BNY Mellon Appreciation Fund Inc.

08/28/2026 | Press release | Distributed by Public on 08/28/2026 09:35

Semi-Annual Report by Investment Company (Form N-CSRS)

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
811-03081
BNY Mellon Appreciation Fund, 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 Officer) (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:
12/31
Date of reporting period:
6/30/26
ITEM 1 - Reports to Stockholders
BNY Mellon Appreciation Fund, Inc.
SEMI-ANNUAL
SHAREHOLDER
REPORT
June 30, 2026
Investor Shares - DGAGX
This semi-annual shareholder report contains important information about BNY Mellon Appreciation Fund, Inc. (the "Fund") for the period of January 1, 2026 to June 30, 2026. You can find additional information about the Fund at bny.com/investments/literaturecenter. You can also request this information by calling 1-800-373-9387 (inside the U.S. only) or by sending an e-mail request to [email protected].
What were the Fund's costs for the last six months ?
(based on a hypothetical $10,000 investment)
Share Class Costs of a $10,000 investment Costs paid as a percentage of a $10,000 investment
Investor Shares $44 0.88%*
*
Annualized.
KEY FUND STATISTICS (AS OF 6/30/26 )

Fund Size (Millions)
Number of Holdings
Portfolio Turnover
$1,847 44 4.86%
Portfolio Holdings (as of 6/30/26 )
Top Ten Holdings (Based on Net Assets) *
* Excludes money market funds or other short-term securities held for the investment of cash and cash collateral for securities loaned, if any.
Sector Allocation (Based on Net Assets)
For additional information about the Fund, including its prospectus, financial information, portfolio holdings and proxy voting information, please visit bny.com/investments/literaturecenter .
Not FDIC Insured. Not Bank-Guaranteed. May Lose Value
© 2026 BNY Mellon Securities Corporation, Distributor,
240 Greenwich Street, 9th Floor, New York, NY 10286
Code-0141SA0626
BNY Mellon Appreciation Fund, Inc.
SEMI-ANNUAL
SHAREHOLDER
REPORT
June 30, 2026
Class I - DGIGX
This semi-annual shareholder report contains important information about BNY Mellon Appreciation Fund, Inc. (the "Fund") for the period of January 1, 2026 to June 30, 2026. You can find additional information about the Fund at bny.com/investments/literaturecenter. You can also request this information by calling 1-800-373-9387 (inside the U.S. only) or by sending an e-mail request to [email protected].
What were the Fund's costs for the last six months ?
(based on a hypothetical $10,000 investment)
Share Class Costs of a $10,000 investment Costs paid as a percentage of a $10,000 investment
Class I $32 0.64%*
*
Annualized.
KEY FUND STATISTICS (AS OF 6/30/26 )

Fund Size (Millions)
Number of Holdings
Portfolio Turnover
$1,847 44 4.86%
Portfolio Holdings (as of 6/30/26 )
Top Ten Holdings (Based on Net Assets) *
* Excludes money market funds or other short-term securities held for the investment of cash and cash collateral for securities loaned, if any.
Sector Allocation (Based on Net Assets)
For additional information about the Fund, including its prospectus, financial information, portfolio holdings and proxy voting information, please visit bny.com/investments/literaturecenter .
Not FDIC Insured. Not Bank-Guaranteed. May Lose Value
© 2026 BNY Mellon Securities Corporation, Distributor,
240 Greenwich Street, 9th Floor, New York, NY 10286
Code-4041SA0626
BNY Mellon Appreciation Fund, Inc.
SEMI-ANNUAL
SHAREHOLDER
REPORT
June 30, 2026
Class Y - DGYGX
This semi-annual shareholder report contains important information about BNY Mellon Appreciation Fund, Inc. (the "Fund") for the period of January 1, 2026 to June 30, 2026. You can find additional information about the Fund at bny.com/investments/literaturecenter. You can also request this information by calling 1-800-373-9387 (inside the U.S. only) or by sending an e-mail request to [email protected].
What were the Fund's costs for the last six months ?
(based on a hypothetical $10,000 investment)
Share Class Costs of a $10,000 investment Costs paid as a percentage of a $10,000 investment
Class Y $29 0.59%*
*
Annualized.
KEY FUND STATISTICS (AS OF 6/30/26 )

Fund Size (Millions)
Number of Holdings
Portfolio Turnover
$1,847 44 4.86%
Portfolio Holdings (as of 6/30/26 )
Top Ten Holdings (Based on Net Assets) *
* Excludes money market funds or other short-term securities held for the investment of cash and cash collateral for securities loaned, if any.
Sector Allocation (Based on Net Assets)
For additional information about the Fund, including its prospectus, financial information, portfolio holdings and proxy voting information, please visit bny.com/investments/literaturecenter .
Not FDIC Insured. Not Bank-Guaranteed. May Lose Value
© 2026 BNY Mellon Securities Corporation, Distributor,
240 Greenwich Street, 9th Floor, New York, NY 10286
Code-0146SA0626

Item 2. Code of Ethics.

Not applicable.

Item 3. Audit Committee Financial Expert.

Not applicable.

Item 4. Principal Accountant Fees and Services.

Not applicable.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

Not applicable.

