美国银行美股招股说明书(2026-06-05版)

BofA Finance LLC $14,101,900Trigger Autocallable Contingent Yield NotesLinked to the Least Performing of the Invesco QQQ TrustSM, Series 1 and the Invesco S&P 500 Equal Weight ETF Due June 7, 2029 Fully and Unconditionally Guaranteed by Bank of America CorporationInvestment Description The Trigger Autocallable Contingent Yield Notes linked to the Least Performing of the Invesco QQQ TrustSM, Series 1 and the Invesco S&P 500 Equal Weight ETF (each, an “Underlying”) due June 7,2029 (the “Notes”) are senior unsecured obligations issued by BofA Finance LLC (“BofA Finance”), a consolidated finance subsidiary of Bank of America Corporation (“BAC” or the “Guarantor”), whichare fully and unconditionally guaranteed by the Guarantor. The Notes will pay a Contingent Coupon Payment on each quarterly Coupon Payment Date if, and only if, the Current Underlying Price of theLeast Performing Underlying on the related quarterly Observation Date is greater than or equal to its Coupon Barrier. If the Current Underlying Price of the Least Performing Underlying on the applicablequarterly Observation Date is less than its Coupon Barrier, no Contingent Coupon Payment will accrue or be paid on the related Coupon Payment Date. Beginning approximately six months after issuance,if the Current Underlying Price of the Least Performing Underlying on the applicable quarterly Observation Date (other than the Final Observation Date) is greater than or equal to its Initial Value, we willautomatically call the Notes and pay you the Stated Principal Amount plus the Contingent Coupon Payment for that Observation Date, and no further amounts will be owed to you. If the Notes have notpreviously been automatically called, at maturity, the amount you receive will depend on the Final Value of the Least Performing Underlying on the Final Observation Date. If the Final Value of the LeastPerforming Underlying on the Final Observation Date is greater than or equal to its Downside Threshold, you will receive the Stated Principal Amount at maturity (plus any final Contingent CouponPayment otherwise due on the Maturity Date). However, if the Notes have not been automatically called prior to maturity and the Final Value of the Least Performing Underlying on the Final ObservationDate is less than its Downside Threshold, you will receive less than the Stated Principal Amount at maturity, resulting in a loss that is proportionate to the decline in the Current Underlying Price of theLeast Performing Underlying from the Trade Date to the Final Observation Date, up to a 100% loss of your investment. On each Observation Date, the "Least Performing Underlying" is the Underlyingwith the lowest Underlying Return from the Trade Date to that Observation Date.Investing in the Notes involves significant risks. You may lose a substantial portion or all of your initial investment.All payments on the Notes will be basedsolely on the performance of the Least Performing Underlying. You will not benefit in any way from the performance of the other Underlying. You willtherefore be adversely affected if either Underlying performs poorly, regardless of the performance of the other Underlying. You will not receive dividends or other distributions paid on anyshares or units of the Underlyings or on the stocks included in the Underlyings, as applicable, or participate in any appreciation of either 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 the Stated Principal Amount, is subject to thecreditworthiness of BofA Finance and the Guarantor and is not, either directly or indirectly, an obligation of any third party.FeaturesKey Dates Trade Date1Issue Date1Observation Dates2 Contingent Coupon Payment— We will pay you a Contingent Coupon Payment on each quarterly Coupon Payment Date if, and onlyif, the Current Underlying Price of the Least Performing Underlying on the related quarterly Observation Date is greater than or equal toits Coupon Barrier. Otherwise, no Contingent Coupon Payment will be paid for that quarter. Automatic Call— Beginning approximately six months after issuance, if the Current Underlying Price of the Least PerformingUnderlying on the applicable quarterly Observation Date (other than the Final Observation Date) is greater than or equal to its InitialValue, we will automatically call the Notes and pay you the Stated Principal Amount plus the Contingent Coupon Payment for thatObservation Date, and no further amounts will be owed to you. If the Notes are not automatically called, investors will have fulldownside market exposure to the Least Performing Underlying at maturity. Final Observation Date2Maturity Date 1See “Supplement to the Plan of Distribution; Role ofBofAS and Conflicts of Interest” in this pricingsupplement for additional information.2See page PS-7 for additional details. ❑Downside Exposure with Contingen