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, fully guaranteed by Bank of America Corporation, is offering approximately 5-year buffered auto-callable notes linked to the least-performing of the Dow Jones Industrial Average, the Nasdaq-100 Technology Sector Index and the Russell 2000 Index. The public offering price is $1,000.00 per note, with a $4.00 underwriting discount and $996.00 in proceeds per note to BofA Finance, while the initial estimated value is expected to range from $930.00 to $980.00 per $1,000.00 in principal.
Beginning with the December 18, 2026 call observation date, the notes are automatically called at preset call amounts between $1,115.00 and $1,517.50 per $1,000.00 if on a given observation date all three indices are at or above their call values; otherwise they can remain outstanding to the December 2030 maturity. If not called, principal is repaid at maturity only if the least-performing index finishes at or above 80.00% of its starting level, and investors can lose up to 80.00% of principal if it falls below that threshold. All payments depend on the credit risk of BofA Finance and BAC, and the supplement highlights complex U.S. federal income tax treatment and multiple market, structural and conflict-related risks.
BofA Finance, guaranteed by Bank of America Corporation, is offering Contingent Income Auto-Callable Yield Notes linked to the least-performing of three ETFs: KRE, XLU and SMH. Each $1,000 Note has a public offering price of $1,000, with an underwriting discount of $41.25 and issuer proceeds of $958.75. The initial estimated value is expected to be between $900 and $950 per $1,000, reflecting internal funding rates, hedging charges and selling fees.
Investors may receive a contingent coupon of $9.167 per month per $1,000 (0.9167% monthly, 11.00% per year) on scheduled observation dates, but only if every underlying ETF closes at or above 70% of its starting value. Beginning December 21, 2026, the Notes are automatically called if all three ETFs are at or above 100% of their starting values, returning $1,000 per Note plus the applicable coupon.
If the Notes are not called, principal is protected at maturity only while the least-performing ETF stays at or above 60% of its starting value. If it finishes below that threshold, the redemption amount falls in line with the decline and can be less than 60% of principal, up to a total loss of the investment. Coupon and principal payments depend on the credit of BofA Finance and BAC, and the Notes do not provide any dividends from the underlying ETFs.
BofA Finance is offering $646,000 of Buffered Auto-Callable Notes linked to the least-performing of the Nasdaq-100 Index, the S&P 500 Index and the Utilities Select Sector SPDR ETF, fully and unconditionally guaranteed by Bank of America Corporation.
The notes run for approximately five years and can be automatically called starting on March 11, 2026 if the Observation Value of each underlying is at or above its Call Value, paying fixed Call Amounts that rise from $1,033.75 to $1,641.25 per $1,000 note. If not called, principal is fully returned at maturity so long as the least-performing underlying has not fallen 10% or more from its Starting Value; below this 10% buffer, repayment declines one-for-one with further losses and investors can lose up to 90% of their investment.
The initial estimated value is $972.20 per $1,000 note, less than the public offering price because it reflects Bank of America’s internal funding rate, underwriting discount and hedging-related charges. All payments depend on the credit of BofA Finance as issuer and BAC as guarantor, and the notes are unsecured, unsubordinated and not insured.
BofA Finance, fully guaranteed by Bank of America Corporation, is offering Fixed Income Auto-Callable Yield Notes linked to the Class A common stock of Alphabet Inc. (GOOGL). The notes pay a fixed coupon of $10.50 per $1,000 of principal each month (equivalent to 12.60% per annum), as long as the notes remain outstanding.
The notes have a term of approximately 13 months, from a December 15, 2025 issue date to a January 14, 2027 maturity, and may be automatically called starting on the June 10, 2026 Call Observation Date if GOOGL’s observed price is at or above the Call Value of $320.21. If called, holders receive $1,000 plus the applicable coupon.
If not called, at maturity investors receive their full principal back plus the final coupon if Alphabet’s Ending Value is at or above the Threshold Value of $217.74 (68% of the $320.21 Starting Value). If Alphabet closes below the Threshold, principal is reduced in line with the stock’s decline and investors can lose up to 100% of principal, though the final coupon is still paid. The initial estimated value is $999.70 per $1,000 note, below the public offering price, reflecting BAC’s internal funding rate and hedging costs. Total offering proceeds before expenses are $3,165,000.00. All payments are subject to the unsecured credit risk of BofA Finance and BAC, and the notes are not FDIC insured.
BofA Finance is offering $550,000.00 of Auto-Callable Return Dual Directional Notes linked to the S&P 500® Index. Each note has a $1,000.00 denomination, an approximately 18‑month term, and may be automatically called on December 10, 2026 for $1,100.00 per note if the index is at or above the 6,840.51 Call Value.
If held to June 15, 2027 and not called, investors participate 100.00% in index gains above the 6,840.51 Redemption Barrier, and also in absolute moves up to the 80.00% Threshold Value of 5,472.41, but can lose up to 100.00% of principal if the index falls below that level. The initial estimated value is $980.60 per $1,000.00, below the public price, with issuer proceeds of $996.50 per note after a $3.50 underwriting discount, and all payments depend on the credit of BofA Finance and BAC.
