美国银行美股招股说明书(2025-01-08版)

This pricing supplement, which is not complete and may be changed, relates to an effective Registration Statement under theSecurities Act of 1933. This pricing supplement and the accompanying product supplement, prospectus supplement and prospectusare not an offer to sell these Notes in any country or jurisdiction where such an offer would not be permitted. Linked to the Least Performing of the Dow Jones Industrial Average®, the Russell 2000®Index and the S&P 500®Index •The Contingent Income Issuer Callable Yield Notes Linked to the Least Performing of the Dow Jones Industrial Average®, the Russell 2000®Index and the S&P 500®Index, due January 29, 2030 (the “Notes”) are expected to price on January 24, 2025 and expected to issue onJanuary 29, 2025. •Approximate 5 year term if not called prior to maturity. •Payments on the Notes will depend on the individual performance of the Dow Jones Industrial Average®, the Russell 2000®Index and theS&P 500®Index (each an “Underlying”). •Contingent coupon rate of 7.20% per annum (1.80% per quarter) payable quarterly if the closing level ofeachUnderlying on the applicableObservation Date is greater than or equal to 70.00% of its Starting Value, assuming the Notes have not been called. Beginning on January 29, 2026, callable quarterly at our option for an amount equal to the principal amount plus the relevant ContingentCoupon Payment, if otherwise payable. •Assuming the Notes are not called prior to maturity, ifanyUnderlying declines by more than 40% from its Starting Value, at maturity yourinvestment will be subject to 1:1 downside exposure to decreases in the value of the Least Performing Underlying, with up to 100% of theprincipal at risk; otherwise, at maturity, you will receive the principal amount. At maturity you will also receive a final Contingent CouponPayment if the closing level ofeachUnderlying on the final Observation Date is greater than or equal to 70.00% of its Starting Value. All payments on the Notes are subject to the credit risk of BofA Finance LLC (“BofA Finance” or the “Issuer”), as issuer of the Notes, andBank of America Corporation (“BAC” or the “Guarantor”), as guarantor of the Notes. •The Notes will not be listed on any securities exchange. The initial estimated value of the Notes as of the pricing date is expected to be between $935.20 and $975.20 per $1,000.00 in principalamount of Notes, which is less than the public offering price listed below.The actual value of your Notes at any time will reflect many factorsand cannot be predicted with accuracy. See “Risk Factors” beginning on page PS-9 of this pricing supplement and “Structuring the Notes” onpage PS-22 of this pricing supplement for additional information.There are important differences between the Notes and a conventional debt security. Potential purchasers of the Notes should consider the information in “Risk Factors” beginning on page PS-9 of this pricing supplement, page PS-5 of the accompanying product supplement, pageS-6 of the accompanying prospectus supplement, and page 7 of the accompanying prospectus.None of the Securities and Exchange Commission (the “SEC”), any state securities commission, or any other regulatory body has approved or disapproved of these securities or determined if this pricing supplement and the accompanying product supplement, prospectus supplement andprospectus is truthful or complete. Any representation to the contrary is a criminal offense. (1)Certain dealers who purchase the Notes for sale to certain fee-based advisory accounts may forgo some or all of their selling concessions, feesor commissions. The public offering price for investors purchasing the Notes in these fee-based advisory accounts may be as low as $980.00per $1,000.00 in principal amount of Notes. (2)The underwriting discount per $1,000.00 in principal amount of Notes may be as high as $20.00, resulting in proceeds, before expenses, toBofA Finance of as low as $980.00 per $1,000.00 in principal amount of Notes. (3)In addition to the underwriting discount above, if any, an affiliate of BofA Finance will pay a referral fee of up to $8.00 per $1,000.00 inprincipal amount of the Notes in connection with the distribution of the Notes to other registered broker-dealers.The Notes and the related guarantee: Selling Agent Contingent Income Issuer Callable Yield Notes Linked to the Least Performing of the Dow Jones Industrial Average®, theRussell 2000®Index and the S&P 500®Index Terms of the Notes Contingent Income Issuer Callable Yield Notes Linked to the Least Performing of the Dow Jones Industrial Average®, theRussell 2000®Index and the S&P 500®Index Contingent Income Issuer Callable Yield Notes Linked to the Least Performing of the Dow Jones Industrial Average®, theRussell 2000®Index and the S&P 500®Index Observation Dates, Contingent Payment Dates and Call PaymentDates * The Observation Dates are subject to postponement as set forth in “Description of the Notes—Certain Term