 
BNY Mellon Appreciation Fund, Inc.
SEMI-ANNUAL FINANCIALS AND OTHER INFORMATION
June 30, 2026
 
Class
Ticker
Investor
DGAGX
I
DGIGX
Y
DGYGX
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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
The Fund
Please note the Semi-Annual Financials and Other Information only contains Items 7-11 required in Form N-CSR. All other required items will be filed with the Securities and Exchange Commission (the "SEC").
 
Item 7. Financial Statements and Financial Highlights for Open-End Management
Investment Companies
3
Schedule of Investments
3
Statement of Assets and Liabilities
6
Statement of Operations
7
Statement of Changes in Net Assets
8
Financial Highlights
10
Notes to Financial Statements
13
Item 8. Changes in and Disagreements with Accountants for Open-End Management
Investment Companies
18
Item 9. Proxy Disclosures for Open-End Management Investment Companies
19
Item 10. Remuneration Paid to Directors, Officers, and Other of Open-End
Management Investment Companies
20
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contracts
21
Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.  BNY Mellon Appreciation Fund, Inc. SCHEDULE OF INVESTMENTS
June 30, 2026 (Unaudited)
 
Description
Shares
Value ($)
Equity Securities - Common Stocks - 99.5%
Capital Goods - 5.6%
BAE Systems PLC
1,415,345
34,625,165
Caterpillar, Inc.
6,500
6,921,850
Deere & Co.
30,080
19,080,646
Eaton Corp. PLC
102,060
43,489,807
104,117,468
Commercial & Professional Services - .6%
Automatic Data Processing, Inc.
47,300
10,592,835
Consumer Discretionary Distribution & Retail - 7.3%
Amazon.com, Inc.(a)
497,730
118,628,968
The Home Depot, Inc.
45,500
16,046,940
134,675,908
Consumer Durables & Apparel - 2.1%
Hermes International SCA
6,345
11,610,374
LVMH Moet Hennessy Louis Vuitton SE
48,075
26,622,433
38,232,807
Consumer Services - 2.5%
Marriott International, Inc., Cl. A
47,200
17,491,848
McDonald's Corp.
108,075
29,213,753
46,705,601
Energy - 3.3%
Chevron Corp.
224,635
37,235,498
Exxon Mobil Corp.
179,175
24,496,806
61,732,304
Financial Services - 13.4%
Berkshire Hathaway, Inc., Cl. A(a)
47
35,195,950
BlackRock, Inc.
37,875
36,419,085
Blackstone, Inc.
168,775
19,859,754
CME Group, Inc.
66,360
14,654,279
Intercontinental Exchange, Inc.
135,435
16,673,403
Mastercard, Inc., Cl. A
66,675
34,244,280
S&P Global, Inc.
84,657
34,477,410
Visa, Inc., Cl. A(b)
159,995
54,892,684
246,416,845
Food, Beverage & Tobacco - 2.7%
Philip Morris International, Inc.
173,735
31,430,399
The Coca-Cola Company
232,170
18,868,456
50,298,855
Health Care Equipment & Services - 4.1%
Abbott Laboratories
102,720
9,320,812
Intuitive Surgical, Inc.(a)
55,055
21,894,272
UnitedHealth Group, Inc.
104,995
43,639,072
74,854,156
Insurance - 1.6%
The Progressive Corp.
136,430
29,803,134
Materials - .9%
The Sherwin-Williams Company
49,375
17,000,800
3
SCHEDULE OF INVESTMENTS (Unaudited) (continued)
Description
Shares
Value ($)
Equity Securities - Common Stocks - 99.5% (continued)
Media & Entertainment - 12.4%
Alphabet, Inc., Cl. C
449,795
158,926,067
Meta Platforms, Inc., Cl. A
123,265
69,433,942
228,360,009
Pharmaceuticals, Biotechnology & Life Sciences - 4.3%
AbbVie, Inc.
90,025
22,653,891
AstraZeneca PLC
148,235
28,108,321
Eli Lilly & Co.
23,760
28,498,457
79,260,669
Semiconductors & Semiconductor Equipment - 22.8%
ASML Holding NV
41,115
81,795,826
Broadcom, Inc.
125,000
47,218,750
NVIDIA Corp.
884,895
177,058,640
Taiwan Semiconductor Manufacturing Co. Ltd., ADR
194,040
92,667,683
Texas Instruments, Inc.
76,065
22,672,694
421,413,593
Software & Services - 8.1%
Intuit, Inc.
42,050
10,975,050
Microsoft Corp.
323,310
120,601,096
ServiceNow, Inc.(a)
173,900
17,264,792
148,840,938
Technology Hardware & Equipment - 6.8%
Apple, Inc.
435,150
125,915,004
Transportation - 1.0%
Canadian Pacific Kansas City Ltd.
212,055
18,374,566
Total Equity Securities - Common Stocks
(cost $735,515,685)
1,836,595,492
 
1-Day
Yield (%)
Investment Companies - .6%
Registered Investment Companies - .6%
BNY Dreyfus Institutional Preferred Government Plus Money Market Fund, Institutional
Shares(c)
(cost $11,518,114)
3.70
11,518,114
11,518,114
Total Investments (cost $747,033,799)
    100.1%
1,848,113,606
Liabilities, Less Cash and Receivables
      (.1%)
   (1,457,852)
Net Assets
    100.0%
1,846,655,754
 
