Dreyfus Institutional Preferred Money Market Funds

11/29/2024 | Press release | Distributed by Public on 11/29/2024 14:01

Semi Annual Report by Investment Company Form N CSRS

8dd0afddddfdb02
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
811-08211
Dreyfus Institutional Preferred Money Market Funds
(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:
03/31
Date of reporting period:
09/30/24
ITEM 1 - Reports to Stockholders
Dreyfus Institutional Preferred Government Plus Money Market Fund
SEMI-ANNUAL
SHAREHOLDER
REPORT
September 30, 2024
Institutional Shares
This semi-annual shareholder report contains important information about Dreyfus Institutional Preferred Government Plus Money Market Fund (the "Fund") for the period of April 1, 2024 to September 30, 2024. You can find additional information about the Fund at
www.dreyfus.com/products/mm.html#overview
. 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
Institutional Shares
*
$
0 		0.00
%
**
*
During the period, fees were waived and/or expenses reimbused pursuant to an agreement with the Fund's investment adviser, BNY Mellon Investment Adviser, Inc. If this agreement is not extended in the future, expenses could be higher.
**
Annualized.
KEY FUND STATISTICS (AS OF 9/30/
24
)

Fund Size (Millions)

Number of Holdings
$
966
8
Portfolio Holdings (as of 9/30/24)
Allocation of Holdings (Based on Net Assets)
For additional information about the Fund, including its prospectus, financial information and portfolio holdings, please visit
www.dreyfus.com/products/mm.html#overview
.
© 2024
BNY Mellon Securities Corporation
, Distributor,
240 Greenwich Street, 9th Floor, New York, NY 10286
Code-0286SA0924

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.

  
 
Dreyfus Institutional Preferred Government Plus Money Market Fund
SEMI-ANNUAL FINANCIALS AND OTHER
INFORMATION
September 30, 2024 
Share Class
Institutional Shares
IMPORTANT NOTICE - CHANGES TO ANNUAL AND SEMI-ANNUAL REPORTS
The Securities and Exchange Commission (the "SEC") has adopted rule and form amendments which have resulted in changes to the design and delivery of annual and semi-annual fund reports ("Reports"). Reports are now streamlined to highlight key information. Certain information previously included in Reports, including financial statements, no longer appear in the Reports but will be available online within the Semi-Annual and Annual Financials and Other Information, delivered free of charge to shareholders upon request, and filed with the SEC.
Save time. Save paper. View your next shareholder report online as soon as it's available. Log into www.bny.com/investmentsand sign up for eCommunications. It's simple and only takes a few minutes.
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 SEC.
 
Item 7. Financial Statements and Financial Highlights for Open-End Management
Investment Companies
3
Statement of Investments
3
Statement of Assets and Liabilities
4
Statement of Operations
5
Statement of Changes in Net Assets
6
Financial Highlights
7
Notes to Financial Statements
8
Item 8. Changes in and Disagreements with Accountants for Open-End Management
Investment Companies
12
Item 9. Proxy Disclosures for Open-End Management Investment Companies
13
Item 10. Remuneration Paid to Directors, Officers, and Other of Open-End
Management Investment Companies
14
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract
15
Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.  Dreyfus Institutional Preferred Government Plus Money Market Fund Statement of Investments
September 30, 2024 (Unaudited)

