinvested | | | 5,225 | | | | 30,109 | |
Shares redeemed | | | (115,740) | | | | (156,266) | |
Net Increase (Decrease) in Shares Outstanding | (110,030) | | | | (126,157) | |
Class Z | | | | | | | | |
Shares sold | | | 17,390 | | | | 28,932 | |
Shares issued for distributions reinvested | | | 71,131 | | | | 167,847 | |
Shares redeemed | | | (77,392) | | | | (126,030) | |
Net Increase (Decrease) in Shares Outstanding | 11,129 | | | | 70,749 | |
| | | | | | | | | |
a | During the period ended May 31, 2023, 3,003 Class C shares representing $62,126 were automatically converted to 2,985 Class A shares. | |
See notes to financial statements. | | | | | | | | |
30
FINANCIAL HIGHLIGHTS
The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.
| | | | | | | | | | | |
| | | | |
Six Months Ended | |
May 31, 2023 | Year Ended November 30, |
Class A Shares | (Unaudited) | 2022 | 2021 | 2020 | 2019 | 2018 |
Per Share Data ($): | | | | | | |
Net asset value, beginning of period | 21.55 | 27.39 | 24.82 | 23.32 | 23.22 | 23.61 |
Investment Operations: | | | | | | |
Net investment incomea | .13 | .13 | .06 | .16 | .29 | .24 |
Net realized and unrealized gain (loss) on investments | .65 | (2.78) | 3.49 | 2.16 | 1.76 | .50 |
Total from Investment Operations | .78 | (2.65) | 3.55 | 2.32 | 2.05 | .74 |
Distributions: | | | | | | |
Dividends from net investment income | (.16) | (.07) | (.16) | (.30) | (.26) | (.20) |
Dividends from net realized gain on investments | (.91) | (3.12) | (.82) | (.52) | (1.69) | (.93) |
Total Distributions | (1.07) | (3.19) | (.98) | (.82) | (1.95) | (1.13) |
Net asset value, end of period | 21.26 | 21.55 | 27.39 | 24.82 | 23.32 | 23.22 |
Total Return (%)b | 3.79c | (11.11) | 14.83 | 10.32 | 10.23 | 3.24 |
Ratios/Supplemental Data (%): | | | | | | |
Ratio of total expenses to average net assets | 1.30d | 1.24 | 1.22 | 1.24 | 1.24 | 1.24 |
Ratio of net expenses to average net assets | 1.14d | 1.15 | 1.17 | 1.20 | 1.20 | 1.20 |
Ratio of net investment income to average net assets | 1.24d | .60 | .22 | .72 | 1.32 | 1.01 |
Portfolio Turnover Rate | 30.61c | 68.43 | 79.60 | 95.62e | 109.36 | 98.95 |
Net Assets, end of period ($ x 1,000) | 211,073 | 215,328 | 272,320 | 248,370 | 246,554 | 240,418 |
a Based on average shares outstanding.
b Exclusive of sales charge.
c Not annualized.
d Annualized.
e The portfolio turnover rates excluding mortgage dollar roll transactions for the period ended November 30, 2020 was 86.13%.
See notes to financial statements.
31
FINANCIAL HIGHLIGHTS (continued)
| | | | | | | |
| |
Six Months Ended | |
May 31, 2023 | Year Ended November 30, |
Class C Shares | (Unaudited) | 2022 | 2021 | 2020 | 2019 | 2018 |
Per Share Data ($): | | | | | | |
Net asset value, beginning of period | 21.32 | 27.25 | 24.72 | 23.24 | 23.16 | 23.52 |
Investment Operations: | | | | | | |
Net investment income (loss)a | .05 | (.03) | (.14) | (.01) | .12 | .05 |
Net realized and unrealized gain (loss) on investments | .64 | (2.78) | 3.49 | 2.15 | 1.78 | .52 |
Total from Investment Operations | .69 | (2.81) | 3.35 | 2.14 | 1.90 | .57 |
Distributions: | | | | | | |
Dividends from net investment income | - | - | - | (.14) | (.13) | - |
Dividends from net realized gain on investments | (.91) | (3.12) | (.82) | (.52) | (1.69) | (.93) |
Total Distributions | (.91) | (3.12) | (.82) | (.66) | (1.82) | (.93) |
Net asset value, end of period | 21.10 | 21.32 | 27.25 | 24.72 | 23.24 | 23.16 |
Total Return (%)b | 3.43c | (11.82) | 13.96 | 9.48 | 9.46 | 2.43 |
Ratios/Supplemental Data (%): | | | | | | |
Ratio of total expenses to average net assets | 2.07d | 2.02 | 1.99 | 2.01 | 2.01 | 1.99 |
Ratio of net expenses to average net assets | 1.88d | 1.90 | 1.92 | 1.95 | 1.95 | 1.95 |
Ratio of net investment income (loss) to average net assets | .49d | (.15) | (.53) | (.02) | .57 | .22 |
Portfolio Turnover Rate | 30.61c | 68.43 | 79.60 | 95.62e | 109.36 | 98.95 |
Net Assets, end of period ($ x 1,000) | 8,545 | 8,982 | 12,826 | 12,737 | 12,838 | 11,805 |
a Based on average shares outstanding.
b Exclusive of sales charge.
c Not annualized.
d Annualized.
e The portfolio turnover rates excluding mortgage dollar roll transactions for the period ended November 30, 2020 was 86.13%.
