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 | 811-05883 | |||||
BNY Mellon Index Funds, Inc. | ||||||
(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:
| 10/31 | |||||
Date of reporting period: | 10/31/23
| |||||
FORM N-CSR
Item 1. Reports to Stockholders.
BNY Mellon International Stock Index Fund
ANNUAL REPORT October 31, 2023 |
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The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds. |
Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value |
Contents
T H E F U N D
F O R M O R E I N F O R M AT I O N
Back Cover
DISCUSSION OF FUND PERFORMANCE (Unaudited)
For the period from November 1, 2022, through October 31, 2023, as provided by David France, CFA, Todd Frysinger, CFA, Vlasta Sheremeta, CFA, Michael Stoll and Marlene Walker Smith, portfolio managers.
Market and Fund Performance Overview
For the 12-month period ended October 31, 2023, BNY Mellon International Stock Index Fund’s (the “fund”) Investor shares produced a total return of 14.67%, and its Class I shares returned 14.96%.1 This compares with a 14.40% total return for the fund’s benchmark, the MSCI EAFE® Index (the “Index”), during the same period.2
International markets gained ground during the reporting period as central bank rate hikes showed progress in slowing inflation rates, the Chinese economy reopened after the government rescinded its “zero-COVID-19” policy, and the U.S. dollar weakened relative to most international currencies. The difference in returns between the fund and the Index resulted primarily from transaction costs and operating expenses that are not reflected in Index results.
The Fund’s Investment Approach
The fund seeks to match the performance of the Index. To pursue its goal, the fund generally is fully invested in stocks included in the Index and in futures whose performance is tied to certain countries included in the Index. The fund generally invests in all stocks included in the Index. The fund’s investments are selected to match the benchmark composition along individual name, country and industry weighting, and other benchmark characteristics. Under these circumstances, the fund maintains approximately the same weighting for each stock as the Index does.
Because the fund has expenses, performance will tend to be slightly lower than that of the Index. The fund attempts to have a correlation between its performance and that of the Index of at least 0.95, before fees and expenses. A correlation of 1.00 would mean that the fund and the Index were perfectly correlated.
The Index is an unmanaged, free float-adjusted, market capitalization-weighted index that is designed to measure the equity market performance of developed markets, excluding the United States and Canada. Each stock in the Index is weighted by its float-adjusted market capitalization.
Equities Gain Ground as Inflation Eases
International developed-markets equities climbed during the reporting period as interest-rate hikes implemented by central banks gained traction in the fight against rampant inflation. In October 2022, just prior to the start of the reporting period, inflation in the 20-member eurozone averaged 10.6%, its highest level since the eurozone group was established in 1999. The European Central Bank raised its fixed benchmark rate from 0.75% to 1.50% on November 2, 2022, followed by seven additional increases to a range of 4.00% to 4.50% as of September 20, 2023. Inflation appeared to respond, declining to 4.30% as of September 2023. Eurozone economic growth rates declined as well, dipping into slightly negative territory near the end of the period, but remained positive on average for the period as a whole. Similar trends in the United States and elsewhere encouraged hopes that inflation might be tamed without prompting a major global recession. International markets were
2
further buoyed by the Chinese government’s decision in December 2022 to end its “zero-COVID-19” strategy, which had resulted in lockdowns that slowed Chinese economic growth and disrupted global supply chains, with negative effects felt throughout the world’s economies. Although Chinese economic growth remained sluggish in the aftermath of the lockdowns, exacerbated by restrictive government and regulatory policies, investors continued to anticipate an eventual return to the more rapid pre-pandemic growth patterns. Developed-markets equities, particularly those denominated in U.S. dollars, also benefited from a weakening U.S. dollar relative to most international currencies. The U.S. dollar weakened during the first half of the period as U.S. inflation moderated, and the U.S. Federal Reserve appeared to near the end of its current rate-hike cycle.
Most international equities benefited from these conditions, with strongest returns seen in cyclical growth-oriented sectors, including financials, consumer discretionary and information technology. Conversely, interest-rate-sensitive and traditionally defensive sectors lagged, with real estate, health care and communication services trailing the Index average by the most significant margin.
Economically Sensitive Shares Lead Markets Higher
Better-than-expected global economic growth supported the performance of financial, consumer-facing and technology-oriented companies. In financials, leading performers included Italy-based regional bank UniCredit SpA, Japan-based life insurer T&D Holdings, Inc. and Japan-based diversified financial services firm Mitsubishi UFJ Financial Group, Inc. In consumer discretionary, gains were led by Denmark-based jewelry maker Pandora A/S, Germany-based sportswear manufacturing apparel and accessories company adidas AG, and Spain-based apparel retailer Industria de Diseño Textil SA. In information technology, top names included semiconductor equipment provider Disco Corp., and Netherlands-based semiconductor equipment and materials company ASM International NV.
Conversely, real estate stocks lost ground amid rising mortgage rates and a variety of regionally related challenges. Notable underperformers included Israel-based Azrieli Group Ltd., Australia-based Lendlease Group Ltd. and Hong Kong-based ESR Group Ltd. In health care, the most significant declines were seen in Japan-based health information services provider M3, Inc., France-based biotechnology developer Sartorius Stedim Biotech and Japan-based medical equipment company Olympus Corp. In communication services, significant underperformers included CyberAgent, Inc. and Square Enix Holdings Co, Ltd., both based in Japan, and Germany-based Telefonica Deutschland Holding.
The fund’s use of derivatives during the period was limited to futures contracts employed solely to offset the impact of cash positions, which the fund holds pursuant to its operations, but the Index does not. Such holdings helped the fund more closely match the performance of the Index.
Replicating the Performance of the Index
Whether the central banks can continue to curb inflation while avoiding a more significant global economic slowdown than already seen remains an open question that is likely to continue to drive market behavior in the coming months. However, in seeking to match the performance of the Index, we do not actively manage investments in response to
3
DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)
macroeconomic trends. As always, we continue to monitor factors that affect the fund’s investments.
November 15, 2023
1 Total return includes reinvestment of dividends and any capital gains paid. The fund’s return reflects the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an agreement. Had these expenses not been absorbed, returns would have been lower. Past performance is no guarantee of future results. Share price, yield and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.
2 Source: Lipper Inc. — The MSCI EAFE® Index (Europe, Australasia, Far East) is a free float-adjusted, market capitalization-weighted index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. It reflects reinvestment of net dividends and, where applicable, capital gain distributions. Investors cannot invest directly in any index.
Equities are subject generally to market, market sector, market liquidity, issuer and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.
The fund uses an indexing strategy. It does not attempt to manage market volatility, use defensive strategies or reduce the effects of any long-term periods of poor stock performance.
Currencies are subject to the risk that those currencies will decline in value relative to a local currency, or, in the case of hedged positions, that the local currency will decline relative to the currency being hedged. Each of these risks could increase the fund’s volatility.
Investing in foreign-denominated and/or domiciled securities involves special risks, including changes in currency exchange rates, political, economic and social instability, limited company information, differing auditing and legal standards and less market liquidity. These risks generally are greater with emerging-market countries. Diversification cannot assure a profit or protect against loss.
The fund may, but is not required, to use derivative instruments. A small investment in derivatives could have a potentially large impact on the fund’s performance. The use of derivatives involves risks different from, or possibly greater than, the risks associated with investing directly in the underlying assets.
4
FUND PERFORMANCE (Unaudited)
Comparison of change in value of a $10,000 investment in Investor shares and Class I shares of BNY Mellon International Stock Index Fund with a hypothetical investment of $10,000 in the MSCI EAFE® Index (the “Index”).
† Source: Lipper Inc.
†† The total return figures presented for Class I shares of the fund reflect the performance of the fund’s Investor shares for the period prior to 8/31/16 (the inception date for Class I shares).
Past performance is not predictive of future performance.
The above graph compares a hypothetical investment of $10,000 made in each of the Investor shares and Class I shares of BNY Mellon International Stock Index Fund on 10/31/13 to a hypothetical investment of $10,000 made in the Index on that date. All dividends and capital gain distributions are reinvested.
The fund’s performance shown in the line graph above takes into account all applicable fees and expenses. The Index (Europe, Australasia, Far East) is a free float‐adjusted market capitalization-weighted index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. Unlike a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.
5
FUND PERFORMANCE (Unaudited) (continued)
Average Annual Total Returns as of 10/31/2023 | |||||
| Inception Date | 1 Year | 5 Years | 10 Years | |
Investor Shares | 6/30/97 | 14.67% | 3.82% | 2.70% | |
Class I Shares | 8/31/16 | 14.96% | 4.08% | 2.89%† | |
MSCI EAFE® Index | 14.40% | 4.10% | 3.05% |
† The total return performance figures presented for Class I shares of the fund reflect the performance of the fund’s Investor shares for the period prior to 8/31/16 (the inception date for Class I shares).
The performance data quoted represents past performance, which is no guarantee of future results. Share price and investment return fluctuate and an investor’s shares may be worth more or less than original cost upon redemption. Current performance may be lower or higher than the performance quoted. Go to www.im.bnymellon.com for the fund’s most recent month-end returns.
The fund’s performance shown in the graph and table does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.
6
UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)
As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.
Review your fund’s expenses
The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon International Stock Index Fund from May 1, 2023 to October 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.
Expenses and Value of a $1,000 Investment |
| |||
Assume actual returns for the six months ended October 31, 2023 |
| |||
|
|
|
|
|
|
| Investor Shares | Class I |
|
Expenses paid per $1,000† | $2.96 | $1.75 |
| |
Ending value (after expenses) | $923.00 | $924.10 |
|
COMPARING YOUR FUND’S EXPENSES WITH THOSE OF OTHER FUNDS (Unaudited)
Using the SEC’s method to compare expenses
The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.
Expenses and Value of a $1,000 Investment |
| |||
Assuming a hypothetical 5% annualized return for the six months ended October 31, 2023 |
| |||
|
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| Investor Shares | Class I |
|
Expenses paid per $1,000† | $3.11 | $1.84 |
| |
Ending value (after expenses) | $1,022.13 | $1,023.39 |
| |
† | Expenses are equal to the fund’s annualized expense ratio of .61% for Investor Shares and .36% for Class I, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
7
STATEMENT OF INVESTMENTS
October 31, 2023
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% | |||||||
Australia - 7.0% | |||||||
Ampol Ltd. | 4,996 | 102,037 | |||||
ANZ Group Holdings Ltd. | 62,244 | 982,091 | |||||
APA Group | 26,705 | 140,275 | |||||
Aristocrat Leisure Ltd. | 12,187 | 302,361 | |||||
ASX Ltd. | 3,934 | 140,773 | |||||
Aurizon Holdings Ltd. | 38,431 | 83,918 | |||||
BHP Group Ltd. | 41,391 | 1,181,661 | |||||
BHP Group Ltd. | 63,529 | 1,808,186 | |||||
BlueScope Steel Ltd. | 8,864 | 105,947 | |||||
Brambles Ltd. | 28,747 | 241,051 | |||||
Cochlear Ltd. | 1,344 | 206,409 | |||||
Coles Group Ltd. | 27,582 | 267,663 | |||||
Commonwealth Bank of Australia | 34,716 | 2,132,137 | |||||
Computershare Ltd. | 11,653 | 183,893 | |||||
CSL Ltd. | 9,991 | 1,479,227 | |||||
Dexus | 21,094 | 87,642 | |||||
Ebos Group Ltd. | 2,936 | a | 59,728 | ||||
Endeavour Group Ltd. | 30,515 | 96,096 | |||||
Fortescue Metals Group Ltd. | 35,073 | 498,064 | |||||
Goodman Group | 35,115 | 466,453 | |||||
IDP Education Ltd. | 4,968 | 68,757 | |||||
Igo Ltd. | 14,642 | 89,495 | |||||
Insurance Australia Group Ltd. | 49,649 | 179,992 | |||||
LendLease Corp. Ltd. | 14,681 | 58,509 | |||||
Macquarie Group Ltd. | 7,604 | 784,178 | |||||
Medibank Private Ltd. | 59,092 | 129,126 | |||||
Mineral Resources Ltd. | 3,735 | 138,584 | |||||
Mirvac Group | 84,261 | 98,556 | |||||
National Australia Bank Ltd. | 65,024 | 1,165,976 | |||||
Northern Star Resources Ltd. | 23,479 | 173,815 | |||||
Orica Ltd. | 9,770 | 91,480 | |||||
Origin Energy Ltd. | 35,381 | 205,354 | |||||
Pilbara Minerals Ltd. | 57,243 | a | 135,319 | ||||
Qantas Airways Ltd. | 16,245 | b | 51,001 | ||||
QBE Insurance Group Ltd. | 30,748 | 305,718 | |||||
Ramsay Health Care Ltd. | 3,658 | 114,202 | |||||
REA Group Ltd. | 1,120 | a | 102,962 | ||||
Reece Ltd. | 4,914 | 54,800 | |||||
Rio Tinto Ltd. | 7,688 | 575,067 | |||||
Santos Ltd. | 67,266 | 330,080 | |||||
Scentre Group | 104,798 | 163,639 |
8
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Australia - 7.0% (continued) | |||||||
SEEK Ltd. | 7,249 | 95,747 | |||||
Sonic Healthcare Ltd. | 9,502 | 174,246 | |||||
South32 Ltd. | 93,748 | 199,377 | |||||
Stockland | 51,334 | 116,497 | |||||
Suncorp Group Ltd. | 25,946 | 221,260 | |||||
Telstra Group Ltd. | 85,982 | 208,752 | |||||
The GPT Group | 40,798 | 94,678 | |||||
The Lottery Corp. Ltd. | 44,705 | 129,265 | |||||
Transurban Group | 63,802 | 481,653 | |||||
Treasury Wine Estates Ltd. | 15,476 | 118,788 | |||||
Vicinity Centres | 83,242 | 90,626 | |||||
Washington H Soul Pattinson & Co. Ltd. | 4,687 | 99,937 | |||||
Wesfarmers Ltd. | 23,497 | 760,057 | |||||
Westpac Banking Corp. | 72,678 | 956,282 | |||||
WiseTech Global Ltd. | 3,328 | 124,368 | |||||
Woodside Energy Group Ltd. | 27,847 | 605,078 | |||||
Woodside Energy Group Ltd. | 11,479 | 250,213 | |||||
Woolworths Group Ltd. | 25,241 | 565,140 | |||||
20,874,186 | |||||||
Austria - .2% | |||||||
Erste Group Bank AG | 7,121 | 254,513 | |||||
OMV AG | 3,158 | 138,361 | |||||
Verbund AG | 1,446 | 125,520 | |||||
Voestalpine AG | 2,414 | 60,181 | |||||
578,575 | |||||||
Belgium - .8% | |||||||
Ageas SA | 3,235 | 124,274 | |||||
Anheuser-Busch InBev SA | 17,990 | 1,023,413 | |||||
D'ieteren Group | 421 | 62,600 | |||||
Elia Group SA | 631 | 60,014 | |||||
Groupe Bruxelles Lambert NV | 514 | 37,670 | |||||
Groupe Bruxelles Lambert NV | 1,430 | 104,801 | |||||
KBC Group NV | 5,184 | 285,359 | |||||
Lotus Bakeries NV | 9 | 66,770 | |||||
Sofina SA | 313 | 59,624 | |||||
Solvay SA | 1,575 | 166,365 | |||||
UCB SA | 2,582 | 189,213 | |||||
Umicore SA | 4,461 | 106,084 | |||||
Warehouses De Pauw, CVA | 3,420 | 84,847 | |||||
2,371,034 | |||||||
Chile - .0% | |||||||
Antofagasta PLC | 7,938 | 129,782 |
9
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Denmark - 3.4% | |||||||
AP Moller - Maersk A/S, Cl. A | 66 | 107,687 | |||||
AP Moller - Maersk A/S, Cl. B | 99 | 164,750 | |||||
Carlsberg AS, Cl. B | 2,022 | 241,266 | |||||
Chr. Hansen Holding A/S | 2,128 | 144,911 | |||||
Coloplast A/S, Cl. B | 2,815 | 293,511 | |||||
Danske Bank A/S | 14,286 | 334,814 | |||||
Demant A/S | 2,006 | b | 76,583 | ||||
DSV A/S | 3,855 | 573,616 | |||||
Genmab A/S | 1,368 | b | 387,514 | ||||
Novo Nordisk A/S, Cl. B | 67,589 | 6,517,967 | |||||
Novozymes A/S, Cl. B | 4,356 | 195,783 | |||||
Orsted AS | 3,827 | c | 185,430 | ||||
Pandora A/S | 1,801 | 203,998 | |||||
Rockwool A/S, Cl. B | 185 | 41,157 | |||||
Tryg A/S | 7,078 | 138,256 | |||||
Vestas Wind Systems A/S | 20,916 | b | 452,066 | ||||
10,059,309 | |||||||
Finland - 1.1% | |||||||
Elisa OYJ | 3,015 | 127,968 | |||||
Fortum OYJ | 8,904 | 106,025 | |||||
Kesko OYJ, Cl. B | 5,455 | 92,503 | |||||
Kone OYJ, Cl. B | 7,019 | 304,157 | |||||
Metso OYJ | 13,373 | 118,255 | |||||
Neste OYJ | 8,729 | 293,048 | |||||
Nokia OYJ | 110,820 | 369,795 | |||||
Nordea Bank Abp | 66,721 | 701,474 | |||||
Orion OYJ, Cl. B | 2,289 | 91,244 | |||||
Sampo OYJ, Cl. A | 9,525 | 375,900 | |||||
Stora Enso OYJ, Cl. R | 12,381 | 149,151 | |||||
UPM-Kymmene OYJ | 11,054 | 371,875 | |||||
Wartsila OYJ Abp | 10,184 | 121,261 | |||||
3,222,656 | |||||||
France - 11.8% | |||||||
Accor SA | 3,841 | 122,617 | |||||
Aeroports de Paris SA | 621 | 69,643 | |||||
Air Liquide SA | 10,847 | 1,859,048 | |||||
Airbus SE | 12,278 | 1,642,280 | |||||
Alstom SA | 5,765 | 77,953 | |||||
Amundi SA | 1,303 | c | 68,183 | ||||
Arkema SA | 1,199 | 112,523 | |||||
AXA SA | 38,010 | 1,128,063 | |||||
BioMerieux | 891 | 85,583 | |||||
BNP Paribas SA | 21,730 | 1,248,793 |
10
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
France - 11.8% (continued) | |||||||
Bollore SE | 14,626 | 79,936 | |||||
Bouygues SA | 4,007 | 141,231 | |||||
Bureau Veritas SA | 6,232 | 141,983 | |||||
Capgemini SE | 3,415 | 605,308 | |||||
Carrefour SA | 12,274 | 215,524 | |||||
Cie Generale des Etablissements Michelin SCA | 14,051 | 417,125 | |||||
Compagnie de Saint-Gobain SA | 9,574 | 522,955 | |||||
Covivio SA | 998 | 42,856 | |||||
Credit Agricole SA | 24,901 | 300,979 | |||||
Danone SA | 13,336 | 794,379 | |||||
Dassault Aviation SA | 410 | 81,548 | |||||
Dassault Systemes SE | 13,876 | 572,339 | |||||
Edenred SE | 5,153 | 275,149 | |||||
Eiffage SA | 1,558 | 141,797 | |||||
Engie SA | 37,829 | 602,455 | |||||
EssilorLuxottica SA | 6,107 | 1,104,471 | |||||
Eurazeo SE | 811 | 45,737 | |||||
Gecina SA | 978 | 96,181 | |||||
Getlink SE | 7,614 | 122,860 | |||||
Hermes International SCA | 656 | 1,230,207 | |||||
Ipsen SA | 789 | 93,363 | |||||
Kering SA | 1,542 | 623,649 | |||||
Klepierre SA | 4,571 | 111,236 | |||||
La Francaise des Jeux SAEM | 2,264 | c | 73,096 | ||||
Legrand SA | 5,526 | 477,317 | |||||
L'Oreal SA | 4,995 | 2,095,164 | |||||
LVMH Moet Hennessy Louis Vuitton SE | 5,719 | 4,092,902 | |||||
Orange SA | 38,565 | 453,714 | |||||
Pernod Ricard SA | 4,236 | 753,158 | |||||
Publicis Groupe SA | 4,740 | 361,895 | |||||
Remy Cointreau SA | 485 | 55,236 | |||||
Renault SA | 3,890 | 136,687 | |||||
Safran SA | 7,079 | 1,102,662 | |||||
Sanofi SA | 23,531 | 2,147,594 | |||||
Sartorius Stedim Biotech | 589 | 110,739 | |||||
Schneider Electric SE | 11,271 | 1,733,195 | |||||
SEB SA | 532 | 52,678 | |||||
Societe Generale SA | 15,065 | 338,740 | |||||
Sodexo SA | 1,795 | 190,018 | |||||
STMicroelectronics NV | 14,155 | 542,404 | |||||
Teleperformance SE | 1,260 | 144,310 | |||||
Thales SA | 2,173 | 320,240 |
11
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
France - 11.8% (continued) | |||||||
TotalEnergies SE | 46,568 | 3,118,819 | |||||
Unibail-Rodamco-Westfield | 2,374 | b | 117,579 | ||||
Valeo SE | 4,331 | 57,171 | |||||
Veolia Environnement SA | 14,076 | 386,023 | |||||
Vinci SA | 11,007 | 1,217,157 | |||||
Vivendi SE | 13,566 | 121,480 | |||||
Wendel SE | 572 | 42,920 | |||||
Worldline SA | 5,095 | b,c | 64,563 | ||||
35,085,415 | |||||||
Germany - 7.7% | |||||||
adidas AG | 3,355 | 593,426 | |||||
Allianz SE | 8,353 | 1,952,363 | |||||
BASF SE | 18,513 | 852,854 | |||||
Bayer AG | 20,347 | 874,407 | |||||
Bayerische Motoren Werke AG | 6,234 | 578,024 | |||||
Bechtle AG | 1,673 | 74,415 | |||||
Beiersdorf AG | 2,075 | 272,169 | |||||
Brenntag SE | 3,005 | 222,940 | |||||
Carl Zeiss Meditec AG-BR | 844 | 73,000 | |||||
Commerzbank AG | 21,859 | 234,502 | |||||
Continental AG | 2,224 | 144,413 | |||||
Covestro AG | 4,115 | b,c | 207,692 | ||||
Daimler Truck Holding AG | 10,276 | 322,018 | |||||
Delivery Hero SE | 3,693 | b,c | 93,554 | ||||
Deutsche Bank AG | 40,143 | 439,606 | |||||
Deutsche Boerse AG | 3,935 | 646,354 | |||||
Deutsche Lufthansa AG | 12,859 | 89,822 | |||||
Deutsche Telekom AG | 67,130 | 1,454,669 | |||||
DHL Group | 20,530 | 797,942 | |||||
E.ON SE | 46,500 | 551,810 | |||||
Evonik Industries AG | 4,466 | 82,042 | |||||
Fresenius Medical Care AG & Co. KGaA | 4,135 | 137,280 | |||||
Fresenius SE & Co. KGaA | 8,644 | 221,493 | |||||
GEA Group AG | 3,240 | 110,475 | |||||
Hannover Rueck SE | 1,242 | 273,493 | |||||
Heidelberg Materials AG | 2,998 | 217,233 | |||||
HelloFresh SE | 3,206 | b | 69,620 | ||||
Henkel AG & Co. KGaA | 2,090 | 131,987 | |||||
Infineon Technologies AG | 27,047 | 785,886 | |||||
Knorr-Bremse AG | 1,553 | 86,296 | |||||
LEG Immobilien SE | 1,594 | b | 99,239 | ||||
Mercedes-Benz Group AG | 16,618 | 974,713 | |||||
Merck KGaA | 2,677 | 402,891 |
12
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Germany - 7.7% (continued) | |||||||
MTU Aero Engines AG | 1,141 | 213,739 | |||||
Muenchener Rueckversicherungs-Gesellschaft AG | 2,826 | 1,131,623 | |||||
Nemetschek SE | 1,157 | 86,203 | |||||
Puma SE | 2,254 | 126,980 | |||||
Rational AG | 106 | 60,569 | |||||
Rheinmetall AG | 896 | 256,389 | |||||
RWE AG | 13,095 | 500,381 | |||||
SAP SE | 21,627 | 2,898,014 | |||||
Scout24 SE | 1,595 | c | 97,728 | ||||
Siemens AG | 15,741 | 2,081,457 | |||||
Siemens Energy AG | 10,489 | b | 92,862 | ||||
Siemens Healthineers AG | 5,825 | c | 285,063 | ||||
Symrise AG | 2,729 | 277,790 | |||||
Talanx AG | 1,264 | 79,466 | |||||
Telefonica Deutschland Holding AG | 19,705 | 33,435 | |||||
Volkswagen AG | 626 | 72,101 | |||||
Vonovia SE | 15,311 | 351,489 | |||||
Wacker Chemie AG | 336 | 41,064 | |||||
Zalando SE | 4,771 | b,c | 111,054 | ||||
22,866,035 | |||||||
Hong Kong - 2.5% | |||||||
AIA Group Ltd. | 239,200 | 2,083,238 | |||||
BOC Hong Kong Holdings Ltd. | 78,000 | 206,454 | |||||
Budweiser Brewing Co. APAC Ltd. | 33,300 | c | 63,296 | ||||
CK Asset Holdings Ltd. | 40,475 | 202,167 | |||||
CK Hutchison Holdings Ltd. | 55,475 | 279,740 | |||||
CK Infrastructure Holdings Ltd. | 13,500 | 62,522 | |||||
CLP Holdings Ltd. | 33,288 | 244,316 | |||||
ESR Group Ltd. | 44,600 | a,c | 57,200 | ||||
Futu Holdings Ltd., ADR | 1,064 | b | 58,999 | ||||
Galaxy Entertainment Group Ltd. | 46,277 | 259,209 | |||||
Hang Lung Properties Ltd. | 38,000 | 50,261 | |||||
Hang Seng Bank Ltd. | 16,200 | 185,525 | |||||
Henderson Land Development Co. Ltd. | 28,138 | 73,319 | |||||
HKT Trust & HKT Ltd. | 81,660 | 84,653 | |||||
Hong Kong & China Gas Co. Ltd. | 238,267 | a | 165,889 | ||||
Hong Kong Exchanges & Clearing Ltd. | 24,942 | 867,279 | |||||
Hongkong Land Holdings Ltd. | 23,600 | 74,824 | |||||
Jardine Matheson Holdings Ltd. | 3,346 | 135,456 | |||||
Link REIT | 52,239 | 239,553 | |||||
MTR Corp. Ltd. | 30,756 | 114,922 | |||||
New World Development Co. Ltd. | 31,141 | a | 57,037 |
13
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Hong Kong - 2.5% (continued) | |||||||
Power Assets Holdings Ltd. | 29,500 | 141,003 | |||||
Prudential PLC | 57,023 | 598,186 | |||||
Sino Land Co. Ltd. | 75,631 | a | 75,457 | ||||
SITC International Holdings Co. Ltd. | 27,000 | 41,730 | |||||
Sun Hung Kai Properties Ltd. | 29,699 | 304,826 | |||||
Swire Pacific Ltd., Cl. A | 9,000 | 57,859 | |||||
Swire Properties Ltd. | 21,200 | 41,300 | |||||
Techtronic Industries Co. Ltd. | 27,865 | 252,715 | |||||
WH Group Ltd. | 177,385 | c | 105,951 | ||||
Wharf Real Estate Investment Co. Ltd. | 35,311 | 123,982 | |||||
Xinyi Glass Holdings Ltd. | 34,000 | 39,224 | |||||
7,348,092 | |||||||
Ireland - 1.2% | |||||||
AerCap Holdings NV | 3,327 | b | 206,673 | ||||
AIB Group PLC | 30,897 | 133,790 | |||||
Bank of Ireland Group PLC | 21,783 | 194,799 | |||||
CRH PLC | 15,029 | 811,324 | |||||
DCC PLC | 2,002 | 111,170 | |||||
Experian PLC | 19,055 | 579,649 | |||||
Flutter Entertainment PLC | 3,657 | b | 574,544 | ||||
James Hardie Industries PLC-CDI | 9,049 | b | 225,016 | ||||
Kerry Group PLC, Cl. A | 3,394 | 262,944 | |||||
Kingspan Group PLC | 3,197 | 214,979 | |||||
Smurfit Kappa Group PLC | 5,237 | 171,147 | |||||
3,486,035 | |||||||
Israel - .6% | |||||||
Azrieli Group Ltd. | 888 | 38,174 | |||||
Bank Hapoalim BM | 26,089 | 186,411 | |||||
Bank Leumi Le-Israel BM | 31,437 | 202,230 | |||||
Check Point Software Technologies Ltd. | 1,957 | b | 262,727 | ||||
CyberArk Software Ltd. | 883 | b | 144,494 | ||||
Elbit Systems Ltd. | 525 | 97,509 | |||||
Global-e Online Ltd. | 1,807 | b | 63,444 | ||||
ICL Group Ltd. | 16,543 | 80,250 | |||||
Israel Discount Bank Ltd., Cl. A | 26,612 | 116,882 | |||||
Mizrahi Tefahot Bank Ltd. | 3,320 | 102,718 | |||||
Monday.com Ltd. | 425 | b | 55,246 | ||||
NICE Ltd. | 1,293 | b | 199,801 | ||||
Teva Pharmaceutical Industries Ltd., ADR | 23,563 | b | 202,171 | ||||
Wix.com Ltd. | 1,054 | b | 84,215 | ||||
1,836,272 |
14
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Italy - 2.2% | |||||||
Amplifon SpA | 2,637 | 74,621 | |||||
Assicurazioni Generali SpA | 20,992 | 417,457 | |||||
Davide Campari-Milano NV | 10,465 | 115,723 | |||||
DiaSorin SpA | 419 | 37,577 | |||||
Enel SpA | 168,453 | 1,071,097 | |||||
Eni SpA | 48,944 | 798,528 | |||||
Ferrari NV | 2,611 | 790,308 | |||||
FinecoBank SpA | 12,963 | 153,028 | |||||
Infrastrutture Wireless Italiane SpA | 7,020 | c | 76,860 | ||||
Intesa Sanpaolo SpA | 321,863 | 838,420 | |||||
Mediobanca Banca Di Credito Finanziario SpA | 11,624 | a | 138,679 | ||||
Moncler SpA | 4,387 | 228,189 | |||||
Nexi SpA | 12,387 | b,c | 72,049 | ||||
Poste Italiane SpA | 10,964 | c | 108,700 | ||||
Prysmian SpA | 5,425 | 203,603 | |||||
Recordati Industria Chimica E Farmaceutica SpA | 2,094 | 96,842 | |||||
Snam SpA | 41,469 | 190,454 | |||||