ADR-American Depositary Receipt
 
(a)
Non-income producing security.
(b)
Security, or portion thereof, on loan. At June 30, 2026, the value of the fund's securities on loan was $10,142,427 and the value of the collateral was
$10,324,086, consisting of U.S. Government & Agency securities. In addition, the value of collateral may include pending sales that are also on loan.
(c)
Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company's
prospectus.
4
 
Affiliated Issuers
Description
Value ($)
12/31/2025
Purchases ($)†
Sales ($)
Value ($)
6/30/2026
Dividends/
Distributions ($)
Registered Investment Companies - .6%
BNY Dreyfus Institutional Preferred Government Plus Money
Market Fund, Institutional Shares - .6%
11,167,176
101,938,394
(101,587,456)
11,518,114
196,714
 
†
Includes reinvested dividends/distributions.
See notes to financial statements.
5
STATEMENT OF ASSETS AND LIABILITIES
June 30, 2026 (Unaudited) 
Cost
Value
Assets ($):
Investments in securities-See Schedule of Investments
(including securities on loan, valued at $10,142,427)-Note 1(c):
Unaffiliated issuers
735,515,685
1,836,595,492
Affiliated issuers
11,518,114
11,518,114
Dividends and securities lending income receivable
722,587
Receivable for shares of Common Stock subscribed
340,989
Tax reclaim receivable-Note 1(b)
299,332
Prepaid expenses
58,031
1,849,534,545
Liabilities ($):
Due to BNY Mellon Investment Adviser, Inc. and affiliates-Note 3(b)
887,946
Due to Fayez Sarofim & Co., LLC
332,835
Cash overdraft due to Custodian
110,157
Payable for shares of Common Stock redeemed
1,356,711
Directors' fees and expenses payable
5,916
Other accrued expenses
185,226
2,878,791
Net Assets ($)
1,846,655,754
Composition of Net Assets ($):
Paid-in capital
623,145,089
Total distributable earnings (loss)
1,223,510,665
Net Assets ($)
1,846,655,754
 
Net Asset Value Per Share
Investor Shares
Class I
Class Y
Net Assets ($)
1,506,320,226
197,902,656
142,432,872
Shares Outstanding
42,537,518
5,662,380
4,056,454
Net Asset Value Per Share ($)
35.41
34.95
35.11
See notes to financial statements.
6
STATEMENT OF OPERATIONS
Six Months Ended June 30, 2026 (Unaudited) 
Investment Income ($):
Income:
Cash dividends (net of $209,253 foreign taxes withheld at source):
Unaffiliated issuers
12,284,071
Affiliated issuers
196,714
Affiliated income net of rebates from securities lending-Note 1(c)
13,133
Interest
291
Total Income
12,494,209
Expenses:
Management fee-Note 3(a)
3,124,134
Shareholder servicing costs-Note 3(b)
2,327,969
Sub-advisory fee-Note 3(a)
2,043,607
Directors' fees and expenses-Note 3(c)
81,537
Professional fees
56,868
Registration fees
35,677
Loan commitment fees-Note 2
23,694
Prospectus and shareholders' reports
22,618
Chief Compliance Officer fees-Note 3(b)
20,572
Custodian fees-Note 3(b)
14,433
Shareholder and regulatory reports service fees-Note 3(b)
9,500
Miscellaneous
13,484
Total Expenses
7,774,093
Net Investment Income
4,720,116
Realized and Unrealized Gain (Loss) on Investments-Note 4 ($):
Net realized gain (loss) on investments and foreign currency transactions
121,463,281
Net change in unrealized appreciation (depreciation) on investments and foreign currency transactions
(99,443,888
)
Net Realized and Unrealized Gain (Loss) on Investments
22,019,393
Net Increase in Net Assets Resulting from Operations
26,739,509
See notes to financial statements.
7
STATEMENT OF CHANGES IN NET ASSETS
  