See notes to financial statements.
32
| | | | | | | | | | |
| | | | |
Six Months Ended | |
May 31, 2023 | Year Ended November 30, |
Class I Shares | (Unaudited) | 2022 | 2021 | 2020 | 2019 | 2018 |
Per Share Data ($): | | | | | | |
Net asset value, beginning of period | 21.46 | 27.36 | 24.79 | 23.29 | 23.30 | 23.68 |
Investment Operations: | | | | | | |
Net investment incomea | .16 | .19 | .12 | .21 | .33 | .27 |
Net realized and unrealized gain (loss) on investments | .63 | (2.78) | 3.49 | 2.17 | 1.77 | .54 |
Total from Investment Operations | .79 | (2.59) | 3.61 | 2.38 | 2.10 | .81 |
Distributions: | | | | | | |
Dividends from net investment income | (.21) | (.19) | (.22) | (.36) | (.42) | (.26) | |
Dividends from net realized gain on investments | (.91) | (3.12) | (.82) | (.52) | (1.69) | (.93) | |
Total Distributions | (1.12) | (3.31) | (1.04) | (.88) | (2.11) | (1.19) | |
Net asset value, end of period | 21.13 | 21.46 | 27.36 | 24.79 | 23.29 | 23.30 | |
Total Return (%) | 3.90b | (10.90) | 15.13 | 10.61 | 10.55 | 3.51 | |
Ratios/Supplemental Data (%): | | | | | | | |
Ratio of total expenses to average net assets | 1.06c | 1.01 | .98 | 1.00 | 1.01 | 1.00 | |
Ratio of net expenses to average net assets | .88c | .90 | .92 | .95 | .95 | .95 | |
Ratio of net investment income to average net assets | 1.49c | .85 | .47 | .96 | 1.59 | 1.22 | |
Portfolio Turnover Rate | 30.61b | 68.43 | 79.60 | 95.62d | 109.36 | 98.95 | |
Net Assets, end of period ($ x 1,000) | 11,081 | 12,004 | 16,259 | 13,317 | 11,251 | 21,301 | |
a Based on average shares outstanding.
b Not annualized.
c Annualized.
d The portfolio turnover rates excluding mortgage dollar roll transactions for the period ended November 30, 2020 was 86.13%.
See notes to financial statements.
33
FINANCIAL HIGHLIGHTS (continued)
| | | | | | | | | |
| | | | |
Six Months Ended | |
May 31, 2023 | Year Ended November 30, |
Class J Shares | (Unaudited) | 2022 | 2021 | 2020 | 2019 | 2018 |
Per Share Data ($): | | | | | | |
Net asset value, beginning of period | 21.59 | 27.51 | 24.92 | 23.41 | 23.30 | 23.68 |
Investment Operations: | | | | | | |
Net investment incomea | .15 | .19 | .12 | .22 | .35 | .29 |
Net realized and unrealized gain (loss) on investments | .65 | (2.80) | 3.51 | 2.17 | 1.76 | .51 |
Total from Investment Operations | .80 | (2.61) | 3.63 | 2.39 | 2.11 | .80 |
Distributions: | | | | | | |
Dividends from net investment income | (.21) | (.19) | (.22) | (.36) | (.31) | (.25) |
Dividends from net realized gain on investments | (.91) | (3.12) | (.82) | (.52) | (1.69) | (.93) |
Total Distributions | (1.12) | (3.31) | (1.04) | (.88) | (2.00) | (1.18) |
Net asset value, end of period | 21.27 | 21.59 | 27.51 | 24.92 | 23.41 | 23.30 |
Total Return (%) | 3.92b | (10.92) | 15.13 | 10.59 | 10.55 | 3.46 |
Ratios/Supplemental Data (%): | | | | | | |
Ratio of total expenses to average net assets | 1.04c | .99 | .97 | .99 | 1.00 | .99 |
Ratio of net expenses to average net assets | .88c | .90 | .92 | .95 | .95 | .95 |
Ratio of net investment income to average net assets | 1.48c | .85 | .47 | .97 | 1.58 | 1.25 |
Portfolio Turnover Rate | 30.61b | 68.43 | 79.60 | 95.62d | 109.36 | 98.95 |
Net Assets, end of period ($ x 1,000) | 11,133 | 12,449 | 14,914 | 14,031 | 13,810 | 16,415 |
a Based on average shares outstanding.
b Not annualized.
c Annualized.
d The portfolio turnover rates excluding mortgage dollar roll transactions for the period ended November 30, 2020 was 86.13%.