Telecom Italia SpA | 210,456 | a,b | 54,356 | ||||
Terna Rete Elettrica Nazionale | 29,861 | 228,742 | |||||
UniCredit SpA | 38,186 | 955,318 | |||||
6,650,551 | |||||||
Japan - 22.8% | |||||||
Advantest Corp. | 15,900 | 410,897 | |||||
Aeon Co. Ltd. | 13,400 | 281,937 | |||||
AGC, Inc. | 3,960 | 134,625 | |||||
Aisin Corp. | 3,100 | 107,943 | |||||
Ajinomoto Co., Inc. | 9,300 | 340,231 | |||||
ANA Holdings, Inc. | 3,500 | 68,562 | |||||
Asahi Group Holdings Ltd. | 10,000 | 361,015 | |||||
Asahi Intecc Co. Ltd. | 4,700 | 78,684 | |||||
Asahi Kasei Corp. | 26,600 | 163,320 | |||||
Astellas Pharma, Inc. | 37,495 | 473,018 | |||||
Azbil Corp. | 2,400 | 70,941 | |||||
Bandai Namco Holdings, Inc. | 12,250 | 254,366 | |||||
Baycurrent Consulting, Inc. | 2,500 | 62,917 | |||||
Bridgestone Corp. | 11,800 | 445,235 | |||||
Brother Industries Ltd. | 4,900 | 76,413 | |||||
Canon, Inc. | 20,917 | 493,095 | |||||
Capcom Co. Ltd. | 3,700 | 118,477 | |||||
Central Japan Railway Co. | 14,900 | 334,208 | |||||
Chubu Electric Power Co., Inc. | 13,600 | 165,113 |
15
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Japan - 22.8% (continued) | |||||||
Chugai Pharmaceutical Co. Ltd. | 13,884 | 413,743 | |||||
Concordia Financial Group Ltd. | 22,800 | 105,259 | |||||
CyberAgent, Inc. | 9,100 | 47,903 | |||||
Dai Nippon Printing Co. Ltd. | 4,700 | 122,664 | |||||
Daifuku Co. Ltd. | 6,500 | 108,895 | |||||
Dai-ichi Life Holdings, Inc. | 19,500 | 409,368 | |||||
Daiichi Sankyo Co. Ltd. | 38,349 | 985,412 | |||||
Daikin Industries Ltd. | 5,500 | 792,069 | |||||
Daito Trust Construction Co. Ltd. | 1,300 | 139,585 | |||||
Daiwa House Industry Co. Ltd. | 12,300 | 338,437 | |||||
Daiwa House REIT Investment Corp. | 46 | 81,329 | |||||
Daiwa Securities Group, Inc. | 27,100 | 156,656 | |||||
Denso Corp. | 36,400 | 539,547 | |||||
Dentsu Group, Inc. | 4,300 | 124,457 | |||||
Disco Corp. | 1,900 | 334,437 | |||||
East Japan Railway Co. | 6,300 | 328,758 | |||||
Eisai Co. Ltd. | 5,200 | 275,901 | |||||
ENEOS Holdings, Inc. | 59,526 | 219,030 | |||||
FANUC Corp. | 19,545 | 501,362 | |||||
Fast Retailing Co. Ltd. | 3,574 | 790,435 | |||||
Fuji Electric Co. Ltd. | 2,700 | 102,782 | |||||
FUJIFILM Holdings Corp. | 7,700 | 422,012 | |||||
Fujitsu Ltd. | 3,680 | 476,417 | |||||
GLP J-REIT | 95 | 85,126 | |||||
GMO Payment Gateway, Inc. | 900 | 36,142 | |||||
Hakuhodo DY Holdings, Inc. | 3,800 | 30,250 | |||||
Hamamatsu Photonics K.K. | 3,000 | 111,016 | |||||
Hankyu Hanshin Holdings, Inc. | 4,900 | 153,925 | |||||
Hikari Tsushin, Inc. | 400 | 57,771 | |||||
Hirose Electric Co. Ltd. | 633 | 71,716 | |||||
Hitachi Construction Machinery Co. Ltd. | 2,300 | 59,301 | |||||
Hitachi Ltd. | 19,480 | 1,237,881 | |||||
Honda Motor Co. Ltd. | 95,677 | 982,615 | |||||
Hoshizaki Corp. | 2,100 | 67,827 | |||||
Hoya Corp. | 7,300 | 702,235 | |||||
Hulic Co. Ltd. | 8,200 | 75,120 | |||||
Ibiden Co. Ltd. | 2,400 | 102,216 | |||||
Idemitsu Kosan Co. Ltd. | 3,875 | 87,953 | |||||
Iida Group Holdings Co. Ltd. | 3,200 | 49,737 | |||||
Inpex Corp. | 20,000 | 293,673 | |||||
Isuzu Motors Ltd. | 12,500 | 138,751 | |||||
ITOCHU Corp. | 24,600 | 886,339 | |||||
Japan Airlines Co. Ltd. | 3,200 | 59,258 |
16
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Japan - 22.8% (continued) | |||||||
Japan Exchange Group, Inc. | 10,200 | 200,368 | |||||
Japan Metropolitan Fund Investment Corp. | 139 | 89,568 | |||||
Japan Post Bank Co. Ltd. | 29,900 | 277,102 | |||||
Japan Post Holdings Co. Ltd. | 47,000 | 415,083 | |||||
Japan Post Insurance Co. Ltd. | 3,600 | 68,938 | |||||
Japan Real Estate Investment Corp. | 25 | 92,881 | |||||
Japan Tobacco, Inc. | 25,200 | 588,273 | |||||
JFE Holdings, Inc. | 10,460 | 145,701 | |||||
JSR Corp. | 3,800 | 100,781 | |||||
Kajima Corp. | 8,500 | 140,667 | |||||
Kao Corp. | 9,600 | 349,106 | |||||
Kawasaki Kisen Kaisha Ltd. | 2,900 | 99,106 | |||||
KDDI Corp. | 30,963 | 923,675 | |||||
KDX Realty Investment Corp. | 86 | 89,756 | |||||
Keio Corp. | 2,200 | a | 65,141 | ||||
Keisei Electric Railway Co. Ltd. | 2,800 | 105,358 | |||||
Keyence Corp. | 4,040 | 1,563,892 | |||||
Kikkoman Corp. | 2,900 | 165,093 | |||||
Kintetsu Group Holdings Co. Ltd. | 3,835 | 107,937 | |||||
Kirin Holdings Co. Ltd. | 16,000 | 224,410 | |||||
Kobayashi Pharmaceutical Co. Ltd. | 1,100 | 45,355 | |||||
Kobe Bussan Co. Ltd. | 3,200 | 79,342 | |||||
Koei Tecmo Holdings Co. Ltd. | 2,640 | 34,529 | |||||
Koito Manufacturing Co. Ltd. | 4,100 | 61,283 | |||||
Komatsu Ltd. | 19,200 | 445,181 | |||||
Konami Group Corp. | 2,100 | 109,092 | |||||
Kose Corp. | 700 | 46,024 | |||||
Kubota Corp. | 20,800 | 276,814 | |||||
Kurita Water Industries Ltd. | 2,300 | 69,649 | |||||
Kyocera Corp. | 6,600 | 325,964 | |||||
Kyowa Kirin Co. Ltd. | 5,805 | 91,548 | |||||
Lasertec Corp. | 1,600 | 266,802 | |||||
LIXIL Corp. | 6,224 | 68,002 | |||||
M3, Inc. | 8,900 | 138,066 | |||||
Makita Corp. | 4,800 | 130,741 | |||||
Marubeni Corp. | 29,800 | 439,282 | |||||
Matsukiyococokara & Co. | 7,200 | 126,290 | |||||
Mazda Motor Corp. | 12,200 | 118,093 | |||||
McDonald's Holdings Co. Japan Ltd. | 1,800 | a | 70,128 | ||||
MEIJI Holdings Co. Ltd. | 4,784 | 117,935 | |||||
Minebea Mitsumi, Inc. | 7,200 | 112,885 | |||||
MISUMI Group, Inc. | 6,038 | 90,495 |
17
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Japan - 22.8% (continued) | |||||||
Mitsubishi Chemical Group Corp. | 25,980 | 146,985 | |||||
Mitsubishi Corp. | 23,798 | 1,108,136 | |||||
Mitsubishi Electric Corp. | 40,000 | 447,741 | |||||
Mitsubishi Estate Co. Ltd. | 23,300 | 297,567 | |||||
Mitsubishi HC Capital, Inc. | 16,800 | 110,221 | |||||
Mitsubishi Heavy Industries Ltd. | 6,670 | 341,685 | |||||
Mitsubishi UFJ Financial Group, Inc. | 236,490 | 1,987,072 | |||||
Mitsui & Co. Ltd. | 27,200 | 999,614 | |||||
Mitsui Chemicals, Inc. | 3,300 | 82,934 | |||||
Mitsui Fudosan Co. Ltd. | 18,586 | 402,751 | |||||
Mitsui O.S.K. Lines Ltd. | 7,000 | 179,773 | |||||
Mizuho Financial Group, Inc. | 49,950 | 849,167 | |||||
MonotaRO Co. Ltd. | 5,600 | 44,909 | |||||
MS&AD Insurance Group Holdings, Inc. | 8,857 | 323,453 | |||||
Murata Manufacturing Co. Ltd. | 35,700 | 592,655 | |||||
NEC Corp. | 5,080 | 244,865 | |||||
NEXON Co. Ltd. | 6,900 | 128,290 | |||||
NGK Insulators Ltd. | 5,000 | 60,952 | |||||
Nidec Corp. | 8,600 | 314,720 | |||||
Nintendo Co. Ltd. | 21,450 | 888,056 | |||||
Nippon Building Fund, Inc. | 30 | 120,538 | |||||
Nippon Express Holdings, Inc. | 1,452 | 74,622 | |||||
Nippon Paint Holdings Co. Ltd. | 19,100 | 128,397 | |||||
Nippon Prologis REIT, Inc. | 48 | 85,358 | |||||
Nippon Sanso Holdings Corp. | 3,700 | 93,137 | |||||
Nippon Steel Corp. | 17,761 | 382,789 | |||||
Nippon Telegraph & Telephone Corp. | 618,900 | 725,408 | |||||
Nippon Yusen KK | 10,240 | 248,466 | |||||
Nissan Chemical Corp. | 2,700 | 109,910 | |||||
Nissan Motor Co. Ltd. | 49,400 | 189,925 | |||||
Nissin Foods Holdings Co. Ltd. | 1,300 | 113,051 | |||||
Nitori Holdings Co. Ltd. | 1,700 | 184,681 | |||||
Nitto Denko Corp. | 3,000 | 194,512 | |||||
Nomura Holdings, Inc. | 62,000 | 239,205 | |||||
Nomura Real Estate Holdings, Inc. | 2,300 | 53,561 | |||||
Nomura Real Estate Master Fund, Inc. | 91 | 100,382 | |||||
Nomura Research Institute Ltd. | 8,249 | 217,819 | |||||
NTT Data Group Corp. | 12,800 | 158,132 | |||||
Obayashi Corp. | 13,800 | 118,270 | |||||
OBIC Co. Ltd. | 1,400 | 207,653 | |||||
Odakyu Electric Railway Co. Ltd. | 6,300 | 89,729 | |||||
Oji Holdings Corp. | 18,200 | 77,887 | |||||
Olympus Corp. | 26,600 | 356,524 |
18
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Japan - 22.8% (continued) | |||||||
Omron Corp. | 3,700 | 132,944 | |||||
Ono Pharmaceutical Co. Ltd. | 8,100 | 139,834 | |||||
Open House Group Co. Ltd. | 1,600 | 52,643 | |||||
Oracle Corp. | 800 | 56,816 | |||||
Oriental Land Co. Ltd. | 22,600 | 731,979 | |||||
ORIX Corp. | 24,300 | 441,401 | |||||
Osaka Gas Co. Ltd. | 8,000 | 150,865 | |||||
Otsuka Corp. | 2,400 | 96,180 | |||||
Otsuka Holdings Co. Ltd. | 8,000 | 269,646 | |||||
Pan Pacific International Holdings Corp. | 7,700 | 150,814 | |||||
Panasonic Holdings Corp. | 45,795 | 400,385 | |||||
Persol Holdings Co. Ltd. | 38,000 | 56,971 | |||||
Rakuten Group, Inc. | 29,900 | 111,003 | |||||
Recruit Holdings Co. Ltd. | 29,900 | 864,854 | |||||
Renesas Electronics Corp. | 26,400 | b | 347,028 | ||||
Resona Holdings, Inc. | 43,800 | 234,505 | |||||
Ricoh Co. Ltd. | 11,000 | 89,014 | |||||
Rohm Co. Ltd. | 7,200 | 114,810 | |||||
SBI Holdings, Inc. | 5,230 | 112,707 | |||||
SCSK Corp. | 3,300 | 56,501 | |||||
Secom Co. Ltd. | 4,300 | 299,037 | |||||
Seiko Epson Corp. | 5,700 | 79,133 | |||||
Sekisui Chemical Co. Ltd. | 7,800 | 106,725 | |||||
Sekisui House Ltd. | 12,400 | 242,582 | |||||
Seven & i Holdings Co. Ltd. | 15,760 | 573,687 | |||||
SG Holdings Co. Ltd. | 6,500 | 92,038 | |||||
Sharp Corp. | 5,000 | b | 31,372 | ||||
Shimadzu Corp. | 5,000 | 118,103 | |||||
Shimano, Inc. | 1,600 | 231,707 | |||||
Shimizu Corp. | 10,900 | 77,609 | |||||
Shin-Etsu Chemical Co. Ltd. | 37,700 | 1,128,149 | |||||
Shionogi & Co. Ltd. | 5,400 | 250,424 | |||||
Shiseido Co. Ltd. | 8,300 | 262,746 | |||||
Shizuoka Financial Group, Inc. | 9,000 | 76,267 | |||||
SMC Corp. | 1,200 | 553,048 | |||||
Softbank Corp. | 59,500 | 671,907 | |||||
SoftBank Group Corp. | 21,340 | 875,436 | |||||
Sompo Holdings, Inc. | 6,070 | 262,397 | |||||
Sony Group Corp. | 26,080 | 2,158,480 | |||||
Square Enix Holdings Co. Ltd. | 1,900 | 63,361 | |||||
Subaru Corp. | 13,100 | 225,012 | |||||
Sumco Corp. | 7,400 | 95,679 | |||||
Sumitomo Chemical Co. Ltd. | 27,300 | 69,246 |
19
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Japan - 22.8% (continued) | |||||||
Sumitomo Corp. | 21,600 | 426,811 | |||||
Sumitomo Electric Industries Ltd. | 14,600 | 152,474 | |||||
Sumitomo Metal Mining Co. Ltd. | 5,200 | 146,447 | |||||
Sumitomo Mitsui Financial Group, Inc. | 26,300 | 1,262,721 | |||||
Sumitomo Mitsui Trust Holdings, Inc. | 6,664 | 248,175 | |||||
Sumitomo Realty & Development Co. Ltd. | 6,100 | 153,199 | |||||
Suntory Beverage & Food Ltd. | 2,900 | 87,005 | |||||
Suzuki Motor Corp. | 7,600 | 294,936 | |||||
Sysmex Corp. | 3,400 | 165,404 | |||||
T&D Holdings, Inc. | 10,100 | 179,285 | |||||
Taisei Corp. | 3,400 | 114,951 | |||||
Takeda Pharmaceutical Co. Ltd. | 32,723 | 887,465 | |||||
TDK Corp. | 8,000 | 300,400 | |||||
Terumo Corp. | 13,800 | 376,205 | |||||
The Chiba Bank Ltd. | 10,800 | 80,448 | |||||
The Kansai Electric Power Company, Inc. | 14,899 | 191,160 | |||||
TIS, Inc. | 4,700 | 100,805 | |||||
Tobu Railway Co. Ltd. | 4,000 | 96,188 | |||||
Toho Co. Ltd. | 2,400 | 82,019 | |||||
Tokio Marine Holdings, Inc. | 37,300 | 831,399 | |||||
Tokyo Electric Power Co. Holdings, Inc. | 30,672 | b | 130,093 | ||||
Tokyo Electron Ltd. | 9,800 | 1,316,367 | |||||
Tokyo Gas Co. Ltd. | 8,000 | 178,371 | |||||
Tokyu Corp. | 10,310 | 116,350 | |||||
Toppan, Inc. | 5,200 | 119,941 | |||||
Toray Industries, Inc. | 27,900 | 136,473 | |||||
Toshiba Corp. | 1,800 | b | 54,663 | ||||
Tosoh Corp. | 5,000 | 61,052 | |||||
TOTO Ltd. | 2,800 | 67,397 | |||||
Toyota Industries Corp. | 3,100 | 230,378 | |||||
Toyota Motor Corp. | 219,675 | 3,874,051 | |||||
Toyota Tsusho Corp. | 4,300 | 228,587 | |||||
Trend Micro, Inc. | 2,800 | 105,788 | |||||
Unicharm Corp. | 8,400 | 284,727 | |||||
USS Co. Ltd. | 4,500 | 78,624 | |||||
Welcia Holdings Co. Ltd. | 2,000 | 33,052 | |||||
West Japan Railway Co. | 4,400 | 167,706 | |||||
Yakult Honsha Co. Ltd. | 5,200 | 122,380 | |||||
Yamaha Corp. | 3,000 | 79,971 | |||||
Yamaha Motor Co. Ltd. | 6,000 | 146,298 | |||||
Yamato Holdings Co. Ltd. | 5,200 | 86,740 | |||||
Yaskawa Electric Corp. | 5,100 | 167,236 |
20
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Japan - 22.8% (continued) | |||||||
Yokogawa Electric Corp. | 4,900 | 88,796 | |||||
Z Holdings Corp. | 54,000 | 136,788 | |||||
Zensho Holdings Co. Ltd. | 2,000 | 105,480 | |||||
ZOZO, Inc. | 2,700 | 51,261 | |||||
67,945,257 | |||||||
Jordan - .0% | |||||||
Hikma Pharmaceuticals PLC | 3,561 | 82,504 | |||||
Luxembourg - .2% | |||||||
ArcelorMittal SA | 10,576 | 233,677 | |||||
Eurofins Scientific SE | 2,867 | 145,804 | |||||
Tenaris SA | 9,535 | 150,780 | |||||
530,261 | |||||||
Macau - .0% | |||||||
Sands China Ltd. | 51,013 | b | 136,829 | ||||
Netherlands - 4.6% | |||||||
ABN AMRO Bank NV-CVA | 8,619 | c | 115,788 | ||||
Adyen NV | 450 | b,c | 304,201 | ||||
Aegon Ltd. | 36,002 | 175,189 | |||||
Akzo Nobel NV | 3,500 | 235,065 | |||||
argenx SE | 1,159 | b | 546,167 | ||||
ASM International NV | 973 | 402,415 | |||||
ASML Holding NV | 8,350 | 5,023,020 | |||||
ASR Nederland NV | 3,238 | 120,665 | |||||
BE Semiconductor Industries NV | 1,545 | 159,580 | |||||
Euronext NV | 1,717 | c | 119,601 | ||||
EXOR NV | 2,310 | 198,052 | |||||
Heineken Holding NV | 2,746 | 209,326 | |||||
Heineken NV | 5,965 | 535,953 | |||||
IMCD NV | 1,209 | 145,795 | |||||
ING Groep NV | 74,965 | 961,262 | |||||
JDE Peet's NV | 2,730 | 75,844 | |||||
Koninklijke Ahold Delhaize NV | 20,361 | 602,741 | |||||
Koninklijke KPN NV | 66,639 | 224,130 | |||||
Koninklijke Philips NV | 19,234 | 364,956 | |||||
NN Group NV | 5,116 | 164,305 | |||||
OCI NV | 1,988 | 46,301 | |||||
Prosus NV | 31,660 | b | 886,778 | ||||
QIAGEN NV | 4,850 | b | 179,742 | ||||
Randstad NV | 2,357 | 122,035 | |||||
Stellantis NV | 14,164 | 265,020 | |||||
Stellantis NV | 31,658 | 592,070 | |||||
Universal Music Group NV | 16,970 | 413,789 |
21
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Netherlands - 4.6% (continued) | |||||||
Wolters Kluwer NV | 5,334 | 685,891 | |||||
13,875,681 | |||||||
New Zealand - .2% | |||||||
Auckland International Airport Ltd. | 26,832 | 114,747 | |||||
Fisher & Paykel Healthcare Corp. Ltd. | 12,346 | 149,825 | |||||
Mercury NZ Ltd. | 14,870 | 51,190 | |||||
Meridian Energy Ltd. | 26,985 | 76,132 | |||||
Spark New Zealand Ltd. | 36,770 | 106,760 | |||||
Xero Ltd. | 2,939 | b | 201,278 | ||||
699,932 | |||||||
Norway - .7% | |||||||
Adevinta ASA | 6,286 | b | 55,321 | ||||
Aker BP ASA | 6,633 | 190,796 | |||||
DNB Bank ASA | 19,318 | 348,345 | |||||
Equinor ASA | 18,660 | 624,189 | |||||
Gjensidige Forsikring ASA | 3,811 | 57,088 | |||||
Kongsberg Gruppen ASA | 1,795 | 73,316 | |||||
Mowi ASA | 9,293 | 150,897 | |||||
Norsk Hydro ASA | 27,044 | 154,268 | |||||
Orkla ASA | 15,996 | 110,386 | |||||
Salmar ASA | 1,467 | 69,637 | |||||
Telenor ASA | 14,241 | 145,593 | |||||
Yara International ASA | 3,374 | 109,940 | |||||
2,089,776 | |||||||
Portugal - .2% | |||||||
EDP - Energias de Portugal SA | 64,791 | 273,292 | |||||
Galp Energia SGPS SA | 10,078 | 151,720 | |||||
Jeronimo Martins SGPS SA | 5,684 | 132,401 | |||||
557,413 | |||||||
Singapore - 1.4% | |||||||
Capitaland Ascendas REIT | 79,127 | 150,329 | |||||
CapitaLand Integrated Commercial Trust | 107,777 | 138,942 | |||||
Capitaland Investment Ltd. | 51,900 | 111,761 | |||||
City Developments Ltd. | 8,900 | 41,156 | |||||
DBS Group Holdings Ltd. | 37,548 | 902,803 | |||||
Genting Singapore Ltd. | 128,527 | 80,811 | |||||
Grab Holdings Ltd., Cl. A | 39,518 | b | 121,320 | ||||
Jardine Cycle & Carriage Ltd. | 2,200 | 45,326 | |||||
Keppel Corp. Ltd. | 31,000 | 140,855 | |||||
Keppel REIT | 6,200 | 3,601 | |||||
Mapletree Logistics Trust | 72,611 | 77,995 | |||||
Mapletree Pan Asia Commercial Trust | 49,700 | 48,360 | |||||
Oversea-Chinese Banking Corp. Ltd. | 70,124 | 649,662 |
22
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Singapore - 1.4% (continued) | |||||||
Sea Ltd., ADR | 7,557 | b | 315,127 | ||||
Seatrium Ltd. | 897,420 | b | 73,552 | ||||
Sembcorp Industries Ltd. | 19,600 | 65,735 | |||||
Singapore Airlines Ltd. | 30,233 | a | 135,089 | ||||
Singapore Exchange Ltd. | 18,300 | 126,816 | |||||
Singapore Technologies Engineering Ltd. | 33,100 | 90,924 | |||||
Singapore Telecommunications Ltd. | 170,051 | 295,745 | |||||
United Overseas Bank Ltd. | 26,163 | 516,502 | |||||
UOL Group Ltd. | 9,211 | 39,790 | |||||
Wilmar International Ltd. | 37,700 | 98,274 | |||||
4,270,475 | |||||||
Spain - 2.6% | |||||||
Acciona SA | 531 | 67,075 | |||||
ACS Actividades de Construccion y Servicios SA | 4,665 | 168,707 | |||||
Aena SME SA | 1,535 | c | 222,453 | ||||
Amadeus IT Group SA | 9,330 | 533,042 | |||||
Banco Bilbao Vizcaya Argentaria SA | 123,553 | 970,473 | |||||
Banco Santander SA | 335,196 | 1,233,441 | |||||
CaixaBank SA | 85,459 | 347,024 | |||||
Cellnex Telecom SA | 11,706 | c | 345,039 | ||||
Corp Acciona Energias Renovables SA | 1,405 | a | 38,235 | ||||
EDP Renovaveis SA | 6,333 | 102,318 | |||||
Enagas SA | 5,354 | 89,627 | |||||
Endesa SA | 6,346 | 119,585 | |||||
Ferrovial SE | 10,715 | 322,899 | |||||
Grifols SA | 6,175 | b | 69,513 | ||||
Iberdrola SA | 126,095 | 1,405,220 | |||||
Industria de Diseno Textil SA | 22,593 | 780,403 | |||||
Natural Energy Group SA | 2,335 | 66,126 | |||||
Redeia Corp. SA | 8,157 | 127,256 | |||||
Repsol SA | 26,631 | 389,037 | |||||
Telefonica SA | 107,190 | 412,450 | |||||
7,809,923 | |||||||
Sweden - 2.8% | |||||||
Alfa Laval AB | 5,836 | 188,860 | |||||
Assa Abloy AB, Cl. B | 20,759 | 442,396 | |||||
Atlas Copco AB, Cl. A | 55,632 | 719,759 | |||||
Atlas Copco AB, Cl. B | 32,328 | 362,724 | |||||
Beijer Ref AB | 7,490 | a | 71,421 | ||||
Boliden AB | 5,564 | 143,432 | |||||
Epiroc AB, Cl. A | 13,558 | 223,227 | |||||
Epiroc AB, Cl. B | 8,389 | 116,351 |
23
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Sweden - 2.8% (continued) | |||||||
EQT AB | 7,351 | 134,244 | |||||
Essity AB, Cl. B | 12,552 | 286,416 | |||||
Evolution AB | 3,796 | c | 338,834 | ||||
Fastighets AB Balder, Cl. B | 14,174 | a,b | 60,388 | ||||
Getinge AB, Cl. B | 4,872 | 87,586 | |||||
H & M Hennes & Mauritz AB, Cl. B | 13,228 | 177,109 | |||||
Hexagon AB, Cl. B | 43,001 | 350,967 | |||||
Holmen AB, Cl. B | 2,016 | 76,237 | |||||
Husqvarna AB, Cl. B | 7,464 | 48,356 | |||||
Industrivarden AB, Cl. A | 2,800 | 72,500 | |||||
Industrivarden AB, Cl. C | 3,322 | 85,718 | |||||
Indutrade AB | 5,859 | 104,016 | |||||
Investment AB Latour, Cl. B | 3,140 | 54,312 | |||||
Investor AB, Cl. B | 35,848 | 659,021 | |||||
L E Lundbergforetagen AB, Cl. B | 1,619 | 66,155 | |||||
Lifco AB, Cl. B | 5,015 | 91,678 | |||||
Nibe Industrier AB, Cl. B | 31,146 | 180,403 | |||||
Saab AB | 1,719 | 88,143 | |||||
Sagax AB, Cl. B | 4,108 | 74,227 | |||||
Sandvik AB | 22,083 | 375,700 | |||||
Securitas AB, Cl. B | 10,474 | 83,835 | |||||
Skandinaviska Enskilda Banken AB, Cl. A | 33,298 | 371,387 | |||||
Skanska AB, Cl. B | 6,747 | 101,639 | |||||
SKF AB, Cl. B | 7,257 | 117,308 | |||||
Svenska Cellulosa AB SCA, Cl. B | 12,240 | 168,420 | |||||
Svenska Handelsbanken AB, Cl. A | 30,070 | 255,995 | |||||
Swedbank AB, Cl. A | 17,584 | 289,151 | |||||
Swedish Orphan Biovitrum AB | 3,911 | b | 80,448 | ||||
Tele2 AB, Cl. B | 10,404 | 73,997 | |||||
Telefonaktiebolaget LM Ericsson, Cl. B | 60,292 | 270,938 | |||||
Telia Co. AB | 46,126 | a | 97,555 | ||||
Volvo AB, Cl. A | 4,303 | 86,175 | |||||
Volvo AB, Cl. B | 31,254 | 619,104 | |||||
Volvo Car AB, Cl. B | 12,960 | b | 44,704 | ||||
8,340,836 | |||||||
Switzerland - 10.3% | |||||||
ABB Ltd. | 33,132 | 1,113,990 | |||||
Adecco Group AG | 3,384 | 128,005 | |||||
Alcon, Inc. | 10,349 | 741,586 | |||||
Bachem Holding AG | 743 | 53,884 | |||||
Baloise Holding AG | 920 | 131,774 | |||||
Banque Cantonale Vaudoise | 612 | 69,176 | |||||
Barry Callebaut AG | 76 | 115,270 |
24
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
Switzerland - 10.3% (continued) | |||||||
BKW AG | 454 | 76,395 | |||||
Chocoladefabriken Lindt & Spruengli AG | 2 | 217,724 | |||||
Chocoladefabriken Lindt & Spruengli AG-PC | 20 | 221,716 | |||||
Cie Financiere Richemont SA, CI. A | 10,811 | 1,276,480 | |||||
Clariant AG | 4,234 | 59,965 | |||||
Coca-Cola HBC AG | 4,529 | 117,690 | |||||
DSM-Firmenich AG | 3,841 | 349,053 | |||||
Dufry AG | 1,937 | b | 67,932 | ||||
EMS-Chemie Holding AG | 145 | 98,826 | |||||
Geberit AG | 700 | 326,538 | |||||
Givaudan SA | 191 | 634,160 | |||||
Glencore PLC | 218,142 | 1,152,514 | |||||
Helvetia Holding AG | 729 | 97,644 | |||||
Holcim Ltd. | 10,795 | 668,365 | |||||
Julius Baer Group Ltd. | 4,362 | 258,334 | |||||
Kuehne + Nagel International AG | 1,125 | 303,910 | |||||
Logitech International SA | 3,382 | 265,442 | |||||
Lonza Group AG | 1,542 | 540,724 | |||||
Nestle SA | 55,299 | 5,965,871 | |||||
Novartis AG | 42,453 | 3,963,356 | |||||
Partners Group Holding AG | 476 | 504,268 | |||||
Roche Holding AG | 14,551 | 3,759,213 | |||||
Roche Holding AG-BR | 660 | 179,633 | |||||
Sandoz Group AG | 8,413 | b | 218,730 | ||||
Schindler Holding AG | 493 | 95,901 | |||||
Schindler Holding AG-PC | 867 | 175,082 | |||||
SGS SA | 3,087 | 251,858 | |||||
Sig Group AG | 6,494 | 143,380 | |||||
Sika AG | 3,031 | 723,583 | |||||
Sonova Holding AG | 1,077 | 255,209 | |||||
Straumann Holding AG | 2,312 | 275,429 | |||||
Swiss Life Holding AG | 617 | 396,159 | |||||
Swiss Prime Site AG | 1,553 | 144,584 | |||||
Swiss Re AG | 6,247 | 682,073 | |||||
Swisscom AG | 535 | 320,263 | |||||
Temenos AG | 1,241 | 89,354 | |||||
The Swatch Group AG | 1,118 | 54,158 | |||||
The Swatch Group AG-BR | 626 | 160,343 | |||||
UBS Group AG | 68,119 | 1,591,275 | |||||
VAT Group AG | 575 | c | 203,278 | ||||
Zurich Insurance Group AG | 3,116 | 1,476,385 | |||||
30,716,482 |
25
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
United Arab Emirates - .0% | |||||||
NMC Health PLC | 4,176 | b,d | 0 | ||||
United Kingdom - 14.0% | |||||||
3i Group PLC | 20,159 | 476,156 | |||||
abrdn PLC | 38,506 | 73,565 | |||||
Admiral Group PLC | 4,269 | 127,217 | |||||
Anglo American PLC | 26,318 | 671,802 | |||||
Ashtead Group PLC | 9,076 | 519,884 | |||||
Associated British Foods PLC | 7,094 | 174,874 | |||||
AstraZeneca PLC | 32,100 | 4,012,364 | |||||
Auto Trader Group PLC | 19,553 | c | 148,260 | ||||
Aviva PLC | 56,706 | 275,156 | |||||
BAE Systems PLC | 63,135 | 847,614 | |||||
Barclays PLC | 322,182 | 515,130 | |||||
Barratt Developments PLC | 19,398 | 97,978 | |||||
Berkeley Group Holdings PLC | 2,132 | 105,072 | |||||
BP PLC | 359,380 | 2,193,777 | |||||
British American Tobacco PLC | 44,002 | 1,313,177 | |||||
BT Group PLC | 132,910 | 182,927 | |||||
Bunzl PLC | 6,941 | 247,989 | |||||
Burberry Group PLC | 7,709 | 158,835 | |||||
Centrica PLC | 114,398 | 219,340 | |||||
CNH Industrial NV | 21,194 | 235,050 | |||||
Coca-Cola Europacific Partners PLC | 4,269 | 249,779 | |||||
Compass Group PLC | 35,905 | 905,978 | |||||
Croda International PLC | 2,966 | 158,056 | |||||
Diageo PLC | 46,539 | 1,763,608 | |||||
Endeavour Mining PLC | 3,989 | 82,111 | |||||
Entain PLC | 12,946 | 147,335 | |||||
GSK PLC | 84,813 | 1,508,852 | |||||
Haleon PLC | 114,757 | 459,310 | |||||
Halma PLC | 8,066 | 181,474 | |||||
Hargreaves Lansdown PLC | 7,576 | 65,482 | |||||
HSBC Holdings PLC | 409,415 | 2,949,832 | |||||
Imperial Brands PLC | 17,666 | 376,679 | |||||
Informa PLC | 29,587 | 256,957 | |||||
InterContinental Hotels Group PLC | 3,557 | 252,067 | |||||
Intertek Group PLC | 3,437 | 160,425 | |||||
J Sainsbury PLC | 33,229 | 103,986 | |||||
JD Sports Fashion PLC | 55,481 | 86,065 | |||||
Johnson Matthey PLC | 3,907 | 71,012 | |||||
Kingfisher PLC | 37,964 | 97,267 | |||||
Land Securities Group PLC | 15,004 | 104,412 | |||||
Legal & General Group PLC | 123,809 | 319,130 |
26
Description | Shares | Value ($) | |||||
Common Stocks - 98.3% (continued) | |||||||
United Kingdom - 14.0% (continued) | |||||||
Lloyds Banking Group PLC | 1,333,846 | 650,097 | |||||
London Stock Exchange Group PLC | 8,795 | 884,563 | |||||
M&G PLC | 44,484 | 107,718 | |||||
Melrose Industries PLC | 27,552 | 156,574 | |||||
Mondi PLC | 10,259 | 165,727 | |||||
National Grid PLC | 76,261 | 906,308 | |||||
NatWest Group PLC | 122,076 | 265,450 | |||||
Next PLC | 2,481 | 208,156 | |||||
Ocado Group PLC | 12,446 | a,b | 70,932 | ||||
Pearson PLC | 13,050 | 151,165 | |||||
Persimmon PLC | 6,373 | 79,042 | |||||
Phoenix Group Holdings PLC | 15,856 | 87,904 | |||||
Reckitt Benckiser Group PLC | 14,861 | 996,276 | |||||
RELX PLC | 39,221 | 1,371,909 | |||||
Rentokil Initial PLC | 52,194 | 266,546 | |||||
Rio Tinto PLC | 23,318 | 1,486,231 | |||||
Rolls-Royce Holdings PLC | 174,322 | b | 457,274 | ||||
Schroders PLC | 16,931 | 76,132 | |||||
Segro PLC | 24,234 | 211,210 | |||||
Severn Trent PLC | 5,343 | 173,259 | |||||
Shell PLC | 138,857 | 4,462,635 | |||||
Smith & Nephew PLC | 18,554 | 207,084 | |||||
Smiths Group PLC | 7,014 | 137,670 | |||||
Spirax-Sarco Engineering PLC | 1,571 | 156,732 | |||||
SSE PLC | 22,583 | 449,656 | |||||
St. James's Place PLC | 11,732 | 91,675 | |||||
Standard Chartered PLC | 49,850 | 385,307 | |||||
Taylor Wimpey PLC | 75,983 | 102,917 | |||||
Tesco PLC | 148,469 | 487,875 | |||||
The Sage Group PLC | 21,154 | 250,051 | |||||
Unilever PLC | 135 | 6,396 | |||||
Unilever PLC | 51,955 | 2,460,206 | |||||
United Utilities Group PLC | 13,790 | 178,591 | |||||
Vodafone Group PLC | 476,259 | 439,759 | |||||
Whitbread PLC | 4,014 | 162,739 | |||||
Wise PLC, Cl. A | 13,226 | b | 107,826 | ||||
WPP PLC | 21,857 | 188,270 | |||||
41,943,846 | |||||||
Total Common Stocks (cost $179,701,673) | 293,507,157 |
27
STATEMENT OF INVESTMENTS (continued)
Description | Preferred Dividend | Shares | Value ($) | ||||
Preferred Stocks - .4% | |||||||
Germany - .4% | |||||||
Bayerische Motoren Werke AG | 10.17 | 1,176 | 99,726 | ||||
Dr Ing hc F Porsche AG | 1.16 | 2,354 | c | 205,530 | |||
Henkel AG & Co. KGaA | 2.62 | 3,506 | 252,513 | ||||
Porsche Automobil Holding SE | 5.81 | 3,124 | 139,324 | ||||
Sartorius AG | 0.57 | 534 | 133,505 | ||||
Volkswagen AG | 26.63 | 4,244 | 447,946 | ||||
Total Preferred Stocks (cost $1,037,861) | 1,278,544 | ||||||
1-Day | |||||||
Investment Companies - .3% | |||||||
Registered Investment Companies - .3% | |||||||
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares | 5.40 | 1,044,914 | e | 1,044,914 | |||
Investment of Cash Collateral for Securities Loaned - .2% | |||||||
Registered Investment Companies - .2% | |||||||
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares | 5.40 | 629,964 | e | 629,964 | |||
Total Investments (cost $182,414,412) | 99.2% | 296,460,579 | |||||
Cash and Receivables (Net) | .8% | 2,243,338 | |||||
Net Assets | 100.0% | 298,703,917 |
ADR—American Depositary Receipt
BR—Bearer Certificate
CVA—Company Voluntary Arrangement
PC—Participation Certificate
REIT—Real Estate Investment Trust
a Security, or portion thereof, on loan. At October 31, 2023, the value of the fund’s securities on loan was $1,175,542 and the value of the collateral was $1,235,390, consisting of cash collateral of $629,964 and U.S. Government & Agency securities valued at $605,426. In addition, the value of collateral may include pending sales that are also on loan.
b Non-income producing security.
c 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 October 31, 2023, these securities were valued at $3,673,403 or 1.23% of net assets.
d The fund held Level 3 securities at October 31, 2023. These securities were valued at $0 or .0% of net assets.
e Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.
