Bank of America insider files RSU grant and tax-withholding share disposition (BAC)

Rhea-AI Filing Summary

Insider transactions by Bank of America (BAC) executive Hari Gopalkrishnan: The reporting person, listed as Chief Technology & Information Officer, was granted 2,703 restricted stock units (each unit converts to one share) on 08/15/2025 under code M and remains beneficially owned. On the same date the reporting person disposed of 1,351 shares to the issuer to satisfy a tax withholding obligation at a reported price of $46.94 per share. The filing states the underlying award was originally granted 02/15/2022 and vests in quarterly installments beginning 05/15/2022, with units noted as becoming exercisable or deliverable on 02/15/2026. After these transactions the filing shows a total of 5,406 shares beneficially owned (reflecting direct ownership). The form is a single-person Form 4 filed 08/19/2025 signed by Hari Gopalkrishnan and a POA.

Positive

• 2,703 restricted stock units were acquired, aligning executive compensation with shareholder value
• Disposition of 1,351 shares was for tax withholding, indicating routine administrative settlement rather than open-market selling

Negative

• Reported sale of 1,351 shares reduces the reporting person's direct holdings
• Form does not disclose proportional size of transactions relative to total outstanding shares, limiting materiality assessment

Insights

Financial Analyst

TL;DR: Insider received compensation in RSUs and sold shares only to satisfy taxes; transactions are routine and not market-moving.

The reporting shows a typical executive equity compensation event: 2,703 restricted stock units were reported under code M and 1,351 shares were surrendered to the company to satisfy tax withholding at $46.94 per share. The RSU grant traces to a 02/15/2022 award vesting quarterly and with a stated deliverable date of 02/15/2026, indicating remaining restriction/vesting cadence. For investors this represents compensation alignment rather than a discretionary open-market sale; the size of the transactions relative to BAC outstanding shares is not disclosed here, so materiality to share supply or valuation cannot be assessed from this form alone.

Corporate Governance Expert

TL;DR: This Form 4 documents standard executive equity vesting and tax withholding, consistent with routine governance practices.

The filing identifies the reporting person as an officer and documents acquisition of compensation units and automatic disposition to satisfy tax obligations. The explanation clarifies these units were part of a 2022 grant vesting in scheduled quarterly installments. There is no indication of discretionary open-market selling or any additional change in control, governance action, or derivative usage beyond the RSU mechanics. From a governance lens, the disclosure meets Section 16 requirements and reflects normal compensation settlement activity.

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
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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)
08/15/2025

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	08/15/2025		M		2,703	A	(1)	2,703	D
Common Stock	08/15/2025		F		1,351(2)	D	$46.94	1,352	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
Restricted Stock Units	(1)	08/15/2025		M			2,703	(3)	02/15/2026	Common Stock	2,703	(1)	5,406	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 sixteen equal quarterly installments commencing May 15, 2022.

	Hari Gopalkrishnan / Michael P. Lapp POA	08/19/2025
	** 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).
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FAQ

What transactions did Hari Gopalkrishnan report on Form 4 for BAC?

The filer reported acquisition of 2,703 restricted stock units and disposition of 1,351 shares to satisfy tax withholding at $46.94 per share.

Are the 2,703 units actual shares immediately deliverable?

The filing states each unit represents a contingent right to one share and references an exercisable/deliverable date of 02/15/2026.

Why were 1,351 shares disposed of in this filing?

The explanation explicitly states the disposition was to the issuer to satisfy a tax withholding obligation.

When was the original grant for the restricted stock units made?

The units were originally granted on 02/15/2022, vesting in sixteen equal quarterly installments beginning 05/15/2022.

Who signed the Form 4 filing for Hari Gopalkrishnan?

The form was signed by Hari Gopalkrishnan with Michael P. Lapp as POA on 08/19/2025.