See notes to financial statements.
34
| | | | | | | | | | |
|
| | Six Months Ended | |
| | May 31, 2023 | Year Ended November 30, |
Class Y Shares | (Unaudited) | 2022 | 2021 | 2020 | 2019 | 2018 |
Per Share Data ($): | | | | | | |
Net asset value, beginning of period | 21.56 | 27.48 | 24.90 | 23.39 | 23.31 | 23.69 |
Investment Operations: | | | | | | |
Net investment incomea | .20 | .20 | .12 | .22 | .35 | . 29 |
Net realized and unrealized gain (loss) on investments | .76 | (2.81) | 3.50 | 2.17 | 1.75 | .52 |
Total from Investment Operations | .96 | (2.61) | 3.62 | 2.39 | 2.10 | .81 |
Distributions: | | | | | | |
Dividends from net investment income | (.21) | (.19) | (.22) | (.36) | (.33) | (.26) |
Dividends from net realized gain on investments | (.91) | (3.12) | (.82) | (.52) | (1.69) | (.93) |
Total Distributions | (1.12) | (3.31) | (1.04) | (.88) | (2.02) | (1.19) |
Net asset value, end of period | 21.40 | 21.56 | 27.48 | 24.90 | 23.39 | 23.31 | |
Total Return (%) | 4.71b | (10.94) | 15.12 | 10.62 | 10.51 | 3.52 | |
Ratios/Supplemental Data (%): | | | | | | | |
Ratio of total expenses to average net assets | .99c | .94 | .92 | .94 | .96 | 1.09 | |
Ratio of net expenses to average net assets | .90c | .90 | .92 | .94 | .95 | .95 | |
Ratio of net investment income to average net assets | 1.47c | .85 | .47 | .96 | 1.49 | 1.26 | |
Portfolio Turnover Rate | 30.61b | 68.43 | 79.60 | 95.62d | 109.36 | 98.95 | |
Net Assets, end of period ($ x 1,000) | 10 | 2,383 | 6,505 | 7,362 | 5,392 | 11 | |
a Based on average shares outstanding.
b Not annualized.
c Annualized.
d The portfolio turnover rates excluding mortgage dollar roll transactions for the period ended November 30, 2020 was 86.13%.
See notes to financial statements.
35
FINANCIAL HIGHLIGHTS (continued)
| | | | | | | | | | | |
| | | | |
Six Months Ended | |
May 31, 2023 | Year Ended November 30, |
Class Z Shares | (Unaudited) | 2022 | 2021 | 2020 | 2019 | 2018 |
Per Share Data ($): | | | | | | |
Net asset value, beginning of period | 21.42 | 27.31 | 24.75 | 23.24 | 23.16 | 23.54 |
Investment Operations: | | | | | | |
Net investment incomea | .15 | .17 | .10 | .21 | .32 | .28 |
Net realized and unrealized gain (loss) on investments | .64 | (2.78) | 3.49 | 2.15 | 1.75 | .50 |
Total from Investment Operations | .79 | (2.61) | 3.59 | 2.36 | 2.07 | .78 |
Distributions: | | | | | | |
Dividends from net investment income | (.20) | (.16) | (.21) | (.33) | (.30) | (.23) |
Dividends from net realized gain on investments | (.91) | (3.12) | (.82) | (.52) | (1.69) | (.93) |
Total Distributions | (1.11) | (3.28) | (1.03) | (.85) | (1.99) | (1.16) |
Net asset value, end of period | 21.10 | 21.42 | 27.31 | 24.75 | 23.24 | 23.16 |
Total Return (%) | 3.88b | (10.99) | 15.05 | 10.55 | 10.41 | 3.44 |
Ratios/Supplemental Data (%): | | | | | | |
Ratio of total expenses to average net assets | 1.14c | 1.09 | 1.05 | 1.07 | 1.11 | 1.07 |
Ratio of net expenses to average net assets | .96c | .98 | .99 | 1.02 | 1.05 | 1.01 |
Ratio of net investment income to average net assets | 1.41c | .78 | .40 | .93 | 1.47 | 1.19 |
Portfolio Turnover Rate | 30.61b | 68.43 | 79.60 | 95.62d | 109.36 | 98.95 |
Net Assets, end of period ($ x 1,000) | 29,259 | 29,462 | 35,630 | 33,881 | 32,989 | 33,129 |
a Based on average shares outstanding.
b Not annualized.
c Annualized.
d The portfolio turnover rates excluding mortgage dollar roll transactions for the period ended November 30, 2020 was 86.13%.