 
Description
Annualized
Yield (%)
Principal
Amount ($)
Value ($)
U.S. Treasury Bills - 6.4%
10/22/2024(a)
(Cost $ 61,814,646)
5.21
62,000,000
61,814,646
U.S. Treasury Floating Rate Notes - 4.5%
10/1/2024 (3 Month USBMMY +0.14%)(b)
4.73
28,000,000
27,999,031
10/1/2024 (3 Month USBMMY +0.20%)(b)
4.79
15,000,000
15,000,000
Total U.S. Treasury Floating Rate Notes
(cost $42,999,031)
42,999,031
Repurchase Agreements - 89.2%
ABN Amro Bank, Tri-Party Agreement thru BNY, dated 9/30/2024, due at
10/1/2024 in the amount of $200,026,944, (fully collateralized
by: U.S. Treasuries (including strips), 0.63%-4.38%, due 11/15/2025-
8/15/2049, valued at $204,000,004)
4.85
200,000,000
200,000,000
Bank of Nova Scotia, Tri-Party Agreement thru BNY, dated 9/30/2024, due at
10/1/2024 in the amount of $205,027,618, (fully collateralized
by: U.S. Treasuries (including strips), 0.00%-6.38%, due 10/15/2024-
2/15/2054, valued at $209,128,171)
4.85
205,000,000
205,000,000
Credit Agricole CIB, Tri-Party Agreement thru BNY, dated 9/30/2024, due at
10/1/2024 in the amount of $107,014,415, (fully collateralized
by: U.S. Treasuries (including strips), 1.38%-4.75%, due 5/15/2042-5/15/2054,
valued at $109,140,001)
4.85
107,000,000
107,000,000
HSBC Securities USA, Inc., Tri-Party Agreement thru BNY, dated 9/30/2024, due at
10/1/2024 in the amount of $150,020,250 (fully collateralized by: Federal Farm
Credit Bank-Agency Debentures and Agency Strips, 0.50%-3.44%, due
5/14/2025-2/24/2042, Federal Home Loan Mortgage Corp-Agency Debentures
and Agency Strips, 0.00%, due 1/15/2026-1/15/2032, Federal National
Mortgage Association-Agency Debentures and Agency Strips, 0.00%, due
5/15/2025-7/15/2037, Government National Mortgage Association-Agency
Mortgage-Backed Securities, 2.00%-8.00%, due 12/20/2028-8/20/2064,
U.S. Treasuries (including strips), 7.63%, due 2/15/2025, valued at
$153,000,000)
4.86
150,000,000
150,000,000
ING Financial Markets LLC, Tri-Party Agreement thru BNY, dated 9/30/2024, due
at 10/1/2024 in the amount of $200,026,944, (fully collateralized
by: U.S. Treasuries (including strips), 0.00%-4.88%, due 1/15/2025-5/31/2031,
valued at $204,000,027)
4.85
200,000,000
200,000,000
Total Repurchase Agreements
(cost $862,000,000)
862,000,000
Total Investments(cost $966,813,677)
100.1%
966,813,677
Liabilities, Less Cash and Receivables
(.1%)
(937,657)
Net Assets
100.0%
965,876,020
 
USBMMY-U.S. Treasury Bill Money Market Yield
 
(a)
Security is a discount security. Income is recognized through the accretion of discount.
(b)
Variable rate security-interest rate resets periodically and rate shown is the interest rate in effect at period end. Date shown represents the earlier of the next
interest reset date or ultimate maturity date. Security description also includes the reference rate and spread if published and available.
See notes to financial statements.
3
STATEMENT OF ASSETS AND LIABILITIES
September 30, 2024 (Unaudited) 
Cost
Value
Assets ($):
Investments in securities-See Statement of Investments
(including repurchase agreements of $862,000,000)-Note 1(b)
966,813,677
966,813,677
Interest receivable
510,494
Due from BNY Mellon Investment Adviser, Inc. -Note 2(b)
3,300
967,327,471
Liabilities ($):
Cash overdraft due to Custodian
1,450,200
Trustees' fees and expenses payable
1,251
1,451,451
Net Assets ($)
965,876,020
Composition of Net Assets ($):
Paid-in capital
965,905,655
Total distributable earnings (loss)
(29,635
)
Net Assets ($)
965,876,020
 
