Bank of America (NYSE: BAC) CTO converts RSUs, uses shares for taxes

Rhea-AI Filing Summary

Bank of America’s Chief Tech & Info Officer, Hari Gopalkrishnan, reported multiple equity award transactions dated February 15, 2026. Several blocks of restricted stock units were converted into common stock via code M transactions, including 26,230 and 23,938 shares from 2024 and 2023 RSU grants.

Related code F transactions show shares of common stock, such as 13,389 and 12,217 shares, delivered back to Bank of America at $52.55 per share to satisfy tax withholding obligations rather than open-market sales. Footnotes explain that each unit represents one share and detail prior RSU grants with multi-year vesting schedules.

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

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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 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)
	Chief Tech & Info Officer

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		10,798	A	(1)	13,470	D
Common Stock	02/15/2026		F		5,496(2)	D	$52.55	7,974	D
Common Stock	02/15/2026		M		25,000	A	(1)	32,974	D
Common Stock	02/15/2026		F		12,760(2)	D	$52.55	20,214	D
Common Stock	02/15/2026		M		2,703	A	(1)	22,917	D
Common Stock	02/15/2026		F		1,355(2)	D	$52.55	21,562	D
Common Stock	02/15/2026		M		23,938	A	(1)	45,500	D
Common Stock	02/15/2026		F		12,217(2)	D	$52.55	33,283	D
Common Stock	02/15/2026		M		20,000	A	(1)	53,283	D
Common Stock	02/15/2026		F		10,202(2)	D	$52.55	43,081	D
Common Stock	02/15/2026		M		26,230	A	(1)	69,311	D
Common Stock	02/15/2026		F		13,389(2)	D	$52.55	55,922	D
Common Stock	02/15/2026		M		19,814	A	(1)	75,736	D
Common Stock	02/15/2026		F		10,108(2)	D	$52.55	65,628	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			10,798	(3)	02/15/2026	Common Stock	10,798	(1)	0	D
Restricted Stock Units	(1)	02/15/2026		M			25,000	(4)	02/15/2026	Common Stock	25,000	(1)	0	D
Restricted Stock Units	(1)	02/15/2026		M			2,703	(5)	02/15/2026	Common Stock	2,703	(1)	0	D
2023 Restricted Stock Units	(1)	02/15/2026		M			23,938	(6)	02/15/2027	Common Stock	23,938	(1)	23,939	D
Restricted Stock Units	(1)	02/15/2026		M			20,000	(7)	02/15/2027	Common Stock	20,000	(1)	20,000	D
2024 Restricted Stock Units	(1)	02/15/2026		M			26,230	(8)	02/15/2028	Common Stock	26,230	(1)	52,460	D
2025 Restricted Stock Units	(1)	02/15/2026		M			19,814	(9)	02/15/2029	Common Stock	19,814	(1)	59,443	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. On February 15, 2022, the reporting person was granted units, vesting in four equal annual installments commencing on February 15, 2023.

4. On February 15, 2022, the reporting person was granted units, vesting in two equal annual installments commencing on February 15, 2025.

5. On February 15, 2022, the reporting person was granted units, vesting in sixteen equal quarterly installments commencing May 15, 2022.

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, 2023, the reporting person was granted units, vesting in two equal annual installments commencing on February 15, 2026.

8. On February 15, 2024, the reporting person was granted units, vesting in four equal annual installments commencing on February 15, 2025.

9. On February 14, 2025, the reporting person was granted units, vesting in four equal annual installments commencing on February 15, 2026.

	Hari Gopalkrishnan / Michael P. Lapp POA	02/18/2026
	** Signature of Reporting Person	Date
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FAQ

What insider activity did Bank of America (BAC) report for Hari Gopalkrishnan?

Bank of America reported that Chief Tech & Info Officer Hari Gopalkrishnan converted multiple blocks of restricted stock units into common stock on February 15, 2026. He also delivered some of those shares back to the company to cover associated tax withholding obligations.

Were the Bank of America (BAC) insider transactions open-market buys or sells?

The transactions were primarily code M exercises of restricted stock units into common stock, not open-market purchases. Code F entries reflect shares delivered to Bank of America at $52.55 per share to satisfy tax withholding, rather than discretionary selling in the open market.

What do the restricted stock units in this BAC Form 4 represent?

Each restricted stock unit reported represents a contingent right to receive one share of Bank of America common stock. The units stem from prior equity awards granted between 2022 and 2025, which vest over several years according to the specific schedules described in the footnotes.

How were tax obligations handled in Hari Gopalkrishnan’s BAC equity transactions?

Tax obligations were satisfied through code F transactions where shares of Bank of America common stock were delivered back to the issuer. These dispositions, at a reported price of $52.55 per share, were specifically designated for paying exercise price or tax liabilities on the vested awards.

What vesting schedules applied to the BAC restricted stock units in this filing?

The filing notes several grant structures: some units vest in four equal annual installments, others in two annual installments, and one in sixteen equal quarterly installments. These schedules began on dates such as February 15, 2023, February 15, 2024, and May 15, 2022, depending on the specific grant.

Does this Bank of America (BAC) Form 4 change Hari Gopalkrishnan’s ownership stake significantly?

The Form 4 shows ongoing equity award vesting and related tax-withholding dispositions typical of executive compensation programs. It reports conversions of restricted stock units into common shares and share deliveries for taxes, rather than a large discretionary purchase or sale that would radically shift his ownership.