See notes to financial statements.
36
NOTES TO FINANCIAL STATEMENTS (Unaudited)
NOTE 1—Significant Accounting Policies:
BNY Mellon Balanced Opportunity Fund (the “fund”) is the sole series of BNY Mellon Investment Funds VI (the “Trust”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified open-end management investment company. The fund’s investment objective is to seek a high total return through a combination of capital appreciation and current income. 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 (“NIMNA”) and Insight North America LLC (“INA”) (collectively the “Sub-Advisers”), each an indirect wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serve as the fund’s sub-advisers.
Effective March 31, 2023, NIMNA entered into a sub-sub-investment advisory agreement with its affiliate, Newton Investment Management Limited (“NIM”), to enable NIM to provide certain advisory services to NIMNA for the benefit of the fund, including, but not limited to, portfolio management services. NIM is subject to the supervision of NIMNA and the Adviser. NIM is also an affiliate of the Adviser. NIM, located at 160 Queen Victoria Street, London, EC4V, 4LA, England, was formed in 1978. NIM is an indirect subsidiary of BNY Mellon.
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 J, 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
37
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
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 J and Class Z shares are sold at net asset value per share to certain shareholders of the fund. Class J and Class Z shares generally are not available for new accounts and Class Z shares bear Shareholder Services Plan fees. Class I, Class Y, Class J 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, 2023, MBC Investments Corporation, an indirect subsidiary of BNY Mellon, held all of the outstanding 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 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
38
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.
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:
The Trust’s Board of Trustees (the “Board”) has designated the Adviser as the fund’s valuation designee to make all fair value determinations with respect to the fund’s portfolio investments, subject to the Board’s oversight and pursuant to Rule 2a-5 under the Act.
Investments in debt securities excluding short-term investments (other than U.S. Treasury Bills) and futures are valued each business day by one or more independent pricing services (each, a “Service”) approved by 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. The Services are engaged under the general supervision of the Board. These securities are generally categorized within Level 2 of the fair value hierarchy.
Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities
39
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
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. U.S. Treasury Bills are valued at the mean price between quoted bid prices and asked prices by a Service. 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 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 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.
Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange.
Futures which are traded on an exchange, are valued at the last sales price on the securities exchange on which such securities are primarily traded or
40
at the last sales price on the national securities market on each business day and are generally categorized within Level 1 of the fair value hierarchy.
The following is a summary of the inputs used as of May 31, 2023 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:† | | |
Asset-Backed Securities | - | 4,541,243 | | - | 4,541,243 | |
Commercial Mortgage-Backed | - | 2,213,912 | | - | 2,213,912 | |
Corporate Bonds | - | 34,969,820 | | - | 34,969,820 | |
Equity Securities - Common Stocks | 137,737,156 | 15,499,237 | †† | - | 153,236,393 | |
Equity Securities - Preferred Stocks | - | 210,430 | †† | - | 210,430 | |
Exchange-Traded Funds | 7,318,419 | - | | - | 7,318,419 | |
Foreign Governmental | - | 1,270,709 | | - | 1,270,709 | |
Investment Companies | 20,844,166 | - | | - | 20,844,166 | |
Municipal Securities | - | 1,562,075 | | - | 1,562,075 | |
U.S. Government Agencies Collateralized Mortgage Obligations | - | 1,227,082 | | - | 1,227,082 | |
U.S. Government Agencies Collateralized Municipal-Backed Securities | - | 1,777,682 | | - | 1,777,682 | |
U.S. Government Agencies Mortgage-Backed | - | 29,778,147 | | - | 29,778,147 | |
U.S. Treasury Securities | - | 13,202,038 | | - | 13,202,038 | |
Other Financial Instruments: | | |
Futures††† | 42,704 | - | | - | 42,704 | |
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NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
| | | | | | |
| Level 1-Unadjusted Quoted Prices | Level 2- Other Significant Observable Inputs | | Level 3-Significant Unobservable Inputs | Total | |
Liabilities ($) | | |
Other Financial Instruments: | | |
Futures††† | (22,380) | - | | - | (22,380) | |
† 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.
(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, 2023, 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.
42
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. The fund received additional collateral subsequent to year end which resulted in the market value of the collateral to be at least 100% of the market value of the securities on loan. 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 May 31, 2023, BNY Mellon earned $1,051 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) 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. The value of a security may also decline due to general market conditions that are not specifically related to a particular company or industry, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates, changes to inflation, adverse changes to credit markets or adverse investor sentiment generally. 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,
43
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
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.
