您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。 [美股招股说明书]:美国银行美股招股说明书(2026-04-22版) - 发现报告

美国银行美股招股说明书(2026-04-22版)

2026-04-22 美股招股说明书 SoftGreen
报告封面

Auto-Callable Notes Fully and Unconditionally Guaranteed by Bank of America Corporation Linked to the Russell 2000®Index• The Auto-Callable Notes Linked to the Russell 2000®Index, due April 25, 2029 (the “Notes”) priced on April 20, 2026 and will issue on April 23,2026.•Approximate 3 year term if not called prior to maturity.•Payment on the Notes will depend on the performance of the Russell 2000®Index (the “Underlying”).•Beginning with the April 26, 2027 Call Observation Date, automatically callable annually for an amount equal to the applicable Call Amount if, onthe applicable Call Observation Date, the Observation Value of the Underlying is equal to or greater than the Call Value. The Call ObservationDates 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 100% of its Starting Value, atmaturity, you will receive $1,436.50 per $1,000.00 in principal amount of your Notes.•However, assuming the Notes are not called prior to maturity, if the Underlying declines from its Starting Value, at maturity your investment will besubject 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. 09711QA29. The initial estimated value of the Notes as of the pricing date is $981.70 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-16 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, pageS-7 of the 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 andprospectus is truthful or complete. Any representation to the contrary is a criminal offense.(1)(1)(2)(2) (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 $994.00 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 $6.00, resulting in proceeds, before expenses, to BofA Finance of as low as $994.00 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. Selling Agent Auto-Callable Notes Linked to the Russell 2000®Index Terms of the Notes Auto-Callable Notes Linked to the Russell 2000®Index * The Call Observation Dates are subject to postponement as set forth in “Description of the Notes—Certain Terms of the Notes—Events Relating toObservation Dates” beginning on page PS-18 of the accompanying product supplement, with references to “Observation Dates” being read asreferences to “Call Observation Dates.” 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 Underlying.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 theunderwriting discount, if any, and the hedging related charges described below (see “Risk Factors” beginning on page PS-8), reduced the economicterms of the Notes to you and the initial estimated value of the Notes. Due to these factors, the public offering price you are paying to purchase theNotes is greater than the initial estimated value of the Notes as of the pricing date. The initial estimated value of the