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美国银行美股招股说明书(2025-11-10版)

2025-11-10美股招股说明书S***
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美国银行美股招股说明书(2025-11-10版)

Pricing Supplement(To Prospectus dated December 30, 2022,Prospectus Supplement dated December 30, 2022 andProduct Supplement EQUITY-1 dated December 30, 2022)November6, 2025 BofA Finance LLC$6,484,400 Trigger Autocallable Contingent YieldNotesLinked to the S&P 500® Index DueNovember 12, 2027Fully and Unconditionally Guaranteed by Bank of America CorporationInvestment Description The Trigger Autocallable Contingent Yield Notes (the “Notes”) linked to the S&P 500® Index (the “Underlying”) are senior unsecured obligations issued byBofA Finance LLC (“BofA Finance”), a direct, wholly-owned subsidiary of Bank of America Corporation (“BAC” or the “Guarantor”), which are fully andunconditionally guaranteed by the Guarantor. The Notes will pay a Contingent Coupon Payment on each quarterly Coupon Payment Date if, and only if, theCurrent Underlying Level on the related quarterly Observation Date is greater than or equal to the Coupon Barrier. If the Current Underlying Level on theapplicable quarterly Observation Date is less than the Coupon Barrier, no Contingent Coupon Payment will accrue or be paid on the related Coupon PaymentDate. Beginning approximately three months after issuance, if the Current Underlying Level on the applicable quarterly Observation Date (other than the FinalObservation Date) is greater than or equal to the Initial Value, we will automatically call the Notes and pay you the Stated Principal Amount plus the ContingentCoupon Payment for that Observation Date, and no further amounts will be owed to you. If the Notes have not previously been automatically called, at maturity,the amount you receive will depend on the Final Value on the Final Observation Date. If the Final Value on the Final Observation Date is greater than or equal tothe Downside Threshold, you will receive the Stated Principal Amount at maturity (plus the final Contingent Coupon Payment). However, if the Notes have notbeen automatically called prior to maturity and the Final Value on the Final Observation Date is less than the Downside Threshold, you will receive less than theStated Principal Amount at maturity, resulting in a loss that is proportionate to the decline in the closing level of the Underlying from the Trade Date to the FinalObservation Date, up to a 100% loss of your investment.Investing in the Notes involves significant risks. You may lose a substantial portion or all of yourinitial investment. All payments on the Notes will be basedsolelyon the performance of the Underlying. You will not receive dividends or otherdistributions paid on any stocks included in the Underlying or participate in any appreciation of the Underlying. The contingent repayment of the StatedPrincipal Amount applies only if you hold the Notes to maturity or earlier automatic call.Any payment on the Notes, including any repayment of theStated Principal Amount, is subject to the creditworthiness of BofA Finance and the Guarantor and is not, either directly or indirectly, an obligation ofany third party. Key Dates1 Features ❑Contingent Coupon Payment— We will pay you a Contingent Coupon Payment on each quarterlyCoupon Payment Date if, and only if, the Current Underlying Level on the related Observation Date isgreater than or equal to the Coupon Barrier. Otherwise, no Contingent Coupon Payment will be paid forthatquarter. Trade DateIssue Date1Observation Dates2FinalObservation Date2November 6, 2025November 12, 2025Quarterly, beginningonFebruary 6, 2026(See page PS-6) ❑Automatic Call— Beginning approximately three months after issuance, we will automatically call theNotes and pay you the Stated Principal Amount plus the final Contingent Coupon Payment if the CurrentUnderlying Level on the applicable quarterly Observation Date (other than the Final Observation Date) isgreater than or equal to the Initial Value. If the Notes are not automatically called, investors will have fulldownside market exposure to the Underlyingat maturity. ❑Downside Exposure with Contingent Repayment of Principal at Maturity— If the Notes are notautomatically called prior to maturity and the Final Value on the Final Observation Date is greater than orequal to the Downside Threshold, you will receive the Stated Principal Amount at maturity (plus the finalContingent Coupon Payment). However, if the Final Value on the Final Observation Date is less than theDownside Threshold, you will receive less than the Stated Principal Amount of your Notes at maturity,resulting in a loss that is proportionate to the decline in the closing level of the Underlying from the TradeDate to the Final Observation Date, up to a 100% loss of your investment.Any payment on the Notes issubject to the creditworthiness of BofA Finance andthe Guarantor. See “Supplement to the Plan of Distribution;Role of BofAS and Conflicts of Interest”inthis pricing supplement for additionalinformation.See page PS-6for additional details. NOTICE TO INVESTORS: THE NOTES ARE SIGNIFICANTLY RISKIER THAN CONVENTION