Foreign Investment Risk: To the extent the fund invests in foreign securities, the fund’s performance will be influenced by political, social and economic factors affecting investments in foreign issuers. Special risks associated with investments in foreign issuers include exposure to currency fluctuations, less liquidity, less developed or less efficient trading markets, lack of comprehensive company information, political and economic instability and differing auditing and legal standards.
Debt Risk: The fund invests 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.
(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 May 31, 2023, 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
44
expense in the Statement of Operations. During the period ended May 31, 2023, the fund did not incur any interest or penalties.
Each tax year in the three-year period ended November 30, 2022 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 November 30, 2022 was as follows: ordinary income $9,200,306 and long-term capital gains $32,922,285. The tax character of current year distributions will be determined at the end of the current fiscal year.
(h) New accounting pronouncements: In 2020, the FASB issued Accounting Standards Update No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional guidance to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting.
The objective of the guidance in Topic 848 is to provide temporary relief during the transition period. The FASB included a sunset provision within Topic 848 based on expectations of when the LIBOR would cease being published. At the time that Update 2020-04 was issued, the UK Financial Conduct Authority (FCA) had established its intent that it would no longer be necessary to persuade, or compel, banks to submit to LIBOR after December 31, 2021. As a result, the sunset provision was set for December 31, 2022—12 months after the expected cessation date of all currencies and tenors of LIBOR.
In March 2021, the FCA announced that the intended cessation date of the overnight 1-, 3-, 6-, and 12-month tenors of USD LIBOR would be June 30, 2023, which is beyond the current sunset date of Topic 848.
Because the current relief in Topic 848 may not cover a period of time during which a significant number of modifications may take place, the amendments in this Update defer the sunset date of Topic 848 from December 31, 2022, to December 31, 2024 (“FASB Sunset Date”), after which entities will no longer be permitted to apply the relief in Topic 848.
Management had evaluated the impact of Topic 848 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 has no concerns in adopting Topic 848 by FASB Sunset Date. Management will continue to work with other financial
45
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
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 fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended May 31, 2023 the fund did not borrow under the Facilities.
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 .80% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has contractually agreed, from December 1, 2022 through March 31, 2024, 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 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed .90% of the value of the fund’s average daily net assets. On or after March 31, 2024, the Adviser may terminate this expense limitation at any time. The reduction in expenses, pursuant to the undertaking, amounted to $192,819 during the period ended May 31, 2023.
Pursuant to a sub-investment advisory agreements between the Adviser and the Sub-Advisers, the Adviser pays NIMNA a monthly fee at an annual rate of .30% and INA a monthly fee at an annual rate of .04% of the value of it’s portion of the fund’s average daily net assets.
46
During the period ended May 31, 2023, the Distributor retained $755 from commissions earned on sales of the fund’s Class A shares and $603 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 May 31, 2023, Class C shares were charged $31,983 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 May 31, 2023, Class A and Class C shares were charged $263,063 and $10,661, 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, 2023, Class Z shares were charged $11,456 pursuant to the Shareholder Services Plan.
The fund has an arrangement with BNY Mellon Transfer, Inc., (the “Transfer Agent”), a subsidiary of BNY Mellon 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 Mellon and an affiliate of the Adviser,
47
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
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, 2023, the fund was charged $46,057 for transfer agency services. These fees are included in Shareholder servicing costs in the Statement of Operations. These fees were partially offset by earnings credits of $29,018.
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, 2023, the fund was charged $14,123 pursuant to the custody agreement.
During the period ended May 31, 2023, the fund was charged $15,280 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 components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fee of $184,544, Distribution Plan fees of $5,413, Shareholder Services Plan fees of $48,703, Custodian fees of $12,000, Chief Compliance Officer fees of $6,602 and Transfer Agent fees of $21,680, which are offset against an expense reimbursement currently in effect in the amount of $31,330.
(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 (including paydowns) of investment securities, excluding short-term securities and futures during the period ended May 31, 2023, amounted to $77,058,933 and $99,023,020, respectively.
Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. The SEC adopted Rule 18f-4 under the Act, which regulates the use of derivatives transactions for certain funds registered under the Act. The fund is deemed a “limited”
48
derivatives user under the rule and is required to limit its derivatives exposure so that the total notional value of derivatives does not exceed 10% of fund’s net assets, and is subject to certain reporting requirements. Each type of derivative instrument that was held by the fund during the period ended May 31, 2023 is discussed below.