28
Portfolio Summary (Unaudited) † | Value (%) |
Capital Goods | 11.5 |
Pharmaceuticals, Biotechnology & Life Sciences | 10.7 |
Banks | 9.8 |
Materials | 7.4 |
Food, Beverage & Tobacco | 5.8 |
Insurance | 5.3 |
Energy | 4.8 |
Consumer Durables & Apparel | 4.3 |
Automobiles & Components | 4.1 |
Financial Services | 3.7 |
Utilities | 3.4 |
Semiconductors & Semiconductor Equipment | 3.3 |
Telecommunication Services | 2.8 |
Household & Personal Products | 2.7 |
Software & Services | 2.5 |
Health Care Equipment & Services | 2.3 |
Technology Hardware & Equipment | 2.0 |
Transportation | 2.0 |
Commercial & Professional Services | 2.0 |
Consumer Services | 1.8 |
Consumer Discretionary Distribution | 1.6 |
Media & Entertainment | 1.3 |
Consumer Staples Distribution | 1.3 |
Real Estate Management & Development | 1.2 |
Equity Real Estate Investment | 1.1 |
Investment Companies | .5 |
99.2 |
† Based on net assets.
See notes to financial statements.
Affiliated Issuers | ||||||
Description | Value ($) 10/31/2022 | Purchases ($)† | Sales ($) | Value ($) 10/31/2023 | Dividends/ | |
Registered Investment Companies - .3% | ||||||
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - .3% | 1,310,432 | 53,837,010 | (54,102,528) | 1,044,914 | 64,702 |
29
STATEMENT OF INVESTMENTS (continued)
Affiliated Issuers (continued) | ||||||
Description | Value ($) 10/31/2022 | Purchases ($)† | Sales ($) | Value ($) 10/31/2023 | Dividends/ | |
Investment of Cash Collateral for Securities Loaned - .2%†† | ||||||
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - .2% | - | 2,047,079 | (1,417,115) | 629,964 | 846 | ††† |
Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - .0% | 3,310,149 | 6,117,819 | (9,427,968) | - | 6,059 | ††† |
Total - .5% | 4,620,581 | 62,001,908 | (64,947,611) | 1,674,878 | 71,607 |
† Includes reinvested dividends/distributions.
†† Effective July 3, 2023, cash collateral for securities lending was transferred from Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares to Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares.
††† Represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of fees and collateral investment expenses, and other payments to and from borrowers of securities.
See notes to financial statements.
Futures | ||||||
Description | Number of | Expiration | Notional | Market | Unrealized (Depreciation) ($) | |
Futures Long | ||||||
MSCI EAFE Index | 19 | 12/15/2023 | 1,915,647 | 1,875,395 | (40,252) | |
Gross Unrealized Depreciation | (40,252) |
See notes to financial statements.
30
STATEMENT OF ASSETS AND LIABILITIES
October 31, 2023
|
|
|
|
|
|
|
|
|
| Cost |
| Value |
|
Assets ($): |
|
|
|
| ||
Investments in securities—See Statement of Investments |
|
|
| |||
Unaffiliated issuers | 180,739,534 |
| 294,785,701 |
| ||
Affiliated issuers |
| 1,674,878 |
| 1,674,878 |
| |
Cash denominated in foreign currency |
|
| 68,322 |
| 67,750 |
|
Tax reclaim receivable—Note 1(b) |
| 2,656,761 |
| |||
Dividends and securities lending income receivable |
| 695,607 |
| |||
Cash collateral held by broker—Note 4 |
| 95,000 |
| |||
Receivable for shares of Common Stock subscribed |
| 84,108 |
| |||
Receivable for futures variation margin—Note 4 |
| 5,508 |
| |||
|
|
|
|
| 300,065,313 |
|
Liabilities ($): |
|
|
|
| ||
Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(b) |
| 124,076 |
| |||
Liability for securities on loan—Note 1(c) |
| 629,964 |
| |||
Payable for shares of Common Stock redeemed |
| 547,812 |
| |||
Payable for investment securities purchased |
| 45,313 |
| |||
Directors’ fees and expenses payable |
| 12,503 |
| |||
Interest payable—Note 2 |
| 1,728 |
| |||
|
|
|
|
| 1,361,396 |
|
Net Assets ($) |
|
| 298,703,917 |
| ||
Composition of Net Assets ($): |
|
|
|
| ||
Paid-in capital |
|
|
|
| 218,789,422 |
|
Total distributable earnings (loss) |
|
|
|
| 79,914,495 |
|
Net Assets ($) |
|
| 298,703,917 |
|
Net Asset Value Per Share | Investor Shares | Class I |
|
Net Assets ($) | 202,830,410 | 95,873,507 |
|
Shares Outstanding | 11,746,756 | 5,549,131 |
|
Net Asset Value Per Share ($) | 17.27 | 17.28 |
|
|
|
|
|
See notes to financial statements. |
|
|
|
31
STATEMENT OF OPERATIONS
Year Ended October 31, 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Income ($): |
|
|
|
| ||
Income: |
|
|
|
| ||
Cash dividends (net of $1,161,721 foreign taxes withheld at source): |
| |||||
Unaffiliated issuers |
|
| 10,859,630 |
| ||
Affiliated issuers |
|
| 64,702 |
| ||
Interest |
|
| 42,003 |
| ||
Income from securities lending—Note 1(c) |
|
| 6,905 |
| ||
Total Income |
|
| 10,973,240 |
| ||
Expenses: |
|
|
|
| ||
Management fee—Note 3(a) |
|
| 1,257,594 |
| ||
Shareholder servicing costs—Note 3(b) |
|
| 598,945 |
| ||
Directors’ fees—Note 3(a,c) |
|
| 29,355 |
| ||
Interest expense—Note 2 |
|
| 10,793 |
| ||
Loan commitment fees—Note 2 |
|
| 8,977 |
| ||
Total Expenses |
|
| 1,905,664 |
| ||
Less—Directors’ fees reimbursed by |
|
| (29,356) |
| ||
Net Expenses |
|
| 1,876,308 |
| ||
Net Investment Income |
|
| 9,096,932 |
| ||
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($): |
|
| ||||
Net realized gain (loss) on investments and foreign currency transactions | 28,709,656 |
| ||||
Net realized gain (loss) on futures | 307,183 |
| ||||
Net Realized Gain (Loss) |
|
| 29,016,839 |
| ||
Net change in unrealized appreciation (depreciation) on investments | 18,433,060 |
| ||||
Net change in unrealized appreciation (depreciation) on futures | (96,262) |
| ||||
Net Change in Unrealized Appreciation (Depreciation) |
|
| 18,336,798 |
| ||
Net Realized and Unrealized Gain (Loss) on Investments |
|
| 47,353,637 |
| ||
Net Increase in Net Assets Resulting from Operations |
| 56,450,569 |
| |||
|
|
|
|
|
|
|
See notes to financial statements. |
32
STATEMENT OF CHANGES IN NET ASSETS
|
|
|
| Year Ended October 31, | |||||
|
|
|
| 2023 |
| 2022 |
| ||
Operations ($): |
|
|
|
|
|
|
|
| |
Net investment income |
|
| 9,096,932 |
|
|
| 10,905,612 |
| |
Net realized gain (loss) on investments |
| 29,016,839 |
|
|
| 10,597,244 |
| ||
Net change in unrealized appreciation |
| 18,336,798 |
|
|
| (141,115,777) |
| ||
Net Increase (Decrease) in Net Assets | 56,450,569 |
|
|
| (119,612,921) |
| |||
Distributions ($): |
| ||||||||
Distributions to shareholders: |
|
|
|
|
|
|
|
| |
Investor Shares |
|
| (5,478,850) |
|
|
| (9,959,393) |
| |
Class I |
|
| (3,121,521) |
|
|
| (8,541,436) |
| |
Total Distributions |
|
| (8,600,371) |
|
|
| (18,500,829) |
| |
Capital Stock Transactions ($): |
| ||||||||
Net proceeds from shares sold: |
|
|
|
|
|
|
|
| |
Investor Shares |
|
| 27,231,359 |
|
|
| 72,954,932 |
| |
Class I |
|
| 10,066,633 |
|
|
| 28,259,851 |
| |
Distributions reinvested: |
|
|
|
|
|
|
|
| |
Investor Shares |
|
| 5,409,725 |
|
|
| 9,802,576 |
| |
Class I |
|
| 1,075,383 |
|
|
| 3,188,659 |
| |
Cost of shares redeemed: |
|
|
|
|
|
|
|
| |
Investor Shares |
|
| (90,463,251) |
|
|
| (76,999,464) |
| |
Class I |
|
| (52,206,229) |
|
|
| (95,386,078) |
| |
Increase (Decrease) in Net Assets | (98,886,380) |
|
|
| (58,179,524) |
| |||
Total Increase (Decrease) in Net Assets | (51,036,182) |
|
|
| (196,293,274) |
| |||
Net Assets ($): |
| ||||||||
Beginning of Period |
|
| 349,740,099 |
|
|
| 546,033,373 |
| |
End of Period |
|
| 298,703,917 |
|
|
| 349,740,099 |
| |
Capital Share Transactions (Shares): |
| ||||||||
Investor Sharesa |
|
|
|
|
|
|
|
| |
Shares sold |
|
| 1,524,810 |
|
|
| 4,154,204 |
| |
Shares issued for distributions reinvested |
|
| 324,519 |
|
|
| 486,722 |
| |
Shares redeemed |
|
| (4,977,991) |
|
|
| (4,381,681) |
| |
Net Increase (Decrease) in Shares Outstanding | (3,128,662) |
|
|
| 259,245 |
| |||
Class Ia |
|
|
|
|
|
|
|
| |
Shares sold |
|
| 564,007 |
|
|
| 1,639,092 |
| |
Shares issued for distributions reinvested |
|
| 64,587 |
|
|
| 158,561 |
| |
Shares redeemed |
|
| (2,914,302) |
|
|
| (5,615,878) |
| |
Net Increase (Decrease) in Shares Outstanding | (2,285,708) |
|
|
| (3,818,225) |
| |||
|
|
|
|
|
|
|
|
|
|
a | During the period ended October 31, 2023, 21,089 Class I shares representing $379,565 were exchanged for 21,093 Investor shares and during the period ended October 31, 2022, 10,956 Class I shares representing $219,658 were exchanged for 10,959 Investor shares. | ||||||||
See notes to financial statements. |
33
FINANCIAL HIGHLIGHTS
The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.
Year Ended October 31, | ||||||
Investor Shares | 2023 | 2022 | 2021 | 2020 | 2019 | |
Per Share Data ($): | ||||||
Net asset value, beginning of period | 15.40 | 20.78 | 15.85 | 17.52 | 16.24 | |
Investment Operations: | ||||||
Net investment incomea | .44 | .41 | .39 | .29 | .46 | |
Net realized and unrealized | 1.81 | (5.10) | 4.85 | (1.46) | 1.22 | |
Total from Investment Operations | 2.25 | (4.69) | 5.24 | (1.17) | 1.68 | |
Distributions: | ||||||
Dividends from net | (.38) | (.69) | (.31) | (.50) | (.40) | |
Net asset value, end of period | 17.27 | 15.40 | 20.78 | 15.85 | 17.52 | |
Total Return (%) | 14.67 | (23.36) | 33.21 | (7.01) | 10.79 | |
Ratios/Supplemental Data (%): | ||||||
Ratio of total expenses | .61 | .61 | .61 | .61 | .61 | |
Ratio of net expenses | .61 | .60 | .60 | .60 | .60 | |
Ratio of net investment income | 2.45 | 2.27 | 2.00 | 1.80 | 2.76 | |
Portfolio Turnover Rate | 2.40 | 3.41 | 2.99 | 3.15 | 7.58 | |
Net Assets, end of period ($ x 1,000) | 202,830 | 229,028 | 303,693 | 290,572 | 366,092 |
a Based on average shares outstanding.
See notes to financial statements.
34
Year Ended October 31, | ||||||
Class I Shares | 2023 | 2022 | 2021 | 2020 | 2019 | |
Per Share Data ($): | ||||||
Net asset value, beginning of period | 15.41 | 20.80 | 15.86 | 17.53 | 16.26 | |
Investment Operations: | ||||||
Net investment incomea | .48 | .47 | .45 | .33 | .50 | |
Net realized and unrealized | 1.81 | (5.12) | 4.84 | (1.46) | 1.22 | |
Total from Investment Operations | 2.29 | (4.65) | 5.29 | (1.13) | 1.72 | |
Distributions: | ||||||
Dividends from net | (.42) | (.74) | (.35) | (.54) | (.45) | |
Net asset value, end of period | 17.28 | 15.41 | 20.80 | 15.86 | 17.53 | |
Total Return (%) | 14.96 | (23.18) | 33.58 | (6.78) | 11.06 | |
Ratios/Supplemental Data (%): | ||||||
Ratio of total expenses | .36 | .36 | .36 | .36 | .36 | |
Ratio of net expenses | .36 | .35 | .35 | .35 | .35 | |
Ratio of net investment income | 2.69 | 2.60 | 2.26 | 2.04 | 3.02 | |
Portfolio Turnover Rate | 2.40 | 3.41 | 2.99 | 3.15 | 7.58 | |
Net Assets, end of period ($ x 1,000) | 95,874 | 120,712 | 242,341 | 194,165 | 266,216 |
a Based on average shares outstanding.
See notes to financial statements.
35
NOTES TO FINANCIAL STATEMENTS
NOTE 1—Significant Accounting Policies:
BNY Mellon International Stock Index Fund (the “fund”) is a separate diversified series of BNY Mellon Index Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering three series, including the fund. The fund’s investment objective is to seek to match the performance of the Morgan Stanley Capital International Europe, Australasia, Far East Index (MSCI EAFE®). 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.
BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares, which are sold to the public without a sales charge. The fund is authorized to issue 300 million shares of $.001 par value Common Stock. The fund currently has authorized two classes of shares: Investor shares (200 million shares authorized) and Class I (100 million shares authorized). Investor shares are sold primarily to retail investors through financial intermediaries and bear Shareholder Services Plan fees. 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 Shareholder Services Plan fees. Other differences between the classes include the services offered to and the expenses borne by each class, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.
The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.
The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB
36
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 Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.
(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).
Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.
Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:
Level 1—unadjusted quoted prices in active markets for identical investments.
Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).
Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
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 Company’s Board of Directors (the “Board”) has designated the Adviser as the fund’s valuation designee to make all fair value
37
NOTES TO FINANCIAL STATEMENTS (continued)
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 equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.
Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.
Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.
When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the 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.
38
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 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 October 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:† | ||||||
Equity Securities - Common Stocks | 1,764,195 | 291,742,962 | †† | 0 | 293,507,157 | |
Equity Securities - Preferred Stocks | - | 1,278,544 | †† | - | 1,278,544 | |
Investment Companies | 1,674,878 | - | - | 1,674,878 | ||
Liabilities ($) | ||||||
Other Financial Instruments: | ||||||
Futures††† | (40,252) | - | - | (40,252) |
† 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.
The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:
| Equity Securities— |
Balance as of 10/31/2022† | 0 |
Purchases/Issuances | - |
Sales/Dispositions | - |
Realized gain (loss) | - |
Change in unrealized appreciation (depreciation) | - |
Transfers into Level 3 | - |
Transfers out of Level 3 | - |
Balance as of 10/31/2023† | 0 |
The amount of total net gain (loss) for the period included in earnings attributable to the change in unrealized gains (losses) relating to investments still held at 10/31/2023 | - |
† Securities deemed as Level 3 due to the lack of significant observable inputs by management assessment.
(b) Foreign currency transactions: The fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes
39
NOTES TO FINANCIAL STATEMENTS (continued)
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 October 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.
Pursuant to a securities lending agreement with BNY Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. Any non-cash collateral received cannot be sold or re-pledged by the fund, except in the event of borrower default. The securities on loan, if any, are also disclosed in the fund’s Statement of Investments. 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
40
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 October 31, 2023, BNY Mellon earned $940 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.
For financial reporting purposes, the fund elects not to offset assets and liabilities subject to a securities lending agreement, if any, in the Statement of Assets and Liabilities. Therefore, all qualifying transactions are presented on a gross basis in the Statement of Assets and Liabilities. As of October 31, 2023, the fund had securities on loan and the value of the related collateral received by the fund exceeded the value of the securities loaned by the fund. The value of the securities loaned by the fund, if any, are also disclosed in the Statement of Assets and Liabilities and in the Statement of Investments. The total amount of cash and non-cash securities lending collateral received is disclosed in the footnotes to the Statement of Investments.
(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.
(e) Market Risk: The value of the securities in which the fund invests may be affected by political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed-income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide.
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.
41
NOTES TO FINANCIAL STATEMENTS (continued)
(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 October 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 expense in the Statement of Operations. During the period ended October 31, 2023, the fund did not incur any interest or penalties.
Each tax year in the four-year period ended October 31, 2023 remains subject to examination by the Internal Revenue Service and state taxing authorities.
At October 31, 2023, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $9,883,666, accumulated capital losses $23,584,892 and unrealized appreciation $93,615,721.
The fund is permitted to carry forward capital losses for an unlimited period. Furthermore, capital loss carryovers retain their character as either short-term or long-term capital losses.
The accumulated capital loss carryover is available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to October 31, 2023. The fund has $2,400,129 of short-term capital losses and $21,184,763 of long-term capital losses which can be carried forward for an unlimited period.
The tax character of distributions paid to shareholders during the fiscal years ended October 31, 2023 and October 31, 2022 were as follows: ordinary income $8,600,371 and $18,500,829, respectively.
42
NOTE 2—Bank Lines of Credit:
The fund participates with other long-term open-end funds managed by the Adviser in a $738 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY 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 $618 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $120 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. Prior to September 27, 2023, the Citibank Credit Facility was $823.5 million with Tranche A available in an amount equal to $688.5 million and Tranche B available in an amount equal to $135 million. 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 October 31, 2023, the fund was charged $10,793 for interest expense. These fees are included in Interest expense in the Statement of Operations. The average amount of borrowings outstanding under the Facilities during the period ended October 31, 2023 was approximately $176,986 with a related weighted average annualized interest rate of 6.10%.
NOTE 3—Management 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 .35% of the value of the fund’s average daily net assets and is payable monthly. The fund’s Adviser has agreed in its management agreement with the fund to: (1) pay all of the fund’s direct expenses, except management fees, Shareholder Services Plan fees and certain other expenses, including the fees and expenses of the non-interested board members and the fees and expenses of counsel to the fund and to the non-interested board members, and (2) reduce its fee pursuant to the management agreement in an amount equal to the fund’s allocable portion of the fees and expenses of the non-interested board members and the fees and expenses of counsel to the fund and to the non-interested board members. These provisions in the management agreement may not be amended without the approval of the fund’s shareholders.
43
NOTES TO FINANCIAL STATEMENTS (continued)
During the period ended October 31, 2023, fees reimbursed by the Adviser amounted to $29,356.
(b) Under the Shareholder Services Plan, Investor shares pay the Distributor at an annual rate of .25% of the value of its 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 October 31, 2023, the fund was charged $598,945 pursuant to the Shareholder Services Plan.
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, 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 components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fee of $91,497 and Shareholder Services Plan fees of $43,989, which are offset against an expense reimbursement currently in effect in the amount of $11,410.
(c) Each board member also serves as a board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.
NOTE 4—Securities Transactions:
The aggregate amount of purchases and sales of investment securities, excluding short-term securities and futures, during the period ended October 31, 2023, amounted to $8,414,848 and $105,122,236, respectively.
Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. Rule 18f-4 under the Act regulates the use of derivatives transactions for certain funds registered under the Act. The fund is deemed a “limited” derivatives user under the rule and is required to limit its derivatives exposure so that the total notional value of applicable derivatives does not exceed 10% of fund’s net assets, and is subject to certain reporting requirements. Each type of
44
derivative instrument that was held by the fund during the period ended October 31, 2023 is discussed below.
Futures: In the normal course of pursuing its investment objective, the fund is exposed to market risk, including equity price 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 October 31, 2023 are set forth in the Statement of Investments.
The following table summarizes the average market value of derivatives outstanding during the period ended October 31, 2023:
|
| Average Market Value ($) |
Equity futures |
| 3,106,038 |
At October 31, 2023, the cost of investments for federal income tax purposes was $202,743,263; accordingly, accumulated net unrealized appreciation on investments was $93,717,316 consisting of $130,453,202 gross unrealized appreciation and $36,735,886 gross unrealized depreciation.
45
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and the Board of Directors of BNY Mellon International Stock Index Fund
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of BNY Mellon International Stock Index Fund (the “Fund”) (one of the funds constituting BNY Mellon Index Funds, Inc. (the “Company”)), including the statement of investments, as of October 31, 2023, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting BNY Mellon Index Funds, Inc.) at October 31, 2023, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of the Company’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2023, by correspondence with the custodian, brokers and others; when replies were not received from brokers and others, we performed other auditing procedures. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
We have served as the auditor of one or more investment companies in the BNY Mellon Family of Funds since at least 1957, but we are unable to determine the specific year.
New York, New York
December 22, 2023
46
IMPORTANT TAX INFORMATION (Unaudited)
In accordance with federal tax law, the fund elects to provide each shareholder with their portion of the fund’s foreign taxes paid and the income sourced from foreign countries. Accordingly, the fund hereby reports the following information regarding its fiscal year ended October 31, 2023:
- the total amount of taxes paid to foreign countries was $1,152,130
- the total amount of income sourced from foreign countries was $12,090,711
Where required by Federal tax law rules, shareholders will receive notification of their proportionate share of foreign taxes paid and foreign sourced income for the 2022 calendar year with Form 1099-DIV which will be mailed in early 2024. For the fiscal year ended October 31, 2023, certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $9,579,800 represents the maximum amount that may be considered qualified dividend income.
47
PROXY RESULTS (Unaudited)
A special meeting of the Company’s shareholders was held on October 12, 2023. The proposal considered at the meeting and the results were as follows:
Shares | ||||
For | Authority Withheld | |||
To elect Board Members to hold office until their successors are duly elected and qualified† | ||||
Francine J. Bovich | 41,943,202 | 1,285,813 | ||
Michael D. DiLecce | 41,957,234 | 1,271,779 | ||
Gina D. France | 42,002,395 | 1,226,618 | ||
Joan L. Gulley | 41,868,778 | 1,360,236 | ||
Nathan Leventhal | 41,647,187 | 1,581,827 |
† Each Board Member’s term to commence January 1, 2024
In addition, Joseph S. DiMartino, Peggy C. Davis and Robin A. Melvin continue as Board Members of the Company. Mses. France and Gulley currently are Board Members of the Company but have not been previously elected by shareholders.
48
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.
49
BOARD MEMBERS INFORMATION (Unaudited)
Independent Board Members
Chairman of the Board (1995)
Principal Occupation During Past 5 Years:
· Director or Trustee of funds in the BNY Mellon Family of Funds and certain other entities (as described in the fund’s Statement of Additional Information) (1995-Present)
Other Public Company Board Memberships During Past 5 Years:
· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (1997-May 2023)
No. of Portfolios for which Board Member Serves: 86
———————
Peggy C. Davis (80)
Board Member (2006)
Principal Occupation During Past 5 Years:
· Shad Professor of Law, New York University School of Law (1983-Present)
No. of Portfolios for which Board Member Serves: 29
———————
Gina D. France (65)
Board Member (2019)
Principal Occupation During Past 5 Years:
· France Strategic Partners, a strategy and advisory firm serving corporate clients across the United States, Founder, President and Chief Executive Officer (2003-Present)
Other Public Company Board Memberships During Past 5 Years:
· Huntington Bancshares, a bank holding company headquartered in Columbus, Ohio, Director (2016-Present)
· Cedar Fair, L.P., a publicly-traded partnership that owns and operates amusement parks and hotels in the U.S. and Canada, Director (2011-May 2023)
· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (2015-Present)
No. of Portfolios for which Board Member Serves: 22
———————
Joan Gulley (76)
Board Member (2017)
Principal Occupation During Past 5 Years:
· Nantucket Atheneum, public library, Chair (June 2018-June 2021) and Director (2015-June 2021)
· Orchard Island Club, golf and beach club, Governor (2016-Present) and President (February 2023-Present)
No. of Portfolios for which Board Member Serves: 39
———————
50
Robin A. Melvin (60)
Board Member (2012)
Principal Occupation During Past 5 Years:
· Westover School, a private girls’ boarding school in Middlebury, Connecticut, Trustee (2019-June 2023)
· Mentor Illinois, a non-profit organization dedicated to increasing the quantity and quality of mentoring services in Illinois, Co-Chair (2014–2020); Board Member (2013-2020)
· JDRF, a non-profit juvenile diabetes research foundation, Board Member (June 2021-June 2022)
Other Public Company Board Memberships During Past 5 Years:
· HPS Corporate Lending Fund, a closed-end management investment company regulated as a business development company, Trustee (August 2021-Present)
No. of Portfolios for which Board Member Serves: 68
———————
Michael D. DiLecce (61)
Advisory Board Member (2022)
Principal Occupation During Past 5 Years:
· Retired since July 2022. Global Asset Management Assurance Leader, Ernst & Young LLP (2015-2022)
· Americas Regional Talent Managing Partner for Ernst & Young’s Financial Service Practice (2017-2021)
· Partner, Ernst & Young LLP (1997-2022)
No. of Portfolios for which Board Member Serves: 22
———————
The address of the Board Members and Officers is c/o BNY Mellon Investment Adviser, Inc., 240 Greenwich Street, New York, New York 10286. Additional information about each Board Member is available in the fund’s Statement of Additional Information which can be obtained from the Adviser free of charge by calling this toll free number: 1-800-373-9387.
51
OFFICERS OF THE FUND (Unaudited)
DAVID DIPETRILLO, President since January 2021.
Vice President and Director of the Adviser since February 2021; Head of North America Distribution, BNY Mellon Investment Management since February 2023; and Head of North America Product, BNY Mellon Investment Management from January 2018 to February 2023. He is an officer of 53 investment companies (comprised of 102 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 45 years old and has been an employee of BNY Mellon since 2005.
JAMES WINDELS, Treasurer since November 2001.
Director of the Adviser since February 2023; Vice President of the Adviser since September 2020; and Director–BNY Mellon Fund Administration. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 65 years old and has been an employee of the Adviser since April 1985.
PETER M. SULLIVAN, Chief Legal Officer since July 2021 and Vice President and Assistant Secretary since March 2019.
Chief Legal Officer of the Adviser and Associate General Counsel of BNY Mellon since July 2021; Senior Managing Counsel of BNY Mellon from December 2020 to July 2021; and Managing Counsel of BNY Mellon from March 2009 to December 2020. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of BNY Mellon since April 2004.
JAMES BITETTO, Vice President since August 2005 and Secretary since February 2018.
Senior Managing Counsel of BNY Mellon since December 2019; Managing Counsel of BNY Mellon from April 2014 to December 2019; and Secretary of the Adviser. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 57 years old and has been an employee of the Adviser since December 1996.
DEIRDRE CUNNANE, Vice President and Assistant Secretary since March 2019.
Managing Counsel of BNY Mellon since December 2021; and Counsel of BNY Mellon from August 2018 to December 2021. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 33 years old and has been an employee of BNY Mellon since August 2013.
SARAH S. KELLEHER, Vice President and Assistant Secretary since April 2014.
Vice President of BNY Mellon ETF Investment Adviser; LLC since February 2020; Senior Managing Counsel of BNY Mellon since September 2021; and Managing Counsel of BNY Mellon from December 2017 to September 2021. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 48 years old and has been an employee of BNY Mellon since March 2013.
JEFF PRUSNOFSKY, Vice President and Assistant Secretary since August 2005.
Senior Managing Counsel of BNY Mellon. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 58 years old and has been an employee of the Adviser since October 1990.
AMANDA QUINN, Vice President and Assistant Secretary since March 2020.
Counsel of BNY Mellon since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 38 years old and has been an employee of BNY Mellon since June 2012.
JOANNE SKERRETT, Vice President and Assistant Secretary since March 2023.
Managing Counsel of BNY Mellon since June 2022; and Senior Counsel with the Mutual Fund Directors Forum, a leading funds industry organization, from 2016 to June 2022. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 51 years old and has been an employee of the Adviser since June 2022.
52
NATALYA ZELENSKY, Vice President and Assistant Secretary since March 2017.
Chief Compliance Officer since August 2021 and Vice President since February 2020 of BNY Mellon ETF Investment Adviser, LLC; Chief Compliance Officer since August 2021 and Vice President and Assistant Secretary since February 2020 of BNY Mellon ETF Trust; Managing Counsel of BNY Mellon from December 2019 to August 2021; Counsel of BNY Mellon from May 2016 to December 2019; and Assistant Secretary of the Adviser from April 2018 to August 2021. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 38 years old and has been an employee of BNY Mellon since May 2016.
DANIEL GOLDSTEIN, Vice President since March 2022.
Head of Product Development of North America Distribution, BNY Mellon Investment Management since January 2018; Executive Vice President of North America Product, BNY Mellon Investment Management since April 2023; and Senior Vice President, Development & Oversight of North America Product, BNY Mellon Investment Management from 2010 to March 2023. He is an officer of 53 investment companies (comprised of 102 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Distributor since 1991.
JOSEPH MARTELLA, Vice President since March 2022.
Vice President of the Adviser since December 2022; Head of Product Management of North America Distribution, BNY Mellon Investment Management since January 2018; Executive Vice President of North America Product, BNY Mellon Investment Management since April 2023; and Senior Vice President of North America Product, BNY Mellon Investment Management from 2010 to March 2023. He is an officer of 53 investment companies (comprised of 102 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 47 years old and has been an employee of the Distributor since 1999.
GAVIN C. REILLY, Assistant Treasurer since December 2005.
Tax Manager–BNY Mellon Fund Administration. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of the Adviser since April 1991.
ROBERT SALVIOLO, Assistant Treasurer since July 2007.
Senior Accounting Manager–BNY Mellon Fund Administration. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 56 years old and has been an employee of the Adviser since June 1989.
ROBERT SVAGNA, Assistant Treasurer since December 2002.
Senior Accounting Manager–BNY Mellon Fund Administration. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 56 years old and has been an employee of the Adviser since November 1990.
JOSEPH W. CONNOLLY, Chief Compliance Officer since October 2004.
Chief Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust since 2004; and Chief Compliance Officer of the Adviser from 2004 until June 2021. He is the Chief Compliance Officer of 53 investment companies (comprised of 105 portfolios) managed by the Adviser. He is 66 years old.
CARIDAD M. CAROSELLA, Anti-Money Laundering Compliance Officer since January 2016.
Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust. She is an officer of 47 investment companies (comprised of 114 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 55 years old and has been an employee of the Distributor since 1997.
53
BNY Mellon International Stock Index Fund
240 Greenwich Street
New York, NY 10286
Adviser
BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286
Custodian
The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286
Transfer Agent &
Dividend Disbursing Agent
BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286
Distributor
BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286
Ticker Symbols: | Investor: DIISX Class I: DINIX |
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.
© 2023 BNY Mellon Securities Corporation |
BNY Mellon S&P 500 Index Fund
ANNUAL REPORT October 31, 2023 |
Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.im.bnymellon.com and sign up for eCommunications. It’s simple and only takes a few minutes. |
The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds. |
Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value |
Contents
T H E F U N D
F O R M O R E I N F O R M AT I O N
Back Cover
DISCUSSION OF FUND PERFORMANCE (Unaudited)
For the period from November 1, 2022, through October 31, 2023, as provided by David France, CFA, Todd Frysinger, CFA, Vlasta Sheremeta, CFA, Michael Stoll and Marlene Walker Smith, portfolio managers
Market and Fund Performance Overview
For the 12-month period ended October 31, 2023, the BNY Mellon S&P 500 Index Fund (the “fund”) produced a total return of 9.60%.1 In comparison, the S&P 500® Index (the “Index”), the fund’s benchmark, returned 10.13% for the same period.2
Large-cap equities 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 difference in returns between the fund and the Index resulted primarily from transaction costs and operating expenses that are not reflected in Index results.
