BNY MELLON ENTERPRISE ESG 51 RESPONSIBLE BUSINESS AN INDEPENDENT BOARD The Board of Directors governance framework features well-defined roles and authority with a leadership structure involving an independent Chair, separate from our CEO, Todd Gibbons, who serves as the only non-independent member of the Board. Independent directors meet in executive sessions, presided over by our independent Chair, at regularly scheduled Board meetings. Our CGNSR Committee and Board evaluate this structure annually, or more frequently as needed, to help ensure alignment with the needs of the company. STRENGTH IN DIVERSITY The strength of our Board is a product of the variety of our directors’ experience, diversity, differing perspectives and institutional knowledge. We are committed to fostering and maintaining diversity on our Board: diversity is an integral component of the process undertaken by the CGNSR Committee and the Board for recruiting director candidates and evaluating the composition of the Board. To capture the benefits inherent in differing perspectives, we seek to include directors with diverse backgrounds, including with respect to race, gender, ethnicity and sexual orientation. Following the election of directors at the 2022 Annual Meeting of Stockholders, 36.4% of our directors are women and an additional 36.4% of our directors are diverse on the basis of race or ethnicity. In addition, four of the six standing committees of the Board are chaired by a director who is diverse on the basis of race or gender. Our Board has a well-established focus on long-term business strategy and resiliency, leadership, and corporate culture and performance. This foundation positioned the Board to oversee and provide insight to management on the company’s response to the challenges, uncertainties and opportunities that occurred throughout 2021, including as it relates to our impact on our communities and society more broadly. In addition to the regular updates on the financial and operational impacts of the pandemic on our business, employees, clients and suppliers, the Board maintained a regular dialogue with management in 2021 regarding its direction and action on matters related to social justice, diversity and inclusion, and public policy and advocacy. More information about our Board of Directors is included in our 2022 Proxy Statement . EXECUTIVE COMPENSATION Our executive compensation program is structured to drive results over the long term. At target, 75% of our CEO’s incentive compensation and generally 70% of our other senior executives’ incentive compensation is delivered in equity awards, with the balance paid in cash. We pay bonuses and incentives based on performance against goals, including those on specified environmental, social and governance topics, such as diversity, equity and inclusion and risk management. See our 2022 Proxy Statement for our full compensation discussion and analysis. INVESTOR ENGAGEMENT Our Corporate Governance, Enterprise ESG and Investor Relations teams are committed to engaging regularly with our top investors. We offer meetings on governance issues between top investors and Board members and track the discussions and outcomes. In 2021, our analysts and executives met with broader investor audiences in our offices and virtually. Management and investor dialogue increased as we addressed topics such as executive compensation, company strategy and response to the COVID-19 pandemic, corporate governance, diversity and inclusion, and other issues relating to our Enterprise ESG strategy. Management reports regularly to the independent directors regarding investor discussions and feedback to keep them informed of stockholders’ perspectives on a variety of issues, including governance, strategy, climate and performance, and to enable them to consider and address those matters effectively. For example, stockholder feedback played a significant role in the design and implementation of a stockholder written consent right. It has also informed the CGNSR Committee’s oversight of climate-related and environmental sustainability matters, and helped shaped the focus of the Company’s initiatives and impact in a number of areas. Additionally, when BNY Mellon executed a resegmentation of our business and reclassification on the consolidated income statement during 2021, we kept investors informed of its impact on their ability to conduct year-over-year comparisons of our performance.