Bank of America Corporation filings document material events, shareholder governance and the capital structure of a diversified banking company listed on the New York Stock Exchange. Recent Form 8-K reports identify registered securities including BAC common stock, multiple series of preferred stock represented by depositary shares, preferred hybrid income securities, income capital obligation notes and senior medium-term notes associated with BofA Finance LLC guarantees.
The company's definitive proxy statement covers annual meeting matters, shareholder voting procedures and governance topics, including board leadership references and the role of the lead independent director. Together, these filings record the formal securities, governance and material-event disclosures tied to Bank of America's banking, wealth management, investment banking and markets businesses.
BofA Finance LLC is offering Contingent Income Auto-Callable Yield Notes fully guaranteed by Bank of America Corporation. The Notes have an approximate two-year term, pay a contingent coupon of 14.10% per annum (1.175% monthly) if monthly observation levels meet a 70.00% barrier, and are linked to the least performing of the Nasdaq-100 Technology Sector Index, the S&P 500 Index and the VanEck Gold Miners ETF. The Notes are automatically callable beginning with the November 16, 2026 Call Observation Date if each underlying is at or above 100% of its starting value. If not called, principal is at risk 1:1 if the least performing underlying falls below its 60.00% Threshold Value at maturity. The public offering price is $1,000.00 per Note with an underwriting discount of $28.75 and proceeds to BofA Finance of $971.25 per Note; the initial estimated value at pricing is stated in a range of $920.00 to $970.00 per $1,000.
BofA Finance LLC proposes Contingent Income Auto-Callable Yield Notes due May 18, 2028, linked to the least performing of the NDXT (Nasdaq-100 Technology Sector Index), KRE (S&P Regional Banking ETF) and GDX (VanEck Gold Miners ETF). The notes have an approximate two-year term and a contingent coupon of 16.00% per annum (1.3334% per month) payable monthly if each Underlying on an Observation Date is ≥ 70.00% of its Starting Value. Beginning with the November 16, 2026 Call Observation Date, the notes are automatically callable monthly if each Underlying is ≥ 100.00% of its Starting Value; a call pays principal plus the relevant contingent coupon. If not called, at maturity holders face 1:1 downside to declines in the Least Performing Underlying below Threshold Value (60.00%), risking up to 100% principal loss; otherwise holders receive principal. Payments are subject to the credit risk of BofA Finance and Bank of America Corporation.
BofA Finance LLC offers Enhanced Return Notes linked to the Nasdaq-100® Futures Excess Return Index. The Notes are an approximately 7 year market-linked debt security expected to price on May 15, 2026, issue on May 20, 2026, and mature on May 19, 2033.
The Notes provide 243.60% upside participation if the Ending Value exceeds the Starting Value, a 70.00% Threshold Value protecting principal only if declines are ≤30%, and 1:1 downside exposure below the Threshold (up to 100% principal loss). Payments are subject to the credit risk of BofA Finance (Issuer) and Bank of America Corporation (Guarantor). There are no periodic interest payments and the Notes will not be listed.
BofA Finance LLC is offering callable contingent income securities due May 18, 2028 that pay a contingent quarterly coupon only if each of the S&P 500, Russell 2000 and NASDAQ-100 closes on every index business day of an observation period at or above 60% of its initial index value.
If any index falls below its coupon barrier during an observation period, no coupon is paid for that period. Beginning August 20, 2026, the issuer may redeem all securities on quarterly dates for the stated principal amount of $1,000 plus any contingent coupon due. At maturity, if the final index value of any index is below 60% of its initial value, investors receive an amount tied 1:1 to the worst performing index and may lose a substantial portion or all of principal. The initial estimated value on the pricing date is between $920 and $970 per $1,000 face amount; the public offering price is $1,000.
BofA Finance priced a preliminary offering supplement for Enhanced Return Notes linked to the S&P 500® Futures Excess Return Index, with an expected issue date of May 19, 2031 and an approximate five-year term. The notes pay no periodic interest and are fully and unconditionally guaranteed by Bank of America Corporation.
