美国银行美股招股说明书(2025-07-14版)

Medium-TermNotes, Series AFully and Unconditionally Guaranteed by Bank of America Corporation MarketLinked Securities—Auto-Callable with Contingent Coupon and Contingent DownsidePrincipal at Risk Securities Linked to theClass ASubordinate Voting SharesofShopify Inc.dueAugust 3, 2028■Linked to the Class A subordinate voting shares of Shopify Inc. (the “UnderlyingStock”) ■Unlike ordinary debt securities, the Securities do not provide for fixed payments of interest, do not repay a fixed amount ofprincipal on the Maturity Date and are subject to potential automatic call prior to the Maturity Date upon the terms described UnderlyingStock is less than the Coupon Barrier on every Calculation Day,you will not receive any Contingent Couponsthroughout the entire term of the Securities. The Coupon Barrier for the Underlying Stock is equal to 50% of the Starting Price.The Contingent Coupon Rate will be determined on the Pricing Date and will be at least 14.00%per annum ■Automatic Call.If the stock closing price of the Underlying Stock on any of the quarterly Calculation Days from October 2025to April 2028, inclusive, is greater than or equal to the Starting Price, the Securities will be automatically called for the principal amount plus a finalContingent Coupon Payment■Potential Loss of Principal.If the Securities are not automatically called prior to the Maturity Date, you will receive theprincipal amount on the Maturity Date if,and only if, the stock closing price of the Underlying Stock on the Final Calculation ■If the Securities are not automatically called prior to the Maturity Date, you will have full downside exposure to the UnderlyingStock from the Starting Price if the stock closing price on the Final Calculation Day is less than the Threshold Price, but you willnot participate in any appreciation of the Underlying Stock and will not receive any dividends on the UnderlyingStock■All payments on the Securities are subject to the credit risk of BofA Finance LLC (“BofA Finance”), as issuer of the Securities, and accuracy. See “Selected Risk Considerations” beginning on page PS-9 of this pricing supplement and “Structuring the Securities” on page PS-18 of thispricing supplement for additional information.The Securities have complex features and investing in the Securities involves risks not associated with an investment in conventional debt 9herein and “Risk Factors”beginning onpagePS-5of the accompanying product supplement, page S-6of the accompanying prospectussupplement, 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 hasapproved or disapproved of these Securities or determined if this pricing supplement and the accompanying product supplement,prospectus supplement and prospectus is truthful or complete. Any representation to the contrary is a criminal offense. Per Security$1,000.00$23.25$976.75 In addition, in respect of certain Securities sold in this offering, BofA Securities, Inc. or its affiliates may pay a fee of up to $3.00per Security to selected securitiesdealers in consideration for marketing and other services in connection with the distribution of the Securities to other securities dealers. Wells Fargo Securities Terms ofthe SecuritiesBofA FinanceLLC. Guarantor:BAC.Underlying Stock:The Class A subordinate voting shares of Shopify Inc. (Nasdaq Global Select Marketsymbol: “SHOP”). Issue Date*:August 5, 2025. Contingent CouponQuarterly, on the third business day following each Calculation Day (as each such Calculation Day may bepostponed pursuant to “—Market Disruption Events and Postponement Provisions” below, if applicable); Contingent CouponThe “Contingent Coupon Rate” will be determined on the Pricing Date and will be at least 14.00% per StartingPrice:$, which is thestock closing price on the Pricing Date.EndingPrice:The stock closing price on theFinal Calculation Day. Under our distribution agreement with BofAS, BofAS will purchase the Securities from us as principal atthe public offering price indicated on the cover of this pricing supplement, less the indicated underwriting Additional Information about BofA Finance, the Guarantor and the SecuritiesThe terms and risks of the Securities are contained in this pricing supplement and in the following related product supplement, Series A MTN prospectus supplement dated December 30, 2022 and prospectus dated December 30, 2022:https://www.sec.gov/Archives/edgar/data/1682472/000119312522315195/d409418d424b3.htm These documents have been filed as part of a registration statement with the SEC, which may, without cost, be accessed on the SEC and the accompanying product supplement, prospectus supplement and prospectus for information about us, BAC and this offering. Anyprior or contemporaneous oral statements and any other written materials you may have received are superseded by this pricing otherwise indicated or unles