Six Months Ended
June 30, 2026
(Unaudited)
Year Ended
December 31,  2025
Operations ($):
Net investment income
4,720,116
6,626,423
Net realized gain (loss) on investments
121,463,281
366,936,108
Net change in unrealized appreciation (depreciation) on investments
(99,443,888)
(175,825,005)
Net Increase (Decrease) in Net Assets Resulting from Operations
26,739,509
197,737,526
Distributions ($):
Distributions to shareholders:
Investor Shares
(22,956,178)
(294,300,307)
Class I
(3,448,744)
(44,672,309)
Class Y
(2,367,866)
(27,962,788)
Total Distributions
(28,772,788)
(366,935,404)
Capital Stock Transactions ($):
Net proceeds from shares sold:
Investor Shares
6,246,703
22,111,502
Class I
20,050,010
37,368,415
Class Y
18,620,089
21,937,705
Distributions reinvested:
Investor Shares
21,821,832
278,585,382
Class I
2,910,385
37,671,187
Class Y
2,260,113
26,694,647
Cost of shares redeemed:
Investor Shares
(125,689,106)
(247,271,243)
Class I
(48,219,081)
(124,161,283)
Class Y
(23,795,932)
(69,337,283)
Increase (Decrease) in Net Assets from Capital Stock Transactions
(125,794,987)
(16,400,971)
Total Increase (Decrease) in Net Assets
(127,828,266)
(185,598,849)
Net Assets ($):
Beginning of Period
1,974,484,020
2,160,082,869
End of Period
1,846,655,754
1,974,484,020
8
Six Months Ended
June 30, 2026
(Unaudited)
Year Ended
December 31,  2025
Capital Share Transactions (Shares):
Investor Shares(a)
Shares sold
179,166
582,739
Shares issued for distributions reinvested
667,381
7,887,087
Shares redeemed
(3,579,651)
(6,324,072)
Net Increase (Decrease) in Shares Outstanding
(2,733,104)
2,145,754
Class I(a)
Shares sold
582,873
992,038
Shares issued for distributions reinvested
89,747
1,077,812
Shares redeemed
(1,397,165)
(3,215,038)
Net Increase (Decrease) in Shares Outstanding
(724,545)
(1,145,188)
Class Y
Shares sold
536,706
564,333
Shares issued for distributions reinvested
69,311
760,870
Shares redeemed
(683,363)
(1,771,647)
Net Increase (Decrease) in Shares Outstanding
(77,346)
(446,444)
 
(a)
During the period ended December 31, 2025, 246 Investor shares representing $10,039 were exchanged for 249 Class I shares.
See notes to financial statements.
9
FINANCIAL HIGHLIGHTS
The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Net asset value total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption at net asset value on the last day of the period. Net asset value total return includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. 
Six Months Ended
June 30, 2026
(Unaudited) 
Year Ended December 31,
Investor Shares
2025
2024
2023
2022
2021
Per Share Data ($):
Net asset value, beginning of period
35.46
39.18
40.76
36.20
48.09
39.40
Investment Operations:
Net investment income(a)
.08
.11
.15
.25
.22
.17
Net realized and unrealized gain (loss) on
investments
.40
3.66
5.06
7.34
(8.79
)
10.40
Total from Investment Operations
.48
3.77
5.21
7.59
(8.57
)
10.57
Distributions:
Dividends from net investment income
(.08
)
(.11
)
(.15
)
(.26
)
(.23
)
(.16
)
Dividends from net realized gain on
investments
(.45
)
(7.38
)
(6.64
)
(2.77
)
(3.09
)
(1.72
)
Total Distributions
(.53
)
(7.49
)
(6.79
)
(3.03
)
(3.32
)
(1.88
)
Net asset value, end of period
35.41
35.46
39.18
40.76
36.20
48.09
Total Return (%)
1.47
(b)
10.17
12.42
21.40
(17.95
)
27.03
Ratios/Supplemental Data (%):
Ratio of total expenses to average net assets
.88
(c)
.88
.88
.89
.88
.88
Ratio of net expenses to average net assets
.88
(c)
.87
(d)
.87
(d)
.87
(d)
.88
(d)
.88
Ratio of net investment income to average
net assets
.45
(c)
.27
(d)
.33
(d)
.65
(d)
.55
(d)
.37
Portfolio Turnover Rate
4.86
(b)
13.42
12.56
3.76
9.01
4.43
Net Assets, end of period ($ x 1,000)
1,506,320
1,605,470
1,689,759
1,690,039
1,514,145
2,025,070
 
(a)
Based on average shares outstanding.
(b)
Not annualized.
(c)
Annualized.
(d)
Amount inclusive of reduction in fees due to earnings credits.
See notes to financial statements.
10
 
Six Months Ended
June 30, 2026
(Unaudited) 
Year Ended December 31,
Class I Shares
2025
2024
2023
2022
2021
Per Share Data ($):
Net asset value, beginning of period
35.01
38.77
40.40
35.90
47.74
39.12
Investment Operations:
Net investment income(a)
.12
.20
.24
.34
.31
.26
Net realized and unrealized gain (loss) on
investments
.39
3.62
5.02
7.28
(8.74
)
10.34
Total from Investment Operations
.51
3.82
5.26
7.62
(8.43
)
10.60
Distributions:
Dividends from net investment income
(.12
)
(.20
)
(.25
)
(.35
)
(.32
)
(.26
)
Dividends from net realized gain on
investments
(.45
)
(7.38
)
(6.64
)
(2.77
)
(3.09
)
(1.72
)
Total Distributions
(.57
)
(7.58
)
(6.89
)
(3.12
)
(3.41
)
(1.98
)
Net asset value, end of period
34.95
35.01
38.77
40.40
35.90
47.74
Total Return (%)
1.58
(b)
10.43
12.65
21.69
(17.77
)
27.34
Ratios/Supplemental Data (%):
Ratio of total expenses to average net assets
.64
(c)
.64
.65
.66
.66
.65
Ratio of net expenses to average net assets
.64
(c)
.64
(d)
.65
(d)
.66
(d)
.66
(d)
.65
Ratio of net investment income to average
net assets
.69
(c)
.51
(d)
.56
(d)
.88
(d)
.77
(d)
.59
Portfolio Turnover Rate
4.86
(b)
13.42
12.56
3.76
9.01
4.43
Net Assets, end of period ($ x 1,000)
197,903
223,620
292,055
341,607
303,603
423,979
 
