美国银行美股招股说明书(2025-06-03版)

Index and the S&P 500®Index Linked to the Least Performing of the Russell 2000® The Contingent Income Issuer Callable Yield Notes Linked to the Least Performing of the Russell 2000®“Notes”) are expected to price on June 30, 2025 and expected to issue on July 3, 2025. Beginning on January 5, 2026, callable monthly at our option for an amount equal to the principal amount plus the relevant Contingent Coupon Payment, ifotherwise payable. Assuming the Notes are not called prior to maturity, ifeitherUnderlying declines by more than 30% from its Starting Value, at maturity your investment will be subjectto 1:1 downside exposure to decreases in the value of the Least Performing Underlying, with up to 100% of the principal at risk; otherwise, at maturity, you will receivethe principal amount. At maturity you will also receive a final Contingent Coupon Payment if the closing level ofeachUnderlying on the final Observation Date isgreater 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, and Bank of America 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 $921.10 and $971.10 per $1,000.00 in principal amount ofNotes, which is less than the public offering price listed below.The actual value of your Notes at any time will reflect many factors and cannot be predicted with accuracy. See “Risk Factors” beginning on page PS-9 of this pricing supplement and “Structuring the Notes” on page PS-20of this pricing supplement for There are important differences between the Notes and a conventional debt security. Potential purchasers of the Notes should consider theinformation in “Risk Factors” beginning on page PS-9of this pricing supplement, page PS-5 of the accompanying product supplement, page S-6 of these securities or determined if this pricing supplement and the accompanying product supplement, prospectus supplement and prospectus is truthful orcomplete. Any representation to the contrary is a criminal offense.Public Offering PriceUnderwriting Discount(1)Proceeds, before expenses, to BofA Finance In addition to the underwriting discount above, if any, an affiliate of BofA Finance will pay a referral fee of up to $12.00 per $1,000.00 in principal amount ofthe Notes in connection with the distribution of the Notes to other registered broker-dealers. Are Not FDIC Insured June 30, 2027, subject to postponement as described under “Description of the Notes—Certain Terms of the Notes—Events Relating toObservation Dates” in the accompanying product supplement. ObservationWith respect to each Underlying, its closing level on the applicable Observation Date. Coupon Barrier:With respect to each Underlying, 70.00% of its Starting Value. October 30, 2025 December 30, 2025January 30, 2026 All payments described above aresubject to the credit risk of BofA Finance, as Issuer, and BAC, as Guarantor.CONTINGENT INCOME ISSUER CALLABLE YIELD NOTES |PS-6 the Contingent Coupon Payment of $7.209, depending on how many Contingent Coupon Payments are payable prior to an Optional Early Redemption ormaturity. Depending on the performance of the Underlyings, you may not receive any Contingent Coupon Payments during the term of the Notes. $1,007.209 69.99 60.00-40.00%$600.000 0.00 paid prior tomaturity.The hypothetical Starting Value of 100 used in the table above has been chosen for illustrative purposes only and does not represent a likely Starting Value of any Underlying. circumstances. The Notes are not an appropriate investment for you if you are not knowledgeable about significant elements of the Notes or financial matters ingeneral. You should carefully review the more detailed explanation of risks relating to the Notes in the “Risk Factors” sections beginning on page PS-5 of theaccompanying product supplement, page S-6 of the accompanying prospectus supplement and page 7 of the accompanying prospectus, each as identified onpage PS-24below. Your investment may result in a loss; there is no guaranteed return of principal.There is no fixed principal repayment amount on the Notes at will be subject to 1:1 downside exposure to decreases in the value of the Least Performing Underlying and you will lose 1% of the principal amount for each1% that the Ending Value of the Least Performing Underlying is less than its Starting Value. In that case, you will lose a significantportion or all of yourinvestment in the Notes. Your return on the Notes is limited to the return represented by the Contingent Coupon Payments, if any, over the term of the Notes.Your returnon the Notes is limited to the Contingent Coupon Payments paid over the term of the Notes, regardless of the extent to which the Observation Value or Early Redemption will never exceed the sum of the principal amount and the applicable Contingent Co