The Fund’s Investment Approach
The fund seeks to match the performance of the Index. To pursue its goal, the fund generally is fully invested in stocks included in the Index and in futures whose performance is tied to the Index. The fund generally invests in the Index in proportion to their weighting in the Index.
Because the fund has expenses, performance will tend to be slightly lower than that of the Index. The fund attempts to have a correlation between its performance and that of the Index of at least 0.95, before fees and expenses. A correlation of 1.00 would mean that the fund and the Index were perfectly correlated.
The Index is an unmanaged index of the common stocks of 500 companies, chosen to reflect the industries of the U.S. economy, and is often considered a proxy for the stock market in general. S&P weights each company’s stock in the Index by its market capitalization (i.e., the share price times the number of shares outstanding), adjusted by the number of available float shares (i.e., those shares available to public investors). Companies included in the Index generally must have market capitalizations in excess of $12.7 billion, to the extent consistent with market conditions.
Equities Gain Ground as Inflation Eases
Large-cap U.S. equities gained ground during the reporting period as interest-rate hikes implemented by the Fed gained traction in the fight against inflation. Inflation decreased from more than 7% annually in November 2022 to between 3% and 4% from June through September 2023, while the federal funds rate rose by more than 2% to a range of 5.25%–5.50%. Counter to expectations, despite the rise in interest rates, economic growth remained relatively strong, bolstered by robust consumer spending and healthy corporate profits. As a result, investor expectations turned to hopes for a “soft landing,” in which the Fed would bring inflation under control without triggering a serious recession. Growth-oriented stocks performed particularly well in this environment, with market strength led by mega-cap technology-related names leveraged to advances in artificial intelligence (“AI”). Value-oriented and interest-rate-sensitive stocks underperformed, with the utilities, real estate and health care sectors lagging the Index by the widest margin.
Market sentiment shifted during the last three months of the period, as hawkish comments from the Fed dashed hopes that the central bank might soon reverse course and begin to reduce interest rates. As investors absorbed the increasing likelihood that rates would remain higher for longer, stocks lost some of their earlier gains.
2
Growth-Oriented Technology Shares Lead Markets Higher
Communication services stocks produced the strongest returns in the Index, led by fast-growing technology-centric companies such as Meta Platforms, Inc. and Netflix, Inc., as investors’ risk appetites increased. The information technology sector, with an abundance of growth-oriented technology companies, outperformed as well, with notably strong returns from AI-related semiconductor manufacturers, such as NVIDIA Corp. and Broadcom, Inc. The consumer discretionary sector, leveraged to robust consumer spending, also produced relatively strong returns, with leading names including residential construction company PulteGroup, Inc. cruise line operator Royal Caribbean Cruises Ltd. and travel services provider Booking Holdings, Inc.
Conversely, the utilities sector came under pressure as rising interest rates undermined the appeal of high yielding stocks. Notable underperformers included The AES Corp. and Dominion Energy, Inc. Real estate stocks, such as Extra Space Storage, Inc. and Alexandria Real Estate Equities, Inc., lost ground as rising mortgage rates impacted the residential market, while underused office space hurt commercial property values. Finally, health care lagged as demand for COVID-19 vaccines and treatments slowed as the pandemic waned, driving share price contraction for companies such as Insulet Corp., Illumina, Inc. and Moderna, Inc.
The fund’s use of derivatives during the period was limited to futures contracts employed solely to offset the impact of cash positions, which the fund holds pursuant to its operations, but the Index does not. Such holdings helped the fund more closely match the performance of the Index.
Replicating the Performance of the Index
Although the Fed may not raise rates further in the coming months, the impact of recent rate hikes is likely to continue rippling through the economy for some time to come. Time will tell if the rate increases already imposed can bring inflation down to the Fed’s target of 2%, and if the economy can continue to grow despite the impact of higher borrowing costs for consumers and businesses alike.
However developments unfold, in seeking to match the performance of the Index, we do not actively manage investments in response to macroeconomic trends. As always, we continue to monitor factors that affect the fund’s investments.
November 15, 2023
¹ Total return includes reinvestment of dividends and any capital gains paid. The fund’s return reflects the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an agreement. Had these expenses not been absorbed, returns would have been lower. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.
² Source: Lipper Inc. — The 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.
“Standard & Poor’s®,” “S&P®,” “Standard & Poor’s® 500,” and “S&P 500®” are registered trademarks of Standard & Poor’s Financial Services LLC and have been licensed for use on behalf of the fund. The fund is not sponsored, managed, advised, sold or promoted by Standard & Poor’s and its affiliates, and Standard & Poor’s and its affiliates make no representation regarding the advisability of investing in the fund.
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.
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.
3
FUND PERFORMANCE (Unaudited)
Comparison of change in value of a $10,000 investment in BNY Mellon S&P 500 Index Fund with a hypothetical investment of $10,000 in the S&P 500® Index (the “Index”).
† Source: Lipper Inc.
Past performance is not predictive of future performance.
The above graph compares a hypothetical $10,000 investment made in BNY Mellon S&P 500 Index Fund on 10/31/13 to a hypothetical investment of $10,000 made in the Index on that date. All dividends and capital gain distributions are reinvested.
The fund’s performance shown in the line graph above takes into account all applicable fees and expenses. The 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. Unlike a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.
Average Annual Total Returns as of 10/31/2023 | |||
| 1 Year | 5 Years | 10 Years |
Fund | 9.60% | 10.46% | 10.62% |
S&P 500® Index | 10.13% | 11.01% | 11.17% |
The performance data quoted represents past performance, which is no guarantee of future results. Share price and investment return fluctuate and an investor’s shares may be worth more or less than original cost upon redemption. Current performance may be lower or higher than the performance quoted. Go to www.im.bnymellon.com for the fund’s most recent month-end returns.
The fund’s performance shown in the graph and table does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.
4
UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)
As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.
Review your fund’s expenses
The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon S&P 500 Index Fund from May 1, 2023 to October 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.
Expenses and Value of a $1,000 Investment |
| ||
Assume actual returns for the six months ended October 31, 2023 |
| ||
|
|
|
|
|
|
|
|
Expenses paid per $1,000† | $2.53 |
| |
Ending value (after expenses) | $1,011.30 |
|
COMPARING YOUR FUND’S EXPENSES WITH THOSE OF OTHER FUNDS (Unaudited)
Using the SEC’s method to compare expenses
The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.
Expenses and Value of a $1,000 Investment |
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Assuming a hypothetical 5% annualized return for the six months ended October 31, 2023 |
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Expenses paid per $1,000† | $2.55 |
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Ending value (after expenses) | $1,022.68 |
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† | Expenses are equal to the fund’s annualized expense ratio of .50%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
5
STATEMENT OF INVESTMENTS
October 31, 2023
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% | |||||||
Automobiles & Components - 1.9% | |||||||
Aptiv PLC | 15,495 | a | 1,351,164 | ||||
BorgWarner, Inc. | 13,310 | 491,139 | |||||
Ford Motor Co. | 214,178 | 2,088,236 | |||||
General Motors Co. | 75,436 | 2,127,295 | |||||
Tesla, Inc. | 150,958 | a | 30,318,405 | ||||
36,376,239 | |||||||
Banks - 2.9% | |||||||
Bank of America Corp. | 377,936 | 9,954,834 | |||||
Citigroup, Inc. | 104,723 | 4,135,511 | |||||
Citizens Financial Group, Inc. | 26,458 | 619,911 | |||||
Comerica, Inc. | 7,214 | 284,232 | |||||
Fifth Third Bancorp | 37,035 | 878,100 | |||||
Huntington Bancshares, Inc. | 77,414 | 747,045 | |||||
JPMorgan Chase & Co. | 158,869 | 22,092,323 | |||||
KeyCorp | 52,079 | 532,247 | |||||
M&T Bank Corp. | 9,056 | 1,021,064 | |||||
Regions Financial Corp. | 51,174 | 743,558 | |||||
The PNC Financial Services Group, Inc. | 21,870 | 2,503,459 | |||||
Truist Financial Corp. | 73,761 | 2,091,862 | |||||
U.S. Bancorp | 85,482 | 2,725,166 | |||||
Wells Fargo & Co. | 200,017 | 7,954,676 | |||||
Zions Bancorp NA | 8,284 | 255,561 | |||||
56,539,549 | |||||||
Capital Goods - 5.5% | |||||||
3M Co. | 29,862 | 2,715,949 | |||||
A.O. Smith Corp. | 6,753 | 471,089 | |||||
Allegion PLC | 4,878 | 479,800 | |||||
AMETEK, Inc. | 12,660 | 1,782,148 | |||||
Axon Enterprise, Inc. | 3,956 | a | 808,962 | ||||
Carrier Global Corp. | 46,170 | 2,200,462 | |||||
Caterpillar, Inc. | 27,879 | 6,302,048 | |||||
Cummins, Inc. | 7,682 | 1,661,617 | |||||
Deere & Co. | 14,857 | 5,428,154 | |||||
Dover Corp. | 7,790 | 1,012,311 | |||||
Eaton Corp. PLC | 21,998 | 4,573,604 | |||||
Emerson Electric Co. | 31,525 | 2,804,779 | |||||
Fastenal Co. | 31,267 | 1,824,117 | |||||
Fortive Corp. | 19,618 | 1,280,663 | |||||
Generac Holdings, Inc. | 3,350 | a | 281,635 | ||||
General Dynamics Corp. | 12,271 | 2,961,115 | |||||
General Electric Co. | 59,499 | 6,463,376 |
6
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% (continued) | |||||||
Capital Goods - 5.5% (continued) | |||||||
Honeywell International, Inc. | 36,533 | 6,695,038 | |||||
Howmet Aerospace, Inc. | 21,582 | 951,766 | |||||
Hubbell, Inc. | 2,614 | 706,041 | |||||
Huntington Ingalls Industries, Inc. | 2,095 | 460,523 | |||||
IDEX Corp. | 4,083 | 781,527 | |||||
Illinois Tool Works, Inc. | 15,093 | 3,382,643 | |||||
Ingersoll Rand, Inc. | 21,720 | 1,317,970 | |||||
Johnson Controls International PLC | 37,406 | 1,833,642 | |||||
L3Harris Technologies, Inc. | 10,207 | 1,831,238 | |||||
Lockheed Martin Corp. | 12,340 | 5,610,258 | |||||
Masco Corp. | 12,800 | 666,752 | |||||
Nordson Corp. | 2,979 | 633,306 | |||||
Northrop Grumman Corp. | 7,773 | 3,664,425 | |||||
Otis Worldwide Corp. | 22,392 | 1,728,886 | |||||
PACCAR, Inc. | 28,835 | 2,379,753 | |||||
Parker-Hannifin Corp. | 7,007 | 2,584,952 | |||||
Pentair PLC | 8,928 | 518,895 | |||||
Quanta Services, Inc. | 8,087 | 1,351,499 | |||||
Rockwell Automation, Inc. | 6,351 | 1,669,106 | |||||
RTX Corp. | 79,438 | 6,465,459 | |||||
Snap-on, Inc. | 2,928 | 755,248 | |||||
Stanley Black & Decker, Inc. | 8,442 | 717,992 | |||||
Textron, Inc. | 10,580 | 804,080 | |||||
The Boeing Company | 30,954 | a | 5,782,826 | ||||
Trane Technologies PLC | 12,402 | 2,360,225 | |||||
TransDigm Group, Inc. | 3,029 | a | 2,508,285 | ||||
United Rentals, Inc. | 3,775 | 1,533,669 | |||||
W.W. Grainger, Inc. | 2,433 | 1,775,676 | |||||
Westinghouse Air Brake Technologies Corp. | 9,889 | 1,048,432 | |||||
Xylem, Inc. | 13,022 | 1,218,078 | |||||
106,790,019 | |||||||
Commercial & Professional Services - 1.3% | |||||||
Automatic Data Processing, Inc. | 22,522 | 4,914,751 | |||||
Broadridge Financial Solutions, Inc. | 6,500 | 1,109,160 | |||||
Ceridian HCM Holding, Inc. | 8,921 | a | 571,033 | ||||
Cintas Corp. | 4,702 | 2,384,478 | |||||
Copart, Inc. | 47,061 | a | 2,048,095 | ||||
Equifax, Inc. | 6,557 | 1,111,871 | |||||
Jacobs Solutions, Inc. | 6,674 | 889,644 | |||||
Leidos Holdings, Inc. | 7,294 | 722,981 | |||||
Paychex, Inc. | 17,532 | 1,946,929 | |||||
Paycom Software, Inc. | 2,579 | 631,778 |
7
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% (continued) | |||||||
Commercial & Professional Services - 1.3% (continued) | |||||||
Republic Services, Inc. | 11,344 | 1,684,471 | |||||
Robert Half, Inc. | 6,281 | 469,630 | |||||
Rollins, Inc. | 13,107 | 492,954 | |||||
Veralto Corp. | 12,242 | a | 844,698 | ||||
Verisk Analytics, Inc. | 7,851 | 1,785,003 | |||||
Waste Management, Inc. | 20,222 | 3,323,081 | |||||
24,930,557 | |||||||
Consumer Discretionary Distribution - 5.6% | |||||||
Amazon.com, Inc. | 496,362 | a | 66,060,819 | ||||
AutoZone, Inc. | 993 | a | 2,459,790 | ||||
Bath & Body Works, Inc. | 12,492 | 370,388 | |||||
Best Buy Co., Inc. | 10,461 | 699,004 | |||||
CarMax, Inc. | 8,801 | a | 537,653 | ||||
eBay, Inc. | 29,481 | 1,156,540 | |||||
Etsy, Inc. | 7,008 | a | 436,598 | ||||
Genuine Parts Co. | 7,683 | 990,031 | |||||
LKQ Corp. | 14,720 | 646,502 | |||||
Lowe's Cos., Inc. | 31,937 | 6,086,234 | |||||
O'Reilly Automotive, Inc. | 3,313 | a | 3,082,548 | ||||
Pool Corp. | 2,207 | 696,904 | |||||
Ross Stores, Inc. | 18,838 | 2,184,643 | |||||
The Home Depot, Inc. | 54,962 | 15,647,132 | |||||
The TJX Companies, Inc. | 63,095 | 5,556,777 | |||||
Tractor Supply Co. | 6,022 | b | 1,159,596 | ||||
Ulta Beauty, Inc. | 2,730 | a | 1,040,976 | ||||
108,812,135 | |||||||
Consumer Durables & Apparel - .9% | |||||||
D.R. Horton, Inc. | 16,591 | 1,732,100 | |||||
Garmin Ltd. | 8,276 | 848,538 | |||||
Hasbro, Inc. | 6,846 | 309,097 | |||||
Lennar Corp., Cl. A | 13,715 | 1,463,116 | |||||
Lululemon Athletica, Inc. | 6,104 | a | 2,401,802 | ||||
Mohawk Industries, Inc. | 2,527 | a | 203,120 | ||||
NIKE, Inc., Cl. B | 66,950 | 6,880,452 | |||||
NVR, Inc. | 176 | a | 952,621 | ||||
PulteGroup, Inc. | 12,235 | 900,374 | |||||
Ralph Lauren Corp. | 2,429 | 273,335 | |||||
Tapestry, Inc. | 13,185 | 363,379 | |||||
VF Corp. | 19,351 | 285,040 | |||||
Whirlpool Corp. | 3,019 | b | 315,667 | ||||
16,928,641 | |||||||
Consumer Services - 2.1% | |||||||
Airbnb, Inc., Cl. A | 23,481 | a | 2,777,568 |
8
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% (continued) | |||||||
Consumer Services - 2.1% (continued) | |||||||
Booking Holdings, Inc. | 1,949 | a | 5,436,852 | ||||
Caesars Entertainment, Inc. | 11,719 | a | 467,471 | ||||
Carnival Corp. | 54,719 | a | 627,080 | ||||
Chipotle Mexican Grill, Inc. | 1,503 | a | 2,919,127 | ||||
Darden Restaurants, Inc. | 6,679 | 971,995 | |||||
Domino's Pizza, Inc. | 1,886 | 639,335 | |||||
Expedia Group, Inc. | 7,367 | a | 702,001 | ||||
Hilton Worldwide Holdings, Inc. | 14,357 | 2,175,516 | |||||
Las Vegas Sands Corp. | 18,529 | 879,386 | |||||
Marriott International, Inc., Cl. A | 13,613 | 2,566,867 | |||||
McDonald's Corp. | 39,840 | 10,444,853 | |||||
MGM Resorts International | 15,321 | 535,009 | |||||
Norwegian Cruise Line Holdings Ltd. | 21,182 | a,b | 288,075 | ||||
Royal Caribbean Cruises Ltd. | 13,030 | a | 1,104,032 | ||||
Starbucks Corp. | 62,616 | 5,775,700 | |||||
Wynn Resorts Ltd. | 5,351 | 469,711 | |||||
Yum! Brands, Inc. | 15,323 | 1,851,938 | |||||
40,632,516 | |||||||
Consumer Staples Distribution - 1.8% | |||||||
Costco Wholesale Corp. | 24,226 | 13,383,411 | |||||
Dollar General Corp. | 11,748 | 1,398,482 | |||||
Dollar Tree, Inc. | 11,586 | a | 1,287,089 | ||||
Sysco Corp. | 27,056 | 1,798,953 | |||||
Target Corp. | 25,145 | 2,785,815 | |||||
The Kroger Company | 36,597 | 1,660,406 | |||||
Walgreens Boots Alliance, Inc. | 38,974 | 821,572 | |||||
Walmart, Inc. | 78,022 | 12,749,575 | |||||
35,885,303 | |||||||
Energy - 4.5% | |||||||
APA Corp. | 17,373 | 690,056 | |||||
Baker Hughes Co. | 54,951 | 1,891,413 | |||||
Chevron Corp. | 96,995 | 14,135,081 | |||||
ConocoPhillips | 65,850 | 7,822,980 | |||||
Coterra Energy, Inc. | 41,508 | 1,141,470 | |||||
Devon Energy Corp. | 34,403 | 1,602,148 | |||||
Diamondback Energy, Inc. | 9,741 | 1,561,677 | |||||
EOG Resources, Inc. | 31,831 | 4,018,664 | |||||
EQT Corp. | 19,198 | 813,611 | |||||
Exxon Mobil Corp. | 218,845 | 23,164,743 | |||||
Halliburton Co. | 49,474 | 1,946,307 | |||||
Hess Corp. | 15,340 | 2,215,096 | |||||
Kinder Morgan, Inc. | �� | 106,518 | 1,725,592 | ||||
Marathon Oil Corp. | 32,636 | 891,289 |
9
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% (continued) | |||||||
Energy - 4.5% (continued) | |||||||
Marathon Petroleum Corp. | 21,641 | 3,273,201 | |||||
Occidental Petroleum Corp. | 36,456 | 2,253,345 | |||||
ONEOK, Inc. | 30,594 | 1,994,729 | |||||
Phillips 66 | 24,531 | 2,798,251 | |||||
Pioneer Natural Resources Co. | 12,794 | 3,057,766 | |||||
Schlumberger NV | 77,936 | 4,337,918 | |||||
Targa Resources Corp. | 12,157 | 1,016,447 | |||||
The Williams Companies, Inc. | 66,221 | 2,278,002 | |||||
Valero Energy Corp. | 19,457 | 2,471,039 | |||||
87,100,825 | |||||||
Equity Real Estate Investment - 2.2% | |||||||
Alexandria Real Estate Equities, Inc. | 8,418 | c | 783,968 | ||||
American Tower Corp. | 25,416 | c | 4,528,877 | ||||
AvalonBay Communities, Inc. | 7,887 | c | 1,307,191 | ||||
Boston Properties, Inc. | 8,029 | c | 430,114 | ||||
Camden Property Trust | 5,736 | c | 486,872 | ||||
Crown Castle, Inc. | 23,512 | c | 2,186,146 | ||||
Digital Realty Trust, Inc. | 16,700 | c | 2,076,812 | ||||
Equinix, Inc. | 5,089 | c | 3,713,138 | ||||
Equity Residential | 18,807 | c | 1,040,591 | ||||
Essex Property Trust, Inc. | 3,482 | c | 744,869 | ||||
Extra Space Storage, Inc. | 11,663 | c | 1,208,170 | ||||
Federal Realty Investment Trust | 3,781 | c | 344,789 | ||||
Healthpeak Properties, Inc. | 30,613 | c | 476,032 | ||||
Host Hotels & Resorts, Inc. | 37,310 | c | 577,559 | ||||
Invitation Homes, Inc. | 31,859 | c | 945,894 | ||||
Iron Mountain, Inc. | 15,911 | c | 939,863 | ||||
Kimco Realty Corp. | 33,044 | c | 592,809 | ||||
Mid-America Apartment Communities, Inc. | 6,278 | c | 741,746 | ||||
Prologis, Inc. | 50,734 | c | 5,111,451 | ||||
Public Storage | 8,643 | c | 2,063,171 | ||||
Realty Income Corp. | 38,130 | c | 1,806,599 | ||||
Regency Centers Corp. | 8,736 | c | 526,431 | ||||
SBA Communications Corp. | 5,941 | c | 1,239,471 | ||||
Simon Property Group, Inc. | 18,066 | c | 1,985,273 | ||||
UDR, Inc. | 17,341 | c | 551,617 | ||||
Ventas, Inc. | 21,938 | c | 931,487 | ||||
VICI Properties, Inc. | 56,250 | c | 1,569,375 | ||||
Welltower, Inc. | 28,631 | c | 2,393,838 | ||||
Weyerhaeuser Co. | 40,360 | c | 1,157,928 | ||||
42,462,081 |
10
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% (continued) | |||||||
Financial Services - 7.5% | |||||||
American Express Co. | 31,669 | 4,624,624 | |||||
Ameriprise Financial, Inc. | 5,571 | 1,752,469 | |||||
Berkshire Hathaway, Inc., Cl. B | 99,696 | a | 34,029,236 | ||||
BlackRock, Inc. | 7,639 | 4,677,207 | |||||
Blackstone, Inc. | 38,998 | 3,601,465 | |||||
Capital One Financial Corp. | 20,532 | 2,079,686 | |||||
Cboe Global Markets, Inc. | 5,654 | 926,634 | |||||
CME Group, Inc. | 19,621 | 4,188,299 | |||||
Discover Financial Services | 13,698 | 1,124,332 | |||||
FactSet Research Systems, Inc. | 2,121 | 916,039 | |||||
Fidelity National Information Services, Inc. | 31,837 | 1,563,515 | |||||
Fiserv, Inc. | 33,636 | a | 3,826,095 | ||||
FLEETCOR Technologies, Inc. | 4,081 | a | 918,919 | ||||
Franklin Resources, Inc. | 15,253 | 347,616 | |||||
Global Payments, Inc. | 14,157 | 1,503,757 | |||||
Intercontinental Exchange, Inc. | 31,495 | 3,383,823 | |||||
Invesco Ltd. | 24,786 | 321,474 | |||||
Jack Henry & Associates, Inc. | 3,939 | 555,360 | |||||
MarketAxess Holdings, Inc. | 2,072 | 442,890 | |||||
Mastercard, Inc., Cl. A | 45,484 | 17,117,903 | |||||
Moody's Corp. | 8,685 | 2,674,980 | |||||
Morgan Stanley | 69,532 | 4,924,256 | |||||
MSCI, Inc. | 4,350 | 2,051,243 | |||||
Nasdaq, Inc. | 18,356 | 910,458 | |||||
Northern Trust Corp. | 11,055 | 728,635 | |||||
PayPal Holdings, Inc. | 59,464 | a | 3,080,235 | ||||
Raymond James Financial, Inc. | 10,320 | 984,941 | |||||
S&P Global, Inc. | 17,764 | 6,205,143 | |||||
State Street Corp. | 17,577 | 1,136,002 | |||||
Synchrony Financial | 23,829 | 668,403 | |||||
T. Rowe Price Group, Inc. | 12,183 | 1,102,562 | |||||
The Bank of New York Mellon Corp. | 42,596 | 1,810,330 | |||||
The Charles Schwab Corp. | 81,837 | 4,258,797 | |||||
The Goldman Sachs Group, Inc. | 17,982 | 5,459,515 | |||||
Visa, Inc., Cl. A | 87,839 | b | 20,650,949 | ||||
144,547,792 | |||||||
Food, Beverage & Tobacco - 3.1% | |||||||
Altria Group, Inc. | 96,430 | 3,873,593 | |||||
Archer-Daniels-Midland Co. | 29,529 | 2,113,391 | |||||
Brown-Forman Corp., Cl. B | 10,460 | 587,434 | |||||
Bunge Ltd. | 8,279 | 877,408 | |||||
Campbell Soup Co. | 10,221 | 413,031 |
11
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% (continued) | |||||||
Food, Beverage & Tobacco - 3.1% (continued) | |||||||
Conagra Brands, Inc. | 25,950 | 709,992 | |||||
Constellation Brands, Inc., Cl. A | 8,802 | 2,060,988 | |||||
General Mills, Inc. | 32,351 | 2,110,579 | |||||
Hormel Foods Corp. | 15,685 | 510,547 | |||||
Kellanova | 13,905 | 701,785 | |||||
Keurig Dr. Pepper, Inc. | 54,987 | 1,667,756 | |||||
Lamb Weston Holdings, Inc. | 8,106 | 727,919 | |||||
McCormick & Co., Inc. | 13,860 | 885,654 | |||||
Molson Coors Beverage Co., Cl. B | 10,655 | 615,539 | |||||
Mondelez International, Inc., Cl. A | 74,344 | 4,922,316 | |||||
Monster Beverage Corp. | 40,920 | a | 2,091,012 | ||||
PepsiCo, Inc. | 75,254 | 12,287,473 | |||||
Philip Morris International, Inc. | 84,764 | 7,557,558 | |||||
The Coca-Cola Company | 212,762 | 12,018,925 | |||||
The Hershey Company | 8,297 | 1,554,443 | |||||
The J.M. Smucker Company | 5,847 | 665,622 | |||||
The Kraft Heinz Company | 43,444 | 1,366,748 | |||||
Tyson Foods, Inc., Cl. A | 15,377 | 712,724 | |||||
61,032,437 | |||||||
Health Care Equipment & Services - 5.6% | |||||||
Abbott Laboratories | 94,868 | 8,969,769 | |||||
Align Technology, Inc. | 3,877 | a | 715,655 | ||||
Baxter International, Inc. | 27,915 | 905,283 | |||||
Becton, Dickinson and Co. | 15,941 | 4,029,566 | |||||
Boston Scientific Corp. | 80,286 | a | 4,109,840 | ||||
Cardinal Health, Inc. | 14,031 | 1,276,821 | |||||
Cencora, Inc. | 9,139 | 1,692,086 | |||||
Centene Corp. | 29,691 | a | 2,048,085 | ||||
CVS Health Corp. | 70,055 | 4,834,496 | |||||
DaVita, Inc. | 3,143 | a | 242,734 | ||||
Dentsply Sirona, Inc. | 11,395 | 346,522 | |||||
DexCom, Inc. | 21,510 | a | 1,910,733 | ||||
Edwards Lifesciences Corp. | 32,935 | a | 2,098,618 | ||||
Elevance Health, Inc. | 12,882 | 5,798,059 | |||||
GE HealthCare Technologies, Inc. | 21,490 | 1,430,589 | |||||
HCA Healthcare, Inc. | 11,098 | 2,509,702 | |||||
Henry Schein, Inc. | 6,897 | a | 448,167 | ||||
Hologic, Inc. | 13,415 | a | 887,671 | ||||
Humana, Inc. | 6,713 | 3,515,531 | |||||
IDEXX Laboratories, Inc. | 4,574 | a | 1,827,176 | ||||
Insulet Corp. | 3,841 | a | 509,201 | ||||
Intuitive Surgical, Inc. | 19,168 | a | 5,026,233 | ||||
Laboratory Corp. of America Holdings | 4,753 | 949,317 |
12
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% (continued) | |||||||
Health Care Equipment & Services - 5.6% (continued) | |||||||
McKesson Corp. | 7,364 | 3,353,271 | |||||
Medtronic PLC | 72,508 | 5,116,164 | |||||
Molina Healthcare, Inc. | 3,174 | a | 1,056,783 | ||||
Quest Diagnostics, Inc. | 6,276 | 816,508 | |||||
ResMed, Inc. | 8,166 | 1,153,203 | |||||
Steris PLC | 5,465 | 1,147,541 | |||||
Stryker Corp. | 18,544 | 5,010,960 | |||||
Teleflex, Inc. | 2,513 | 464,277 | |||||
The Cigna Group | 16,259 | 5,027,283 | |||||
The Cooper Companies, Inc. | 2,740 | 854,195 | |||||
UnitedHealth Group, Inc. | 50,639 | 27,120,223 | |||||
Universal Health Services, Inc., Cl. B | 3,383 | 425,886 | |||||
Zimmer Biomet Holdings, Inc. | 11,221 | 1,171,585 | |||||
108,799,733 | |||||||
Household & Personal Products - 1.6% | |||||||
Church & Dwight Co., Inc. | 13,155 | 1,196,316 | |||||
Colgate-Palmolive Co. | 45,193 | 3,394,898 | |||||
Kenvue, Inc. | 94,272 | 1,753,459 | |||||
Kimberly-Clark Corp. | 18,478 | 2,210,708 | |||||
The Clorox Company | 6,798 | 800,125 | |||||
The Estee Lauder Companies, Inc., Cl. A | 12,824 | 1,652,629 | |||||
The Procter & Gamble Company | 128,868 | 19,334,066 | |||||
30,342,201 | |||||||
Insurance - 2.3% | |||||||
Aflac, Inc. | 29,553 | 2,308,385 | |||||
American International Group, Inc. | 38,690 | 2,372,084 | |||||
Aon PLC, Cl. A | 11,146 | 3,448,572 | |||||
Arch Capital Group Ltd. | 20,659 | a | 1,790,722 | ||||
Arthur J. Gallagher & Co. | 11,834 | 2,786,789 | |||||
Assurant, Inc. | 3,026 | 450,571 | |||||
Brown & Brown, Inc. | 13,341 | 926,132 | |||||
Chubb Ltd. | 22,516 | 4,832,384 | |||||
Cincinnati Financial Corp. | 8,450 | 842,212 | |||||
Everest Group Ltd. | 2,305 | 911,905 | |||||
Globe Life, Inc. | 4,432 | 515,708 | |||||
Loews Corp. | 9,993 | 639,652 | |||||
Marsh & McLennan Cos., Inc. | 27,102 | 5,139,894 | |||||
MetLife, Inc. | 34,533 | 2,072,325 | |||||
Principal Financial Group, Inc. | 12,219 | 826,982 | |||||
Prudential Financial, Inc. | 19,530 | 1,785,823 | |||||
The Allstate Corp. | 14,216 | 1,821,496 | |||||
The Hartford Financial Services Group, Inc. | 16,429 | 1,206,710 |
13
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% (continued) | |||||||
Insurance - 2.3% (continued) | |||||||
The Progressive Corp. | 32,076 | 5,070,895 | |||||
The Travelers Companies, Inc. | 12,404 | 2,076,926 | |||||
W.R. Berkley Corp. | 10,910 | 735,552 | |||||
Willis Towers Watson PLC | 5,874 | 1,385,618 | |||||
43,947,337 | |||||||
Materials - 2.4% | |||||||
Air Products & Chemicals, Inc. | 12,060 | 3,406,226 | |||||
Albemarle Corp. | 6,418 | 813,674 | |||||
Amcor PLC | 80,198 | 712,960 | |||||
Avery Dennison Corp. | 4,422 | 769,738 | |||||
Ball Corp. | 17,547 | 844,888 | |||||
Celanese Corp. | 5,487 | 628,316 | |||||
CF Industries Holdings, Inc. | 10,323 | 823,569 | |||||
Corteva, Inc. | 39,268 | 1,890,362 | |||||
Dow, Inc. | 38,564 | 1,864,184 | |||||
DuPont de Nemours, Inc. | 24,786 | 1,806,404 | |||||
Eastman Chemical Co. | 6,755 | 504,801 | |||||
Ecolab, Inc. | 13,767 | 2,309,277 | |||||
FMC Corp. | 6,644 | 353,461 | |||||
Freeport-McMoRan, Inc. | 79,136 | 2,673,214 | |||||
International Flavors & Fragrances, Inc. | 13,741 | 939,197 | |||||
International Paper Co. | 18,817 | 634,697 | |||||
Linde PLC | 26,675 | 10,194,118 | |||||
LyondellBasell Industries NV, Cl. A | 13,947 | 1,258,577 | |||||
Martin Marietta Materials, Inc. | 3,307 | 1,352,365 | |||||
Newmont Corp. | 43,676 | 1,636,540 | |||||
Nucor Corp. | 13,664 | 2,019,403 | |||||
Packaging Corp. of America | 4,871 | 745,507 | |||||
PPG Industries, Inc. | 13,095 | 1,607,673 | |||||
Sealed Air Corp. | 7,785 | 239,700 | |||||
Steel Dynamics, Inc. | 8,616 | 917,690 | |||||
The Mosaic Company | 17,757 | 576,747 | |||||
The Sherwin-Williams Company | 12,909 | 3,075,053 | |||||
Vulcan Materials Co. | 7,367 | 1,447,542 | |||||
WestRock Co. | 13,828 | 496,840 | |||||
46,542,723 | |||||||
Media & Entertainment - 7.7% | |||||||
Alphabet, Inc., Cl. A | 324,343 | a | 40,244,479 | ||||
Alphabet, Inc., Cl. C | 275,901 | a | 34,570,395 | ||||
Charter Communications, Inc., Cl. A | 5,612 | a | 2,260,514 | ||||
Comcast Corp., Cl. A | 224,995 | 9,290,044 | |||||
Electronic Arts, Inc. | 13,575 | 1,680,449 | |||||
Fox Corp., Cl. A | 13,831 | 420,324 |
14
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% (continued) | |||||||
Media & Entertainment - 7.7% (continued) | |||||||
Fox Corp., Cl. B | 5,347 | 149,235 | |||||
Live Nation Entertainment, Inc. | 7,698 | a | 615,994 | ||||
Match Group, Inc. | 14,786 | a | 511,596 | ||||
Meta Platforms, Inc., Cl. A | 121,503 | a | 36,605,209 | ||||
Netflix, Inc. | 24,226 | a | 9,973,602 | ||||
News Corporation, Cl. A | 21,030 | 434,900 | |||||
News Corporation, Cl. B | 5,405 | b | 115,883 | ||||
Omnicom Group, Inc. | 10,837 | 811,800 | |||||
Paramount Global, Cl. B | 26,423 | b | 287,482 | ||||
Take-Two Interactive Software, Inc. | 8,632 | a | 1,154,530 | ||||
The Interpublic Group of Companies, Inc. | 20,827 | 591,487 | |||||
The Walt Disney Company | 100,030 | a | 8,161,448 | ||||
Warner Bros Discovery, Inc. | 122,951 | a | 1,222,133 | ||||
149,101,504 | |||||||
Pharmaceuticals, Biotechnology & Life Sciences - 7.4% | |||||||
AbbVie, Inc. | 96,491 | 13,622,599 | |||||
Agilent Technologies, Inc. | 16,354 | 1,690,513 | |||||
Amgen, Inc. | 29,181 | 7,461,582 | |||||
Biogen, Inc. | 7,988 | a | 1,897,470 | ||||
Bio-Rad Laboratories, Inc., Cl. A | 1,162 | a | 319,875 | ||||
Bio-Techne Corp. | 8,791 | 480,252 | |||||
Bristol-Myers Squibb Co. | 114,206 | 5,885,035 | |||||
Catalent, Inc. | 10,248 | a | 352,429 | ||||
Charles River Laboratories International, Inc. | 2,665 | a | 448,679 | ||||
Danaher Corp. | 35,924 | 6,898,126 | |||||
Eli Lilly & Co. | 43,592 | 24,146,917 | |||||
Gilead Sciences, Inc. | 67,700 | 5,317,158 | |||||
Illumina, Inc. | 8,842 | a | 967,492 | ||||
Incyte Corp. | 9,782 | a | 527,543 | ||||
IQVIA Holdings, Inc. | 10,029 | a | 1,813,544 | ||||
Johnson & Johnson | 131,641 | 19,527,626 | |||||
Merck & Co., Inc. | 138,720 | 14,246,544 | |||||
Mettler-Toledo International, Inc. | 1,178 | a | 1,160,566 | ||||
Moderna, Inc. | 18,130 | a | 1,377,155 | ||||
Pfizer, Inc. | 308,651 | 9,432,375 | |||||
Regeneron Pharmaceuticals, Inc. | 5,817 | a | 4,536,620 | ||||
Revvity, Inc. | 6,780 | 561,723 | |||||
Thermo Fisher Scientific, Inc. | 21,099 | 9,384,202 | |||||
Vertex Pharmaceuticals, Inc. | 14,085 | a | 5,100,319 | ||||
Viatris, Inc. | 66,616 | 592,882 | |||||
Waters Corp. | 3,146 | a | 750,415 | ||||
West Pharmaceutical Services, Inc. | 3,979 | 1,266,476 |
15
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% (continued) | |||||||