Net Asset Value Per Share
Institutional Shares
Net Assets ($)
965,876,020
Shares Outstanding
965,912,042
Net Asset Value Per Share ($)
1.00
See notes to financial statements.
4
STATEMENT OF OPERATIONS
Six Months Ended September 30, 2024 (Unaudited) 
Investment Income ($):
Interest Income
31,008,132
Expenses:
Management fee-Note 2(a)
577,043
Trustees' fees-Notes 2(a) and 2(c)
13,100
Total Expenses
590,143
Less-reduction in expenses due to undertaking-Note 2(a)
(577,043)
Less-Trustees' fees reimbursed by
BNY Mellon Investment Adviser, Inc.-Note 2(a)
(13,100)
Net Expenses
-
Net Investment Income, representing net increase in net assets resulting from operations
31,008,132
See notes to financial statements.
5
STATEMENT OF CHANGES IN NET ASSETS
  
Six Months Ended
September 30, 2024 (Unaudited)
Year Ended March 31, 2024(a)
Operations ($):
Net investment income, representing net increase in net
assets resulting from operations
31,008,132
69,266,638
Distributions ($):
Distributions to shareholders:
Institutional Shares
(31,008,657)
(63,246,947)
SL Shares
-
(6,019,166)
Total Distributions
(31,008,657)
(69,266,113)
Beneficial Interest Transactions ($1.00 per share):
Net proceeds from shares sold:
Institutional Shares
3,234,140,425
7,389,388,970
SL Shares
-
477,842,724
Cost of shares redeemed:
Institutional Shares
(3,364,762,153)
(7,128,566,156)
SL Shares
-
(1,117,722,588)
Increase (Decrease) in Net Assets from Beneficial Interest
Transactions
(130,621,728)
(379,057,050)
Total Increase (Decrease) in Net Assets
(130,622,253)
(379,056,525)
Net Assets ($)
Beginning of Period
1,096,498,273
1,475,554,798
End of Period
965,876,020
1,096,498,273
 
(a)
Effective at the close of business July 6, 2023, SL shares were terminated. Prior to termination SL shares were exchanged for Institutional shares of the fund.
See notes to financial statements.
6
FINANCIAL HIGHLIGHTS
The following tables describe the performance for each share class for the fiscal periods indicated. All information 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
September 30,
2024 (Unaudited) 
Year Ended March 31,
Institutional Shares
2024(a)
2023
2022
2021
2020
Per Share Data ($):
Net asset value, beginning of period
1.00
1.00
1.00
1.00
1.00
1.00
Investment Operations:
Net investment income
.027
.053
.028
.001
.002
.019
Distributions:
Dividends from net investment income
(.027
)
(.053
)
(.028
)
(.001
)
(.002
)
(.019
)
Dividends from net realized gain on investments
-
-
-
-
(.000
)(b)
-
Total Distributions
(.027
)
(.053
)
(.028
)
(.001
)
(.002
)
(.019
)
Net asset value, end of period
1.00
1.00
1.00
1.00
1.00
1.00
Total Return (%)
2.72
(c)
5.43
2.83
.07
.18
1.94
Ratios/Supplemental Data (%):
Ratio of total expenses to average net assets
.10
(d)
.11
.11
.11
.11
.11
Ratio of net expenses to average net assets
.00
(d)
.00
.00
.00
.00
.00
Ratio of net investment income to average net
assets
5.37
(d)
5.31
2.59
.07
.17
1.94
Net Assets, end of period ($ x 1,000)
965,876
1,096,498
835,686
1,458,704
1,313,228
1,625,061
 
