Bank of America (BAC) grants 2026 performance and restricted stock units to CTO

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Form Type

Rhea-AI Filing Summary

Gopalkrishnan Hari reported acquisition or exercise transactions in this Form 4 filing.

Bank of America (BAC) reported new equity awards for Chief Tech & Info Officer Hari Gopalkrishnan. On February 13, 2026, he received 49,938 2026 Performance Restricted Stock Units, which may pay out between 0% and 150% of this target amount depending on performance goals from January 1, 2026 through December 31, 2028, with settlement in shares on March 1, 2029.

He was also granted 24,969 2026 Restricted Stock Units that are cash-settled and 24,969 2026 Restricted Stock Units that are share-settled, each vesting in four equal annual installments starting February 15, 2027. Following these grants, he holds 2,672 shares of common stock directly.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Gopalkrishnan Hari

Role Chief Tech & Info Officer

Type	Security	Shares	Price	Value
Grant/Award	2026 Performance Restricted Stock Units	49,938	$0.00	$0.00
Grant/Award	2026 Restricted Stock Units	24,969	$0.00	$0.00
Grant/Award	2026 Restricted Stock Units	24,969	$0.00	$0.00
holding	Common Stock	--	--	--

Holdings After Transaction: 2026 Performance Restricted Stock Units — 49,938 shares (Direct); 2026 Restricted Stock Units — 49,938 shares (Direct); Common Stock — 2,672 shares (Direct)

Footnotes (5)

F1. Each unit represents a contingent right to receive one share of Bank of America Corporation common stock.
F2. Award under the Bank of America Corporation Equity Plan in a transaction that is exempt under Rule 16b-3(d). These units are subject to the attainment of pre-established performance goals. One-half of the units have performance goals based on the Company's three-year average return on assets and one-half of the units have performance goals based on the Company's three-year average growth in adjusted tangible book value, both beginning on January 1, 2026 and ending December 31, 2028. To the extent earned, the award will be settled in shares on March 1, 2029. The reported number of units represents the "target" amount of the award (i.e., 100%); the actual award upon vesting may range between 0% and 150% of the target, depending upon satisfaction of the performance goals.
F3. Each unit is the economic equivalent of one share of Bank of America Corporation common stock.
F4. Award under the Bank of America Corporation Equity Plan in a transaction that is exempt under Rule 16b-3(d). These units are settled in cash and vest in four equal annual installments commencing February 15, 2027.
F5. Award under the Bank of America Corporation Equity Plan in a transaction that is exempt under Rule 16b-3(d). These units are settled in shares and vest in four equal annual installments commencing February 15, 2027.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/13/2026 - 08:11 PM

FAQ

What did BAC’s Chief Tech & Info Officer receive in this Form 4 filing?

The filing shows Hari Gopalkrishnan received equity awards, including 49,938 2026 Performance RSUs and two grants of 24,969 2026 Restricted Stock Units each. These awards provide long-term incentive compensation tied to Bank of America’s performance and future service-based vesting schedules.

How many performance-based RSUs were granted to BAC executive Hari Gopalkrishnan?

He was granted 49,938 2026 Performance Restricted Stock Units. The actual shares delivered can range from 0% to 150% of this target, based on three-year performance measures covering return on assets and growth in adjusted tangible book value from 2026 through 2028.

What performance period applies to BAC’s 2026 Performance RSUs in this filing?

The performance period runs from January 1, 2026 through December 31, 2028. One-half of the units are tied to three-year average return on assets and one-half to three-year average growth in adjusted tangible book value, with potential settlement in shares on March 1, 2029.

When will the BAC 2026 Performance RSUs for Hari Gopalkrishnan be settled?

Any earned 2026 Performance Restricted Stock Units will be settled in shares on March 1, 2029. The number of shares ultimately delivered depends on whether Bank of America meets pre-established performance goals over the three-year measurement period from 2026 through 2028.

How do the 2026 Restricted Stock Units for BAC’s CTO vest and settle?

He received two grants of 24,969 2026 Restricted Stock Units. One grant is settled in cash, and the other in shares. Both vest in four equal annual installments, beginning February 15, 2027, rewarding continued employment over several years.

How many Bank of America common shares does Hari Gopalkrishnan directly own after these transactions?

After the reported transactions, he directly owns 2,672 shares of Bank of America common stock. This shareholding is in addition to his various restricted stock unit awards, which may convert to cash or shares in future years if vesting and performance conditions are satisfied.

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^*

Gopalkrishnan Hari

(Last)

(First)

(Middle)

100 NORTH TRYON STREET

(Street)

CHARLOTTE

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)
	Chief Tech & Info Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								2,672	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
2026 Performance Restricted Stock Units	⁽¹⁾	02/13/2026		A		49,938		⁽²⁾	⁽²⁾	Common Stock	49,938	⁽¹⁾	49,938	D
2026 Restricted Stock Units	⁽³⁾	02/13/2026		A		24,969		⁽⁴⁾	02/15/2030	Common Stock	24,969	⁽³⁾	24,969	D
2026 Restricted Stock Units	⁽¹⁾	02/13/2026		A		24,969		⁽⁵⁾	02/15/2030	Common Stock	24,969	⁽¹⁾	24,969	D

Explanation of Responses:

1. Each unit represents a contingent right to receive one share of Bank of America Corporation common stock.

2. Award under the Bank of America Corporation Equity Plan in a transaction that is exempt under Rule 16b-3(d). These units are subject to the attainment of pre-established performance goals. One-half of the units have performance goals based on the Company's three-year average return on assets and one-half of the units have performance goals based on the Company's three-year average growth in adjusted tangible book value, both beginning on January 1, 2026 and ending December 31, 2028. To the extent earned, the award will be settled in shares on March 1, 2029. The reported number of units represents the "target" amount of the award (i.e., 100%); the actual award upon vesting may range between 0% and 150% of the target, depending upon satisfaction of the performance goals.

3. Each unit is the economic equivalent of one share of Bank of America Corporation common stock.

4. Award under the Bank of America Corporation Equity Plan in a transaction that is exempt under Rule 16b-3(d). These units are settled in cash and vest in four equal annual installments commencing February 15, 2027.

5. Award under the Bank of America Corporation Equity Plan in a transaction that is exempt under Rule 16b-3(d). These units are settled in shares and vest in four equal annual installments commencing February 15, 2027.

	Hari Gopalkrishnan / Michael P. Lapp POA	02/13/2026
	** 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.

Source: View Original Filing on SEC EDGAR