Futures: In the normal course of pursuing its investment objective, the fund is exposed to market risk, including interest rate risk, as a result of changes in value of underlying financial instruments. The fund invests in futures in order to manage its exposure to or protect against changes in the market. A futures contract represents a commitment for the future purchase or a sale of an asset at a specified date. Upon entering into such contracts, these investments require initial margin deposits with a counterparty, which consist of cash or cash equivalents. The amount of these deposits is determined by the exchange or Board of Trade on which the contract is traded and is subject to change. Accordingly, variation margin payments are received or made to reflect daily unrealized gains or losses which are recorded in the Statement of Operations. When the contracts are closed, the fund recognizes a realized gain or loss which is reflected in the Statement of Operations. There is minimal counterparty credit risk to the fund with futures since they are exchange traded, and the exchange guarantees the futures against default. Futures open at May 31, 2023 are set forth in the Statement of Investments.
The following summarizes the average market value of derivatives outstanding during the period ended May 31, 2023:
| | |
| | Average Market Value ($) |
Interest rate futures | | 15,030,433 |
At May 31, 2023, accumulated net unrealized appreciation on investments inclusive of derivative contracts was $18,751,148, consisting of $36,601,158 gross unrealized appreciation and $17,850,010 gross unrealized depreciation.
At May 31, 2023, 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).
49
INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AND SUB-INVESTMENT ADVISORY AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB-SUB-INVESTMENT ADVISORY AGREEMENT (Unaudited)
At a meeting of the fund’s Board of Trustees held on March 14-15, 2023, 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, the Sub-Investment Advisory Agreement (the “NIMNA Agreement”), pursuant to which Newton Investment Management North America, LLC (“NIMNA”) provides asset allocation for the fund and manages the portion of the fund’s assets allocated to equity investments, and the Sub-Investment Advisory Agreement (the “INA Agreement” and, collectively with the Management Agreement and the NIMNA Agreement, the “Agreements”), pursuant to which Insight North America LLC (“INA” and, together with NIMNA, the “Sub-Advisers” and each, a “Sub-Adviser”) manages the portion of the fund’s assets allocated to fixed-income investments. The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “1940 Act”)) 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-Advisers. 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-Advisers. 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.
50
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 (“Lipper”), which included information comparing (1) the performance of the fund’s Class I shares with the performance of a group of institutional mixed-asset target allocation 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 mixed-asset target allocation growth funds (the “Performance Universe”), all for various periods ended December 31, 2022, 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 mixed-asset target allocation 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 also considered the fund’s performance in light of overall financial market conditions. The Board discussed with representatives of the Adviser and the Sub-Advisers the results of the comparisons and considered that the fund’s total return performance was below the Performance Group median for all periods and was below the Performance Universe median for all periods, except for the one- and two-year periods when the fund’s total return performance was above the Performance Universe median. The Board discussed with representatives of the Adviser and the Sub-Advisers the reasons for the fund’s underperformance versus the Performance Group and Performance Universe during certain periods under review and noted that the portfolio managers are very experienced and continued to apply a consistent investment strategy. The Adviser also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index.
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-Advisers, 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.
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INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AND SUB-INVESTMENT ADVISORY AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB-SUB-INVESTMENT ADVISORY AGREEMENT (Unaudited) (continued)
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 higher than the Expense Group median and higher than the Expense Universe median actual management fee, and the fund’s total expenses were higher 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 March 31, 2024, 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 .90% of the fund’s average daily net assets.
Representatives of the Adviser reviewed with the Board the management or investment advisory fees paid by one other fund advised by the Adviser that is in the same Lipper category as the fund (the “Similar Fund”), and explained the nature of the Similar Fund. 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 Fund 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-Advisers that are considered to have similar investment strategies and policies as the fund.
The Board considered the fee payable to the Sub-Advisers in relation to the fee payable to the Adviser by the fund and the respective services provided by the Sub-Advisers and the Adviser. The Board also took into consideration that the Sub-Advisers’ fees are 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-Advisers, including the nature, extent and quality of such services, supported the renewal of the Agreements and (2) in
52
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-Advisers pursuant to the Sub-Investment Advisory Agreements, the Board did not consider the Sub-Advisers’ 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-Advisers from acting as investment adviser and sub-investment advisers, 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-Advisers are adequate and appropriate.
· The Board was generally satisfied with the fund’s recent relative performance.
· The Board concluded that the fees paid to the Adviser and the Sub-Advisers 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 the 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-Advisers, of the Adviser and the Sub-Advisers and the services provided to the fund by the Adviser and the Sub-Advisers. 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
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INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AND SUB-INVESTMENT ADVISORY AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB-SUB-INVESTMENT ADVISORY AGREEMENT (Unaudited) (continued)
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 its 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.