(a)
Based on average shares outstanding.
(b)
Not annualized.
(c)
Annualized.
(d)
Amount inclusive of reduction in fees due to earnings credits.
See notes to financial statements.
11
FINANCIAL HIGHLIGHTS (continued)
 
Six Months Ended
June 30, 2026
(Unaudited) 
Year Ended December 31,
Class Y Shares
2025
2024
2023
2022
2021
Per Share Data ($):
Net asset value, beginning of period
35.17
38.92
40.53
36.01
47.87
39.23
Investment Operations:
Net investment income(a)
.13
.22
.27
.37
.34
.29
Net realized and unrealized gain (loss) on
investments
.39
3.64
5.03
7.29
(8.76
)
10.36
Total from Investment Operations
.52
3.86
5.30
7.66
(8.42
)
10.65
Distributions:
Dividends from net investment income
(.13
)
(.23
)
(.27
)
(.37
)
(.35
)
(.29
)
Dividends from net realized gain on
investments
(.45
)
(7.38
)
(6.64
)
(2.77
)
(3.09
)
(1.72
)
Total Distributions
(.58
)
(7.61
)
(6.91
)
(3.14
)
(3.44
)
(2.01
)
Net asset value, end of period
35.11
35.17
38.92
40.53
36.01
47.87
Total Return (%)
1.61
(b)
10.49
12.74
21.76
(17.70
)
27.40
Ratios/Supplemental Data (%):
Ratio of total expenses to average net assets
.59
(c)
.58
.59
.59
.59
.59
Ratio of net expenses to average net assets
.59
(c)
.58
(d)
.58
(d)
.59
(d)
.59
(d)
.59
Ratio of net investment income to average
net assets
.74
(c)
.56
(d)
.63
(d)
.94
(d)
.85
(d)
.66
Portfolio Turnover Rate
4.86
(b)
13.42
12.56
3.76
9.01
4.43
Net Assets, end of period ($ x 1,000)
142,433
145,394
178,270
187,530
166,542
217,653
 
(a)
Based on average shares outstanding.
(b)
Not annualized.
(c)
Annualized.
(d)
Amount inclusive of reduction in fees due to earnings credits.
See notes to financial statements.
12
NOTES TO FINANCIAL STATEMENTS (Unaudited)
NOTE 1-
Significant Accounting Policies:
BNY Mellon Appreciation Fund, Inc. (the "fund"), which is registered under the Investment Company Act of 1940, as amended (the "Act"), is a diversified open-end management investment company. The fund's investment objective is to seek long-term capital growth consistent with the preservation of capital. Its secondary goal is current income. BNY Mellon Investment Adviser, Inc. (the "Adviser"), a wholly-owned subsidiary of The Bank of New York Mellon Corporation ("BNY"), serves as the fund's investment adviser. Fayez Sarofim & Co., LLC (the "Sub-Adviser"), serves as the fund's sub-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 without a sales charge. The fund is authorized to issue 500 million shares of $.001 par value of Common Stock. The fund currently has authorized three classes of shares: Investor (300 million shares authorized), Class I (100 million shares authorized) and Class Y (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 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. Class Y shares are sold at net asset value per share generally to institutional investors, and bear no shareholder service plan fees. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.
The Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") is the exclusive reference of authoritativeU.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-InvestmentCompanies. The fund's financial statements are prepared in accordance with GAAP, which may require the use of managementestimates and assumptions. Actual results could differ from those estimates.
The fund 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 summarizedin 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 techniquesused to value the fund's investments are as follows:
Equity investments generally are valued at the last sale price on the day of valuation on the securities exchange or national securities market on which such securities primarily are traded. Securities listed on Nasdaq markets generally will be valued at the official closing price. If there are no transactions in a security, or no official closing prices for a Nasdaq market-listed security on that day, the security will be valued at the average of the most recent bid and asked prices. Bid price is used when no asked price is available. Open short
13
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
positions for which there is no sale price on a given day are valued at the lowest asked price. Investments in other open-end investment companies are valued at their reported net asset values ("NAVs") each day. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.
Fair value of foreign equity securities may be determined with the assistance of a pricing service using correlations between the movementof prices of foreign securities and indexes of domestic securities and other appropriate indicators, such as closing market prices of relevant ADRs and futures contracts. The valuation of a security based on this fair value process may differ from the security's most recent closing price and from the prices used by other mutual funds to calculate their NAVs. Foreign securities held by a fund may trade on days when the fund does not calculate its NAV and thus may affect the fund's NAV on days when investors will not be able to purchase or sell (redeem) fund shares. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.
Restricted securities, as well as securities or other assets for which recent market quotations or official closing prices are not readily available or are determined not to reflect accurately fair value (such as when the value of a security has been materially affected by events occurring 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 NAV), or which are not valued by one or more independent pricing services, are valued at fair value as determined in good faith based on procedures approved by the fund's Board of Directors (the "Board"). Fair value of investmentsis determined by the Adviser, as the fund's valuation designee pursuant to Rule 2a-5 under the Act, using such information as it deems appropriate under the circumstances. The factors that may be considered when fair valuing a security include 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. Using fair value to price investments may result in a value that is different from a security's most recent closing price and from the prices used by other mutual funds to calculate their NAVs. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.
Market quotations of foreign securities in foreign currencies and any fund assets or liabilities initially expressed in terms of foreign currency are translated into U.S. dollars at the spot rate.
The following is a summary of the inputs used as of June 30, 2026 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
1,763,737,520
72,857,972††
-
1,836,595,492
Investment Companies
11,518,114
-
-
11,518,114
1,775,255,634
72,857,972
-
1,848,113,606
 