Pharmaceuticals, Biotechnology & Life Sciences - 7.4% (continued) | |||||||
Zoetis, Inc. | 25,043 | 3,931,751 | |||||
143,697,868 | |||||||
Real Estate Management & Development - .1% | |||||||
CBRE Group, Inc., Cl. A | 16,942 | a | 1,174,758 | ||||
CoStar Group, Inc. | 22,594 | a | 1,658,626 | ||||
2,833,384 | |||||||
Semiconductors & Semiconductor Equipment - 7.1% | |||||||
Advanced Micro Devices, Inc. | 88,325 | a | 8,700,013 | ||||
Analog Devices, Inc. | 27,235 | 4,284,883 | |||||
Applied Materials, Inc. | 45,907 | 6,075,791 | |||||
Broadcom, Inc. | 22,561 | 18,982,149 | |||||
Enphase Energy, Inc. | 7,561 | a | 601,704 | ||||
First Solar, Inc. | 5,878 | a | 837,321 | ||||
Intel Corp. | 228,948 | 8,356,602 | |||||
KLA Corp. | 7,470 | 3,508,659 | |||||
Lam Research Corp. | 7,287 | 4,286,359 | |||||
Microchip Technology, Inc. | 29,528 | 2,105,051 | |||||
Micron Technology, Inc. | 59,443 | 3,974,953 | |||||
Monolithic Power Systems, Inc. | 2,626 | 1,160,009 | |||||
NVIDIA Corp. | 135,029 | 55,064,826 | |||||
NXP Semiconductors NV | 14,158 | 2,441,264 | |||||
ON Semiconductor Corp. | 23,459 | a | 1,469,472 | ||||
Qorvo, Inc. | 5,147 | a | 449,951 | ||||
Qualcomm, Inc. | 61,009 | 6,649,371 | |||||
Skyworks Solutions, Inc. | 8,850 | 767,649 | |||||
SolarEdge Technologies, Inc. | 3,081 | a | 234,002 | ||||
Teradyne, Inc. | 8,329 | 693,556 | |||||
Texas Instruments, Inc. | 49,547 | 7,036,169 | |||||
137,679,754 | |||||||
Software & Services - 11.9% | |||||||
Accenture PLC, Cl. A | 34,484 | 10,244,852 | |||||
Adobe, Inc. | 24,918 | a | 13,257,871 | ||||
Akamai Technologies, Inc. | 8,316 | a | 859,292 | ||||
Ansys, Inc. | 4,673 | a | 1,300,309 | ||||
Autodesk, Inc. | 11,618 | a | 2,296,065 | ||||
Cadence Design Systems, Inc. | 14,792 | a | 3,547,861 | ||||
Cognizant Technology Solutions Corp., Cl. A | 27,917 | 1,799,809 | |||||
EPAM Systems, Inc. | 3,239 | a | 704,709 | ||||
Fair Isaac Corp. | 1,360 | a | 1,150,383 | ||||
Fortinet, Inc. | 35,477 | a | 2,028,220 | ||||
Gartner, Inc. | 4,362 | a | 1,448,358 |
16
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% (continued) | |||||||
Software & Services - 11.9% (continued) | |||||||
Gen Digital, Inc. | 30,280 | 504,465 | |||||
International Business Machines Corp. | 49,795 | 7,202,349 | |||||
Intuit, Inc. | 15,310 | 7,577,685 | |||||
Microsoft Corp. | 406,168 | 137,329,462 | |||||
Oracle Corp. | 86,062 | 8,898,811 | |||||
Palo Alto Networks, Inc. | 16,812 | a | 4,085,652 | ||||
PTC, Inc. | 6,502 | a | 913,011 | ||||
Roper Technologies, Inc. | 5,878 | 2,871,814 | |||||
Salesforce, Inc. | 53,246 | a | 10,693,394 | ||||
ServiceNow, Inc. | 11,198 | a | 6,515,556 | ||||
Synopsys, Inc. | 8,298 | a | 3,895,413 | ||||
Tyler Technologies, Inc. | 2,373 | a | 884,892 | ||||
Verisign, Inc. | 4,959 | a | 990,114 | ||||
231,000,347 | |||||||
Technology Hardware & Equipment - 8.8% | |||||||
Amphenol Corp., Cl. A | 32,417 | 2,611,189 | |||||
Apple, Inc. | 803,406 | 137,197,643 | |||||
Arista Networks, Inc. | 13,757 | a | 2,756,490 | ||||
CDW Corp. | 7,329 | 1,468,732 | |||||
Cisco Systems, Inc. | 222,774 | 11,613,209 | |||||
Corning, Inc. | 41,883 | 1,120,789 | |||||
F5, Inc. | 3,172 | a | 480,843 | ||||
Hewlett Packard Enterprise Co. | 72,194 | 1,110,344 | |||||
HP, Inc. | 47,157 | 1,241,644 | |||||
Juniper Networks, Inc. | 18,108 | 487,467 | |||||
Keysight Technologies, Inc. | 9,590 | a | 1,170,460 | ||||
Motorola Solutions, Inc. | 9,029 | 2,514,215 | |||||
NetApp, Inc. | 11,743 | 854,656 | |||||
Seagate Technology Holdings PLC | 10,215 | 697,174 | |||||
TE Connectivity Ltd. | 17,203 | 2,027,374 | |||||
Teledyne Technologies, Inc. | 2,621 | a | 981,800 | ||||
Trimble, Inc. | 13,582 | a | 640,120 | ||||
Western Digital Corp. | 17,651 | a | 708,688 | ||||
Zebra Technologies Corp., Cl. A | 2,842 | a | 595,200 | ||||
170,278,037 | |||||||
Telecommunication Services - .9% | |||||||
AT&T, Inc. | 390,819 | 6,018,613 | |||||
T-Mobile US, Inc. | 28,552 | 4,107,491 | |||||
Verizon Communications, Inc. | 229,587 | 8,065,391 | |||||
18,191,495 | |||||||
Transportation - 1.5% | |||||||
Alaska Air Group, Inc. | 7,691 | a | 243,266 | ||||
American Airlines Group, Inc. | 37,309 | a | 415,995 |
17
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% (continued) | |||||||
Transportation - 1.5% (continued) | |||||||
C.H. Robinson Worldwide, Inc. | 6,392 | 523,057 | |||||
CSX Corp. | 110,234 | 3,290,485 | |||||
Delta Air Lines, Inc. | 34,483 | 1,077,594 | |||||
Expeditors International of Washington, Inc. | 8,084 | 883,177 | |||||
FedEx Corp. | 12,771 | 3,066,317 | |||||
J.B. Hunt Transport Services, Inc. | 4,428 | 761,040 | |||||
Norfolk Southern Corp. | 12,317 | 2,349,960 | |||||
Old Dominion Freight Line, Inc. | 4,874 | 1,835,841 | |||||
Southwest Airlines Co. | 32,305 | 718,140 | |||||
Union Pacific Corp. | 33,241 | 6,901,164 | |||||
United Airlines Holdings, Inc. | 18,150 | a | 635,432 | ||||
United Parcel Service, Inc., Cl. B | 39,422 | 5,568,358 | |||||
28,269,826 | |||||||
Utilities - 2.5% | |||||||
Alliant Energy Corp. | 13,661 | 666,520 | |||||
Ameren Corp. | 14,269 | 1,080,306 | |||||
American Electric Power Co., Inc. | 28,419 | 2,146,771 | |||||
American Water Works Co., Inc. | 10,618 | 1,249,208 | |||||
Atmos Energy Corp. | 8,362 | 900,253 | |||||
CenterPoint Energy, Inc. | 34,041 | 915,022 | |||||
CMS Energy Corp. | 15,706 | 853,464 | |||||
Consolidated Edison, Inc. | 18,653 | 1,637,547 | |||||
Constellation Energy Corp. | 17,558 | 1,982,649 | |||||
Dominion Energy, Inc. | 45,112 | 1,818,916 | |||||
DTE Energy Co. | 11,496 | 1,107,984 | |||||
Duke Energy Corp. | 42,048 | 3,737,647 | |||||
Edison International | 20,494 | 1,292,352 | |||||
Entergy Corp. | 11,843 | 1,132,072 | |||||
Evergy, Inc. | 12,765 | 627,272 | |||||
Eversource Energy | 19,064 | 1,025,453 | |||||
Exelon Corp. | 54,198 | 2,110,470 | |||||
FirstEnergy Corp. | 27,915 | 993,774 | |||||
NextEra Energy, Inc. | 110,632 | 6,449,846 | |||||
NiSource, Inc. | 23,485 | 590,883 | |||||
NRG Energy, Inc. | 12,349 | 523,351 | |||||
PG&E Corp. | 114,897 | a | 1,872,821 | ||||
Pinnacle West Capital Corp. | 6,587 | 488,624 | |||||
PPL Corp. | 40,814 | 1,002,800 | |||||
Public Service Enterprise Group, Inc. | 26,848 | 1,655,179 | |||||
Sempra | 34,658 | 2,427,100 | |||||
The AES Corp. | 37,748 | 562,445 | |||||
The Southern Company | 59,321 | 3,992,303 |
18
Description | Shares | Value ($) | |||||
Common Stocks - 99.1% (continued) | |||||||
Utilities - 2.5% (continued) | |||||||
WEC Energy Group, Inc. | 17,533 | 1,427,011 | |||||
Xcel Energy, Inc. | 30,192 | 1,789,480 | |||||
48,059,523 | |||||||
Total Common Stocks (cost $426,162,332) | 1,920,781,826 | ||||||
1-Day | |||||||
Investment Companies - .8% | |||||||
Registered Investment Companies - .8% | |||||||
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares | 5.40 | 15,184,090 | d | 15,184,090 | |||
Investment of Cash Collateral for Securities Loaned - .0% | |||||||
Registered Investment Companies - .0% | |||||||
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares | 5.40 | 587,858 | d | 587,858 | |||
Total Investments (cost $441,934,280) | 99.9% | 1,936,553,774 | |||||
Cash and Receivables (Net) | .1% | 1,466,227 | |||||
Net Assets | 100.0% | 1,938,020,001 |
a Non-income producing security.
b Security, or portion thereof, on loan. At October 31, 2023, the value of the fund’s securities on loan was $22,589,066 and the value of the collateral was $22,859,100, consisting of cash collateral of $587,858 and U.S. Government & Agency securities valued at $22,271,242. In addition, the value of collateral may include pending sales that are also on loan.
c Investment in real estate investment trust within the United States.
d Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.
Portfolio Summary (Unaudited) † | Value (%) |
Information Technology | 27.8 |
Health Care | 13.0 |
Financials | 12.6 |
Consumer Discretionary | 10.5 |
Communication Services | 8.6 |
Industrials | 8.3 |
Consumer Staples | 6.6 |
Energy | 4.5 |
Utilities | 2.5 |
Materials | 2.4 |
Real Estate | 2.3 |
Investment Companies | .8 |
99.9 |
† Based on net assets.
See notes to financial statements.
19
STATEMENT OF INVESTMENTS (continued)
Affiliated Issuers | ||||||
Description | Value ($) 10/31/2022 | Purchases ($)† | Sales ($) | Value ($) 10/31/2023 | Dividends/ | |
Registered Investment Companies - .8% | ||||||
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - .8% | 6,395,291 | 177,829,705 | (169,040,906) | 15,184,090 | 621,360 | |
Investment of Cash Collateral for Securities Loaned - .0%†† | ||||||
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - .0% | - | 30,901,291 | (30,313,433) | 587,858 | 31,599 | ††† |
Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - .0% | 505,374 | 7,902,762 | (8,408,136) | - | 20,052 | ††† |
Total - .8% | 6,900,665 | 216,633,758 | (207,762,475) | 15,771,948 | 673,011 |
† Includes reinvested dividends/distributions.
†† Effective July 3, 2023, cash collateral for securities lending was transferred from Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares to Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares.
††† Represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of fees and collateral investment expenses, and other payments to and from borrowers of securities.
See notes to financial statements.
Futures | ||||||
Description | Number of | Expiration | Notional | Market | Unrealized (Depreciation) ($) | |
Futures Long | ||||||
Standard & Poor's 500 E-Mini | 83 | 12/15/2023 | 17,491,775 | 17,480,838 | (10,937) | |
Gross Unrealized Depreciation | (10,937) |
See notes to financial statements.
20
STATEMENT OF ASSETS AND LIABILITIES
October 31, 2023
|
|
|
|
|
|
|
|
|
| Cost |
| Value |
|
Assets ($): |
|
|
|
| ||
Investments in securities—See Statement of Investments |
|
|
| |||
Unaffiliated issuers | 426,162,332 |
| 1,920,781,826 |
| ||
Affiliated issuers |
| 15,771,948 |
| 15,771,948 |
| |
Dividends and securities lending income receivable |
| 1,487,478 |
| |||
Cash collateral held by broker—Note 4 |
| 1,092,000 |
| |||
Receivable for shares of Common Stock subscribed |
| 580,912 |
| |||
Receivable for futures variation margin—Note 4 |
| 106,848 |
| |||
Prepaid expenses |
|
|
|
| 110 |
|
|
|
|
|
| 1,939,821,122 |
|
Liabilities ($): |
|
|
|
| ||
Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(b) |
| 833,142 |
| |||
Liability for securities on loan—Note 1(c) |
| 587,858 |
| |||
Payable for shares of Common Stock redeemed |
| 293,766 |
| |||
Directors’ fees and expenses payable |
| 86,355 |
| |||
|
|
|
|
| 1,801,121 |
|
Net Assets ($) |
|
| 1,938,020,001 |
| ||
Composition of Net Assets ($): |
|
|
|
| ||
Paid-in capital |
|
|
|
| 313,966,382 |
|
Total distributable earnings (loss) |
|
|
|
| 1,624,053,619 |
|
Net Assets ($) |
|
| 1,938,020,001 |
|
Shares Outstanding |
|
| ||
(200 million shares of $.001 par value Common Stock authorized) | 40,298,759 |
| ||
Net Asset Value Per Share ($) |
| 48.09 |
| |
|
|
|
|
|
See notes to financial statements. |
|
|
|
|
21
STATEMENT OF OPERATIONS
Year Ended October 31, 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Income ($): |
|
|
|
| ||
Income: |
|
|
|
| ||
Cash dividends (net of $8,569 foreign taxes withheld at source): |
| |||||
Unaffiliated issuers |
|
| 32,789,831 |
| ||
Affiliated issuers |
|
| 621,360 |
| ||
Interest |
|
| 133,063 |
| ||
Income from securities lending—Note 1(c) |
|
| 51,651 |
| ||
Total Income |
|
| 33,595,905 |
| ||
Expenses: |
|
|
|
| ||
Management fee—Note 3(a) |
|
| 4,975,546 |
| ||
Shareholder servicing costs—Note 3(b) |
|
| 4,975,546 |
| ||
Directors’ fees—Note 3(a,c) |
|
| 118,550 |
| ||
Loan commitment fees—Note 2 |
|
| 48,842 |
| ||
Total Expenses |
|
| 10,118,484 |
| ||
Less—Directors’ fees reimbursed by |
|
| (118,550) |
| ||
Net Expenses |
|
| 9,999,934 |
| ||
Net Investment Income |
|
| 23,595,971 |
| ||
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($): |
|
| ||||
Net realized gain (loss) on investments | 126,205,837 |
| ||||
Net realized gain (loss) on futures | 1,605,505 |
| ||||
Net Realized Gain (Loss) |
|
| 127,811,342 |
| ||
Net change in unrealized appreciation (depreciation) on investments | 29,249,395 |
| ||||
Net change in unrealized appreciation (depreciation) on futures | (501,740) |
| ||||
Net Change in Unrealized Appreciation (Depreciation) |
|
| 28,747,655 |
| ||
Net Realized and Unrealized Gain (Loss) on Investments |
|
| 156,558,997 |
| ||
Net Increase in Net Assets Resulting from Operations |
| 180,154,968 |
| |||
|
|
|
|
|
|
|
See notes to financial statements. |
22
STATEMENT OF CHANGES IN NET ASSETS
|
|
|
| Year Ended October 31, | |||||
|
|
|
| 2023 |
| 2022 |
| ||
Operations ($): |
|
|
|
|
|
|
|
| |
Net investment income |
|
| 23,595,971 |
|
|
| 23,016,349 |
| |
Net realized gain (loss) on investments |
| 127,811,342 |
|
|
| 199,080,994 |
| ||
Net change in unrealized appreciation |
| 28,747,655 |
|
|
| (586,278,053) |
| ||
Net Increase (Decrease) in Net Assets | 180,154,968 |
|
|
| (364,180,710) |
| |||
Distributions ($): |
| ||||||||
Distributions to shareholders |
|
| (198,845,595) |
|
|
| (295,559,138) |
| |
Capital Stock Transactions ($): |
| ||||||||
Net proceeds from shares sold |
|
| 163,005,453 |
|
|
| 216,279,637 |
| |
Distributions reinvested |
|
| 193,006,792 |
|
|
| 286,737,423 |
| |
Cost of shares redeemed |
|
| (318,865,373) |
|
|
| (477,214,418) |
| |
Increase (Decrease) in Net Assets | 37,146,872 |
|
|
| 25,802,642 |
| |||
Total Increase (Decrease) in Net Assets | 18,456,245 |
|
|
| (633,937,206) |
| |||
Net Assets ($): |
| ||||||||
Beginning of Period |
|
| 1,919,563,756 |
|
|
| 2,553,500,962 |
| |
End of Period |
|
| 1,938,020,001 |
|
|
| 1,919,563,756 |
| |
Capital Share Transactions (Shares): |
| ||||||||
Shares sold |
|
| 3,376,306 |
|
|
| 3,945,295 |
| |
Shares issued for distributions reinvested |
|
| 4,445,113 |
|
|
| 4,859,956 |
| |
Shares redeemed |
|
| (6,644,669) |
|
|
| (8,781,762) |
| |
Net Increase (Decrease) in Shares Outstanding | 1,176,750 |
|
|
| 23,489 |
| |||
|
|
|
|
|
|
|
|
|
|
See notes to financial statements. |
23
FINANCIAL HIGHLIGHTS
The following table describes the performance for the fiscal periods indicated. 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.
Year Ended October 31, | ||||||||
2023 | 2022 | 2021 | 2020 | 2019 | ||||
Per Share Data ($): | ||||||||
Net asset value, | 49.07 | 65.31 | 51.48 | 53.93 | 55.44 | |||
Investment Operations: | ||||||||
Net investment incomea | .57 | .56 | .56 | .71 | .79 | |||
Net realized and unrealized gain | 3.59 | (9.08) | 19.58 | 4.07 | 5.03 | |||
Total from Investment Operations | 4.16 | (8.52) | 20.14 | 4.78 | 5.82 | |||
Distributions: | ||||||||
Dividends from net | (.62) | (.58) | (.75) | (.85) | (.84) | |||
Dividends from net realized gain | (4.52) | (7.14) | (5.56) | (6.38) | (6.49) | |||
Total Distributions | (5.14) | (7.72) | (6.31) | (7.23) | (7.33) | |||
Net asset value, end of period | 48.09 | 49.07 | 65.31 | 51.48 | 53.93 | |||
Total Return (%) | 9.60 | (15.03) | 42.21 | 9.13 | 13.76 | |||
Ratios/Supplemental Data (%): | ||||||||
Ratio of total expenses to | .51 | .51 | .51 | .51 | .51 | |||
Ratio of net expenses to | .50 | .50 | .50 | .50 | .50 | |||
Ratio of net investment | 1.19 | 1.03 | .95 | 1.41 | 1.55 | |||
Portfolio Turnover Rate | 1.98 | 1.89 | 3.31 | 2.43 | 2.81 | |||
Net Assets, | 1,938,020 | 1,919,564 | 2,553,501 | 2,078,988 | 2,272,556 |
a Based on average shares outstanding.
See notes to financial statements.
24
NOTES TO FINANCIAL STATEMENTS
NOTE 1—Significant Accounting Policies:
BNY Mellon S&P 500 Index Fund (the “fund”) is a separate diversified series of BNY Mellon Index Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering three series, including the fund. The fund’s investment objective is to seek to match the performance of the S&P 500® Index. 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. BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares, which are sold to the public without a sales charge.
The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.
The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.
The Company 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
25
NOTES TO FINANCIAL STATEMENTS (continued)
active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).
Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.
Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:
Level 1—unadjusted quoted prices in active markets for identical investments.
Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).
Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
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 Company’s Board of Directors (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 equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.
Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of
26
the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.
Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant American Depositary Receipts and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.
When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, 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.
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 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 October 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:† | ||||||
Equity Securities - Common Stocks | 1,920,781,826 | - | - | 1,920,781,826 |
27
NOTES TO FINANCIAL STATEMENTS (continued)
Level 1-Unadjusted Quoted Prices | Level 2- Other Significant Observable Inputs | Level 3-Significant Unobservable Inputs | Total | |||
Assets ($) (continued) | ||||||
Investments in Securities:† (continued) | ||||||
Investment Companies | 15,771,948 | - | - | 15,771,948 | ||
Liabilities ($) | ||||||
Other Financial Instruments: | ||||||
Futures†† | (10,937) | - | - | (10,937) |
† See Statement of Investments for additional detailed categorizations, if any.
†† 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 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 October 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.
Pursuant to a securities lending agreement with BNY Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. Any non-cash collateral received cannot be sold or re-pledged by the fund, except in the event of borrower default. The securities on loan, if any, are also disclosed in the fund’s Statement of Investments. 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
28
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 October 31, 2023, BNY Mellon earned $7,042 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.
For financial reporting purposes, the fund elects not to offset assets and liabilities subject to a securities lending agreement, if any, in the Statement of Assets and Liabilities. Therefore, all qualifying transactions are presented on a gross basis in the Statement of Assets and Liabilities. As of October 31, 2023, the fund had securities on loan and the value of the related collateral received by the fund exceeded the value of the securities loaned by the fund. The value of the securities loaned by the fund, if any, are also disclosed in the Statement of Assets and Liabilities and in the Statement of Investments. The total amount of cash and non-cash securities lending collateral received is disclosed in the footnotes to the Statement of Investments.
(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.
(e) Market Risk: The value of the securities in which the fund invests may be affected by political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed-income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide.
(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
29
NOTES TO FINANCIAL STATEMENTS (continued)
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 October 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 expense in the Statement of Operations. During the period ended October 31, 2023, the fund did not incur any interest or penalties.
Each tax year in the four-year period ended October 31, 2023 remains subject to examination by the Internal Revenue Service and state taxing authorities.
At October 31, 2023, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $17,931,631, undistributed capital gains $126,245,996 and unrealized appreciation $1,479,875,992.
The tax character of distributions paid to shareholders during the fiscal years ended October 31, 2023 and October 31, 2022 were as follows: ordinary income $24,003,665 and $26,336,928, and long-term capital gains $174,841,930 and $269,222,210, respectively.
NOTE 2—Bank Lines of Credit:
The fund participates with other long-term open-end funds managed by the Adviser in a $738 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY 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 $618 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $120 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. Prior to September 27, 2023, the Citibank Credit Facility was $823.5 million with Tranche A available in an amount equal to $688.5 million and Tranche B available in an amount equal to $135 million. In connection therewith, the fund has agreed to pay its pro
30
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 October 31, 2023, the fund did not borrow under the Facilities.
NOTE 3—Management 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 .25% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has agreed in its management agreement with the fund to: (1) pay all of the fund’s direct expenses, except management fees, Shareholder Services Plan fees and certain other expenses, including the fees and expenses of the non-interested board members and the fees and expenses of counsel to the fund and to the non-interested board members, and (2) reduce its fee pursuant to the management agreement in an amount equal to the fund’s allocable portion of the fees and expenses of the non-interested board members and the fees and expenses of counsel to the fund and to the non-interested board members. These provisions in the management agreement may not be amended without the approval of the fund’s shareholders. During the period ended October 31, 2023, fees reimbursed by the Adviser amounted to $118,550.
(b) Under the Shareholder Services Plan, the fund pays the Distributor for the provision of certain services, at an annual rate of .25% of the value of the fund’s average daily net assets. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts such as recordkeeping and sub-accounting services. 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 October 31, 2023, the fund was charged $4,975,546 pursuant to the Shareholder Services Plan.
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, 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.
31
NOTES TO FINANCIAL STATEMENTS (continued)
The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fee of $420,446 and Shareholder Services Plan fees of $420,446, which are offset against an expense reimbursement currently in effect in the amount of $7,750.
(c) Each board member also serves as a board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.
NOTE 4—Securities Transactions:
The aggregate amount of purchases and sales of investment securities, excluding short-term securities and futures, during the period ended October 31, 2023, amounted to $39,133,014 and $185,627,132, respectively.
Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. Rule 18f-4 under the Act regulates the use of derivatives transactions for certain funds registered under the Act. The fund is deemed a “limited” derivatives user under the rule and is required to limit its derivatives exposure so that the total notional value of applicable 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 October 31, 2023 is discussed below.
Futures: In the normal course of pursuing its investment objective, the fund is exposed to market risk, including equity price 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 October 31, 2023 are set forth in the Statement of Investments.
32
The following table summarizes the average market value of derivatives outstanding during the period ended October 31, 2023:
|
| Average Market Value ($) |
Equity futures |
| 16,277,466 |
At October 31, 2023, the cost of investments for federal income tax purposes was $456,677,782; accordingly, accumulated net unrealized appreciation on investments was $1,479,875,992, consisting of $1,527,030,894 gross unrealized appreciation and $47,154,902 gross unrealized depreciation.
33
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and the Board of Directors of BNY Mellon S&P 500 Index Fund
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of BNY Mellon S&P 500 Index Fund (the “Fund”) (one of the funds constituting BNY Mellon Index Funds, Inc. (the “Company”)), including the statement of investments, as of October 31, 2023, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting BNY Mellon Index Funds, Inc.) at October 31, 2023, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of the Company’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2023, by correspondence with the custodian, brokers and others; when replies were not received from brokers and others, we performed other auditing procedures. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
We have served as the auditor of one or more investment companies in the BNY Mellon Family of Funds since at least 1957, but we are unable to determine the specific year.
New York, New York
December 22, 2023
34
IMPORTANT TAX INFORMATION (Unaudited)
For federal tax purposes, the fund hereby reports 100% of the ordinary dividends paid during the fiscal year ended October 31, 2023 as qualifying for the corporate dividends received deduction. Also, certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $24,003,665 represents the maximum amount that may be considered qualified dividend income. Shareholders will receive notification in early 2024 of the percentage applicable to the preparation of their 2023 income tax returns. The fund also hereby reports $4.5175 per share as a long-term capital gain distribution paid on December 22, 2022.
35
PROXY RESULTS (Unaudited)
A special meeting of the Company’s shareholders was held on October 12, 2023. The proposal considered at the meeting and the results were as follows:
Shares | ||||
For | Authority Withheld | |||
To elect Board Members to hold office until their successors are duly elected and qualified† | ||||
Francine J. Bovich | 41,943,202 | 1,285,813 | ||
Michael D. DiLecce | 41,957,234 | 1,271,779 | ||
Gina D. France | 42,002,395 | 1,226,618 | ||
Joan L. Gulley | 41,868,778 | 1,360,236 | ||
Nathan Leventhal | 41,647,187 | 1,581,827 |
† Each Board Member’s term to commence January 1, 2024
In addition, Joseph S. DiMartino, Peggy C. Davis and Robin A. Melvin continue as Board Members of the Company. Mses. France and Gulley currently are Board Members of the Company, but have not been previously elected by shareholders.
36
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.
37
BOARD MEMBERS INFORMATION (Unaudited)
Independent Board Members
Chairman of the Board (1995)
Principal Occupation During Past 5 Years:
· Director or Trustee of funds in the BNY Mellon Family of Funds and certain other entities (as described in the fund’s Statement of Additional Information) (1995-Present)
Other Public Company Board Memberships During Past 5 Years:
· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (1997-May 2023)
No. of Portfolios for which Board Member Serves: 86
———————
Peggy C. Davis (80)
Board Member (2006)
Principal Occupation During Past 5 Years:
· Shad Professor of Law, New York University School of Law (1983-Present)
No. of Portfolios for which Board Member Serves: 29
———————
Gina D. France (65)
Board Member (2019)
Principal Occupation During Past 5 Years:
· France Strategic Partners, a strategy and advisory firm serving corporate clients across the United States, Founder, President and Chief Executive Officer (2003-Present)
Other Public Company Board Memberships During Past 5 Years:
· Huntington Bancshares, a bank holding company headquartered in Columbus, Ohio, Director (2016-Present)
· Cedar Fair, L.P., a publicly-traded partnership that owns and operates amusement parks and hotels in the U.S. and Canada, Director (2011-May 2023)
· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (2015-Present)
No. of Portfolios for which Board Member Serves: 22
———————
Joan Gulley (76)
Board Member (2017)
Principal Occupation During Past 5 Years:
· Nantucket Atheneum, public library, Chair (June 2018-June 2021) and Director (2015-June 2021)
· Orchard Island Club, golf and beach club, Governor (2016-Present) and President (February 2023-Present)
No. of Portfolios for which Board Member Serves: 39
———————
38
Robin A. Melvin (60)
Board Member (2012)
Principal Occupation During Past 5 Years:
· Westover School, a private girls’ boarding school in Middlebury, Connecticut, Trustee (2019-June 2023)
· Mentor Illinois, a non-profit organization dedicated to increasing the quantity and quality of mentoring services in Illinois, Co-Chair (2014–2020); Board Member (2013-2020)
· JDRF, a non-profit juvenile diabetes research foundation, Board Member (June 2021-June 2022)
Other Public Company Board Memberships During Past 5 Years:
· HPS Corporate Lending Fund, a closed-end management investment company regulated as a business development company, Trustee (August 2021-Present)
No. of Portfolios for which Board Member Serves: 68
———————
Michael D. DiLecce (61)
Advisory Board Member (2022)
Principal Occupation During Past 5 Years:
· Retired since July 2022. Global Asset Management Assurance Leader, Ernst & Young LLP (2015-2022)
· Americas Regional Talent Managing Partner for Ernst & Young’s Financial Service Practice (2017-2021)
· Partner, Ernst & Young LLP (1997-2022)
No. of Portfolios for which Board Member Serves: 22
———————
The address of the Board Members and Officers is c/o BNY Mellon Investment Adviser, Inc., 240 Greenwich Street, New York, New York 10286. Additional information about each Board Member is available in the fund’s Statement of Additional Information which can be obtained from the Adviser free of charge by calling this toll free number: 1-800-373-9387.
