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| BK > SEC Filings for BK > Form 8-K on 23-Feb-2009 | All Recent SEC Filings |
23-Feb-2009
Temporary Suspension of Trading Under Registrant's Employee Benefit
On February 17, 2009, the Plan Administrator for the Mellon 401(k) Retirement
Savings Plan and The Employee Savings & Investment Plan of the Bank of New York
Company Inc. (collectively, the "Plans") notified The Bank of New York Mellon
Corporation ("BNY Mellon") of a blackout period impacting the Plans, in
accordance with the requirements of Section 101(i)(2)(E) of the Employee
Retirement Income Security Act of 1974, as amended ("ERISA"). The blackout
period is expected to begin on Wednesday, March 25, 2009 at 4:00 pm Eastern Time
and is expected to end during the week of April 6, 2009 (the "Blackout Period").
The purpose of the Blackout Period is (i) to implement the merger of the Plans
to form The Bank of New York Mellon Corporation 401(k) Savings Plan (the "BNY
Mellon 401(k) Plan"); (ii) to adopt new investment options for the BNY Mellon
401(k) Plan; and (iii) to effect a transition of the Plans' administration to a
new recordkeeper.
During the Blackout Period, participants in the Plans will be temporarily unable to access their Plan accounts, including being unable to direct or diversify investments, change contribution rates, or obtain loans or distributions. Notice of the Blackout Period was sent to all participants and beneficiaries under the Plans on February 17, 2009.
Since the Plans include BNY Mellon common stock as an investment option, on February 23, 2009, BNY Mellon sent a separate notice to its directors and executive officers informing them of the Blackout Period and the prohibitions on their directly or indirectly purchasing, exercising, selling, or otherwise transferring equity securities of BNY Mellon in any non-exempt transactions during the Blackout Period (the "Insider Notice"). The Insider Notice was provided to BNY Mellon's directors and executive officers pursuant to the requirements of Section 306(a) of the Sarbanes-Oxley Act of 2002 and Rule 104 of the Securities and Exchange Commission's Regulation BTR.
A copy of the Insider Notice is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein it its entirety.
During the Blackout Period and for a period of two years after the end date thereof, a security holder or other interested person may obtain, without charge, information regarding the Blackout Period, including the actual end date of the Blackout Period. This information is available by contacting Richard Pearlman at The Bank of New York Mellon Corporation, One Mellon Center, 500 Grant Street, Pittsburgh, PA 15219 or via telephone at (412) 234-1029.
Item No. Description
99.1 Notice of Blackout Period sent to Directors and Executive Officers of
The Bank or New York Mellon Corporation on February 23, 2009
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