†
See Schedule 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.
(b) Foreign currency transactions: The fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.
Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized on securities transactionsbetween 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
14
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
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 June 30, 2026, 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, 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, and is not reflected in the Statement of Assets and Liabilities. The securities on loan, if any, are also disclosed in the fund's Schedule 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 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 June 30, 2026, BNY earned $1,766 from the lending of the fund's portfolio securities, pursuant to the securities lending agreement.
For financial reporting purposes, the fund elects not to offset assets and liabilities subject to a securities lending agreement, if any, in the Statement of Assets and Liabilities. Therefore, all qualifying transactions are presented on a gross basis in the Statement of Assets and Liabilities. As of June 30, 2026, the fund had securities lending and the impact of netting of assets and liabilities and the offsetting of collateral pledged or received, if any, based on contractual netting/set-off provisions in the securities lending agreement are detailed in the following table: 
Assets ($)
Gross amount of securities loaned, at
value, as disclosed in the Statement
of Assets and Liabilities
10,142,427
Collateral (received)/posted not offset
in the Statement of
Assets and Liabilities
(10,142,427
)†
Net amount
-
 
†
The value of the related collateral received by the fund exceeded the value of the securities loaned by the fund pursuant to the securities lending agreement. In addition,
the value of collateral may include pending sales that are also on loan. See Schedule of Investments for detailed information regarding collateral received for open
securities lending.
(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. Local, regional or global events such as war, military conflicts, acts of terrorism, natural disasters, the spread of infectious illness or other public health issues, recessions, elevated levels of government debt, changes in trade regulation or economic sanctions, internal unrest and discord, or other events could have a significant impact on the fund and its investments.
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
15
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
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.
(f) Dividends and distributions to shareholders:Dividends and distributions are recorded on the ex-dividend date. Dividends from net investment income are normally declared and paid quarterly. 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 June 30, 2026, 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 June 30, 2026, the fund did not incur any interest or penalties.
Each tax year in the three-year period ended December 31, 2025 remains subject to examination by the Internal Revenue Service and state taxing authorities.
The tax character of distributions paid to shareholders during the fiscal year ended December 31, 2025 were as follows: ordinary income $6,611,387 and long-term capital gains $360,324,017. The tax character of current year distributions will be determined at the end of the current fiscal year.
(h) Operating segment reporting: In accordance with FASB Accounting Standards Update 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures ("ASU 2023-07"), the fund has operated and been managed as a single reportable segment, generating returns through dividends, interest, and/or gains from investments aligned with its single stated investment objective as outlined in the fund's prospectus. The fund's accounting policies are consistent with those described in these Notes to Financial Statements. The chief operating decision maker ("CODM") is represented by BNY Investments and is comprised of Senior Management and Directors of BNY Investments. The CODM considers the net increase in net assets resulting from operations when deciding whether to purchase additional investments or make distributions to shareholders. Detailed financial information for the fund is presented in these financial statements, including total assets and liabilities in the Statement of Assets and Liabilities, investments held in the Schedule of Investments, results of operations and significant segment expenses in the Statement of Operations, and additional performance information-such as total return, portfolio turnover, and ratios-in the Financial Highlights.
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 (the "BNY 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. 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 BNY 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 June 30, 2026, the fund did not borrow under either Facility.
NOTE 3-
Management Fee, Sub-Advisory Feeand Other Transactions with Affiliates:
(a) Pursuant to an investment advisory agreement with the Adviser, the management fee is computed at the annual rate of .3325% of the value of the fund's average daily net assets. Pursuant to a sub-investment advisory agreement with the Sub-Adviser, the fund pays the Sub-Adviser a monthly sub-advisory fee at the annual rate of .2175% of the value of the fund's average daily net assets. Both fees are payable monthly.
(b) Under the shareholder services plan (the "Shareholder Services Plan"), Investor shares pay the Distributor at an annual rate of .25% 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
16
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
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 June 30, 2026, the fund was charged $1,910,100 pursuant to the Shareholder Services Plan.
The fund has an arrangement with BNY Mellon Transfer, Inc., (the "Transfer Agent"), a subsidiary of BNY and an affiliate of the Adviser, whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset Transfer Agent fees. For financial reporting purposes, the fund includes transfer agent net earnings credits, if any, as an expense offset in the Statement of Operations.
The fund has an arrangement with The Bank of New York Mellon (the "Custodian"), a subsidiary of BNY 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 fund compensates the Transfer Agent, under a transfer agency agreement, for providing transfer agency and cash management services for the fund. The majority of Transfer Agent fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended June 30, 2026, the fund was charged $70,194 for transfer agency services. These fees are included in Shareholder servicing costs in the Statement of Operations.
The fund compensates the Custodian, under a custody agreement, for providing custodial services for the fund. These fees are determinedbased on net assets, geographic region and transaction activity. During the period ended June 30, 2026, the fund was charged $14,433 pursuant to the custody agreement.