Per $1,000 principal, the public offering price is $1,000.00, the underwriting discount may be $40.50, and proceeds to the issuer are $959.50. The initial estimated value range at pricing is $890.00–$950.00 per $1,000. The notes provide 200.00% upside participation if the Ending Value exceeds the Starting Value, a Threshold Value equal to 75.00% of the Starting Value, and 1:1 downside exposure below the threshold (up to 100% principal loss). All payments are subject to issuer and guarantor credit risk.
BofA Finance LLC is offering Contingent Income (with Memory Feature) Auto-Callable Yield Notes linked to the least performing of Broadcom Inc. (AVGO) and NVIDIA Corporation (NVDA). The Notes price on May 13, 2026, issue on May 18, 2026, and mature on May 17, 2029. Each Note has a $1,000.00 denomination and a preliminary initial estimated value range of $940.00 to $990.00 per $1,000.00. Quarterly contingent coupons are payable only if both Underlying Stocks meet a 50.00% Coupon Barrier on Observation Dates; automatic quarterly calls begin on the November 13, 2026 Call Observation Date if both Underlying Stocks are at least 90.00% of their Starting Value. If not called, principal is at risk 1:1 if the Least Performing Underlying Stock declines more than 50.00% from its Starting Value. All payments are subject to the credit risk of the Issuer and Guarantor.
BofA Finance LLC is offering Contingent Income (with Memory Feature) Auto-Callable Yield Notes linked to the least performing of the Nasdaq-100®, Russell 2000® and the VanEck® Semiconductor ETF (SMH). The notes are expected to price on May 15, 2026, issue on May 20, 2026, and mature on August 20, 2030, an approximate 4.25 year term if not called. Coupons are contingent and payable quarterly only if each underlying is >= 70.00% of its starting value; a memory formula accumulates prior unpaid coupons. Beginning with the May 17, 2027 Call Observation Date, the notes are automatically callable quarterly if all underlyings are >= 100.00% of their starting values. At maturity, if the least performing underlying is below its 60.00% Threshold Value, investors bear 1:1 downside exposure to that underlying. Initial estimated value is stated between $910.00 and $960.00 per $1,000.00 principal; public offering price is $1,000.00 with underwriting discount $38.75 and proceeds to issuer $961.25 per note. All payments are subject to the credit risk of the Issuer and Guarantor.
BofA Finance LLC is offering Contingent Income Issuer Callable Yield Notes due February 12, 2029, fully guaranteed by Bank of America Corporation. The Notes are linked to the least performing of three ETFs (XLV, KRE, IGV) and have an approximate 2.75 year term.
The Notes pay a 15.00% per annum contingent coupon (equal to 3.75% per quarter) when each Underlying’s Observation Value is at least 65.00% of its Starting Value. Beginning February 11, 2027, the issuer may call the Notes quarterly. If not called, principal is protected only if the Least Performing Underlying’s Ending Value is at or above 60.00% of its Starting Value; if that Ending Value is below that threshold and declines more than 40.00%, investors have 1:1 downside exposure, risking up to 100% of principal.
The initial estimated value range on the cover is $940.00 to $990.00 per $1,000.00 principal amount, below the public offering price of $1,000.00. All payments are subject to the credit risk of the Issuer and Guarantor; the Notes will not be listed.
Zuber Maria T reported acquisition or exercise transactions in this Form 4 filing.
Bank of America Corporation director Maria T. Zuber received 5,365 shares of common stock as an equity grant. The shares were awarded on May 4, 2026 as payment of her annual compensation for services as a director under the Bank of America Corporation Equity Plan.
The grant was recorded at $0.00 per share, indicating it was a compensation award rather than an open-market purchase. Following this transaction, Zuber directly holds 73,105 shares of Bank of America common stock. The award is described as exempt under Rule 16b-3.
Bank of America Corporation director Thomas D. Woods reported routine equity compensation and related tax withholding. He received a grant of 5,365 shares of Common Stock as annual compensation under the Bank of America Corporation Equity Plan in a transaction exempt under Rule 16b-3. To cover tax obligations, 2,473 shares were disposed of back to the issuer at $52.19 per share as a tax-withholding transaction. Following these transactions, Woods directly holds 75,286 shares of Common Stock and indirectly holds 50,003 shares through 2555271 Ontario Inc.