(a)
Effective at the close of business July 6, 2023, SL shares were terminated. Prior to termination SL shares were exchanged for Institutional shares of the fund.
(b)
Amount represents less than $.001 per share.
(c)
Not annualized.
(d)
Annualized.
See notes to financial statements.
7
NOTES TO FINANCIAL STATEMENTS (Unaudited)
NOTE 1-
Significant Accounting Policies:
Dreyfus Institutional Preferred Government Plus Money Market Fund (the "fund") is the sole series of Dreyfus Institutional Preferred Money Market Funds (the "Trust"), which is registered under the Investment Company Act of 1940, as amended (the "Act"), as a diversified open-end management investment company. The fund's investment objective is to seek as high a level of current income as is consistent with the preservation of capital and the maintenance of liquidity. The fund serves as an investment vehicle for certain other funds managed by BNY Mellon Investment Adviser, Inc. as well as for clients of The Bank of New York Mellon as securities lending agent, and clients of other securities lending agents. As of September 30, 2024, all of the fund's outstanding shares were held by other funds managed by 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. Dreyfus, a division of Mellon Corporation (the "Sub-Adviser"), an indirect wholly-owned subsidiary of BNY and an affiliate of the 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 to the public without sales charge. The fund is authorized to issue an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares: Institutional. The fund's Institutional shares are designed for the funds in the BNY Mellon Family of Funds and BNY Mellon Funds Trust for the investment of their excess cash. The fund's Institutional shares are not offered to any other investors. 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 fund operates as a "government money market fund" as that term is defined in Rule 2a-7 under the Act. It is the fund's policy to maintain a constant net asset value ("NAV") per share of $1.00 and the fund has adopted certain investment, portfolio valuation and dividend and distribution policies to enable it to do so. There is no assurance, however, that the fund will be able to maintain a constant NAV per share of $1.00.
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 Securities and Exchange Commission ("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-Investment Companies. The fund's financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.
The Trust 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:Investments in securities are valued at amortized cost in accordance with Rule 2a-7 under the Act. If amortized cost is determined not to approximate fair market value, the fair value of the portfolio securities will be determined by procedures established by and under the general oversight of the Trust's Board of Trustees (the "Board") pursuant to Rule 2a-5 under the Act.
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).
8
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, money market securities are valued using amortized cost, in accordance with rules under the Act. Generally, amortized cost approximates the current fair value of a security, but since the value is not obtained from a quoted price in an active market, such securities are reflected within Level 2 of the fair value hierarchy.
The following is a summary of the inputs used as of September 30, 2024 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:†
U.S. Treasury Bills
-
61,814,646
-
61,814,646
U.S. Treasury Floating Rate Notes
-
42,999,031
-
42,999,031
Repurchase Agreements
-
862,000,000
-
862,000,000
 
†
See Statement of Investments for additional detailed categorizations, if any.
(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Interest income, adjusted for accretion of discount and amortization of premium on investments, is earned from settlement date and is recognized on the accrual basis. Realized gains and losses from securities transactions are recorded on the identified cost basis.
The fund may enter into repurchase agreements with financial institutions, deemed to be creditworthy by the Adviser, subject to the seller's agreement to repurchase and the fund's agreement to resell such securities at a mutually agreed upon price. Pursuant to the terms of the repurchase agreement, such securities must have an aggregate market value greater than or equal to the terms of the repurchase price plus accrued interest at all times. If the value of the underlying securities falls below the value of the repurchase price plus accrued interest, the fund will require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults on its repurchase obligation, the fund maintains its right to sell the underlying securities at market value and may claim any resulting loss against the seller. The collateral is held on behalf of the fund by the tri-party administrator with respect to any tri-party agreement. The fund may also jointly enter into one or more repurchase agreements with other funds managed by the Adviser in accordance with an exemptive order granted by the SEC pursuant to section 17(d) and Rule 17d-1 under the Act. Any joint repurchase agreements must be collateralized fully by U.S. Government securities.
For financial reporting purposes, the fund elects not to offset assets and liabilities subject to a Repurchase 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 September 30, 2024, 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 Repurchase Agreement are detailed in the following table: 
Assets ($)
Liabilities ($)
Repurchase Agreements
862,000,000
-
Total gross amount of assets and
liabilities in the Statement of Assets
and Liabilities
862,000,000
-
Collateral (received)/posted not offset
in the Statement of Assets and
Liabilities
(862,000,000)†
-
Net amount
-
-
 
