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Bank of America (BAC) risk chief logs major 2026 performance and RSU grants

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

Rhea-AI Filing Summary

Greener Geoffrey S reported acquisition or exercise transactions in this Form 4 filing.

Bank of America Corporation’s Chief Risk Officer Geoffrey S. Greener reported equity awards tied to the company’s common stock. On 02/13/2026, he received 105,750 2026 Performance Restricted Stock Units, each a contingent right to one share, granted under the Bank of America Corporation Equity Plan.

These performance units are based on three-year average return on assets and three-year average growth in adjusted tangible book value from January 1, 2026 through December 31, 2028, and, if earned, will be settled in shares on March 1, 2029, with payout between 0% and 150% of the 105,750 target units. He also received 52,875 2026 Restricted Stock Units that are cash-settled and 52,875 2026 Restricted Stock Units that are share-settled, each vesting in four equal annual installments starting February 15, 2027.

Separately, the filing notes indirect beneficial ownership of 1,373,439 shares of common stock held through a revocable trust.

Positive

  • None.

Negative

  • None.
Insider Greener Geoffrey S
Role Chief Risk Officer
Type Security Shares Price Value
Grant/Award 2026 Performance Restricted Stock Units 105,750 $0.00 --
Grant/Award 2026 Restricted Stock Units 52,875 $0.00 --
Grant/Award 2026 Restricted Stock Units 52,875 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: 2026 Performance Restricted Stock Units — 105,750 shares (Direct); 2026 Restricted Stock Units — 52,875 shares (Direct); Common Stock — 1,373,439 shares (Indirect, Revocable Trust)
Footnotes (1)
  1. Each unit represents a contingent right to receive one share of Bank of America Corporation common stock. 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. Each unit is the economic equivalent of one share of Bank of America Corporation common stock. 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. 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.
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*
Greener Geoffrey S

(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 Risk 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)
Code V Amount (A) or (D) Price
Common Stock 1,373,439 I Revocable 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
2026 Performance Restricted Stock Units (1) 02/13/2026 A 105,750 (2) (2) Common Stock 105,750 (1) 105,750 D
2026 Restricted Stock Units (3) 02/13/2026 A 52,875 (4) 02/15/2030 Common Stock 52,875 (3) 52,875 D
2026 Restricted Stock Units (1) 02/13/2026 A 52,875 (5) 02/15/2030 Common Stock 52,875 (1) 52,875 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.
Geoffrey S. Greener / 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.

FAQ

What insider transaction did BAC’s Chief Risk Officer report?

BAC’s Chief Risk Officer Geoffrey S. Greener reported equity awards on 02/13/2026. He received 105,750 2026 Performance Restricted Stock Units plus two grants of 52,875 2026 Restricted Stock Units each, all under the Bank of America Corporation Equity Plan with specified performance and vesting terms.

How many performance-based units did Geoffrey S. Greener receive at BAC?

He received 105,750 2026 Performance Restricted Stock Units. Each unit is a contingent right to one share, with performance measured by three-year average return on assets and three-year average growth in adjusted tangible book value from January 1, 2026 through December 31, 2028.

What are the vesting terms of Geoffrey Greener’s 2026 Restricted Stock Units at BAC?

He received two 52,875-unit 2026 Restricted Stock Unit awards. One is cash-settled and the other share-settled, and both vest in four equal annual installments beginning February 15, 2027, providing a multi-year compensation structure tied to continued service.

When will BAC’s 2026 Performance RSU award to Geoffrey Greener be settled?

If performance goals are met, the 2026 Performance Restricted Stock Unit award will be settled in shares on March 1, 2029. The actual number of shares delivered can range from 0% to 150% of the 105,750 target units, depending on results.

How is the actual payout range determined on BAC’s 2026 Performance RSUs?

The payout range is tied to performance versus preset goals. Depending on three-year average return on assets and adjusted tangible book value growth for 2026–2028, the award can result in 0% to 150% of the 105,750 target units being earned and settled in shares.

What indirect BAC share holdings are reported for Geoffrey S. Greener?

The filing shows indirect beneficial ownership of 1,373,439 Bank of America common shares held through a revocable trust. This figure reflects shares beneficially owned following the reported transactions, indicating a substantial trust-held position linked to the reporting person.
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