*******
At the meeting of the fund’s Board held on March 14-15, 2023, the Board also considered the approval of a delegation arrangement between NIMNA and its affiliate, Newton Investment Management Limited (“NIM”), which permits NIMNA, as the fund’s sub-investment adviser responsible for managing the portion of the fund’s assets allocated to equity investments, to use the investment advisory personnel, resources and capabilities (“Investment Advisory Services”) available at its sister company, NIM, in providing the day-to-day management of the fund’s investments. In connection therewith, the Board considered the approval of a sub-sub-investment advisory agreement (the “SSIA Agreement”) between NIMNA and NIM, with respect to the fund. In considering the approval of the SSIA Agreement, 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.
At the meeting, the Adviser and NIMNA recommended the approval of the SSIA Agreement to enable NIM to provide Investment Advisory Services to NIMNA for the benefit of the fund, including, but not limited to, portfolio management services, subject to the supervision of NIMNA and the Adviser. The recommendation for the approval of the SSIA Agreement was based on the following considerations, among others: (i) approval of the SSIA Agreement would permit NIMNA, as the fund’s sub-investment adviser responsible for managing the portion of the fund’s assets allocated to equity investments, to use investment personnel employed primarily by NIM as primary portfolio managers of the fund and to use the investment research services of NIM in the day-to-day management of the fund’s equity investments; and (ii) there would be no material changes to the fund’s investment objective, strategies or policies, no reduction in the nature or level of services provided to the fund, and no increases in the management fee payable by the fund or the sub-advisory fees payable by the Adviser to the Sub-Advisers as a result of the delegation arrangement. The Board also considered the fact that the Adviser stated that it believed there were no material changes to the information the Board had previously considered at the meeting in connection with the Board’s re-approval of the Agreements for the ensuing year, other than the information about the delegation arrangement and NIM.
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In determining whether to approve the SSIA Agreement, the Board considered the materials prepared by the Adviser and NIMNA received in advance of the meeting and other information presented at the meeting, which included: (i) a form of the SSIA Agreement; (ii) information regarding the delegation arrangement and how it is expected to enhance investment capabilities for the benefit of the fund; (iii) information regarding NIM; and (iv) an opinion of counsel that the proposed delegation arrangement would not result in an “assignment” of the NIMNA Agreement under the 1940 Act and the Investment Advisers Act of 1940, as amended, and, therefore, did not require the approval of fund shareholders. The Board also considered the substance of discussions with representatives of the Adviser and NIMNA at the meeting in connection with the Board’s re-approval of the Agreements.
Nature, Extent and Quality of Services to be Provided. In examining the nature, extent and quality of the services that were expected to be provided by NIM under the SSIA Agreement, the Board considered: (i) NIM’s organization, qualification and background, as well as the qualifications of its personnel; (ii) the expertise of the personnel providing portfolio management services; (iii) information regarding NIM’s compliance program; and (iv) the investment strategy for the fund, which would remain the same. The Board also considered that enabling NIMNA to use the proposed Investment Advisory Services provided by NIM, NIMNA would provide investment and portfolio management services of at least the same nature, extent and quality that it currently provides to the fund without the ability to use the Investment Advisory Services of its sister company. Based on the considerations and review of the foregoing information, the Board concluded that the nature, extent and quality of the sub-investment advisory services to be provided by NIMNA having the ability to use the Investment Advisory Services supported a decision to approve the SSIA Agreement.
Investment Performance. The Board considered the fund’s investment performance and that of the investment team managing the fund’s portfolio (including comparative data provided by Broadridge) at the meeting in connection with the Board’s re-approval of the Agreements. The Board considered that the same investment professionals would continue to manage the fund’s assets and that enabling NIMNA, as the fund’s sub-investment adviser responsible for managing the portion of the fund’s assets allocated to equity investments, to use the Investment Advisory Services pursuant to the SSIA Agreement for the benefit of the fund supported a decision to approve the SSIA Agreement.
Costs of Services to be Provided and Profitability. The Board considered the contractual management fee payable by the fund to the Adviser pursuant to the Management Agreement and the contractual sub-investment advisory fee payable by the Adviser to NIMNA pursuant to the NIMNA Agreement at the meeting in connection with the Board’s re-approval of the Agreements. The Board noted that the contractual management fee payable by the fund to the Adviser and the sub-investment advisory fees payable by the Adviser to the Sub-Advisers, would not change in connection with the proposed delegation arrangement. The Board recognized that, because the fees payable would not change, an analysis of profitability was more appropriate in the
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INFORMATION ABOUT THE RENEWAL OF THE FUND’S MANAGEMENT AND SUB-INVESTMENT ADVISORY AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB-SUB-INVESTMENT ADVISORY AGREEMENT (Unaudited) (continued)
context of the Board’s consideration of the Agreements, and that the Board had received and considered a profitability analysis of the Adviser and its affiliates, including NIMNA, at the meeting in connection with the Board’s re-approval of the Agreements. The Board concluded that the Adviser’s profitability was not excessive in light of the nature, extent and quality of the services to be provided to the fund by the Adviser and the Sub-Advisers under the Agreements.