†
The value of the related collateral received by the fund normally exceeded the value of the repurchase agreement by the fund. See Statement of Investments for detailed
information regarding collateral received for open repurchase agreements.
(c) Market Risk:The value of the securities in which the fund invests may be affected by political, regulatory, economic and social developments. Events such as war, acts of terrorism, the spread of infectious illness or other public health issue, recessions, or other events could have significant impact on the fund and its investments. Recent examples include pandemic risks related to COVID-19and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and
9
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff.
Repurchase Agreement Counterparty Risk:The fund is subject to the risk that a counterparty in a repurchase agreement could fail to honor the terms of the agreement.
(d) Dividends and distributions to shareholders:It is the policy of the fund to declare dividends daily from net investment income. Such dividends are paid monthly. 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.
(e) 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 September 30, 2024, 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 September 30, 2024, the fund did not incur any interest or penalties.
Each tax year in the three-year period ended March 31, 2024 remains subject to examination by the Internal Revenue Service and state taxing authorities.
The fund is permitted to carry forward capital losses for an unlimited period. Furthermore, capital loss carryovers retain their character as either short-term or long-term capital losses.
The fund has an unused capital loss carryover of $29,635 available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to March 31, 2024. These short-term capital losses can be carried forward for an unlimited period.
The tax character of distributions paid to shareholders during the fiscal year ended March 31, 2024 were as follows: ordinary income $69,266,113. The tax character of current year distributions will be determined at the end of the current fiscal year.
At September 30, 2024, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).
NOTE 2-
Management Fee, Sub-Advisory Fee and Other Transactions with Affiliates:
(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .10% of the value of the fund's average daily net assets and is payable monthly. The Adviser has agreed in its management agreement with the fund to: (1) pay all of the fund's direct expenses, except management fees and certain other expenses, including the fees and expenses of the independent board members and independent counsel to the fund and to the independent board members, and (2) reduce its fees pursuant to the management agreement in an amount equal to the fund's allocable portion of the fees and expenses of the independent board members and independent counsel to the fund and to the independent board members. These provisions in the management agreement may not be amended without the approval of the fund's shareholders. During the period ended September 30, 2024, fees reimbursed by the Adviser amounted to $13,100.
The Adviser has agreed from April 1, 2024 through September 30, 2024 to waive receipt of its management fee in the amount of .10% of the value of the fund's average daily net assets. This fee waiver undertaking is voluntary, not contractual, and may be terminated by the Adviser at any time. The reduction in expenses, pursuant to the undertaking, amounted to $577,043 during the period ended September30, 2024.
Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-Adviser, the Adviser pays to the Sub-Adviser a monthly fee of 50% of the monthly management fee the Adviser receives from the fund with respect to the value of the sub-advised net assets of the fund, net of any fee waivers and/or expense reimbursements made by the Adviser.
(b) 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.
10
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
The components of "Due from BNY Mellon Investment Adviser, Inc." in the Statement of Assets and Liabilities consist of: Managementfee of $85,396, which are offset against an expense reimbursement currently in effect in the amount of $88,696.
(c) Each board member 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.
11
Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies (Unaudited)
N/A
12
Item 9. Proxy Disclosures for Open-End Management Investment Companies (Unaudited)
N/A
13
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. Annual retainer fees and attendance fees are allocated to each fund based on net assets. Trustees fees paid by the fund are within Item 7. Statement of Operations as Trustees' fees and expenses.
14
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contracts (Unaudited)
At a meeting of the fund's Board of Trustees (the "Board") held on May 8, 2024, the Board considered the renewal of the fund's Management Agreement, pursuant to which the Adviser provides the fund with investment advisory and administrative services, and the Sub-Advisory Agreement (together with the Management Agreement, the "Agreements"), pursuant to which Dreyfus, a division of Mellon Investments Corporation (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 ("IndependentTrustees"), 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 Mellon 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 Mellon 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 correspondingneed 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.