During the period ended June 30, 2026, the fund was charged $20,572 for services performed by the fund's Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.
The fund compensates the Custodian for providing shareholder reporting and regulatory services for the fund. These fees are included in shareholder and regulatory reports service fees in the Statement of Operations. During the period ended June 30, 2026, the Custodianwas compensated $9,500 for financial reporting and regulatory services.
The components of "Due to BNY Mellon Investment Adviser, Inc. and affiliates" in the Statement of Assets and Liabilities consist of: management fee of $508,816, Shareholder Services Plan fees of $311,720, Custodian fees of $12,500, Chief Compliance Officer fees of $6,094, Transfer Agent fees of $39,316 and shareholder and regulatory reports service fees of $9,500.
(c) Each board member of the fund 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, during the period ended June 30, 2026, amounted to $91,756,905 and $237,755,226, respectively.
At June 30, 2026, accumulated net unrealized appreciation on investments was $1,101,079,807, consisting of $1,127,996,264 gross unrealized appreciation and $26,916,457 gross unrealized depreciation.
At June 30, 2026, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Schedule of Investments).
17
Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies (Unaudited)
N/A
18
Item 9. Proxy Disclosures for Open-End Management Investment Companies (Unaudited)
N/A
19
Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies (Unaudited)
Each board member also serves as a board member of other funds in the BNY Mellon Family of Funds complex, and annual retainer fees and meeting attendance fees are allocated to each fund based on net assets. The fund is charged for services performed by the fund's Chief Compliance Officer. Compensation paid by the fund during the period to the board members and the Chief Compliance Officer are within Item 7. Statement of Operations as Directors' fees and expenses and Chief Compliance Officer fees, respectively. The aggregateamount of Directors' fees and expenses and Chief Compliance Officer fees paid by the fund during the period was $102,109.
20
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contracts (Unaudited)
At a meeting of the fund's Board of Directors (the "Board") held on March 5-6, 2026 the Board considered the renewal of the fund's Investment Advisory Agreement, pursuant to which the Adviser provides the fund with investment advisory and administrative services, and the Sub-Investment Advisory Agreement (together with the Investment Advisory Agreement, the "Agreements"), pursuant to which Fayez Sarofim & Co., LLC (the "Sub-Adviser") provides day-to-day management of the fund's investments. The Board members, none of whom are "interested persons"(as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of the Adviser and the Sub-Adviser. In considering the renewal of the Agreements, the Board considered several factors that it believed to be relevant, including those discussed below. The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.
Analysis of Nature, Extent, and Quality of Services Provided to the Fund.The Board considered information provided to it at the meeting and in previous presentations from representatives of the Adviser regarding the nature, extent, and quality of the services provided to funds in the BNY fund complex, including the fund. The Adviser provided the number of open accounts in the fund, the fund's asset size and the allocation of fund assets among distribution channels. The Adviser also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the BNY fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or the Adviser) and the Adviser's corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.
The Board also considered research support available to, and portfolio management capabilities of, the fund's portfolio management personnel and that the Adviser also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements. The Board also considered the Adviser's extensive administrative, accountingand compliance infrastructures, as well as the Adviser's supervisory activities over the Sub-Adviser. The Board also considered portfolio management's brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.
Comparative Analysis of the Fund's Performance and Management Fee and Expense Ratio.The Board reviewed reports prepared by Broadridge Financial Solutions, Inc. ("Broadridge"), an independent provider of investment company data based on classifications provided by Thomson Reuters Lipper ("Lipper"), which included information comparing (1) the performance of the fund's Investor shares with the performance of a group of retail no-load large-cap core funds selected by Broadridge as comparable to the fund (the "Performance Group") and with a broader group of funds consisting of all retail and institutional large-cap core funds (the "Performance Universe"), all for various periods ended December 31, 2025, and (2) the fund's actual and contractual management fees and total expenses with those of the same group of funds in the Performance Group (the "Expense Group") and with a broader group of funds consisting of retail no-load large-cap core funds, excluding outliers (the "Expense Universe"), the information for which was derived in part from fund financial statements available to Broadridge as of the date of its analysis. The Adviser previously had furnished the Board with a description of the methodology Broadridge used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.
Performance Comparisons.Representatives of the Adviser stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations and policies that may be applicable to the fund and comparison funds and the end date selected. The Board also considered the fund's performance in light of overall financial market conditions. The Board discussed with representatives of the Adviser and the Sub-Adviser the results of the comparisons and considered that the fund's total return performance was below the Performance Group median for all periods under review, except for the ten-year period when the fund's total return performance was above the Performance Group median, and was below the Performance Universe median for all periods under review. The Board discussed with representatives of the Adviser and the Sub-Adviser the reasons for the fund's underperformanceversus the Performance Group and Performance Universe during certain periods under review and noted that the portfolio managers are very experienced with an impressive long-term track record and continued to apply a consistent investment strategy. The Adviser also provided a comparison of the fund's calendar year total returns to the returns of the fund's benchmark index.
Management Fee and Expense Ratio Comparisons. The Board reviewed and considered the contractual management fee rate (i.e., the aggregate investment advisory fee payable to the Adviser and the sub-investment advisory fee payable to the Sub-Adviser) payable by the
