8-KLeadership Changes

Bank of New York Mellon Corp 8-K Report, Executive Changes (Jun 12, 2008)

Filed June 12, 2008For Securities:BKBK-PKBNYBNY-PK

Summary

This Form 8-K filing by The Bank of New York Mellon Corporation (BK) announces the planned retirement of its Executive Chairman, Thomas A. Renyi, effective July 31, 2008. Mr. Renyi's departure follows a strategic agreement for his transition, ensuring continuity and recognizing his significant contributions since the merger of The Bank of New York Company, Inc. and Mellon Financial Corporation. The retirement will lead to a leadership transition, with current CEO Robert P. Kelly assuming the role of Chairman of the Board of Directors. Additionally, Senior Vice Chairman Steven G. Elliott will resign from the Board to reduce its size, while retaining his executive position. The company has also outlined specific compensation and equity benefits for Mr. Renyi as part of his retirement agreement, reflecting his continued service until January 1, 2009, for purposes of these benefits.

Key Highlights

  • 1Executive Chairman Thomas A. Renyi to retire effective July 31, 2008.
  • 2Robert P. Kelly, current CEO, will assume the role of Chairman of the Board.
  • 3Steven G. Elliott will resign from the Board of Directors but will remain Senior Vice Chairman.
  • 4Mr. Renyi's retirement agreement includes benefits equivalent to service until January 1, 2009.
  • 5These benefits include a full annual cash bonus for 2008 and extended vesting for restricted share units and stock options until January 1, 2009.
  • 6The Board of Directors will be reduced from eighteen to sixteen members following Mr. Renyi's retirement.

Frequently Asked Questions

Thomas A. Renyi and the company have mutually agreed that he will retire as Executive Chairman and from the Board of Directors. This decision marks a planned transition following his service since the merger of The Bank of New York Company, Inc. and Mellon Financial Corporation.

Upon Mr. Renyi's retirement, current CEO Robert P. Kelly will become the Chairman of the Board of Directors. Additionally, Senior Vice Chairman Steven G. Elliott will resign from the Board to facilitate a reduction in its size, though he will continue in his executive role.

In recognition of his service, Mr. Renyi will receive benefits equivalent to continued service until January 1, 2009. This includes a full annual cash bonus for 2008 based on performance and an extension of the vesting period for his restricted share units and stock options until January 1, 2009.

Yes, as part of Mr. Renyi's retirement and in accordance with the company's By-Laws, the Board of Directors will be reduced in size from eighteen to sixteen members.