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 Institutionalshares with the performance of a group of institutional U.S. government money market funds selected by Broadridge as comparableto the fund (the "Performance Group") and with a broader group of funds consisting of all institutional U.S. government money market funds (the "Performance Universe"), all for various periods ended March 31, 2024, 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 all institutional U.S. government money market 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 Performance Group and Performance Universe comparisons were provided based on both "gross"(i.e., without including fees and expenses) and "net"(i.e., including fees and expenses) total returns. 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 gross total return performance was above or at the Performance Group medians for all periods, except for the ten-year period when the fund's gross total return performance was slightly below the Performance Group median, and was above or at the Performance Universe medians for all periods, except for the ten-year period when the fund's gross total return performance was slightly below the Performance Universe median. The Board also considered that the fund's net total return performance was above the Performance Group and the Performance Universe medians for all periods, and was ranked in the first quartile of the Performance Group and the Performance Universe for all periods.
Management Fee and Expense Ratio Comparisons.The Board reviewed and considered the contractual management fee rate payable by the fund to the Adviser in light of the nature, extent and quality of the management services and the sub-advisory services provided by
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Item 11. Statement Regarding Basis for Approval of Investment Advisory Contracts (Unaudited) (continued)
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, which included reductions for a fee waiver arrangement in place that reduced the management fee paid to the Adviser. 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 noted that the Adviser pays all fund expenses, other than the actual management fee and certain other expenses. Because of the fund's "unitary fee"structure, the Board recognized that the fund's fees and expenses will vary within a much smaller range and the Adviser will bear the risk that fund expenses may increase over time. On the other hand, the Board noted that it is possible that the Adviser could earn a profit on the fees charged under the Agreement and would benefit from any price decreases in third-party services covered by the Agreement. Taking into account the fund's "unitary"fee structure, 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 (which was zero) was lower than the Expense Group median and lower than the Expense Universe median actual management fee, and the fund's total expenses (which were zero) were lower than the Expense Group median and lower than the Expense Universe median total expenses.
Representatives of the Adviser stated that, for the past fiscal year, the management fee and total expenses were zero pursuant to a contractual undertaking of the Adviser to reduce its fees pursuant to the Agreement in an amount equal to the fund's allocable portion of the fees and expenses of the Independent Trustees and independent counsel to the fund and to the Independent Trustees (which amount was approximately .01% for the past fiscal year). The contractual undertaking may not be amended without the approval of the fund's shareholders, and the voluntary undertaking may be terminated by the Adviser at any time.
Representatives of the Adviser reviewed with the Board the management or investment advisory fees paid by funds advised by the Adviser that are in the same Lipper category as the fund (the "Similar Funds"), and explained the nature of the Similar Funds. 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, noting the fund's "unitary"fee structure. The Board considered the relevance of the fee information provided for the Similar Funds to evaluate the appropriateness of the fund's management fee. Representatives of the Adviser noted that there were no separate accounts and/or other types of client portfolios advised by the Adviser or the Sub-Adviser that are considered to have similar investment strategies and policies as the fund.
The Board considered the fee payable to the Sub-Adviser in relation to the fee payable to the Adviser by the fund and the respective services provided by the Sub-Adviser and the Adviser. The Board also took into consideration that the Sub-Adviser's fee is paid by the Adviser, out of its fee from the fund, and not the fund.
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 Mellon 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 considered the fee waiver arrangement and its effect on the profitability of 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 Mellon 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 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 Mellon 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
16
Sub-Adviser from acting as investment adviser and sub-adviser, respectively, and took into consideration that there were no 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 adequate and appropriate.
●The Board was satisfied with the fund's performance.
●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.
●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 rate charged to the fund pursuant to the Management Agreement 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 measures; 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 Mellon 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 Mellon funds that the Board oversees, in prior years. The Board determined to renew the Agreements.
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©2024 BNY Mellon Securities Corporation Code-0286NCSRSA0924 

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

(a)(3) 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.

Dreyfus Institutional Preferred Money Market Funds

By: /s/ David J. DiPetrillo

David J. DiPetrillo

President (Principal Executive Officer)

Date: November 18, 2024

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: November 18, 2024

By: /s/ James Windels

James Windels

Treasurer (Principal Financial Officer)

Date: November 18, 2024

EXHIBIT INDEX

(a)(2) 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)