21
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contracts (Unaudited) (continued)
fund in light of the nature, extent and quality of the management services and the sub-advisory services provided by the Adviser and the Sub-Adviser, respectively. In addition, the Board reviewed and considered the actual management fee rate paid by the fund over the fund's last fiscal year. The Board also reviewed the range of actual and contractual management fees and total expenses as a percentage of average net assets of the Expense Group and Expense Universe funds and discussed the results of the comparisons.
The Board considered that the fund's contractual management fee was lower than the Expense Group median contractual management fee, the fund's actual management fee was lower than the Expense Group median and lower than the Expense Universe median actual management fee, and the fund's total expenses were higher than the Expense Group median and approximately equivalent to the Expense Universe median total expenses.
Representatives of the Adviser reviewed with the Board the management or investment advisory fees (1) paid by funds advised by the Adviser that are in the same Lipper category as the fund and (2) paid to the Adviser or the Sub-Adviser for advising any separate accounts and/or other types of client portfolios that are considered to have similar investment strategies and policies as the fund (the "Similar Clients"), and explained the nature of the Similar Clients. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors. The Board considered the relevance of the fee information provided for the Similar Clients to evaluate the appropriateness of the fund's management fee.
The Board considered the fee payable to the Sub-Adviser by the fund in relation to the fee payable to the Adviser by the fund and the respective services provided by the Sub-Adviser and the Adviser.
Analysis of Profitability and Economies of Scale. Representatives of the Adviser reviewed the expenses allocated and profit received by the Adviser and its affiliates and the resulting profitability percentage for managing the fund and the aggregate profitability percentage to the Adviser and its affiliates for managing the funds in the BNY fund complex, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not excessive, given the services rendered and service levels provided by the Adviser and its affiliates. The Board also had been provided with information prepared by an independent consulting firm regarding the Adviser's approach to allocating costs to, and determining the profitability of, individual funds and the entire BNY fund complex. The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund. The Board also received and considered a profitability analysis of the Sub-Adviser in providing services to the fund and concluded that the profitability results were not excessive, given the services and service levels provided by the Sub-Adviser.
The Board considered, on the advice of its counsel, the profitability analysis (1) as part of its evaluation of whether the fees under the Agreements, considered in relation to the mix of services provided by the Adviser and the Sub-Adviser, including the nature, extent and quality of such services, supported the renewal of the Agreements and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Representatives of the Adviser stated that, as a result of shared and allocated costs among funds in the BNY fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund's asset level. The Board also considered potential benefits to the Adviser and the Sub-Adviser from acting as investment adviser and sub-investment adviser, respectively, and took into consideration the soft dollar arrangements in effect for trading the fund's investments.
At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.
●The Board concluded that the nature, extent and quality of the services provided by the Adviser and the Sub-Adviser are satisfactoryand appropriate.
●The Board was satisfied with the experience of the fund's portfolio managers and the investment strategy employed for the fund.
●The Board concluded that the fees paid to the Adviser and the Sub-Adviser continued to be appropriate under the circumstances and in light of the factors and the totality of the services provided as discussed above.
22
●The Board determined that the economies of scale which may accrue to the Adviser and its affiliates in connection with the management of the fund had been adequately considered by the Adviser in connection with the fee rates charged to the fund pursuant to the Agreements and that, to the extent in the future it were determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.
In evaluating the Agreements, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with the Adviser and its affiliates and the Sub-Adviser, of the Adviser and the Sub-Adviserand the services provided to the fund by the Adviser and the Sub-Adviser. The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreements, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, the Board's consideration of the contractual fee arrangements for the fund had the benefit of a number of years of reviews of the Agreements for the fund, or substantially similar agreements for other BNY funds that the Board oversees, during which lengthy discussions took place between the Board and representatives of the Adviser. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board's conclusions may be based, in part, on its consideration of the fund's arrangements, or substantially similar arrangements for other BNY funds that the Board oversees, in prior years. The Board determined to renew the Agreements.
23
©2026 BNY Mellon Securities Corporation Code-0141NCSRSA0626 
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 13. Portfolio Managers for Closed-End Management Investment Companies.

Not applicable.

Item 14. Purchases of Equity Securities By Closed-End Management Investment Companies and Affiliated Purchasers.

Not applicable.

Item 15. Submission of Matters to a Vote of Security Holders.

There have been no materials changes to the procedures applicable to Item 15.

Item 16. 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 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 18. Recovery of Erroneously Awarded Compensation.

Not applicable.

Item 19. Exhibits.

(a)(1) Not applicable.

(a)(2) Not applicable.

(a)(3) Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.

(a)(4) Not applicable.

(a)(5) Not applicable.

(b) Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

BNY Mellon Appreciation Fund, Inc.

By: /s/ David J. DiPetrillo

David J. DiPetrillo

President (Principal Executive Officer)

Date: August 18, 2026

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: August 18, 2026

By: /s/ James Windels

James Windels

Treasurer (Principal Financial Officer)

Date: August 18, 2026

EXHIBIT INDEX

(a)(3) 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)

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