STOCK TITAN

Bank of America (NYSE: BAC) counsel gains shares as RSUs vest

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Bank of America’s Global General Counsel Lauren A. Mogensen reported multiple equity compensation transactions on February 15, 2026. She acquired common stock through the exercise and conversion of various restricted stock unit awards, each economically equivalent to one share of Bank of America common stock. Some of the newly issued shares were delivered back to the company and withheld at a price of $52.55 per share to satisfy tax withholding obligations and other dispositions to the issuer. After these transactions, she directly owned 551,247 shares of Bank of America common stock.

Positive

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Negative

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SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Mogensen Lauren A

(Last) (First) (Middle)
100 NORTH TRYON STREET

(Street)
CHARLOTTE NC 28255

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BANK OF AMERICA CORP /DE/ [ BAC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Global General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/15/2026 M 17,477 A (1) 519,266 D
Common Stock 02/15/2026 F 8,451(2) D $52.55 510,815 D
Common Stock 02/15/2026 M 50,000 A (1) 560,815 D
Common Stock 02/15/2026 F 24,238(2) D $52.55 536,577 D
Common Stock 02/15/2026 M 11,969 A (1) 548,546 D
Common Stock 02/15/2026 F 5,776(2) D $52.55 542,770 D
Common Stock 02/15/2026 M 7,897 A (1) 550,667 D
Common Stock 02/15/2026 F 3,799(2) D $52.55 546,868 D
Common Stock 02/15/2026 M 7,897 A (3) 554,765 D
Common Stock 02/15/2026 D 7,897 D $52.55 546,868 D
Common Stock 02/15/2026 M 8,411 A (1) 555,279 D
Common Stock 02/15/2026 F 4,032(2) D $52.55 551,247 D
Common Stock 02/15/2026 M 8,411 A (3) 559,658 D
Common Stock 02/15/2026 D 8,411 D $52.55 551,247 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
2022 Restricted Stock Units (1) 02/15/2026 M 17,477 (4) 02/15/2026 Common Stock 17,477 (1) 0 D
Restricted Stock Units (1) 02/15/2026 M 50,000 (5) 02/15/2026 Common Stock 50,000 (1) 0 D
2023 Restricted Stock Units (1) 02/15/2026 M 11,969 (6) 02/15/2027 Common Stock 11,969 (1) 11,970 D
2024 Restricted Stock Units (1) 02/15/2026 M 7,897 (7) 02/15/2028 Common Stock 7,897 (1) 15,795 D
2024 Restricted Stock Units (3) 02/15/2026 M 7,897 (8) 02/15/2028 Common Stock 7,897 (3) 15,794 D
2025 Restricted Stock Units (1) 02/15/2026 M 8,411 (9) 02/15/2029 Common Stock 8,411 (1) 25,236 D
2025 Restricted Stock Units (3) 02/15/2026 M 8,411 (10) 02/15/2029 Common Stock 8,411 (3) 25,236 D
Explanation of Responses:
1. Each unit represents a contingent right to receive one share of Bank of America Corporation common stock.
2. Disposition of shares to the issuer to satisfy a tax withholding obligation.
3. Each unit is the economic equivalent of one share of Bank of America Corporation common stock.
4. On February 15, 2022, the reporting person was granted units, vesting in four equal annual installments commencing on February 15, 2023.
5. On February 15, 2022, the reporting person was granted units, vesting in two equal annual installments commencing on February 15, 2025.
6. On February 15, 2023, the reporting person was granted units, vesting in four equal annual installments commencing on February 15, 2024.
7. On February 15, 2024, the reporting person was granted units, vesting in shares in four equal annual installments commencing on February 15, 2025.
8. On February 15, 2024, the reporting person was granted units, vesting in cash in four equal annual installments commencing on February 15, 2025.
9. On February 14, 2025, the reporting person was granted units, vesting in shares in four equal annual installments commencing on February 15, 2026.
10. On February 14, 2025, the reporting person was granted units, vesting in cash in four equal annual installments commencing on February 15, 2026.
Lauren A. Mogensen / Michael P. Lapp POA 02/18/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did BAC executive Lauren Mogensen report in this Form 4?

Lauren A. Mogensen reported equity compensation activity involving restricted stock units converting into Bank of America common shares. The filing shows new shares acquired and some shares returned or withheld mainly to cover tax obligations tied to these awards on a specified vesting date.

How many Bank of America (BAC) shares does Lauren Mogensen own after these transactions?

After the reported equity transactions, Lauren A. Mogensen directly owns 551,247 shares of Bank of America common stock. This balance reflects restricted stock units converting into shares plus shares disposed to the issuer and withheld to satisfy tax withholding obligations on the vesting date.

Were Lauren Mogensen’s BAC transactions open-market buys or sells?

The transactions were not open-market buys or sells. They primarily involved the exercise and conversion of restricted stock units into common shares, with some shares disposed to the issuer or withheld at $52.55 per share to satisfy tax withholding obligations related to those equity awards.

What types of securities were involved in Lauren Mogensen’s BAC Form 4?

The filing involves several series of restricted stock units from 2022, 2023, 2024, and 2025 and the resulting Bank of America common stock. Each unit is the economic equivalent of one common share and vests in scheduled annual installments according to the grant terms described in the footnotes.

Why were some BAC shares disposed or withheld in Lauren Mogensen’s filing?

Certain shares of Bank of America common stock were delivered back to the issuer or withheld at $52.55 per share. According to the disclosure, these dispositions were made to satisfy tax withholding obligations and related requirements arising when restricted stock unit awards vested and converted into common shares.

How are the BAC restricted stock units described in the Lauren Mogensen Form 4?

Each restricted stock unit is described as representing a contingent right or economic equivalent of one Bank of America common share. The awards vest in equal annual installments over multi-year schedules beginning on specific February dates, with some settling in shares and others in cash as detailed in the footnotes.
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