Economies of Scale to be Realized. The Board recognized that, because the fees payable by the fund to the Adviser pursuant to the Management Agreement and the contractual sub-investment advisory fees payable by the Adviser to the Sub-Advisers pursuant to the respective Sub-Investment Advisory Agreements would not change in connection with the proposed delegation arrangement, an analysis of economies of scale was more appropriate in the context of the Board’s consideration of the Agreements, which had been done at the meeting in connection with the Board’s re-approval of the Agreements. At the meeting, 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 the Agreements 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.
The Board also considered whether there were any ancillary benefits that would accrue to NIMNA as a result of its relationship with the fund after the delegation arrangement, and such ancillary benefits, if any, were determined to be reasonable.
After full consideration of the factors discussed above, with no single factor identified as being of paramount importance, the Board, with the assistance of independent legal counsel, approved the delegation arrangement and the SSIA Agreement for the fund.
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LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)
The fund adopted a liquidity risk management program (the “Liquidity Risk Management Program”) pursuant to the requirements of Rule 22e-4 under the Investment Company Act of 1940, as amended. Rule 22e-4 requires registered open-end funds, including mutual funds and exchange-traded funds but not money market funds, to establish liquidity risk management programs in order to effectively manage fund liquidity and shareholder redemptions. The rule is designed to mitigate the risk that a fund could not meet redemption requests without significantly diluting the interests of remaining investors.
The rule requires the fund to assess, manage and review their liquidity risk at least annually considering applicable factors such as investment strategy and liquidity during normal and foreseeable stressed conditions, including whether the strategy is appropriate for an open-end fund and whether the fund has a relatively concentrated portfolio or large positions in particular issuers. The fund must also assess its use of borrowings and derivatives, short-term and long-term cash flow projections in normal and stressed conditions, holdings of cash and cash equivalents, and borrowing arrangements and other funding sources.
The rule also requires the fund to classify its investments as highly liquid, moderately liquid, less liquid or illiquid based on the number of days the fund expects it would take to liquidate the investment, and to review these classifications at least monthly or more often under certain conditions. The periods range from three or fewer business days for a highly liquid investment to greater than seven calendar days for settlement of a less liquid investment. Illiquid investments are those a fund does not expect to be able to sell or dispose of within seven calendar days without significantly changing the market value. The fund is prohibited from acquiring an investment if, after the acquisition, its holdings of illiquid assets will exceed 15% of its net assets. In addition, if a fund permits redemptions in-kind, the rule requires the fund to establish redemption in-kind policies and procedures governing how and when it will engage in such redemptions.
Pursuant to the rule’s requirements, the Liquidity Risk Management Program has been reviewed and approved by the Board. Furthermore, the Board has received a written report prepared by the Program’s Administrator that addresses the operation of the Program, assesses its adequacy and effectiveness and describes any material changes made to the Program.
Assessment of Program
In the opinion of the Program Administrator, the Program approved by the Board continues to be adequate for the fund and the Program has been implemented effectively. The Program Administrator has monitored the fund’s liquidity risk and the liquidity classification of the securities held by the fund and has determined that the Program is operating effectively.
During the period from January 1, 2022 to December 31, 2022, there were no material changes to the Program and no material liquidity events that impacted the fund. During the period, the fund held sufficient highly liquid assets to meet fund redemptions.
Under normal expected foreseeable fund redemption forecasts and foreseeable stressed fund redemption forecasts, the Program Administrator believes that the fund maintains sufficient highly liquid assets to meet expected fund redemptions.
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BNY Mellon Balanced Opportunity Fund
240 Greenwich Street
New York, NY 10286
Adviser
BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286
Sub-Advisers
Newton Investment Management
North America, LLC
BNY Mellon Center
201 Washington Street
Boston, MA 02108
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
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Ticker Symbols: | Class A: DBOAX Class C: DBOCX Class I: DBORX Class J: THPBX Class Y: DBOYX Class Z: DBOZX |
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.
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© 2023 BNY Mellon Securities Corporation 6000SA0523 | ![](https://capedge.com/proxy/N-CSRS/0001224568-23-000013/img_7e2d1bc04c444.jpg)
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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.
(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.
(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 VI
By: /s/ David J. DiPetrillo
David J. DiPetrillo
President (Principal Executive Officer)
Date: July 18, 2023
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 18, 2023
By: /s/ James Windels
James Windels
Treasurer (Principal Financial Officer)
Date: July 18, 2023
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)