Bank of America (NYSE: BAC) CEO gains 395K shares, withholds some for tax

Rhea-AI Filing Summary

Bank of America Chair and CEO Brian T. Moynihan reported equity award activity tied to his 2023 performance restricted stock units. On March 1, 2026, 395,504 performance RSUs were exercised and converted into the same number of shares of common stock at a stated price of $0.00 per share, reflecting settlement of previously granted awards after performance goals were met.

To cover tax withholding obligations related to this vesting, 193,328 shares of common stock were disposed of back to the issuer at $49.83 per share, described as a payment of tax liability by delivering securities. After these transactions, Moynihan directly owned 2,699,612 shares of common stock. He also indirectly held 3,583.484 shares through a 401(k) plan and 100,000 shares held by a trust.

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^*

MOYNIHAN BRIAN T

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chair and CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		M		395,504	A	(1)	2,892,940	D
Common Stock	03/01/2026		F		193,328(2)	D	$49.83	2,699,612	D
Common Stock								3,583.484	I	401(k) Plan
Common Stock								100,000	I	By Trust

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
2023 Performance Restricted Stock Units	(1)	03/01/2026		M			395,504	(3)	(3)	Common Stock	395,504	(1)	0	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, 2023, the reporting person was granted units, subject to the Company's attainment of 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, 2023 and ending December 31, 2025. For the performance period, an amount equaling 100% of the target was earned. All units earned were settled in shares on March 1, 2026, and no units remain outstanding.

	Brian T. Moynihan / Michael P. Lapp POA	03/03/2026
	** 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 CEO Brian Moynihan report in this Form 4 filing?

Brian Moynihan reported the vesting and settlement of 395,504 2023 performance restricted stock units into common shares, plus a related tax-withholding share disposition, and updated his direct and indirect Bank of America common stock holdings as of March 1, 2026.

How many Bank of America (BAC) shares did Brian Moynihan acquire?

He acquired 395,504 shares of Bank of America common stock through the exercise and settlement of 2023 performance restricted stock units at a stated price of $0.00 per share, following the company’s achievement of specified performance goals over the 2023–2025 period.

Why were some Bank of America (BAC) shares disposed of in this Form 4?

The filing states that 193,328 shares of Bank of America common stock were disposed of to the issuer at $49.83 per share specifically to satisfy a tax withholding obligation arising from the vesting and settlement of the performance-based restricted stock units.

What performance period applied to Brian Moynihan’s 2023 BAC performance units?

The performance units granted on February 15, 2023 used a performance period from January 1, 2023 through December 31, 2025, based on three-year average return on assets and three-year average growth in adjusted tangible book value, with 100% of the target amount ultimately earned.

How many BAC shares does Brian Moynihan own directly after these transactions?

After the reported March 1, 2026 transactions, Brian Moynihan’s direct ownership in Bank of America common stock was 2,699,612 shares, reflecting the net result of the performance unit settlement and the tax-withholding share disposition described in the Form 4.

What indirect Bank of America (BAC) holdings does Brian Moynihan report?

He reports indirect ownership of Bank of America common stock through two sources: 3,583.484 shares held in a 401(k) plan and 100,000 shares held by a trust, which are listed separately from his directly owned 2,699,612 common shares.