美国银行美股招股说明书(2026-01-07版)

Fully and Unconditionally Guaranteed by Bank of America Corporation Linked to the Least Performing of the Russell 2000®Index and the S&P MidCap 400®IndexThe Buffered Auto-Callable Enhanced Return Notes Linked to the Least Performing of the Russell 2000®Index and the S&P MidCap 400®due July 10, 2029 (the “Notes”) priced on January 5, 2026 and will issue on January 8, 2026.Payment on the Notes will depend on the individual performance of the Russell 2000®Index and the S&P MidCap 400® • •Assuming the Notes are not called prior to maturity, if the Ending Value of each Underlying is greater than or equal to 100% of its Starting Value, atmaturity, you will receive 120.00% upside exposure to increases in the value of the Least Performing Underlying from its Starting Value. •However, assuming the Notes are not called prior to maturity, ifeitherUnderlying declines by more than 20% from its Starting Value, at maturity your investment will be subject to 1:1 downside exposure to decreases in the value of the Least Performing Underlying beyond a 20% decline, withup to 80% of the principal at risk. Otherwise, if the Notes are not called prior to maturity and the Ending Value of the Least Performing Underlying is less than 100.00% of its Starting Value but greater than or equal to 80% of its Starting Value, at maturity you will receive the principal amount ofyour Notes.•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. 09711NHK9.The initial estimated value of the Notes as of the pricing date is $966.50 per $1,000.00 in principal amount of Notes, which is less than thepublic 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-19 of this pricing supplement for additionalinformation. 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-8 of this pricing supplement, page PS-3 of the accompanying product supplement, page None of the Securities and Exchange Commission (the “SEC”), any state securities commission, or any other regulatory body has approved ordisapproved 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. (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 in principal 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 BofAFinance of as low as $997.50 per $1,000.00 in principal amount of Notes. The total underwriting discount and proceeds, before expenses, to BofAFinance specified above reflect the aggregate of the underwriting discounts 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 $2.50 per $1,000.00 in principalamount of the Notes in connection with the distribution of the Notes to other registered broker-dealers.The Notes and the related guarantee: Buffered Auto-Callable Enhanced Return Notes Linked to the Least Performing of the Russell 2000®Index and the S&P MidCap 400Index Call Observation Date, Call Payment Date and Call Amount Any payments on the Notes depend on the credit risk of BofA Finance, as Issuer, and BAC, as Guarantor, and on the performance of the Underlyings.The economic terms of the Notes are based on BAC’s internal funding rate, which is the rate it would pay to borrow funds through the issuance ofmarket-linked notes, and the economic terms of certain related hedging arrangements BAC’s affiliates enter into. BAC’s internal funding rate is typicallylower than the rate it would pay when it issues conventional fixed or floating rate debt securities. This difference in funding rate, as well as the The initial estimated value of the Notes as of the pricing date is set forth on the cover page of this pricing supplement. For more information about theinitial estimated value and the structuring of the Notes, see “Risk Factors” beginning on page PS-8 and “Structuring the Notes” on page PS-19. Buffered Auto-Callable Enhanced Return Notes Linked to the Least Performing of th