美国银行美股招股说明书(2026-01-14版)

Preliminary Pricing Supplement - Subject to Completion(To Prospectus dated December 8, 2025,Series A Prospectus Supplement dated December 8, 2025 andProduct Supplement EQUITY-1 dated December 8, 2025) Auto-Callable Notes Fully and Unconditionally Guaranteed by Bank of America Corporation Linked to the S&P 500®Futures 35% Volatility Compass TCA 6% Decrement Index ERThe Auto-Callable Notes Linked to the S&P 500® •Futures 35% Volatility Compass TCA 6% Decrement IndexER, due January 21, 2031 (the“Notes”) are expected to price on January 15, 2026 and expected to issue on January 21, 2026.•Approximate 5 year term if not called prior to maturity.•Payment on the Notes will depend on the performance of the S&P 500®Futures 35% Volatility Compass TCA 6% Decrement Index ER (the“Underlying”).•Beginning with the January 19, 2027 Call Observation Date, automatically callable quarterly for an amount equal to the applicable Call Amount if,on the applicable Call Observation Date, the Observation Value of the Underlying is equal to or greater than the applicable Call Value. The CallObservation Dates and Call Amounts are indicated on page PS-4.•Assuming the Notes are not called prior to maturity, if the Ending Value of the Underlying is greater than or equal to 60% of its Starting Value, atmaturity, you will receive $1,825.00 per $1,000.00 in principal amount of your Notes.•However, assuming the Notes are not called prior to maturity, if the Underlying declines by more than 40% from its Starting Value, at maturity yourinvestment will be subject to 1:1 downside exposure to decreases in the value of the Underlying, 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 ofAmerica 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. 09711KDJ2. The Underlying is designed to provide exposure to an unfunded, rolling position in E-Mini S&P 500 Futures (the “Futures Contract”), subject to a target volatility strategy that systematicallyincreases or decreases the exposure to the Futures Contract (the “Participation Rate”) up to seven times per Index Calculation Day in an attempt to achieve a 35% annualized volatility target(the “Volatility Target”).In order to attempt to achieve the Volatility Target, the Participation Rate can be greater than, less than or equal to 100%. A Participation Rate of less than100% means that the Underlying has reduced exposure to the Futures Contract, which has the effect of reducing the return of the Futures Contract for purposes of calculating thelevel of the Underlying. If the Participation Rate is less than 100%, a portion of the Underlying will not be exposed to the return of the Futures Contract, and such portion of theUnderlying will be considered to have earned no return during the period in which the Participation Rate was less than 100%.The Underlying is subject to risks associated with the use of significant leverage. When leverage is employed, any movements in the price of the Futures Contract will result in greater changes in the level of the Underlying than if leverage were not used. In particular, the use of leverage will magnify any negative performance of the Futures Contract, which, in turn, would negatively affectthe performance of the Underlying.The level of the Underlying is calculated multiple times per day and reflects the performance of a hypothetical investment in the Futures Contract less the associated transaction cost and decrement cost.The transaction cost and the decrement cost reduce the level of the Underlying during each intraday calculation window (each, a “Window”).The transaction cost foreach Window equals the product of 0.01% and the difference (expressed as a positive number) between the Participation Rate for the current Window and the Participation Rate for theimmediately preceding Window. The decrement costis 6.00% per annum. Such costs will be incurred regardless of the Participation Rate and regardless of the performance of the FuturesContract. Such costs will have the effect of reducing any positive performance of the Futures Contract (and, thereby, reduce the level of the Underlying) and will increase any negativeperformance of the Futures Contract (and, thereby, reduce the level of the Underlying).The level of the Underlying will not increase unless the performance of the Futures Contract,scaled by the prevailing exposure at each Window, is sufficiently positive to outpace the transaction cost and the decrement cost.For more information please see the sections entitled “Risk Factors—Underlying-related Risks” and “The Underlying”. The initial estimated value of the Notes as of the pricing date is expected to be between $900.00 and $950.00 per $1,000.00 in principal amountof Notes, which is less than the public offering