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Bank of America (BAC) CEO reports equity award exercises and tax share withholdings

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

Rhea-AI Filing Summary

Bank of America Chair and CEO Brian T. Moynihan reported multiple equity award transactions dated February 15, 2026. Several series of restricted stock units were exercised or converted into common stock, and a portion of the resulting shares, at $52.55 per share, was delivered back to Bank of America to cover tax withholding obligations or as dispositions to the issuer. He also reported indirect common stock holdings through a 401(k) plan and a trust.

Positive

  • None.

Negative

  • None.
Insider MOYNIHAN BRIAN T
Role Chair and CEO
Type Security Shares Price Value
Exercise 2022 Restricted Stock Units 31,705 $0.00 --
Exercise 2023 Restricted Stock Units 39,550 $0.00 --
Exercise 2024 Restricted Stock Units 41,366 $0.00 --
Exercise 2025 Cash Settled Restricted Stock Units 17,892 $0.00 --
Exercise 2025 Restricted Stock Units 35,783 $0.00 --
Exercise Common Stock 31,705 $0.00 --
Tax Withholding Common Stock 15,276 $52.55 $803K
Exercise Common Stock 39,550 $0.00 --
Tax Withholding Common Stock 19,311 $52.55 $1.01M
Exercise Common Stock 41,366 $0.00 --
Tax Withholding Common Stock 20,205 $52.55 $1.06M
Exercise Common Stock 17,892 $0.00 --
Disposition Common Stock 17,892 $52.55 $940K
Exercise Common Stock 35,783 $0.00 --
Tax Withholding Common Stock 17,489 $52.55 $919K
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: 2022 Restricted Stock Units — 0 shares (Direct); 2023 Restricted Stock Units — 39,551 shares (Direct); 2024 Restricted Stock Units — 82,732 shares (Direct); 2025 Cash Settled Restricted Stock Units — 0 shares (Direct); 2025 Restricted Stock Units — 107,349 shares (Direct); Common Stock — 2,453,018 shares (Direct); Common Stock — 3,583.484 shares (Indirect, 401(k) Plan)
Footnotes (1)
  1. Each unit represents a contingent right to receive one share of Bank of America Corporation common stock. Disposition of shares to the issuer to satisfy a tax withholding obligation. Each unit is the economic equivalent of one share of Bank of America Corporation common stock. On February 15, 2022, the reporting person was granted units, vesting in four equal annual installments commencing on February 15, 2023. On February 15, 2023, the reporting person was granted units, vesting in four equal annual installments commencing on February 15, 2024. On February 15, 2024, the reporting person was granted units, vesting in shares in four equal annual installments commencing on February 15, 2025. On February 14, 2025, the reporting person was granted units, vesting and payable solely in cash as follows: 1/12th of the stock units vest and become payable on the 15th day of each month during the 12-month period beginning in March 2025 and ending in February 2026. On February 14, 2025, the reporting person was granted units, vesting in shares in four equal annual installments commencing on February 15, 2026.
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)
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 31,705 A (1) 2,453,018 D
Common Stock 02/15/2026 F 15,276(2) D $52.55 2,437,742 D
Common Stock 02/15/2026 M 39,550 A (1) 2,477,292 D
Common Stock 02/15/2026 F 19,311(2) D $52.55 2,457,981 D
Common Stock 02/15/2026 M 41,366 A (1) 2,499,347 D
Common Stock 02/15/2026 F 20,205(2) D $52.55 2,479,142 D
Common Stock 02/15/2026 M 17,892 A (3) 2,497,034 D
Common Stock 02/15/2026 D 17,892 D $52.55 2,479,142 D
Common Stock 02/15/2026 M 35,783 A (1) 2,514,925 D
Common Stock 02/15/2026 F 17,489(2) D $52.55 2,497,436 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
2022 Restricted Stock Units (1) 02/15/2026 M 31,705 (4) 02/15/2026 Common Stock 31,705 (1) 0 D
2023 Restricted Stock Units (1) 02/15/2026 M 39,550 (5) 02/15/2027 Common Stock 39,550 (1) 39,551 D
2024 Restricted Stock Units (1) 02/15/2026 M 41,366 (6) 02/15/2028 Common Stock 41,366 (1) 82,732 D
2025 Cash Settled Restricted Stock Units (3) 02/15/2026 M 17,892 (7) 02/15/2026 Common Stock 17,892 (3) 0 D
2025 Restricted Stock Units (1) 02/15/2026 M 35,783 (8) 02/15/2029 Common Stock 35,783 (1) 107,349 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, 2023, the reporting person was granted units, vesting in four equal annual installments commencing on February 15, 2024.
6. On February 15, 2024, the reporting person was granted units, vesting in shares in four equal annual installments commencing on February 15, 2025.
7. On February 14, 2025, the reporting person was granted units, vesting and payable solely in cash as follows: 1/12th of the stock units vest and become payable on the 15th day of each month during the 12-month period beginning in March 2025 and ending in February 2026.
8. On February 14, 2025, the reporting person was granted units, vesting in shares in four equal annual installments commencing on February 15, 2026.
Brian T. Moynihan / 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 insider transactions did BAC CEO Brian Moynihan report on this Form 4?

Brian Moynihan reported multiple transactions involving Bank of America common stock on February 15, 2026. Several restricted stock unit awards were exercised into common shares, with some shares returned to the issuer or withheld to satisfy tax obligations at a reported price of $52.55 per share.

Were Brian Moynihan’s BAC stock transactions open-market buys or sells?

The transactions were primarily equity award-related, not open-market trades. Codes “M” show exercises or conversions of restricted stock units, while code “F” reflects shares delivered to satisfy tax withholding and code “D” reflects dispositions to the issuer, both at $52.55 per share.

How do the restricted stock units reported by BAC’s CEO work?

Each restricted stock unit is the economic equivalent of one share of Bank of America common stock. Units granted in 2022, 2023, 2024 and 2025 vest in scheduled installments, with some awards settling in shares and others, such as 2025 cash-settled units, payable solely in cash.

What vesting schedules apply to Brian Moynihan’s BAC restricted stock units?

Units granted in 2022 and 2023 vest in four equal annual installments starting the following February 15. 2024 units vest in shares in four yearly installments from February 15, 2025. Certain 2025 units vest monthly in cash, while others vest yearly beginning February 15, 2026.

Does Brian Moynihan hold BAC shares indirectly through other accounts?

Yes. The filing shows indirect ownership of Bank of America common stock through a 401(k) plan and a trust. These positions are reported separately from his direct holdings, reflecting shares held for his benefit in those arrangements as of the reported date.

What does transaction code F mean in Brian Moynihan’s BAC Form 4?

Transaction code “F” indicates payment of exercise price or tax liability by delivering securities. In this Form 4, shares of Bank of America common stock were delivered back at $52.55 per share to satisfy tax withholding obligations related to vested or exercised equity awards.
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