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OFFICERS OF THE FUND (Unaudited)
DAVID DIPETRILLO, President since January 2021.
Vice President and Director of the Adviser since February 2021; Head of North America Distribution, BNY Mellon Investment Management since February 2023; and Head of North America Product, BNY Mellon Investment Management from January 2018 to February 2023. He is an officer of 53 investment companies (comprised of 102 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 45 years old and has been an employee of BNY Mellon since 2005.
JAMES WINDELS, Treasurer since November 2001.
Director of the Adviser since February 2023; Vice President of the Adviser since September 2020; and Director–BNY Mellon Fund Administration. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 65 years old and has been an employee of the Adviser since April 1985.
PETER M. SULLIVAN, Chief Legal Officer since July 2021 and Vice President and Assistant Secretary since March 2019.
Chief Legal Officer of the Adviser and Associate General Counsel of BNY Mellon since July 2021; Senior Managing Counsel of BNY Mellon from December 2020 to July 2021; and Managing Counsel of BNY Mellon from March 2009 to December 2020. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of BNY Mellon since April 2004.
JAMES BITETTO, Vice President since August 2005 and Secretary since February 2018.
Senior Managing Counsel of BNY Mellon since December 2019; Managing Counsel of BNY Mellon from April 2014 to December 2019; and Secretary of the Adviser. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 57 years old and has been an employee of the Adviser since December 1996.
DEIRDRE CUNNANE, Vice President and Assistant Secretary since March 2019.
Managing Counsel of BNY Mellon since December 2021; and Counsel of BNY Mellon from August 2018 to December 2021. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 33 years old and has been an employee of BNY Mellon since August 2013.
SARAH S. KELLEHER, Vice President and Assistant Secretary since April 2014.
Vice President of BNY Mellon ETF Investment Adviser; LLC since February 2020; Senior Managing Counsel of BNY Mellon since September 2021; and Managing Counsel of BNY Mellon from December 2017 to September 2021. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 48 years old and has been an employee of BNY Mellon since March 2013.
JEFF PRUSNOFSKY, Vice President and Assistant Secretary since August 2005.
Senior Managing Counsel of BNY Mellon. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 58 years old and has been an employee of the Adviser since October 1990.
AMANDA QUINN, Vice President and Assistant Secretary since March 2020.
Counsel of BNY Mellon since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 38 years old and has been an employee of BNY Mellon since June 2012.
JOANNE SKERRETT, Vice President and Assistant Secretary since March 2023.
Managing Counsel of BNY Mellon since June 2022; and Senior Counsel with the Mutual Fund Directors Forum, a leading funds industry organization, from 2016 to June 2022. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 51 years old and has been an employee of the Adviser since June 2022.
40
NATALYA ZELENSKY, Vice President and Assistant Secretary since March 2017.
Chief Compliance Officer since August 2021 and Vice President since February 2020 of BNY Mellon ETF Investment Adviser, LLC; Chief Compliance Officer since August 2021 and Vice President and Assistant Secretary since February 2020 of BNY Mellon ETF Trust; Managing Counsel of BNY Mellon from December 2019 to August 2021; Counsel of BNY Mellon from May 2016 to December 2019; and Assistant Secretary of the Adviser from April 2018 to August 2021. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 38 years old and has been an employee of BNY Mellon since May 2016.
DANIEL GOLDSTEIN, Vice President since March 2022.
Head of Product Development of North America Distribution, BNY Mellon Investment Management since January 2018; Executive Vice President of North America Product, BNY Mellon Investment Management since April 2023; and Senior Vice President, Development & Oversight of North America Product, BNY Mellon Investment Management from 2010 to March 2023. He is an officer of 53 investment companies (comprised of 102 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Distributor since 1991.
JOSEPH MARTELLA, Vice President since March 2022.
Vice President of the Adviser since December 2022; Head of Product Management of North America Distribution, BNY Mellon Investment Management since January 2018; Executive Vice President of North America Product, BNY Mellon Investment Management since April 2023; and Senior Vice President of North America Product, BNY Mellon Investment Management from 2010 to March 2023. He is an officer of 53 investment companies (comprised of 102 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 47 years old and has been an employee of the Distributor since 1999.
GAVIN C. REILLY, Assistant Treasurer since December 2005.
Tax Manager–BNY Mellon Fund Administration. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of the Adviser since April 1991.
ROBERT SALVIOLO, Assistant Treasurer since July 2007.
Senior Accounting Manager–BNY Mellon Fund Administration. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 56 years old and has been an employee of the Adviser since June 1989.
ROBERT SVAGNA, Assistant Treasurer since December 2002.
Senior Accounting Manager–BNY Mellon Fund Administration. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 56 years old and has been an employee of the Adviser since November 1990.
JOSEPH W. CONNOLLY, Chief Compliance Officer since October 2004.
Chief Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust since 2004; and Chief Compliance Officer of the Adviser from 2004 until June 2021. He is the Chief Compliance Officer of 53 investment companies (comprised of 105 portfolios) managed by the Adviser. He is 66 years old.
CARIDAD M. CAROSELLA, Anti-Money Laundering Compliance Officer since January 2016.
Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust. She is an officer of 47 investment companies (comprised of 114 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 55 years old and has been an employee of the Distributor since 1997.
41
BNY Mellon S&P 500 Index Fund
240 Greenwich Street
New York, NY 10286
Adviser
BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286
Custodian
The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286
Transfer Agent &
Dividend Disbursing Agent
BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286
Distributor
BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286
Ticker Symbol: | PEOPX |
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.
© 2023 BNY Mellon Securities Corporation |
BNY Mellon Smallcap Stock Index Fund
ANNUAL REPORT October 31, 2023 |
Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.im.bnymellon.com and sign up for eCommunications. It’s simple and only takes a few minutes. |
The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds. |
Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value |
Contents
T H E F U N D
F O R M O R E I N F O R M AT I O N
Back Cover
DISCUSSION OF FUND PERFORMANCE (Unaudited)
For the period from November 1, 2022, through October 31, 2023, as provided by David France, CFA, Todd Frysinger, CFA, Vlasta Sheremeta, CFA, Michael Stoll and Marlene Walker Smith, portfolio managers.
Market and Fund Performance Overview
For the 12-month period ended October 31, 2023, the BNY Mellon Smallcap Stock Index Fund’s (the “fund”) Investor shares produced a total return of −8.13%, and its Class I shares returned −7.90%.1 In comparison, the S&P SmallCap 600® Index (the “Index”), the fund’s benchmark, produced a −7.65% total return for the same period.2,3
Equities produced mixed performance during the reporting period as inflationary pressures eased and economic growth remained positive, but the U.S. Federal Reserve (the “Fed”) warned that interest rates were likely to remain elevated. The difference in returns between the fund and the Index resulted primarily from transaction costs and operating expenses that are not reflected in Index results.
The Fund’s Investment Approach
The fund seeks to match the performance of the Index. To pursue its goal, the fund generally is fully invested in all of the stocks that comprise the Index and in futures whose performance is tied to the Index. The fund generally invests in all of the stocks in the Index in proportion to their weighting in the Index; however, at times, the fund may invest in a representative sample of stocks included in the Index and in futures whose performance is tied to the Index. Under these circumstances, the fund expects to invest in approximately 500 or more of the stocks in the Index.
Because the fund has expenses, performance will tend to be slightly lower than that of the Index. The fund attempts to have a correlation between its performance and that of the Index of at least 0.95, before fees and expenses. A correlation of 1.00 would mean that the fund and the Index were perfectly correlated.
The Index is an unmanaged index composed of the common stocks of 600 small-sized companies in the U.S. S&P weights each company’s stock in the Index by its market capitalization (i.e., the share price times the number of shares outstanding), adjusted by the number of available float shares (i.e., those shares available to public investors). Companies included in the Index generally have market capitalizations ranging between approximately $750 million and $4.6 billion, to the extent consistent with market conditions.
Equities Deliver Mixed Returns as Inflation Eases and Rates Rise
U.S. equities gained ground during the first three quarters of the reporting period as interest-rate hikes implemented by the Fed gained traction in the fight against inflation. Inflation decreased from more than 7% annually in November 2022 to between 3% and 4% from June through September 2023, while the federal funds rate rose by more than 2% to a range of 5.25%–5.50%. Counter to expectations, despite the rise in interest rates, economic growth remained relatively strong, bolstered by robust consumer spending. As a result, investor expectations turned to hopes for a “soft landing,” in which the Fed would bring inflation under control without triggering a serious recession. Growth-oriented stocks performed particularly well in this environment, with market strength led by mega-cap
2
technology-related names leveraged to advances in artificial intelligence (“AI”). Small and mid-cap stocks underperformed by a significant margin. Value-oriented and interest-rate-sensitive stocks underperformed as well, with the consumer staples, health care and financial sector producing the weakest returns.
Market sentiment shifted during the last three months of the period, as hawkish comments from the Fed dashed hopes that the central bank might soon reverse course and begin to reduce interest rates. As investors absorbed the increasing likelihood that rates would remain higher for longer, stocks lost their earlier gains, with the Index ending in negative territory. Defensive sectors, particularly consumer staples, performed relatively well during this portion of the period.
Mixed Performance Across Sectors
Sectors leveraged to U.S. economic growth, including industrials and consumer discretionary, performed relative well during the reporting period, while energy shares benefited from rising petroleum prices. Among industrials, top performers included electric energy equipment maker Powell Industries, Inc., regional airline SkyWest, Inc. and building materials producer Boise Cascade Co. In energy, gains were led by liquified petroleum gas transporter Dorian LPG Ltd., energy infrastructure company Archrock, Inc. and diversified engineering products and services company Oceaneering International, Inc. Notably strong names in consumer discretionary included specialty retailer Abercrombie & Fitch Co. and residential home builder M/I Homes, Inc.
Conversely, the health care sector lost the most ground, with notable underperformers including home medical equipment company AdaptHealth Corp., health care technology management firm Agiliti, Inc. and biotechnology developer Vir Biotechnology, Inc. In the financials sector, shares in financial services companies PRA Group, Inc. and Trupanion, Inc. lagged. In real estate, rising mortgage rates and weak office occupancy levels undermined the performance of companies such as Hudson Pacific Properties, Inc., Outfront Media, Inc. and NexPoint Residential Trust, Inc.
The fund’s use of derivatives during the period was limited to futures contracts employed solely to offset the impact of cash positions, which the fund holds pursuant to its operations, but the Index does not. Such holdings helped the fund more closely match the performance of the Index.
Replicating the Performance of the Index
Although the Fed may not raise rates further in the coming months, the impact of recent rate hikes is likely to continue rippling through the economy for some time to come. Time will tell if the rate increases already imposed can bring inflation down to the Fed’s target of 2%, and if the economy can continue to grow despite the impact of higher borrowing costs for consumers and businesses alike.
3
DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)
However developments unfold, in seeking to match the performance of the Index, we do not actively manage investments in response to macroeconomic trends. As always, we continue to monitor factors that affect the fund’s investments.
November 15, 2023
1 Total return includes reinvestment of dividends and any capital gains paid. The fund’s return reflects the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an agreement. Had these expenses not been absorbed, returns would have been lower. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.
2 Source: Lipper Inc. — The S&P SmallCap 600® Index measures the small-cap segment of the U.S. equity market. The Index is designed to track companies that meet specific inclusion criteria to ensure that they are liquid and financially viable. Investors cannot invest directly in any index.
3 “Standard & Poor’s®,” “S&P®,” and “S&P SmallCap 600®” are registered trademarks of Standard & Poor’s Financial Services LLC and have been licensed for use on behalf of the fund. The fund is not sponsored, endorsed, managed, advised, sold or promoted by Standard & Poor’s and its affiliates, and Standard & Poor’s and its affiliates make no representation regarding the advisability of investing in the fund.
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.
The fund uses an indexing strategy. It does not attempt to manage market volatility, use defensive strategies or reduce the effects of any long-term periods of poor stock performance.
The prices of small company stocks tend to be more volatile than the prices of large company stocks, mainly because these companies have less established and more volatile earnings histories. They also tend to be less liquid than larger company stocks.
The fund may, but is not required, to use derivative instruments. A small investment in derivatives could have a potentially large impact on the fund’s performance. The use of derivatives involves risks different from, or possibly greater than, the risks associated with investing directly in the underlying assets.
4
FUND PERFORMANCE (Unaudited)
Comparison of change in value of a $10,000 investment in the Investor shares and Class I shares of BNY Mellon Smallcap Stock Index Fund with a hypothetical investment of $10,000 in the S&P SmallCap 600® Index (the “Index”).
† Source: Lipper Inc.
†† The total return figures presented for Class I shares of the fund reflect the performance of the fund’s Investor shares for the period prior to 8/31/16 (the inception date for Class I shares).
Past performance is not predictive of future performance.
The above graph compares a hypothetical $10,000 investment made in the Investor shares and Class I shares of BNY Mellon Smallcap Stock Index Fund on 10/31/13 to a hypothetical investment of $10,000 made in the Index on that date. All dividends and capital gain distributions are reinvested.
The fund’s performance shown in the line graph above takes into account all applicable fees and expenses. The Index measures the small-cap segment of the U.S. equity market. The Index is designed to track companies that meet specific inclusion criteria to ensure that they are liquid and financially viable. Unlike a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.
Average Annual Total Returns as of 10/31/2023 | ||||
Inception | 1 Year | 5 Years | 10 Years | |
Investor shares | 6/30/97 | -8.13% | 3.82% | 6.64% |
Class I Shares | 8/31/16 | -7.90% | 4.07% | 6.83%† |
S&P SmallCap 600® Index | -7.65% | 4.28% | 7.13% |
† The total return performance figures presented for Class I shares of the fund reflect the performance of the fund’s Investor shares for the period prior to 8/31/16 (the inception date for Class I shares).
The performance data quoted represents past performance, which is no guarantee of future results. Share price and investment return fluctuate and an investor’s shares may be worth more or less than original cost upon redemption. Current performance may be lower or higher than the performance quoted. Go to www.im.bnymellon.com for the fund’s most recent month-end returns.
The fund’s performance shown in the graph and table does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.
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 Smallcap Stock Index Fund from May 1, 2023 to October 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.
Expenses and Value of a $1,000 Investment |
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Assume actual returns for the six months ended October 31, 2023 |
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| Investor Shares | Class I |
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Expenses paid per $1,000† | $2.51 | $1.28 |
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Ending value (after expenses) | $950.50 | $951.60 |
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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 |
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Assuming a hypothetical 5% annualized return for the six months ended October 31, 2023 |
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| Investor Shares | Class I |
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Expenses paid per $1,000† | $2.60 | $1.33 |
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Ending value (after expenses) | $1,022.63 | $1,023.89 |
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† | Expenses are equal to the fund’s annualized expense ratio of .51% for Investor Shares and .26% for Class I, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). |
6
STATEMENT OF INVESTMENTS
October 31, 2023
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% | |||||||
Automobiles & Components - 1.5% | |||||||
American Axle & Manufacturing Holdings, Inc. | 133,691 | a | 902,414 | ||||
Dana, Inc. | 146,552 | 1,682,417 | |||||
Dorman Products, Inc. | 32,668 | a | 2,031,296 | ||||
Gentherm, Inc. | 37,667 | a | 1,514,967 | ||||
LCI Industries | 29,229 | b | 3,171,054 | ||||
Patrick Industries, Inc. | 24,229 | 1,820,809 | |||||
Phinia, Inc. | 54,283 | 1,404,844 | |||||
Standard Motor Products, Inc. | 22,015 | 768,984 | |||||
Winnebago Industries, Inc. | 34,408 | 1,993,944 | |||||
XPEL, Inc. | 24,602 | a | 1,139,073 | ||||
16,429,802 | |||||||
Banks - 9.0% | |||||||
Ameris Bancorp | 74,321 | 2,772,173 | |||||
Atlantic Union Bankshares Corp. | 86,248 | 2,484,805 | |||||
Axos Financial, Inc. | 60,223 | a | 2,169,835 | ||||
Banc of California, Inc. | 58,661 | 657,590 | |||||
BancFirst Corp. | 16,842 | 1,366,055 | |||||
Bank of Hawaii Corp. | 45,627 | 2,253,518 | |||||
BankUnited, Inc. | 85,988 | 1,875,398 | |||||
Banner Corp. | 39,676 | 1,674,724 | |||||
Berkshire Hills Bancorp, Inc. | 49,788 | 976,343 | |||||
Brookline Bancorp, Inc. | 104,016 | 846,690 | |||||
Capitol Federal Financial, Inc. | 149,403 | 776,896 | |||||
Cathay General Bancorp | 83,187 | 2,820,871 | |||||
Central Pacific Financial Corp. | 31,184 | 492,084 | |||||
City Holding Co. | 17,251 | 1,566,046 | |||||
Community Bank System, Inc. | 61,442 | 2,454,608 | |||||
Customers Bancorp, Inc. | 32,293 | a | 1,298,502 | ||||
CVB Financial Corp. | 151,954 | 2,373,521 | |||||
Dime Community Bancshares, Inc. | 40,383 | 742,643 | |||||
Eagle Bancorp, Inc. | 35,449 | 690,547 | |||||
FB Financial Corp. | 40,378 | 1,185,902 | |||||
First Bancorp/NC | 47,513 | 1,378,827 | |||||
First Bancorp/Puerto Rico | 205,127 | 2,738,445 | |||||
First Commonwealth Financial Corp. | 117,768 | 1,434,414 | |||||
First Financial Bancorp | 109,809 | 2,031,466 | |||||
First Hawaiian, Inc. | 146,215 | 2,621,635 | |||||
Fulton Financial Corp. | 189,617 | 2,463,125 | |||||
Hanmi Financial Corp. | 35,867 | 526,528 | |||||
Heritage Financial Corp. | 40,937 | 666,045 |
7
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Banks - 9.0% (continued) | |||||||
Hilltop Holdings, Inc. | 53,161 | 1,468,307 | |||||
Hope Bancorp, Inc. | 137,877 | 1,207,803 | |||||
Independent Bank Corp. | 50,856 | 2,481,773 | |||||
Independent Bank Group, Inc. | 41,739 | 1,475,474 | |||||
Lakeland Financial Corp. | 29,319 | 1,443,961 | |||||
National Bank Holdings Corp., Cl. A | 43,092 | 1,343,609 | |||||
NBT Bancorp, Inc. | 54,375 | 1,819,931 | |||||
Northfield Bancorp, Inc. | 47,083 | 404,914 | |||||
Northwest Bancshares, Inc. | 145,690 | 1,518,090 | |||||
OFG Bancorp | 53,942 | 1,597,762 | |||||
Pacific Premier Bancorp, Inc. | 109,212 | 2,075,028 | |||||
PacWest Bancorp | 139,922 | 990,648 | |||||
Park National Corp. | 16,604 | 1,683,480 | |||||
Pathward Financial, Inc. | 30,185 | 1,367,079 | |||||
Preferred Bank | 14,828 | 883,304 | |||||
Provident Financial Services, Inc. | 86,795 | 1,219,470 | |||||
Renasant Corp. | 64,790 | 1,580,228 | |||||
S&T Bancorp, Inc. | 44,145 | 1,137,175 | |||||
Seacoast Banking Corp. of Florida | 97,075 | 1,961,886 | |||||
ServisFirst Bancshares, Inc. | 56,366 | 2,658,221 | |||||
Simmons First National Corp., Cl. A | 144,454 | 2,052,691 | |||||
Southside Bancshares, Inc. | 34,197 | 913,060 | |||||
Stellar Bancorp, Inc. | 54,555 | 1,186,026 | |||||
The Bancorp, Inc. | 62,259 | a | 2,219,533 | ||||
Tompkins Financial Corp. | 14,842 | 743,287 | |||||
Triumph Financial, Inc. | 25,011 | a | 1,556,935 | ||||
TrustCo Bank Corp. | 22,225 | 567,404 | |||||
Trustmark Corp. | 70,837 | 1,424,532 | |||||
United Community Banks, Inc. | 136,093 | 3,006,294 | |||||
Veritex Holdings, Inc. | 62,421 | 1,074,890 | |||||
WaFd, Inc. | 74,684 | 1,843,201 | |||||
Westamerica Bancorporation | 31,302 | 1,478,706 | |||||
WSFS Financial Corp. | 69,982 | 2,477,363 | |||||
96,201,301 | |||||||
Capital Goods - 12.1% | |||||||
3D Systems Corp. | 148,401 | a | 553,536 | ||||
AAON, Inc. | 77,785 | 4,237,727 | |||||
AAR Corp. | 38,461 | a | 2,283,045 | ||||
AeroVironment, Inc. | 30,301 | a | 3,474,313 | ||||
Alamo Group, Inc. | 11,961 | 1,917,348 | |||||
Albany International Corp., Cl. A | 35,813 | 2,922,699 | |||||
American Woodmark Corp. | 18,976 | a | 1,275,756 | ||||
Apogee Enterprises, Inc. | 25,148 | 1,079,352 |
8
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Capital Goods - 12.1% (continued) | |||||||
Applied Industrial Technologies, Inc. | 44,484 | 6,828,739 | |||||
Arcosa, Inc. | 56,378 | 3,894,028 | |||||
Astec Industries, Inc. | 26,275 | 1,052,051 | |||||
AZZ, Inc. | 29,096 | 1,375,368 | |||||
Barnes Group, Inc. | 58,671 | 1,219,770 | |||||
Boise Cascade Co. | 45,538 | 4,269,187 | |||||
Comfort Systems USA, Inc. | 41,191 | 7,490,583 | |||||
DXP Enterprises, Inc. | 16,221 | a | 528,805 | ||||
Dycom Industries, Inc. | 33,743 | a | 2,874,229 | ||||
Encore Wire Corp. | 19,429 | 3,474,488 | |||||
Enerpac Tool Group Corp. | 64,870 | 1,835,821 | |||||
EnPro Industries, Inc. | 24,149 | 2,681,988 | |||||
ESCO Technologies, Inc. | 29,804 | 2,897,545 | |||||
Federal Signal Corp. | 70,497 | 4,091,646 | |||||
Franklin Electric Co., Inc. | 45,718 | 3,964,665 | |||||
Gibraltar Industries, Inc. | 34,850 | a | 2,120,971 | ||||
GMS, Inc. | 46,940 | a | 2,745,051 | ||||
Granite Construction, Inc. | 50,791 | b | 2,056,020 | ||||
Griffon Corp. | 46,815 | 1,869,791 | |||||
Hayward Holdings, Inc. | 146,424 | a | 1,537,452 | ||||
Hillenbrand, Inc. | 80,071 | 3,045,100 | |||||
Insteel Industries, Inc. | 22,916 | 639,586 | |||||
John Bean Technologies Corp. | 36,565 | 3,803,491 | |||||
Kaman Corp. | 33,088 | 615,768 | |||||
Kennametal, Inc. | 90,513 | 2,091,755 | |||||
Lindsay Corp. | 12,768 | 1,594,979 | |||||
Masterbrand, Inc. | 147,847 | a | 1,642,580 | ||||
Mercury Systems, Inc. | 58,754 | a | 2,113,969 | ||||
Moog, Inc., Cl. A | 32,955 | 3,824,428 | |||||
Mueller Industries, Inc. | 131,342 | 4,952,907 | |||||
MYR Group, Inc. | 19,242 | a | 2,228,801 | ||||
National Presto Industries, Inc. | 6,121 | 457,545 | |||||
NOW, Inc. | 122,774 | a | 1,352,969 | ||||
PGT Innovations, Inc. | 67,470 | a | 2,020,052 | ||||
Powell Industries, Inc. | 10,775 | 825,904 | |||||
Proto Labs, Inc. | 30,817 | a | 727,589 | ||||
Quanex Building Products Corp. | 37,711 | 1,012,540 | |||||
Resideo Technologies, Inc. | 169,476 | a | 2,454,012 | ||||
SPX Technologies, Inc. | 52,759 | a | 4,227,051 | ||||
Standex International Corp. | 13,712 | 1,968,632 | |||||
SunPower Corp. | 101,571 | a,b | 433,708 | ||||
Tennant Co. | 21,432 | 1,590,683 | |||||
The Greenbrier Companies, Inc. | 35,636 | 1,232,649 |
9
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Capital Goods - 12.1% (continued) | |||||||
Titan International, Inc. | 60,793 | a | 690,608 | ||||
Trinity Industries, Inc. | 94,824 | 1,975,184 | |||||
Triumph Group, Inc. | 90,220 | a | 673,041 | ||||
Veritiv Corp. | 15,586 | 2,640,424 | |||||
Vicor Corp. | 26,006 | a | 1,007,472 | ||||
Wabash National Corp. | 53,830 | 1,113,743 | |||||
129,509,144 | |||||||
Commercial & Professional Services - 3.3% | |||||||
ABM Industries, Inc. | 76,490 | 3,009,117 | |||||
Brady Corp., Cl. A | 52,937 | 2,724,138 | |||||
CoreCivic, Inc. | 131,715 | a | 1,672,781 | ||||
CSG Systems International, Inc. | 34,601 | 1,621,403 | |||||
Deluxe Corp. | 49,658 | 846,669 | |||||
Enviri Corp. | 93,985 | a | 539,474 | ||||
Forrester Research, Inc. | 12,713 | a | 294,942 | ||||
Healthcare Services Group, Inc. | 84,164 | 799,558 | |||||
Heidrick & Struggles International, Inc. | 22,600 | 550,084 | |||||
HNI Corp. | 53,221 | 1,846,236 | |||||
Interface, Inc. | 68,426 | 608,307 | |||||
Kelly Services, Inc., Cl. A | 37,888 | 676,301 | |||||
Korn Ferry | 61,514 | 2,800,117 | |||||
Liquidity Services, Inc. | 26,716 | a | 514,817 | ||||
Matthews International Corp., Cl. A | 35,269 | 1,249,933 | |||||
MillerKnoll, Inc. | 88,236 | 2,073,546 | |||||
NV5 Global, Inc. | 14,726 | a | 1,389,398 | ||||
Openlane, Inc. | 126,672 | a | 1,701,205 | ||||
Pitney Bowes, Inc. | 174,633 | 564,065 | |||||
Resources Connection, Inc. | 37,493 | 505,031 | |||||
The GEO Group, Inc. | 144,959 | a | 1,266,942 | ||||
TrueBlue, Inc. | 36,152 | a | 400,203 | ||||
TTEC Holdings, Inc. | 21,969 | 452,122 | |||||
UniFirst Corp. | 17,389 | 2,859,273 | |||||
Verra Mobility Corp. | 196,129 | a | 3,877,470 | ||||
Viad Corp. | 23,309 | a | 564,777 | ||||
35,407,909 | |||||||
Consumer Discretionary Distribution - 5.0% | |||||||
Abercrombie & Fitch Co., Cl. A | 57,973 | a | 3,525,918 | ||||
Academy Sports & Outdoors, Inc. | 88,469 | 3,966,950 | |||||
Advance Auto Parts, Inc. | 68,836 | 3,581,537 | |||||
American Eagle Outfitters, Inc. | 214,713 | 3,751,036 | |||||
America's Car-Mart, Inc. | 6,869 | a | 460,086 | ||||
Asbury Automotive Group, Inc. | 23,663 | a | 4,528,388 | ||||
Boot Barn Holdings, Inc. | 34,458 | a | 2,394,831 |
10
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Consumer Discretionary Distribution - 5.0% (continued) | |||||||
Caleres, Inc. | 39,282 | 1,004,834 | |||||
Chico's FAS, Inc. | 141,521 | a | 1,058,577 | ||||
Designer Brands, Inc., Cl. A | 58,257 | 588,978 | |||||
Foot Locker, Inc. | 94,470 | b | 1,982,925 | ||||
Group 1 Automotive, Inc. | 16,228 | 4,094,811 | |||||
Guess?, Inc. | 30,770 | 661,555 | |||||
Haverty Furniture Cos., Inc. | 15,227 | 396,663 | |||||
Hibbett, Inc. | 14,832 | 683,310 | |||||
Kohl's Corp. | 127,390 | b | 2,872,644 | ||||
Leslie's, Inc. | 210,487 | a | 1,039,806 | ||||
MarineMax, Inc. | 22,506 | a | 616,214 | ||||
Monro, Inc. | 35,419 | 879,100 | |||||
National Vision Holdings, Inc. | 90,102 | a | 1,400,185 | ||||