BofA Finance LLC, guaranteed by Bank of America Corporation, is offering Variable Income Auto-Callable Yield Notes linked to the least performing of four stocks: Advanced Micro Devices (AMD), Amazon.com (AMZN), NVIDIA (NVDA) and Tesla (TSLA). The initial estimated value is expected to be between $920 and $970 per $1,000 note, below the public offering price of $1,000, with underwriting discounts of up to $35 per note and proceeds to BofA Finance of $965 per note.
The notes have a term of about five years, with monthly observation and payment dates. They pay a Maximum Coupon Payment of $6.459 per $1,000 (0.6459% per month, 7.75% per annum) when the least performing stock is at or above its coupon barrier, and a Minimum Coupon Payment of $0.2084 (0.02084% per month, 0.25% per annum) otherwise. Beginning with the December 21, 2026 observation date, the notes are automatically called if the least performing stock is at or above 90% of its starting value, returning $1,000 plus the applicable coupon. If not called, at maturity on December 24, 2030 investors receive $1,000 per note plus the applicable final coupon. All payments depend on the credit risk of BofA Finance and BAC and incorporate BAC’s internal funding rate and hedging costs.
BofA Finance, fully guaranteed by Bank of America Corporation, is offering Dual Directional Buffered Notes linked to the least performing of the Nasdaq-100 Index and the S&P 500 Index. Each Note has a $1,000.00 denomination, an approximately 14‑month term from December 15, 2025 to February 16, 2027, and is unsecured and unsubordinated.
The Notes provide 100.00% upside participation in the positive performance of the least performing index, with a maximum redemption of $1,195.00 per $1,000.00 principal (a 19.50% cap). On the downside, they offer a dual directional feature with a 150.00% "absolute" participation in index moves between the starting level and a 90.00% threshold, but if the least performing index ends below 90.00% of its starting value, investors lose 1% of principal for each 1% decline, up to a 90.00% loss.
The initial estimated value is $983.80 per $1,000.00, below the $1,000.00 public offering price, reflecting internal funding rates, underwriting discounts and hedging‑related costs. Payments depend on the performance of the indices and the credit risk of BofA Finance and Bank of America; investors do not receive dividends from index constituents.
Bank of America Corp. Chair and CEO Brian T. Moynihan reported a charitable transfer of company stock. On 12/11/2025, he made several transactions coded “G,” which the filing explains as a charitable gift by the reporting person, at a reported price of $0 per share. The largest single transaction disclosed was a transfer of 100,000 shares of Bank of America common stock.
After these gifts, Moynihan reports 2,521,313 shares of Bank of America common stock held directly. He also reports indirect holdings of 3,568.159 shares through a 401(k) Plan and an additional 100,000 shares held indirectly by trust. The filing is made on Form 4 by one reporting person in his roles as both Director and Chair and CEO of Bank of America Corp.
BofA Finance, guaranteed by Bank of America Corporation, is offering Contingent Income (with Memory Feature) Auto-Callable Yield Notes linked to the common stock of Axon Enterprise, Inc. (AXON). Each Note has a $1,000.00 public offering price, with an underwriting discount of $18.50 and proceeds to BofA Finance of $981.50 per Note. The initial estimated value is $976.70 per $1,000.00.
The Notes run for approximately two years, with potential automatic call from June 10, 2026 if AXON’s Observation Value is at or above the Call Value of $568.39, equal to the Starting Value. Quarterly contingent coupons use a memory feature and are based on $37.50 per $1,000.00 per period when AXON closes at or above the Coupon Barrier and Threshold Value of $323.98 (57% of the Starting Value). If at maturity the Ending Value is below the Threshold Value, the Redemption Amount falls in proportion to AXON’s decline and can be as low as zero.
Payments depend on the performance of AXON and the credit risk of BofA Finance and BAC. Investors do not receive AXON dividends and face complex tax treatment and significant downside risk compared with conventional debt securities.
Bank of America’s BofA Finance is issuing Contingent Income Issuer Callable Yield Notes linked to the least performing of the Nasdaq-100 Technology Sector Index, the Russell 2000 Index and the S&P 500 Index. The notes are 3-year senior unsecured debt, guaranteed by BAC, sold at $1,000 per note for total public proceeds of $810,000, with net proceeds to BofA Finance of $791,775 after underwriting.
Investors can receive a contingent coupon of $7.50 per $1,000 (0.75% monthly, 9.00% per year) on each monthly observation date, but only if all three indices are at or above their coupon barriers set at 70% of their starting values. Principal is protected only if the least performing index finishes at or above its 65% threshold; otherwise repayment falls in line with the index loss and can drop to zero. The issuer may call the notes on specified dates at $1,000 plus any due coupon. The initial estimated value is $968.10 per $1,000, below the public price, and all payments depend on the credit of BofA Finance and BAC.