March 1, 2011<\/p>\n
Mr. Robert P. Kelly<\/p>\n
Chairman and Chief Executive Officer<\/p>\n
The Bank of New York Mellon Corporation<\/p>\n
One Wall Street<\/p>\n
New York, NY 10286<\/p>\n
Dear Bob:<\/p>\n
The purpose of this letter is to confirm our agreement on the terms of an
\namendment to your supplemental executive retirement plan (“SERP”), effective
\nthis date. The SERP is memorialized in your January 31, 2006 letter with Mellon
\nFinancial Corporation, as amended on December 22, 2006 and December 15, 2008.
\nYour SERP benefit, prior to any applicable offsets provided for in the SERP,
\nshall be frozen at the amount calculated on the basis of your employment
\ncredited through December 31, 2012. For purposes of calculating your SERP
\nbenefit, the three calendar years from which your “Final Average Compensation”
\nshall be determined shall be 2010, 2011 and 2012 and the “Service Percentage”
\napplied to your Final Average Compensation for each full or partial year of
\nemployment with BNY Mellon from January 1, 2011 through December 31, 2012 shall
\nbe reduced from 2% to 1.4%, recognizing that the Service Percentage for
\nemployment on or prior to December 31, 2010 shall remain at 2% (with any such
\npercentage pro-rated for a partial year of employment).<\/p>\n
Please indicate your acceptance of this amendment by signing below. The
\namendment may be executed in two or more counterparts, each of which will be
\nconsidered an original. A signature transmitted by facsimile or pdf will be
\nconsidered an original signature.<\/p>\n<\/p>\n
| <\/td>\n | <\/td>\n | <\/td>\n | <\/td>\n | <\/td>\n<\/tr>\n | |||||
| \n Sincerely,<\/p>\n<\/td>\n<\/tr>\n | |||||||||
| <\/td>\n<\/tr>\n | |||||||||
| \n The Bank of New York Mellon Corporation<\/p>\n<\/td>\n<\/tr>\n | |||||||||
| <\/td>\n | <\/td>\n<\/tr>\n | ||||||||
| \n By:<\/p>\n<\/td>\n | <\/td>\n | \n \/s\/ Lisa B. Peters<\/p>\n<\/td>\n<\/tr>\n | |||||||
| <\/td>\n | <\/td>\n | \n Name:<\/p>\n<\/td>\n | <\/td>\n | \n Lisa B. Peters<\/p>\n<\/td>\n<\/tr>\n | |||||
| <\/td>\n | <\/td>\n | \n Title:<\/p>\n<\/td>\n | <\/td>\n | \n Senior Executive Vice President<\/p>\n<\/td>\n<\/tr>\n<\/tbody>\n<\/table>\n
|