Sally Beauty Holdings, Inc. | 123,006 | a | 1,045,551 | ||||
Shoe Carnival, Inc. | 19,842 | 453,985 | |||||
Signet Jewelers Ltd. | 52,137 | b | 3,640,727 | ||||
Sleep Number Corp. | 24,990 | a | 406,587 | ||||
Sonic Automotive, Inc., Cl. A | 18,102 | 866,181 | |||||
The Buckle, Inc. | 33,694 | 1,137,846 | |||||
The ODP Corp. | 38,925 | a | 1,748,511 | ||||
Upbound Group, Inc. | 53,198 | 1,386,340 | |||||
Urban Outfitters, Inc. | 65,216 | a | 2,257,778 | ||||
Victoria's Secret & Co. | 88,806 | a,b | 1,587,851 | ||||
54,019,705 | |||||||
Consumer Durables & Apparel - 4.2% | |||||||
Cavco Industries, Inc. | 9,417 | a | 2,349,636 | ||||
Century Communities, Inc. | 33,042 | 2,032,083 | |||||
Ethan Allen Interiors, Inc. | 26,897 | 706,315 | |||||
G-III Apparel Group Ltd. | 46,869 | a | 1,197,503 | ||||
Green Brick Partners, Inc. | 29,147 | a | 1,127,989 | ||||
Hanesbrands, Inc. | 404,660 | b | 1,695,525 | ||||
Installed Building Products, Inc. | 27,239 | 3,041,779 | |||||
iRobot Corp. | 31,710 | a | 1,044,210 | ||||
Kontoor Brands, Inc. | 57,519 | 2,671,758 | |||||
La-Z-Boy, Inc. | 49,644 | 1,451,591 | |||||
LGI Homes, Inc. | 23,338 | a | 2,205,674 | ||||
M.D.C. Holdings, Inc. | 68,939 | 2,616,235 | |||||
M/I Homes, Inc. | 31,837 | a | 2,612,863 | ||||
Meritage Homes Corp. | 42,239 | 4,816,091 | |||||
Movado Group, Inc. | 18,635 | 519,171 | |||||
Newell Brands, Inc. | 440,659 | 2,961,228 | |||||
Oxford Industries, Inc. | 17,100 | 1,443,240 | |||||
Sonos, Inc. | 148,583 | a,b | 1,601,725 |
11
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Consumer Durables & Apparel - 4.2% (continued) | |||||||
Steven Madden Ltd. | 81,246 | b | 2,664,056 | ||||
Sturm Ruger & Co., Inc. | 20,230 | 1,119,731 | |||||
Tri Pointe Homes, Inc. | 113,925 | a | 2,854,960 | ||||
Vista Outdoor, Inc. | 67,465 | a | 1,694,721 | ||||
Wolverine World Wide, Inc. | 93,615 | 753,601 | |||||
45,181,685 | |||||||
Consumer Services - 3.2% | |||||||
Adtalem Global Education, Inc. | 47,771 | a | 2,474,538 | ||||
BJ's Restaurants, Inc. | 27,174 | a | 698,915 | ||||
Bloomin' Brands, Inc. | 99,968 | 2,333,253 | |||||
Brinker International, Inc. | 51,214 | a,b | 1,737,179 | ||||
Chuy's Holdings, Inc. | 20,251 | a | 681,649 | ||||
Cracker Barrel Old Country Store, Inc. | 25,237 | 1,674,727 | |||||
Dave & Buster's Entertainment, Inc. | 39,857 | a | 1,392,604 | ||||
Dine Brands Global, Inc. | 17,823 | 878,496 | |||||
Frontdoor, Inc. | 92,404 | a | 2,673,248 | ||||
Golden Entertainment, Inc. | 24,890 | 780,550 | |||||
Jack in the Box, Inc. | 23,346 | 1,475,000 | |||||
Mister Car Wash, Inc. | 101,521 | a,b | 527,909 | ||||
Monarch Casino & Resort, Inc. | 15,206 | 915,249 | |||||
Papa John's International, Inc. | 37,797 | b | 2,457,561 | ||||
Perdoceo Education Corp. | 75,982 | 1,374,514 | |||||
Sabre Corp. | 384,023 | a | 1,344,081 | ||||
Shake Shack, Inc., Cl. A | 43,110 | a | 2,415,884 | ||||
Six Flags Entertainment Corp. | 83,413 | a | 1,659,919 | ||||
Strategic Education, Inc. | 25,268 | 2,079,809 | |||||
Stride, Inc. | 47,001 | a | 2,584,115 | ||||
The Cheesecake Factory, Inc. | 54,533 | b | 1,694,340 | ||||
33,853,540 | |||||||
Consumer Staples Distribution - .6% | |||||||
PriceSmart, Inc. | 29,894 | 1,868,076 | |||||
SpartanNash Co. | 39,646 | 891,639 | |||||
The Andersons, Inc. | 36,606 | 1,835,059 | |||||
The Chefs' Warehouse, Inc. | 41,532 | a | 790,354 | ||||
United Natural Foods, Inc. | 67,028 | a | 977,268 | ||||
6,362,396 | |||||||
Energy - 5.4% | |||||||
Archrock, Inc. | 158,985 | 2,014,340 | |||||
Bristow Group, Inc. | 27,657 | a | 722,954 | ||||
California Resources Corp. | 74,888 | 3,938,360 | |||||
Callon Petroleum Co. | 64,026 | a,b | 2,391,371 | ||||
Comstock Resources, Inc. | 106,024 | b | 1,335,902 | ||||
CONSOL Energy, Inc. | 33,171 | 3,048,083 |
12
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Energy - 5.4% (continued) | |||||||
Core Laboratories, Inc. | 53,807 | 1,152,546 | |||||
CVR Energy, Inc. | 33,349 | 1,092,180 | |||||
Dorian LPG Ltd. | 39,904 | b | 1,275,731 | ||||
Dril-Quip, Inc. | 38,618 | a | 836,466 | ||||
Green Plains, Inc. | 67,924 | a,b | 1,995,607 | ||||
Helix Energy Solutions Group, Inc. | 164,695 | a | 1,614,011 | ||||
Helmerich & Payne, Inc. | 114,310 | 4,523,247 | |||||
Liberty Energy, Inc. | 179,537 | 3,536,879 | |||||
Nabors Industries Ltd. | 10,359 | a | 1,011,453 | ||||
Northern Oil & Gas, Inc. | 104,189 | 3,994,606 | |||||
Oceaneering International, Inc. | 116,321 | a | 2,557,899 | ||||
Oil States International, Inc. | 71,551 | a | 519,460 | ||||
Par Pacific Holdings, Inc. | 65,179 | a | 2,139,175 | ||||
Patterson-UTI Energy, Inc. | 368,729 | 4,682,858 | |||||
ProPetro Holding Corp. | 99,819 | a | 1,046,103 | ||||
REX American Resources Corp. | 17,893 | a | 680,113 | ||||
RPC, Inc. | 99,636 | 828,972 | |||||
SM Energy Co. | 136,412 | 5,500,132 | |||||
Talos Energy, Inc. | 116,684 | a | 1,808,602 | ||||
U.S. Silica Holdings, Inc. | 88,492 | a | 1,068,098 | ||||
Vital Energy, Inc. | 19,238 | a | 962,670 | ||||
World Kinect Corp. | 69,703 | 1,289,506 | |||||
57,567,324 | |||||||
Equity Real Estate Investment - 7.0% | |||||||
Acadia Realty Trust | 110,219 | c | 1,578,336 | ||||
Alexander & Baldwin, Inc. | 83,498 | c | 1,319,268 | ||||
American Assets Trust, Inc. | 56,161 | c | 996,858 | ||||
Apple Hospitality REIT, Inc. | 246,278 | b,c | 3,861,639 | ||||
Armada Hoffler Properties, Inc. | 79,487 | c | 791,691 | ||||
Brandywine Realty Trust | 197,518 | c | 738,717 | ||||
CareTrust REIT, Inc. | 113,800 | c | 2,448,976 | ||||
Centerspace | 17,261 | c | 838,539 | ||||
Chatham Lodging Trust | 56,731 | c | 524,762 | ||||
Community Healthcare Trust, Inc. | 28,367 | c | 813,282 | ||||
DiamondRock Hospitality Co. | 238,609 | c | 1,844,448 | ||||
Douglas Emmett, Inc. | 190,977 | c | 2,140,852 | ||||
Easterly Government Properties, Inc. | 107,275 | c | 1,154,279 | ||||
Elme Communities | 100,600 | c | 1,283,656 | ||||
Essential Properties Realty Trust, Inc. | 180,096 | c | 3,953,107 | ||||
Four Corners Property Trust, Inc. | 103,437 | c | 2,203,208 | ||||
Getty Realty Corp. | 52,793 | c | 1,405,350 | ||||
Global Net Lease, Inc. | 222,300 | b,c | 1,765,062 | ||||
Highwoods Properties, Inc. | 120,676 | c | 2,158,894 |
13
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Equity Real Estate Investment - 7.0% (continued) | |||||||
Hudson Pacific Properties, Inc. | 150,159 | c | 669,709 | ||||
Innovative Industrial Properties, Inc. | 32,539 | c | 2,337,276 | ||||
JBG SMITH Properties | 109,226 | c | 1,405,739 | ||||
LTC Properties, Inc. | 47,914 | c | 1,514,562 | ||||
LXP Industrial Trust | 339,535 | c | 2,685,722 | ||||
NexPoint Residential Trust, Inc. | 26,181 | c | 706,625 | ||||
Outfront Media, Inc. | 168,814 | c | 1,647,625 | ||||
Pebblebrook Hotel Trust | 139,797 | b,c | 1,667,778 | ||||
Phillips Edison & Co., Inc. | 136,229 | b,c | 4,810,246 | ||||
Retail Opportunity Investments Corp. | 143,085 | c | 1,679,818 | ||||
RPT Realty | 91,239 | c | 984,469 | ||||
Safehold, Inc. | 50,698 | b,c | 824,856 | ||||
Saul Centers, Inc. | 15,112 | c | 525,444 | ||||
Service Properties Trust | 190,804 | c | 1,383,329 | ||||
SITE Centers Corp. | 205,158 | c | 2,392,142 | ||||
SL Green Realty Corp. | 74,801 | c | 2,190,921 | ||||
Summit Hotel Properties, Inc. | 121,622 | c | 685,948 | ||||
Sunstone Hotel Investors, Inc. | 240,595 | c | 2,237,533 | ||||
Tanger Factory Outlet Centers, Inc. | 121,675 | c | 2,743,771 | ||||
The Macerich Company | 248,163 | c | 2,412,144 | ||||
Uniti Group, Inc. | 274,903 | c | 1,264,554 | ||||
Universal Health Realty Income Trust | 15,014 | c | 577,138 | ||||
Urban Edge Properties | 134,139 | c | 2,127,445 | ||||
Veris Residential, Inc. | 92,269 | c | 1,235,482 | ||||
Whitestone REIT | 53,711 | c | 534,424 | ||||
Xenia Hotels & Resorts, Inc. | 123,927 | c | 1,441,271 | ||||
74,506,895 | |||||||
Financial Services - 6.4% | |||||||
Apollo Commercial Real Estate Finance, Inc. | 151,599 | b,c | 1,509,926 | ||||
Arbor Realty Trust, Inc. | 214,794 | b,c | 2,708,552 | ||||
ARMOUR Residential REIT, Inc. | 51,457 | c | 749,728 | ||||
Artisan Partners Asset Management, Inc., Cl. A | 78,884 | 2,603,172 | |||||
Avantax, Inc. | 42,152 | a | 1,087,943 | ||||
B. Riley Financial, Inc. | 19,129 | 692,661 | |||||
Blackstone Mortgage Trust, Inc., Cl. A | 200,256 | b,c | 3,995,107 | ||||
Bread Financial Holdings, Inc. | 57,176 | 1,545,467 | |||||
Brightsphere Investment Group, Inc. | 37,359 | 585,042 | |||||
Donnelley Financial Solutions, Inc. | 28,803 | a | 1,567,747 | ||||
Ellington Financial, Inc. | 76,684 | b,c | 922,509 | ||||
Encore Capital Group, Inc. | 27,042 | a | 1,018,943 | ||||
Enova International, Inc. | 35,663 | a | 1,422,240 |
14
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Financial Services - 6.4% (continued) | |||||||
EVERTEC, Inc. | 74,279 | 2,360,587 | |||||
EZCORP, Inc., Cl. A | 60,216 | a | 493,771 | ||||
Franklin BSP Realty Trust, Inc. | 95,310 | c | 1,201,859 | ||||
Green Dot Corp., Cl. A | 50,404 | a | 563,517 | ||||
Hannon Armstrong Sustainable Infrastructure Capital, Inc. | 123,978 | c | 2,124,983 | ||||
Invesco Mortgage Capital, Inc. | 50,949 | c | 347,982 | ||||
Jackson Financial, Inc., Cl. A | 83,917 | 3,080,593 | |||||
KKR Real Estate Finance Trust, Inc. | 66,415 | c | 693,373 | ||||
Moelis & Co., Cl. A | 76,828 | b | 3,199,118 | ||||
Mr. Cooper Group, Inc. | 77,308 | a | 4,370,221 | ||||
Navient Corp. | 101,272 | 1,611,238 | |||||
NCR Atleos Corp. | 77,806 | a | 1,716,400 | ||||
New York Mortgage Trust, Inc. | 104,689 | c | 815,527 | ||||
NMI Holdings, Inc., Cl. A | 94,211 | a | 2,576,671 | ||||
Payoneer Global, Inc. | 299,492 | a | 1,734,059 | ||||
PennyMac Mortgage Investment Trust | 100,081 | b,c | 1,266,025 | ||||
Piper Sandler Cos. | 17,195 | 2,404,721 | |||||
PRA Group, Inc. | 46,340 | a | 570,445 | ||||
PROG Holdings, Inc. | 53,086 | a | 1,454,026 | ||||
Radian Group, Inc. | 182,434 | 4,622,878 | |||||
Ready Capital Corp. | 181,253 | b,c | 1,709,216 | ||||
Redwood Trust, Inc. | 131,225 | b,c | 824,093 | ||||
StoneX Group, Inc. | 20,816 | a | 1,984,181 | ||||
Two Harbors Investment Corp. | 111,117 | b,c | 1,290,068 | ||||
Virtus Investment Partners, Inc. | 7,905 | 1,456,338 | |||||
Walker & Dunlop, Inc. | 38,681 | 2,506,529 | |||||
WisdomTree, Inc. | 129,252 | 801,362 | |||||
World Acceptance Corp. | 4,118 | a | 406,117 | ||||
68,594,935 | |||||||
Food, Beverage & Tobacco - 2.6% | |||||||
B&G Foods, Inc. | 85,499 | 689,977 | |||||
Calavo Growers, Inc. | 19,606 | 496,816 | |||||
Cal-Maine Foods, Inc. | 46,846 | 2,122,592 | |||||
Fresh Del Monte Produce, Inc. | 38,554 | 963,850 | |||||
Hostess Brands, Inc. | 153,118 | a | 5,114,141 | ||||
J&J Snack Foods Corp. | 17,765 | 2,782,177 | |||||
John B. Sanfilippo & Son, Inc. | 10,268 | 1,050,006 | |||||
MGP Ingredients, Inc. | 17,827 | 1,687,504 | |||||
National Beverage Corp. | 27,047 | a | 1,254,440 | ||||
The Hain Celestial Group, Inc. | 103,072 | a | 1,138,946 | ||||
The Simply Good Foods Company | 104,880 | a | 3,910,975 | ||||
Tootsie Roll Industries, Inc. | 19,678 | 612,183 |
15
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Food, Beverage & Tobacco - 2.6% (continued) | |||||||
TreeHouse Foods, Inc. | 59,555 | a | 2,482,848 | ||||
Universal Corp. | 28,279 | 1,272,555 | |||||
Vector Group Ltd. | 153,847 | 1,581,547 | |||||
WK Kellogg Co. | 76,817 | a | 769,706 | ||||
27,930,263 | |||||||
Health Care Equipment & Services - 6.4% | |||||||
AdaptHealth Corp. | 96,311 | a | 705,960 | ||||
Addus HomeCare Corp. | 18,733 | a | 1,478,034 | ||||
Agiliti, Inc. | 40,497 | a | 227,998 | ||||
AMN Healthcare Services, Inc. | 43,883 | a | 3,328,964 | ||||
Apollo Medical Holdings, Inc. | 48,922 | a | 1,526,856 | ||||
Artivion, Inc. | 43,907 | a | 559,375 | ||||
Avanos Medical, Inc. | 54,015 | a | 991,715 | ||||
Certara, Inc. | 124,513 | a | 1,517,813 | ||||
Community Health Systems, Inc. | 154,958 | a | 331,610 | ||||
CONMED Corp. | 35,392 | 3,449,304 | |||||
CorVel Corp. | 10,565 | a | 2,048,976 | ||||
Cross Country Healthcare, Inc. | 39,739 | a | 920,355 | ||||
Embecta Corp. | 65,859 | 995,788 | |||||
Enhabit, Inc. | 59,174 | a | 436,112 | ||||
Fulgent Genetics, Inc. | 22,626 | a | 541,666 | ||||
Glaukos Corp. | 55,915 | a | 3,813,403 | ||||
HealthStream, Inc. | 28,524 | 724,510 | |||||
Integer Holdings Corp. | 38,333 | a | 3,111,490 | ||||
LeMaitre Vascular, Inc. | 23,178 | 1,125,987 | |||||
Merit Medical Systems, Inc. | 66,298 | a | 4,557,325 | ||||
ModivCare, Inc. | 14,388 | a | 607,749 | ||||
NeoGenomics, Inc. | 148,253 | a | 2,078,507 | ||||
NextGen Healthcare, Inc. | 62,291 | a | 1,490,001 | ||||
Omnicell, Inc. | 52,450 | a | 1,864,073 | ||||
OraSure Technologies, Inc. | 86,918 | a | 448,497 | ||||
Orthofix Medical, Inc. | 43,187 | a | 476,784 | ||||
Owens & Minor, Inc. | 88,672 | a | 1,270,670 | ||||
Pediatrix Medical Group, Inc. | 94,981 | a | 1,088,482 | ||||
Premier, Inc., Cl. A | 136,262 | 2,618,956 | |||||
Privia Health Group, Inc. | 117,615 | a,b | 2,472,267 | ||||
RadNet, Inc. | 68,716 | a | 1,852,583 | ||||
Schrodinger, Inc. | 63,424 | a | 1,376,301 | ||||
Select Medical Holdings Corp. | 119,261 | 2,710,803 | |||||
Simulations Plus, Inc. | 18,544 | 654,047 | |||||
STAAR Surgical Co. | 55,727 | a | 2,330,503 | ||||
Tandem Diabetes Care, Inc. | 75,590 | a,b | 1,307,707 | ||||
The Ensign Group, Inc. | 64,634 | 6,243,644 |
16
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Health Care Equipment & Services - 6.4% (continued) | |||||||
U.S. Physical Therapy, Inc. | 17,015 | 1,431,132 | |||||
UFP Technologies, Inc. | 8,124 | a | 1,266,694 | ||||
Varex Imaging Corp. | 45,905 | a | 828,585 | ||||
Veradigm, Inc. | 126,886 | a | 1,673,626 | ||||
68,484,852 | |||||||
Household & Personal Products - 2.0% | |||||||
Central Garden & Pet Co. | 11,017 | a | 480,672 | ||||
Central Garden & Pet Co., Cl. A | 47,050 | a | 1,867,415 | ||||
e.l.f. Beauty, Inc. | 62,743 | a | 5,811,884 | ||||
Edgewell Personal Care Co. | 58,901 | 2,055,645 | |||||
Energizer Holdings, Inc. | 76,358 | 2,411,386 | |||||
Inter Parfums, Inc. | 20,638 | 2,623,296 | |||||
Medifast, Inc. | 12,500 | 864,500 | |||||
Nu Skin Enterprises, Inc., Cl. A | 57,778 | 1,097,204 | |||||
USANA Health Sciences, Inc. | 13,295 | a | 605,587 | ||||
WD-40 Co. | 15,627 | 3,303,548 | |||||
21,121,137 | |||||||
Insurance - 2.9% | |||||||
Ambac Financial Group, Inc. | 53,378 | a | 647,475 | ||||
American Equity Investment Life Holding Co. | 71,068 | 3,763,761 | |||||
AMERISAFE, Inc. | 22,561 | 1,149,934 | |||||
Assured Guaranty Ltd. | 63,850 | 3,984,240 | |||||
Employers Holdings, Inc. | 30,660 | 1,165,080 | |||||
Genworth Financial, Inc., Cl. A | 534,992 | a | 3,204,602 | ||||
Goosehead Insurance, Inc., Cl. A | 27,352 | a | 1,774,324 | ||||
HCI Group, Inc. | 7,169 | 422,756 | |||||
Horace Mann Educators Corp. | 46,935 | 1,489,248 | |||||
James River Group Holdings Ltd. | 43,845 | 602,869 | |||||
Lincoln National Corp. | 194,904 | 4,243,060 | |||||
Mercury General Corp. | 30,348 | 937,146 | |||||
Palomar Holdings, Inc. | 28,713 | a | 1,437,947 | ||||
ProAssurance Corp. | 59,701 | 1,014,917 | |||||
Safety Insurance Group, Inc. | 17,090 | 1,284,655 | |||||
SiriusPoint Ltd. | 100,613 | a | 991,038 | ||||
Stewart Information Services Corp. | 31,490 | 1,375,168 | |||||
Trupanion, Inc. | 41,592 | a,b | 856,795 | ||||
United Fire Group, Inc. | 25,262 | 508,777 | |||||
30,853,792 | |||||||
Materials - 5.1% | |||||||
AdvanSix, Inc. | 31,274 | 861,599 | |||||
ATI, Inc. | 147,892 | a | 5,585,881 | ||||
Balchem Corp. | 37,169 | 4,320,525 |
17
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Materials - 5.1% (continued) | |||||||
Carpenter Technology Corp. | 56,051 | 3,515,519 | |||||
Century Aluminum Co. | 59,007 | a | 390,036 | ||||
Clearwater Paper Corp. | 19,820 | a | 670,114 | ||||
Compass Minerals International, Inc. | 38,597 | 951,030 | |||||
H.B. Fuller Co. | 61,970 | 4,099,315 | |||||
Hawkins, Inc. | 22,054 | 1,266,561 | |||||
Haynes International, Inc. | 14,502 | 623,949 | |||||
Ingevity Corp. | 38,997 | a | 1,570,799 | ||||
Innospec, Inc. | 28,642 | 2,806,916 | |||||
Kaiser Aluminum Corp. | 18,573 | 1,054,946 | |||||
Koppers Holdings, Inc. | 24,063 | 879,984 | |||||
Livent Corp. | 207,679 | a,b | 3,030,037 | ||||
Materion Corp. | 23,761 | 2,304,342 | |||||
Mativ Holdings, Inc. | 62,296 | 816,078 | |||||
Mercer International, Inc. | 50,010 | 397,079 | |||||
Minerals Technologies, Inc. | 37,194 | 2,010,708 | |||||
Myers Industries, Inc. | 43,182 | 724,162 | |||||
O-I Glass, Inc. | 179,061 | a | 2,766,492 | ||||
Olympic Steel, Inc. | 11,159 | 566,542 | |||||
Quaker Chemical Corp. | 15,951 | 2,292,478 | |||||
Sensient Technologies Corp. | 48,736 | 2,749,685 | |||||
Stepan Co. | 24,608 | 1,840,678 | |||||
SunCoke Energy, Inc. | 95,318 | 906,474 | |||||
Sylvamo Corp. | 41,002 | 1,816,389 | |||||
TimkenSteel Corp. | 44,523 | a | 905,153 | ||||
Warrior Met Coal, Inc. | 60,547 | 2,950,455 | |||||
54,673,926 | |||||||
Media & Entertainment - 2.0% | |||||||
AMC Networks, Inc., Cl. A | 35,254 | a | 415,997 | ||||
CarGurus, Inc. | 99,078 | a | 1,707,114 | ||||
Cars.com, Inc. | 71,366 | a | 1,086,904 | ||||
Cinemark Holdings, Inc. | 124,386 | a | 2,051,125 | ||||
DISH Network Corp., Cl. A | 289,091 | a | 1,416,546 | ||||
John Wiley & Sons, Inc., Cl. A | 49,523 | 1,499,061 | |||||
Madison Square Garden Sports Corp. | 19,294 | a | 3,244,093 | ||||
QuinStreet, Inc. | 58,713 | a | 664,044 | ||||
Scholastic Corp. | 32,032 | 1,181,981 | |||||
Shutterstock, Inc. | 27,686 | b | 1,126,266 | ||||
TechTarget, Inc. | 29,172 | a | 734,551 | ||||
The E.W. Scripps Company, Cl. A | 65,878 | a | 360,353 | ||||
The Marcus Corp. | 27,044 | 420,264 | |||||
Thryv Holdings, Inc. | 34,489 | a | 601,143 | ||||
TripAdvisor, Inc. | 124,482 | a | 1,837,354 |
18
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Media & Entertainment - 2.0% (continued) | |||||||
Yelp, Inc. | 79,260 | a | 3,343,979 | ||||
21,690,775 | |||||||
Pharmaceuticals, Biotechnology & Life Sciences - 3.8% | |||||||
Amphastar Pharmaceuticals, Inc. | 44,255 | a | 2,003,424 | ||||
ANI Pharmaceuticals, Inc. | 18,295 | a | 1,129,533 | ||||
Arcus Biosciences, Inc. | 61,269 | a | 962,536 | ||||
Avid Bioservices, Inc. | 72,995 | a | 448,919 | ||||
BioLife Solutions, Inc. | 40,763 | a,b | 411,706 | ||||
Catalyst Pharmaceuticals, Inc. | 115,567 | a | 1,434,186 | ||||
Collegium Pharmaceutical, Inc. | 40,430 | a | 879,757 | ||||
Corcept Therapeutics, Inc. | 103,922 | a | 2,918,130 | ||||
Cytek Biosciences, Inc. | 117,360 | a,b | 494,086 | ||||
Cytokinetics, Inc. | 111,025 | a | 3,870,331 | ||||
Dynavax Technologies Corp. | 147,689 | a | 2,098,661 | ||||
Fortrea Holdings, Inc. | 101,992 | a | 2,896,573 | ||||
Harmony Biosciences Holdings, Inc. | 39,606 | a | 932,325 | ||||
Innoviva, Inc. | 64,785 | a | 803,982 | ||||
Ironwood Pharmaceuticals, Inc. | 158,379 | a | 1,420,660 | ||||
Ligand Pharmaceuticals, Inc. | 18,680 | a | 976,777 | ||||
Mesa Laboratories, Inc. | 5,974 | b | 560,540 | ||||
Myriad Genetics, Inc. | 94,900 | a | 1,478,542 | ||||
Organon & Co. | 293,945 | 4,347,447 | |||||
Pacira Biosciences, Inc. | 53,574 | a | 1,514,001 | ||||
Phibro Animal Health Corp., Cl. A | 23,443 | 255,998 | |||||
Prestige Consumer Healthcare, Inc. | 57,055 | a | 3,386,785 | ||||
REGENXBIO, Inc. | 46,838 | a | 603,742 | ||||
Supernus Pharmaceuticals, Inc. | 63,297 | a | 1,509,633 | ||||
Vericel Corp. | 54,553 | a | 1,919,175 | ||||
Vir Biotechnology, Inc. | 97,422 | a | 772,556 | ||||
Xencor, Inc. | 70,036 | a | 1,215,125 | ||||
41,245,130 | |||||||
Real Estate Management & Development - .7% | |||||||
Anywhere Real Estate, Inc. | 130,598 | a | 609,893 | ||||
Cushman & Wakefield PLC | 193,400 | a | 1,425,358 | ||||
eXp World Holdings, Inc. | 89,707 | b | 1,190,412 | ||||
Kennedy-Wilson Holdings, Inc. | 137,216 | 1,765,970 | |||||
Marcus & Millichap, Inc. | 26,988 | b | 774,556 | ||||
The St. Joe Company | 40,878 | 1,906,550 | |||||
7,672,739 | |||||||
Semiconductors & Semiconductor Equipment - 3.2% | |||||||
Alpha & Omega Semiconductor Ltd. | 26,250 | a | 622,650 | ||||
Axcelis Technologies, Inc. | 37,776 | a | 4,816,440 | ||||
CEVA, Inc. | 27,305 | a | 468,827 |
19
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Semiconductors & Semiconductor Equipment - 3.2% (continued) | |||||||
Cohu, Inc. | 54,101 | a | 1,630,604 | ||||
Diodes, Inc. | 52,557 | a | 3,420,410 | ||||
FormFactor, Inc. | 89,775 | a | 3,041,577 | ||||
Ichor Holdings Ltd. | 33,824 | a | 820,570 | ||||
Kulicke & Soffa Industries, Inc. | 65,017 | 2,705,357 | |||||
MaxLinear, Inc. | 85,384 | a | 1,297,837 | ||||
PDF Solutions, Inc. | 34,936 | a | 926,852 | ||||
Photronics, Inc. | 72,076 | a | 1,323,315 | ||||
Rambus, Inc. | 125,707 | a | 6,829,661 | ||||
Semtech Corp. | 74,078 | a | 1,034,129 | ||||
SiTime Corp. | 19,589 | a | 1,954,982 | ||||
SMART Global Holdings, Inc. | 58,608 | a | 802,930 | ||||
Ultra Clean Holdings, Inc. | 51,844 | a | 1,236,998 | ||||
Veeco Instruments, Inc. | 64,937 | a | 1,554,592 | ||||
34,487,731 | |||||||
Software & Services - 3.3% | |||||||
A10 Networks, Inc. | 81,851 | 889,720 | |||||
Adeia, Inc. | 126,010 | 1,062,264 | |||||
Agilysys, Inc. | 23,489 | a | 2,015,121 | ||||
Alarm.com Holdings, Inc. | 57,683 | a | 2,949,332 | ||||
Cerence, Inc. | 46,369 | a | 709,909 | ||||
Consensus Cloud Solutions, Inc. | 21,469 | a | 463,516 | ||||
Digital Turbine, Inc. | 106,360 | a | 504,146 | ||||
DoubleVerify Holdings, Inc. | 145,151 | a | 4,039,552 | ||||
DXC Technology Co. | 236,218 | a | 4,764,517 | ||||
InterDigital, Inc. | 30,617 | 2,303,929 | |||||
Liveramp Holdings, Inc. | 75,661 | a | 2,092,783 | ||||
N-Able, Inc. | 79,659 | a | 1,032,381 | ||||
OneSpan, Inc. | 40,048 | a | 316,379 | ||||
Perficient, Inc. | 40,448 | a | 2,353,669 | ||||
Progress Software Corp. | 49,629 | 2,549,938 | |||||
SPS Commerce, Inc. | 42,141 | a | 6,756,888 | ||||
Xperi, Inc. | 50,014 | a | 424,619 | ||||
35,228,663 | |||||||
Technology Hardware & Equipment - 5.5% | |||||||
ADTRAN Holdings, Inc. | 82,240 | 540,317 | |||||
Advanced Energy Industries, Inc. | 43,204 | 3,769,981 | |||||
Arlo Technologies, Inc. | 111,077 | a | 943,044 | ||||
Avid Technology, Inc. | 39,851 | a | 1,076,774 | ||||
Badger Meter, Inc. | 33,775 | 4,679,526 | |||||
Benchmark Electronics, Inc. | 40,765 | 986,921 | |||||
Clearfield, Inc. | 14,715 | a,b | 353,454 |
20
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Technology Hardware & Equipment - 5.5% (continued) | |||||||
Corsair Gaming, Inc. | 49,135 | a | 628,437 | ||||
CTS Corp. | 36,197 | 1,354,130 | |||||
Digi International, Inc. | 41,142 | a | 1,035,956 | ||||
ePlus, Inc. | 30,901 | a | 1,931,312 | ||||
Extreme Networks, Inc. | 147,810 | a | 3,047,842 | ||||
Fabrinet | 41,840 | a | 6,485,200 | ||||
Harmonic, Inc. | 128,853 | a,b | 1,390,324 | ||||
Insight Enterprises, Inc. | 34,796 | a | 4,986,267 | ||||
Itron, Inc. | 52,531 | a | 3,008,976 | ||||
Knowles Corp. | 103,507 | a | 1,344,556 | ||||
Methode Electronics, Inc. | 41,370 | 946,132 | |||||
NETSCOUT Systems, Inc. | 83,441 | a | 1,821,517 | ||||
OSI Systems, Inc. | 17,856 | a | 1,861,845 | ||||
PC Connection, Inc. | 13,326 | 714,007 | |||||
Plexus Corp. | 31,608 | a | 3,107,699 | ||||
Rogers Corp. | 19,473 | a | 2,393,037 | ||||
Sanmina Corp. | 65,920 | a | 3,353,350 | ||||
ScanSource, Inc. | 28,126 | a | 855,030 | ||||
TTM Technologies, Inc. | 119,577 | a | 1,373,940 | ||||
Viasat, Inc. | 86,016 | a,b | 1,586,135 | ||||
Viavi Solutions, Inc. | 254,050 | a | 1,976,509 | ||||
Xerox Holdings Corp. | 130,447 | 1,674,939 | |||||
59,227,157 | |||||||
Telecommunication Services - .9% | |||||||
ATN International, Inc. | 12,787 | 395,758 | |||||
Cogent Communications Holdings, Inc. | 50,316 | 3,269,534 | |||||
Consolidated Communications Holdings, Inc. | 90,871 | a | 378,932 | ||||
Gogo, Inc. | 70,030 | a | 735,315 | ||||
Lumen Technologies, Inc. | 1,161,495 | 1,695,783 | |||||
Shenandoah Telecommunications Co. | 58,183 | 1,376,610 | |||||
Telephone & Data Systems, Inc. | 113,511 | 2,064,765 | |||||
9,916,697 | |||||||
Transportation - 1.9% | |||||||
Allegiant Travel Co. | 17,568 | 1,170,380 | |||||
ArcBest Corp. | 27,684 | 3,014,234 | |||||
Forward Air Corp. | 29,725 | 1,914,587 | |||||
Heartland Express, Inc. | 54,222 | 632,229 | |||||
Hub Group, Inc., Cl. A | 36,138 | a | 2,484,487 | ||||
JetBlue Airways Corp. | 382,246 | a | 1,437,245 | ||||
Marten Transport Ltd. | 66,036 | 1,160,913 | |||||
Matson, Inc. | 40,696 | 3,542,587 | |||||
RXO, Inc. | 134,382 | a | 2,353,029 |
21
STATEMENT OF INVESTMENTS (continued)
Description | Shares | Value ($) | |||||
Common Stocks - 99.9% (continued) | |||||||
Transportation - 1.9% (continued) | |||||||
SkyWest, Inc. | 48,302 | a | 2,036,895 | ||||
Sun Country Airlines Holdings, Inc. | 46,045 | a | 599,506 | ||||
20,346,092 | |||||||
Utilities - 1.9% | |||||||
American States Water Co. | 42,385 | 3,308,149 | |||||
Avista Corp. | 87,877 | 2,784,822 | |||||
California Water Service Group | 66,415 | 3,233,082 | |||||
Chesapeake Utilities Corp. | 20,697 | 1,833,961 | |||||
Middlesex Water Co. | 20,529 | 1,304,207 | |||||
Northwest Natural Holding Co. | 41,675 | 1,529,889 | |||||
Otter Tail Corp. | 48,100 | 3,700,814 | |||||
SJW Group | 33,015 | 2,062,777 | |||||
Unitil Corp. | 18,397 | 840,191 | |||||
20,597,892 | |||||||
Total Common Stocks (cost $846,543,139) | 1,071,111,482 | ||||||
Exchange-Traded Funds - .5% | |||||||
Registered Investment Companies - .5% | |||||||
iShares Core S&P Small-Cap ETF | 60,607 | 5,387,356 | |||||
Number of Rights | |||||||
Rights - .0% | |||||||
Pharmaceuticals, Biotechnology & Life Sciences - .0% | |||||||
Omniab Operations, Inc.-Earnout 12.5 | 9,476 | d | 0 | ||||
Omniab Operations, Inc.-Earnout 15.0 | 9,476 | d | 0 | ||||
Total Rights (cost $33,892) | 0 | ||||||
1-Day | Shares | ||||||
Investment Companies - .1% | |||||||
Registered Investment Companies - .1% | |||||||
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares | 5.40 | 1,123,655 | e | 1,123,655 |
22
Description | 1-Day | Shares | Value ($) | ||||
Investment of Cash Collateral for Securities Loaned - 1.1% | |||||||
Registered Investment Companies - 1.1% | |||||||
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares | 5.40 | 11,687,453 | e | 11,687,453 | |||
Total Investments (cost $864,771,224) | 101.6% | 1,089,309,946 | |||||
Liabilities, Less Cash and Receivables | (1.6%) | (17,337,773) | |||||
Net Assets | 100.0% | 1,071,972,173 |
ETF—Exchange-Traded Fund
REIT—Real Estate Investment Trust
a Non-income producing security.
b Security, or portion thereof, on loan. At October 31, 2023, the value of the fund’s securities on loan was $56,189,513 and the value of the collateral was $56,557,856, consisting of cash collateral of $11,687,453 and U.S. Government & Agency securities valued at $44,870,403. In addition, the value of collateral may include pending sales that are also on loan.
c Investment in real estate investment trust within the United States.
d The fund held Level 3 securities at October 31, 2023. These securities were valued at $0 or .0% of net assets.
e Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.
Portfolio Summary (Unaudited) † | Value (%) |
Financials | 18.3 |
Industrials | 17.3 |
Consumer Discretionary | 13.9 |
Information Technology | 12.0 |
Health Care | 10.2 |
Real Estate | 7.7 |
Energy | 5.4 |
Consumer Staples | 5.2 |
Materials | 5.1 |
Communication Services | 2.9 |
Utilities | 1.9 |
Investment Companies | 1.7 |
Consumer, Non-cyclical | .0 |
101.6 |
† Based on net assets.
See notes to financial statements.
23
STATEMENT OF INVESTMENTS (continued)
Affiliated Issuers | ||||||
Description | Value ($) 10/31/2022 | Purchases ($)† | Sales ($) | Value ($) 10/31/2023 | Dividends/ | |
Registered Investment Companies - .1% | ||||||
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - .1% | 97,911 | 112,747,608 | (111,721,864) | 1,123,655 | 164,055 | |
Investment of Cash Collateral for Securities Loaned - 1.1%†† | ||||||
Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares - 1.1% | - | 73,559,892 | (61,872,439) | 11,687,453 | 81,744 | ††† |
Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares - .0% | 11,683,186 | 99,703,337 | (111,386,523) | - | 178,515 | ††† |
Total - 1.2% | 11,781,097 | 286,010,837 | (284,980,826) | 12,811,108 | 424,314 |
† Includes reinvested dividends/distributions.
†† Effective July 3, 2023, cash collateral for securities lending was transferred from Dreyfus Institutional Preferred Government Plus Money Market Fund, SL Shares to Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional Shares.
††† Represents securities lending income earned from the reinvestment of cash collateral from loaned securities, net of fees and collateral investment expenses, and other payments to and from borrowers of securities.
See notes to financial statements.
