美国银行美股招股说明书(2025-11-06版)

This pricing supplement, which is not complete and may be changed, relates to an effective Registration Statement under the Securities Act of 1933. This pricingsupplement and the accompanying product supplement, prospectus supplement and prospectus are not an offer to sell these Notes in any country or jurisdictionwhere such an offer would not be permitted. Linked to the Least Performing ofthe Class A Common Stock of Meta Platforms, Inc., the CommonStock of NVIDIA Corporation and the Common Stock of Tesla, Inc. •The Auto-Callable Notes Linked to the Least Performing ofthe Class A Common Stock of Meta Platforms, Inc., the Common Stock of NVIDIA Corporation and theCommon Stock of Tesla, Inc., due November 27, 2028 (the “Notes”) are expected to price on November 21, 2025 and expected to issue on November 26, 2025.•Approximate 3 year term if not called prior to maturity.•Payment on the Notes will depend on the individual performance ofthe Class A common stock of Meta Platforms, Inc., the common stock of NVIDIA Corporationand the common stock of Tesla, Inc. (each an “Underlying Stock”).•Beginning with the November 30, 2026 Call Observation Date, automatically callable semi-annually for an amount equal to the applicable Call Amount if, on theapplicable Call Observation Date, the Observation Value of each Underlying Stock is equal to or greater than its applicable Call Value. The Call Observation Datesand Call Amounts are indicated on page PS-4.•Assuming the Notes are not called prior to maturity, if the Ending Value of each Underlying Stock is greater than or equal to 50% of its Starting Value, at maturity,you will receive $1,787.50 per $1,000.00 in principal amount of your Notes.•However, assuming the Notes are not called prior to maturity, ifanyUnderlying Stock declines by more than 50% from its Starting Value, at maturity your investmentwill be subject to 1:1 downside exposure to decreases in the value of the Least Performing Underlying Stock, with up to 100% of the principal at risk.•Any payment on the Notes is subject to the credit risk of BofA Finance LLC (“BofA Finance” or the “Issuer”), as issuer of the Notes, and Bank of America Corporation(“BAC” or the “Guarantor”), as guarantor of the Notes.•No periodic interest payments.•The Notes will not be listed on any securities exchange.•CUSIP No. 09711MZ88. The initial estimated value of the Notes as of the pricing date is expected to be between $896.40 and $946.40 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-8 of this pricing supplement and “Structuring the Notes” on page PS-16of this pricing supplement foradditional 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-8of this pricing supplement, page PS-5 of the accompanying product supplement, page S-6 ofthe 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 and prospectus is truthful orcomplete. 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, fees orcommissions. The public offering price for investors purchasing the Notes in these fee-based advisory accounts may be as low as $997.50 per $1,000.00 inprincipal amount of Notes. (2)The underwriting discount per $1,000.00 in principal amount of Notes may be as high as $2.50, resulting in proceeds, before expenses, to BofA Finance ofas low as $997.50 per $1,000.00 in principal amount of Notes. In addition to the underwriting discount above, if any, an affiliate of BofA Finance will pay a referral fee of up to $10.00 per $1,000.00 in principal amount ofthe Notes in connection with the distribution of the Notes to other registered broker-dealers. The Notes and the related guarantee:Are not Bank Guaranteed Auto-Callable Notes Linked to the Least Performing of the Class A Common Stock of Meta Platforms, Inc., the Common Stock of NVIDIACorporation and the Common Stock of Tesla, Inc. Terms of the Notes Auto-Callable Notes Linked to the Least Performing of the Class A Common Stock of Meta Platforms, Inc., the Common Stock of NVIDIACorporation and the Common Stock of Tesla, Inc. Auto-Callable Notes Linked to the Least Performing of the Class A Common Stock of Meta Platforms, Inc., the Common Stock of NVIDIACorporation and the Common Stock of Tesla, Inc. * The Call O