Futures | ||||||
Description | Number of | Expiration | Notional | Market | Unrealized (Depreciation) ($) | |
Futures Long | ||||||
E-mini Russell 2000 | 65 | 12/15/2023 | 5,983,311 | 5,422,300 | (561,011) | |
Gross Unrealized Depreciation | (561,011) |
See notes to financial statements.
24
STATEMENT OF ASSETS AND LIABILITIES
October 31, 2023
|
|
|
|
|
|
|
|
|
| Cost |
| Value |
|
Assets ($): |
|
|
|
| ||
Investments in securities—See Statement of Investments |
|
|
| |||
Unaffiliated issuers | 851,960,116 |
| 1,076,498,838 |
| ||
Affiliated issuers |
| 12,811,108 |
| 12,811,108 |
| |
Receivable for investment securities sold |
| 8,652,423 |
| |||
Dividends and securities lending income receivable |
| 547,151 |
| |||
Cash collateral held by broker—Note 4 |
| 437,000 |
| |||
Receivable for shares of Common Stock subscribed |
| 319,476 |
| |||
Receivable for futures variation margin—Note 4 |
| 41,860 |
| |||
|
|
|
|
| 1,099,307,856 |
|
Liabilities ($): |
|
|
|
| ||
Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(b) |
| 420,187 |
| |||
Liability for securities on loan—Note 1(c) |
| 11,687,453 |
| |||
Payable for shares of Common Stock redeemed |
| 9,723,959 |
| |||
Payable for investment securities purchased |
| 5,387,538 |
| |||
Directors’ fees and expenses payable |
| 116,371 |
| |||
Interest payable—Note 2 |
| 175 |
| |||
|
|
|
|
| 27,335,683 |
|
Net Assets ($) |
|
| 1,071,972,173 |
| ||
Composition of Net Assets ($): |
|
|
|
| ||
Paid-in capital |
|
|
|
| 758,037,243 |
|
Total distributable earnings (loss) |
|
|
|
| 313,934,930 |
|
Net Assets ($) |
|
| 1,071,972,173 |
|
Net Asset Value Per Share | Investor Shares | Class I |
|
Net Assets ($) | 848,875,916 | 223,096,257 |
|
Shares Outstanding | 36,519,316 | 9,614,294 |
|
Net Asset Value Per Share ($) | 23.24 | 23.20 |
|
|
|
|
|
See notes to financial statements. |
|
|
|
25
STATEMENT OF OPERATIONS
Year Ended October 31, 2023
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Income ($): |
|
|
|
| ||
Income: |
|
|
|
| ||
Cash dividends (net of $19,629 foreign taxes withheld at source): |
| |||||
Unaffiliated issuers |
|
| 22,748,909 |
| ||
Affiliated issuers |
|
| 164,055 |
| ||
Income from securities lending—Note 1(c) |
|
| 260,259 |
| ||
Interest |
|
| 61,544 |
| ||
Total Income |
|
| 23,234,767 |
| ||
Expenses: |
|
|
|
| ||
Management fee—Note 3(a) |
|
| 3,214,767 |
| ||
Shareholder servicing costs—Note 3(b) |
|
| 2,561,468 |
| ||
Directors’ fees—Note 3(a,c) |
|
| 60,180 |
| ||
Loan commitment fees—Note 2 |
|
| 30,778 |
| ||
Interest expense—Note 2 |
|
| 19,787 |
| ||
Total Expenses |
|
| 5,886,980 |
| ||
Less—Directors’ fees reimbursed by |
|
| (60,180) |
| ||
Net Expenses |
|
| 5,826,800 |
| ||
Net Investment Income |
|
| 17,407,967 |
| ||
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($): |
|
| ||||
Net realized gain (loss) on investments | 95,556,979 |
| ||||
Net realized gain (loss) on futures | (272,744) |
| ||||
Net Realized Gain (Loss) |
|
| 95,284,235 |
| ||
Net change in unrealized appreciation (depreciation) on investments | (207,836,853) |
| ||||
Net change in unrealized appreciation (depreciation) on futures | (518,384) |
| ||||
Net Change in Unrealized Appreciation (Depreciation) |
|
| (208,355,237) |
| ||
Net Realized and Unrealized Gain (Loss) on Investments |
|
| (113,071,002) |
| ||
Net (Decrease) in Net Assets Resulting from Operations |
| (95,663,035) |
| |||
|
|
|
|
|
|
|
See notes to financial statements. |
26
STATEMENT OF CHANGES IN NET ASSETS
|
|
|
| Year Ended October 31, | |||||
|
|
|
| 2023 |
| 2022 |
| ||
Operations ($): |
|
|
|
|
|
|
|
| |
Net investment income |
|
| 17,407,967 |
|
|
| 17,181,846 |
| |
Net realized gain (loss) on investments |
| 95,284,235 |
|
|
| 176,453,272 |
| ||
Net change in unrealized appreciation |
| (208,355,237) |
|
|
| (419,482,331) |
| ||
Net Increase (Decrease) in Net Assets | (95,663,035) |
|
|
| (225,847,213) |
| |||
Distributions ($): |
| ||||||||
Distributions to shareholders: |
|
|
|
|
|
|
|
| |
Investor Shares |
|
| (128,234,182) |
|
|
| (147,534,958) |
| |
Class I |
|
| (34,726,177) |
|
|
| (41,386,096) |
| |
Total Distributions |
|
| (162,960,359) |
|
|
| (188,921,054) |
| |
Capital Stock Transactions ($): |
| ||||||||
Net proceeds from shares sold: |
|
|
|
|
|
|
|
| |
Investor Shares |
|
| 76,106,504 |
|
|
| 139,875,439 |
| |
Class I |
|
| 53,324,988 |
|
|
| 74,875,335 |
| |
Distributions reinvested: |
|
|
|
|
|
|
|
| |
Investor Shares |
|
| 127,189,819 |
|
|
| 146,340,664 |
| |
Class I |
|
| 28,451,242 |
|
|
| 31,348,320 |
| |
Cost of shares redeemed: |
|
|
|
|
|
|
|
| |
Investor Shares |
|
| (259,949,732) |
|
|
| (368,672,581) |
| |
Class I |
|
| (102,144,416) |
|
|
| (135,133,922) |
| |
Increase (Decrease) in Net Assets | (77,021,595) |
|
|
| (111,366,745) |
| |||
Total Increase (Decrease) in Net Assets | (335,644,989) |
|
|
| (526,135,012) |
| |||
Net Assets ($): |
| ||||||||
Beginning of Period |
|
| 1,407,617,162 |
|
|
| 1,933,752,174 |
| |
End of Period |
|
| 1,071,972,173 |
|
|
| 1,407,617,162 |
| |
Capital Share Transactions (Shares): |
| ||||||||
Investor Sharesa |
|
|
|
|
|
|
|
| |
Shares sold |
|
| 2,958,940 |
|
|
| 4,538,253 |
| |
Shares issued for distributions reinvested |
|
| 5,202,037 |
|
|
| 4,437,255 |
| |
Shares redeemed |
|
| (10,150,454) |
|
|
| (12,172,687) |
| |
Net Increase (Decrease) in Shares Outstanding | (1,989,477) |
|
|
| (3,197,179) |
| |||
Class Ia |
|
|
|
|
|
|
|
| |
Shares sold |
|
| 2,091,461 |
|
|
| 2,490,189 |
| |
Shares issued for distributions reinvested |
|
| 1,168,429 |
|
|
| 953,416 |
| |
Shares redeemed |
|
| (3,978,471) |
|
|
| (4,470,641) |
| |
Net Increase (Decrease) in Shares Outstanding | (718,581) |
|
|
| (1,027,036) |
| |||
|
|
|
|
|
|
|
|
|
|
a | During the period ended October 31, 2023, 223 Investor shares representing $5,457 were exchanged for 224 Class I shares and during the period ended October 31, 2022, 134,284 Investor shares representing $3,900,688 were exchanged for 134,467 Class I shares. | ||||||||
See notes to financial statements. |
27
FINANCIAL HIGHLIGHTS
The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. These figures have been derived from the fund’s financial statements.
Year Ended October 31, | ||||||
Investor Shares | 2023 | 2022 | 2021 | 2020 | 2019 | |
Per Share Data ($): | ||||||
Net asset value, | 28.82 | 36.44 | 24.77 | 29.19 | 32.18 | |
Investment Operations: | ||||||
Net investment incomea | .34 | .30 | .27 | .25 | .30 | |
Net realized and unrealized | (2.52) | (4.32) | 13.63 | (2.27) | .05 | |
Total from Investment Operations | (2.18) | (4.02) | 13.90 | (2.02) | .35 | |
Distributions: | ||||||
Dividends from | (.34) | (.30) | (.27) | (.33) | (.29) | |
Dividends from net realized | (3.06) | (3.30) | (1.96) | (2.07) | (3.05) | |
Total Distributions | (3.40) | (3.60) | (2.23) | (2.40) | (3.34) | |
Net asset value, end of period | 23.24 | 28.82 | 36.44 | 24.77 | 29.19 | |
Total Return (%) | (8.13) | (12.29) | 58.22 | (8.01) | 2.83 | |
Ratios/Supplemental Data (%): | ||||||
Ratio of total expenses | .51 | .51 | .51 | .52 | .51 | |
Ratio of net expenses | .50 | .50 | .50 | .50 | .50 | |
Ratio of net investment income | 1.30 | .99 | .79 | 1.00 | 1.03 | |
Portfolio Turnover Rate | 37.96 | 25.75 | 26.70 | 40.49 | 23.24 | |
Net Assets, | 848,876 | 1,110,002 | 1,519,919 | 1,159,850 | 1,717,003 |
a Based on average shares outstanding.
See notes to financial statements.
28
Year Ended October 31, | ||||||
Class I Shares | 2023 | 2022 | 2021 | 2020 | 2019 | |
Per Share Data ($): | ||||||
Net asset value, beginning of period | 28.80 | 36.43 | 24.76 | 29.19 | 32.21 | |
Investment Operations: | ||||||
Net investment incomea | .40 | .38 | .35 | .29 | .37 | |
Net realized and unrealized | (2.51) | (4.32) | 13.62 | (2.24) | .03 | |
Total from Investment Operations | (2.11) | (3.94) | 13.97 | (1.95) | .40 | |
Distributions: | ||||||
Dividends from | (.43) | (.39) | (.34) | (.41) | (.37) | |
Dividends from net realized | (3.06) | (3.30) | (1.96) | (2.07) | (3.05) | |
Total Distributions | (3.49) | (3.69) | (2.30) | (2.48) | (3.42) | |
Net asset value, end of period | 23.20 | 28.80 | 36.43 | 24.76 | 29.19 | |
Total Return (%) | (7.90) | (12.08) | 58.63 | (7.79) | 3.08 | |
Ratios/Supplemental Data (%): | ||||||
Ratio of total expenses | .26 | .26 | .26 | .27 | .26 | |
Ratio of net expenses | .25 | .25 | .25 | .25 | .25 | |
Ratio of net investment income | 1.55 | 1.24 | 1.03 | 1.17 | 1.28 | |
Portfolio Turnover Rate | 37.96 | 25.75 | 26.70 | 40.49 | 23.24 | |
Net Assets, end of period ($ x 1,000) | 223,096 | 297,615 | 413,833 | 270,454 | 258,282 |
a Based on average shares outstanding.
See notes to financial statements.
29
NOTES TO FINANCIAL STATEMENTS
NOTE 1—Significant Accounting Policies:
BNY Mellon Smallcap Stock Index Fund (the “fund”) is a separate diversified series of BNY Mellon Index Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering three series, including the fund. The fund’s investment objective is to seek to match the performance of the S&P SmallCap 600® Index. 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.
BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares, which are sold to the public without a sales charge. The fund is authorized to issue 300 million shares of $.001 par value Common Stock. The fund currently has authorized two classes of shares: Investor shares (200 million shares authorized) and Class I (100 million shares authorized). Investor shares are sold primarily to retail investors through financial intermediaries and bear Shareholder Services Plan fees. 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 Shareholder Services Plan fees. Other differences between the classes include the services offered to and the expenses borne by each class, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.
The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.
The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s
30
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 Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.
(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).
Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.
Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:
Level 1—unadjusted quoted prices in active markets for identical investments.
Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).
Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
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 Company’s Board of Directors (the “Board”) has designated the Adviser as the fund’s valuation designee to make all fair value
31
NOTES TO FINANCIAL STATEMENTS (continued)
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 equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.
Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.
Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant American Depositary Receipts and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.
When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, 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.
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
32
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 October 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:† | ||||||
Equity Securities - Common Stocks | 1,071,111,482 | - | - | 1,071,111,482 | ||
Exchange-Traded Funds | 5,387,356 | - | - | 5,387,356 | ||
Investment Companies | 12,811,108 | - | - | 12,811,108 | ||
Rights | - | - | 0 | 0 | ||
Liabilities ($) | ||||||
Other Financial Instruments: | ||||||
Futures†† | (561,011) | - | - | (561,011) |
† See Statement of Investments for additional detailed categorizations, if any.
†† 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.
The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:
| |
Balance as of 10/31/2022 | - |
Purchases/Issuances | 0 |
Sales/Dispositions | - |
Net realized gain (loss) | - |
Change in unrealized appreciation (depreciation) | - |
Transfers into Level 3 | - |
Transfers out of Level 3 | - |
Balance as of 10/31/2023† | 0 |
The amount of total net realized gains (loss) for the period included in earnings attributable to the net change in unrealized appreciation (depreciation) relating to investments still held at 10/31/2023 | - |
† Securities deemed as Level 3 due to the lack of observable inputs by management assessment.
(b) Foreign taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and
33
NOTES TO FINANCIAL STATEMENTS (continued)
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 October 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.
Pursuant to a securities lending agreement with BNY Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. Any non-cash collateral received cannot be sold or re-pledged by the fund, except in the event of borrower default. The securities on loan, if any, are also disclosed in the fund’s Statement of Investments. 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 October 31, 2023, BNY Mellon earned $35,472 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.
For financial reporting purposes, the fund elects not to offset assets and liabilities subject to a securities lending agreement, if any, in the Statement of Assets and Liabilities. Therefore, all qualifying transactions are presented on a gross basis in the Statement of Assets and Liabilities. As of October 31, 2023, the fund had securities on loan and the value of the related collateral received by the fund exceeded the value of the securities
34
loaned by the fund. The value of the securities loaned by the fund, if any, are also disclosed in the Statement of Assets and Liabilities and in the Statement of Investments. The total amount of cash and non-cash securities lending collateral received is disclosed in the footnotes to the Statement of Investments.
(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.
(e) Market Risk: The value of the securities in which the fund invests may be affected by political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed-income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide.
(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 October 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 expense in the Statement of Operations. During the period ended October 31, 2023, the fund did not incur any interest or penalties.
35
NOTES TO FINANCIAL STATEMENTS (continued)
Each tax year in the four-year period ended October 31, 2023 remains subject to examination by the Internal Revenue Service and state taxing authorities.
At October 31, 2023, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $12,585,964, undistributed capital gains $90,782,754 and unrealized appreciation $210,566,212.
The tax character of distributions paid to shareholders during the fiscal years ended October 31, 2023 and October 31, 2022 were as follows: ordinary income $17,101,195 and $44,402,526, and long-term capital gains $145,859,164 and $144,518,528, respectively.
NOTE 2—Bank Lines of Credit:
The fund participates with other long-term open-end funds managed by the Adviser in a $738 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by BNY 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 $618 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $120 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. Prior to September 27, 2023, the Citibank Credit Facility was $823.5 million with Tranche A available in an amount equal to $688.5 million and Tranche B available in an amount equal to $135 million. 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 October 31, 2023, the fund was charged $19,787 for interest expense. These fees are included in Interest expense in the Statement of Operations. The average amount of borrowings outstanding under the Facilities during the period ended October 31, 2023 was approximately $362,192 with a related weighted average annualized interest rate of 5.46%.
36
NOTE 3—Management 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 .25% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has agreed in its management agreement with the fund to: (1) pay all of the fund’s direct expenses, except management fees, Shareholder Services Plan fees and certain other expenses, including the fees and expenses of the non-interested board members and the fees and expenses of counsel to the fund and to the non-interested board members, and (2) reduce its fee pursuant to the management agreement in an amount equal to the fund's allocable portion of the fees and expenses of the non-interested board members and the fees and expenses of counsel to the fund and to the non-interested board members. These provisions in the management agreement may not be amended without the approval of the fund's shareholders. During the period ended October 31, 2023, fees reimbursed by the Adviser amounted to $60,180.
(b) Under the Shareholder Services Plan, Investor shares pay the Distributor at an annual rate of .25% of the value of its 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 October 31, 2023, the fund was charged $2,561,468 pursuant to the Shareholder Services Plan.
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, 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 components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fee of $236,740 and Shareholder Services Plan fees of $187,167, which are offset against an expense reimbursement currently in effect in the amount of $3,720.
37
NOTES TO FINANCIAL STATEMENTS (continued)
(c) Each board member also serves as a board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.
NOTE 4—Securities Transactions:
The aggregate amount of purchases and sales of investment securities, excluding short-term securities and futures, during the period ended October 31, 2023, amounted to $487,744,389 and $697,666,744, respectively.
Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. Rule 18f-4 under the Act regulates the use of derivatives transactions for certain funds registered under the Act. The fund is deemed a “limited” derivatives user under the rule and is required to limit its derivatives exposure so that the total notional value of applicable 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 October 31, 2023 is discussed below.
Futures: In the normal course of pursuing its investment objective, the fund is exposed to market risk, including equity price 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 October 31, 2023 are set forth in the Statement of Investments.
The following table summarizes the average market value of derivatives outstanding during the period ended October 31, 2023:
|
| Average Market Value ($) |
Equity futures |
| 6,522,367 |
38
At October 31, 2023, the cost of investments for federal income tax purposes was $878,743,734; accordingly, accumulated net unrealized appreciation on investments was $210,566,212, consisting of $384,527,017 gross unrealized appreciation and $173,960,805 gross unrealized depreciation.
39
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and the Board of Directors of BNY Mellon Smallcap Stock Index Fund
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of BNY Mellon Smallcap Stock Index Fund (the “Fund”) (one of the funds constituting BNY Mellon Index Funds, Inc. (the “Company”)), including the statement of investments, as of October 31, 2023, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting BNY Mellon Index Funds, Inc.) at October 31, 2023, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of the Company’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2023, by correspondence with the custodian, brokers and others; when replies were not received from brokers and others, we performed other auditing procedures. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
We have served as the auditor of one or more investment companies in the BNY Mellon Family of Funds since at least 1957, but we are unable to determine the specific year.
New York, New York
December 22, 2023
40
IMPORTANT TAX INFORMATION (Unaudited)
For federal tax purposes, the fund hereby reports 91.15% of the ordinary dividends paid during the fiscal year ended October 31, 2023 as qualifying for the corporate dividends received deduction. Also certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $16,464,780 represents the maximum amount that may be considered qualified dividend income. Shareholders will receive notification in early 2024 of the percentage applicable to the preparation of their 2023 income tax returns. The fund also hereby reports $3.0648 per share as a long-term capital gain distribution paid on December 22, 2022.
41
PROXY RESULTS (Unaudited)
A special meeting of the Company’s shareholders was held on October 12, 2023. The proposal considered at the meeting and the results were as follows:
Shares | ||||
For | Authority Withheld | |||
To elect Board Members to hold office until their successors are duly elected and qualified† | ||||
Francine J. Bovich | 41,943,202 | 1,285,813 | ||
Michael D. DiLecce | 41,957,234 | 1,271,779 | ||
Gina D. France | 42,002,395 | 1,226,618 | ||
Joan L. Gulley | 41,868,778 | 1,360,236 | ||
Nathan Leventhal | 41,647,187 | 1,581,827 |
† Each Board Member’s term to commence January 1, 2024
In addition, Joseph S. DiMartino, Peggy C. Davis and Robin A. Melvin continue as Board Members of the Company. Mses. France and Gulley currently are Board Members of the Company but have not been previously elected by shareholders.
42
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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BOARD MEMBERS INFORMATION (Unaudited)
Independent Board Members
Chairman of the Board (1995)
Principal Occupation During Past 5 Years:
· Director or Trustee of funds in the BNY Mellon Family of Funds and certain other entities (as described in the fund’s Statement of Additional Information) (1995-Present)
Other Public Company Board Memberships During Past 5 Years:
· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (1997-May 2023)
No. of Portfolios for which Board Member Serves: 86
———————
Peggy C. Davis (80)
Board Member (2006)
Principal Occupation During Past 5 Years:
· Shad Professor of Law, New York University School of Law (1983-Present)
No. of Portfolios for which Board Member Serves: 29
———————
Gina D. France (65)
Board Member (2019)
Principal Occupation During Past 5 Years:
· France Strategic Partners, a strategy and advisory firm serving corporate clients across the United States, Founder, President and Chief Executive Officer (2003-Present)
Other Public Company Board Memberships During Past 5 Years:
· Huntington Bancshares, a bank holding company headquartered in Columbus, Ohio, Director (2016-Present)
· Cedar Fair, L.P., a publicly-traded partnership that owns and operates amusement parks and hotels in the U.S. and Canada, Director (2011-May 2023)
· CBIZ, Inc., a public company providing professional business services, products and solutions, Director (2015-Present)
No. of Portfolios for which Board Member Serves: 22
———————
Joan Gulley (76)
Board Member (2017)
Principal Occupation During Past 5 Years:
· Nantucket Atheneum, public library, Chair (June 2018-June 2021) and Director (2015-June 2021)
· Orchard Island Club, golf and beach club, Governor (2016-Present) and President (February 2023-Present)
No. of Portfolios for which Board Member Serves: 39
———————
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Robin A. Melvin (60)
Board Member (2012)
Principal Occupation During Past 5 Years:
· Westover School, a private girls’ boarding school in Middlebury, Connecticut, Trustee (2019-June 2023)
· Mentor Illinois, a non-profit organization dedicated to increasing the quantity and quality of mentoring services in Illinois, Co-Chair (2014–2020); Board Member (2013-2020)
· JDRF, a non-profit juvenile diabetes research foundation, Board Member (June 2021-June 2022)
Other Public Company Board Memberships During Past 5 Years:
· HPS Corporate Lending Fund, a closed-end management investment company regulated as a business development company, Trustee (August 2021-Present)
No. of Portfolios for which Board Member Serves: 68
———————
Michael D. DiLecce (61)
Advisory Board Member (2022)
Principal Occupation During Past 5 Years:
· Retired since July 2022. Global Asset Management Assurance Leader, Ernst & Young LLP (2015-2022)
· Americas Regional Talent Managing Partner for Ernst & Young’s Financial Service Practice (2017-2021)
· Partner, Ernst & Young LLP (1997-2022)
No. of Portfolios for which Board Member Serves: 22
———————
The address of the Board Members and Officers is c/o BNY Mellon Investment Adviser, Inc., 240 Greenwich Street, New York, New York 10286. Additional information about each Board Member is available in the fund’s Statement of Additional Information which can be obtained from the Adviser free of charge by calling this toll free number: 1-800-373-9387.
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OFFICERS OF THE FUND (Unaudited)
DAVID DIPETRILLO, President since January 2021.
Vice President and Director of the Adviser since February 2021; Head of North America Distribution, BNY Mellon Investment Management since February 2023; and Head of North America Product, BNY Mellon Investment Management from January 2018 to February 2023. He is an officer of 53 investment companies (comprised of 102 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 45 years old and has been an employee of BNY Mellon since 2005.
JAMES WINDELS, Treasurer since November 2001.
Director of the Adviser since February 2023; Vice President of the Adviser since September 2020; and Director–BNY Mellon Fund Administration. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 65 years old and has been an employee of the Adviser since April 1985.
PETER M. SULLIVAN, Chief Legal Officer since July 2021 and Vice President and Assistant Secretary since March 2019.
Chief Legal Officer of the Adviser and Associate General Counsel of BNY Mellon since July 2021; Senior Managing Counsel of BNY Mellon from December 2020 to July 2021; and Managing Counsel of BNY Mellon from March 2009 to December 2020. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of BNY Mellon since April 2004.
JAMES BITETTO, Vice President since August 2005 and Secretary since February 2018.
Senior Managing Counsel of BNY Mellon since December 2019; Managing Counsel of BNY Mellon from April 2014 to December 2019; and Secretary of the Adviser. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 57 years old and has been an employee of the Adviser since December 1996.
DEIRDRE CUNNANE, Vice President and Assistant Secretary since March 2019.
Managing Counsel of BNY Mellon since December 2021; and Counsel of BNY Mellon from August 2018 to December 2021. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 33 years old and has been an employee of BNY Mellon since August 2013.
SARAH S. KELLEHER, Vice President and Assistant Secretary since April 2014.
Vice President of BNY Mellon ETF Investment Adviser; LLC since February 2020; Senior Managing Counsel of BNY Mellon since September 2021; and Managing Counsel of BNY Mellon from December 2017 to September 2021. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 48 years old and has been an employee of BNY Mellon since March 2013.
JEFF PRUSNOFSKY, Vice President and Assistant Secretary since August 2005.
Senior Managing Counsel of BNY Mellon. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 58 years old and has been an employee of the Adviser since October 1990.
AMANDA QUINN, Vice President and Assistant Secretary since March 2020.
Counsel of BNY Mellon since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 38 years old and has been an employee of BNY Mellon since June 2012.
JOANNE SKERRETT, Vice President and Assistant Secretary since March 2023.
Managing Counsel of BNY Mellon since June 2022; and Senior Counsel with the Mutual Fund Directors Forum, a leading funds industry organization, from 2016 to June 2022. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 51 years old and has been an employee of the Adviser since June 2022.
46
NATALYA ZELENSKY, Vice President and Assistant Secretary since March 2017.
Chief Compliance Officer since August 2021 and Vice President since February 2020 of BNY Mellon ETF Investment Adviser, LLC; Chief Compliance Officer since August 2021 and Vice President and Assistant Secretary since February 2020 of BNY Mellon ETF Trust; Managing Counsel of BNY Mellon from December 2019 to August 2021; Counsel of BNY Mellon from May 2016 to December 2019; and Assistant Secretary of the Adviser from April 2018 to August 2021. She is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 38 years old and has been an employee of BNY Mellon since May 2016.
DANIEL GOLDSTEIN, Vice President since March 2022.
Head of Product Development of North America Distribution, BNY Mellon Investment Management since January 2018; Executive Vice President of North America Product, BNY Mellon Investment Management since April 2023; and Senior Vice President, Development & Oversight of North America Product, BNY Mellon Investment Management from 2010 to March 2023. He is an officer of 53 investment companies (comprised of 102 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 54 years old and has been an employee of the Distributor since 1991.
JOSEPH MARTELLA, Vice President since March 2022.
Vice President of the Adviser since December 2022; Head of Product Management of North America Distribution, BNY Mellon Investment Management since January 2018; Executive Vice President of North America Product, BNY Mellon Investment Management since April 2023; and Senior Vice President of North America Product, BNY Mellon Investment Management from 2010 to March 2023. He is an officer of 53 investment companies (comprised of 102 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 47 years old and has been an employee of the Distributor since 1999.
GAVIN C. REILLY, Assistant Treasurer since December 2005.
Tax Manager–BNY Mellon Fund Administration. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 55 years old and has been an employee of the Adviser since April 1991.
ROBERT SALVIOLO, Assistant Treasurer since July 2007.
Senior Accounting Manager–BNY Mellon Fund Administration. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 56 years old and has been an employee of the Adviser since June 1989.
ROBERT SVAGNA, Assistant Treasurer since December 2002.
Senior Accounting Manager–BNY Mellon Fund Administration. He is an officer of 54 investment companies (comprised of 121 portfolios) managed by the Adviser or an affiliate of the Adviser. He is 56 years old and has been an employee of the Adviser since November 1990.
JOSEPH W. CONNOLLY, Chief Compliance Officer since October 2004.
Chief Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust since 2004; and Chief Compliance Officer of the Adviser from 2004 until June 2021. He is the Chief Compliance Officer of 53 investment companies (comprised of 105 portfolios) managed by the Adviser. He is 66 years old.
CARIDAD M. CAROSELLA, Anti-Money Laundering Compliance Officer since January 2016.
Anti-Money Laundering Compliance Officer of the BNY Mellon Family of Funds and BNY Mellon Funds Trust. She is an officer of 47 investment companies (comprised of 114 portfolios) managed by the Adviser or an affiliate of the Adviser. She is 55 years old and has been an employee of the Distributor since 1997.
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BNY Mellon Smallcap Stock Index Fund
240 Greenwich Street
New York, NY 10286
Adviser
BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286
Custodian
The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286
Transfer Agent &
Dividend Disbursing Agent
BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286
Distributor
BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286
Ticker Symbols: | Investor: DISSX Class I: DISIX |
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.
© 2023 BNY Mellon Securities Corporation |
Item 2. Code of Ethics.
The Registrant has adopted a code of ethics that applies to the Registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. There have been no amendments to, or waivers in connection with, the Code of Ethics during the period covered by this Report.
Item 3. Audit Committee Financial Expert.
The Registrant's Board has determined that Gina France, a member of the Audit Committee of the Board, is an audit committee financial expert as defined by the Securities and Exchange Commission (the "SEC"). Ms. France is "independent" as defined by the SEC for purposes of audit committee financial expert determinations.
Item 4. Principal Accountant Fees and Services.
(a) Audit Fees. The aggregate fees billed for each of the last two fiscal years (the "Reporting Periods") for professional services rendered by the Registrant's principal accountant (the "Auditor") for the audit of the Registrant's annual financial statements or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Periods, were $119,550 in 2022 and $121,941 in 2023.
(b) Audit-Related Fees. The aggregate fees billed in the Reporting Periods for assurance and related services by the Auditor that are reasonably related to the performance of the audit of the Registrant's financial statements and are not reported under paragraph (a) of this Item 4 were $24,325 in 2022 and $24,810 in 2023. These services consisted of one or more of the following: (i) agreed upon procedures related to compliance with Internal Revenue Code section 817(h), (ii) security counts required by Rule 17f-2 under the Investment Company Act of 1940, as amended, (iii) advisory services as to the accounting or disclosure treatment of Registrant transactions or events and (iv) advisory services to the accounting or disclosure treatment of the actual or potential impact to the Registrant of final or proposed rules, standards or interpretations by the Securities and Exchange Commission, the Financial Accounting Standards Boards or other regulatory or standard-setting bodies.
The aggregate fees billed in the Reporting Periods for non-audit assurance and related services by the Auditor to the Registrant's investment adviser (not including any sub-investment adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant ("Service Affiliates"), that were reasonably related to the performance of the annual audit of the Service Affiliate, which required pre-approval by the Audit Committee were $0 in 2022 and $0 in 2023.
(c) Tax Fees. The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice, and tax planning ("Tax Services") were $14,289 in 2022 and $14,289 in 2023. These services consisted of: (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments; (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held, and (iv) determination of Passive Foreign Investment Companies. The aggregate fees billed in the Reporting Periods for Tax Services by the Auditor to Service Affiliates, which required pre-approval by the Audit Committee were $20,211 in 2022 and $20,211 in 2023.
(d) All Other Fees. The aggregate fees billed in the Reporting Periods for products and services provided by the Auditor, other than the services reported in paragraphs (a) through (c) of this Item, were $4,450 in 2022 and $5,067 in 2023. These services consisted of a review of the Registrant's anti-money laundering program.
The aggregate fees billed in the Reporting Periods for Non-Audit Services by the Auditor to Service Affiliates, other than the services reported in paragraphs (b) through (c) of this Item, which required pre-approval by the Audit Committee, were $0 in 2022 and $0 in 2023.
(e)(1) Audit Committee Pre-Approval Policies and Procedures. The Registrant's Audit Committee has established policies and procedures (the "Policy") for pre-approval (within specified fee limits) of the Auditor's engagements for non-audit services to the Registrant and Service Affiliates without specific case-by-case consideration. The pre-approved services in the Policy can include pre-approved audit services, pre-approved audit-related services, pre-approved tax services and pre-approved all other services. Pre-approval considerations include whether the proposed services are compatible with maintaining the Auditor's independence. Pre-approvals pursuant to the Policy are considered annually.
(e)(2) Note. None of the services described in paragraphs (b) through (d) of this Item 4 were approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) None of the hours expended on the principal accountant's engagement to audit the registrant's financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant's full-time, permanent employees.
Non-Audit Fees. The aggregate non-audit fees billed by the Auditor for services rendered to the Registrant, and rendered to Service Affiliates, for the Reporting Periods were $2,189,735 in 2022 and $1,779,328 in 2023.
Auditor Independence. The Registrant's Audit Committee has considered whether the provision of non-audit services that were rendered to Service Affiliates, which were not pre-approved (not requiring pre-approval), is compatible with maintaining the Auditor's independence.
(i) | Not applicable. |
(j) Not applicable.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Investments.
Item 7. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 9. | Purchases of Equity Securities by Closed-End Management Investment Companies and Affiliated Purchasers. |
Not applicable.
Item 10. | Submission of Matters to a Vote of Security Holders. |
There have been no material changes to the procedures applicable to Item 10.
Item 11. | Controls and Procedures. |
(a) The Registrant's principal executive and principal financial officers have concluded, based on their evaluation of the Registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrant's disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrant's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.
(b) There were no changes to the Registrant's internal control over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.
Item 12. | Disclosure of Securities Lending Activities for Closed-End Management Investment Companies. |
Not applicable.
Item 13. | Exhibits. |
(a)(1) Code of ethics referred to in Item 2.
(a)(3) Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
BNY Mellon Index Funds, Inc.
By: /s/ David J. DiPetrillo
David J. DiPetrillo
President (Principal Executive Officer)
Date: December 19, 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: December 19, 2023
By: /s/ James Windels
James Windels
Treasurer (Principal Financial Officer)
Date: December 19, 2023
EXHIBIT INDEX
(a)(1) Code of ethics referred to in Item 2.
(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)