美国银行美股招股说明书(2026-07-13版)

BofA Finance LLC$Leveraged Buffered MSCI EAFE®Index-Linked Notes due Fully and Unconditionally Guaranteed byBank of America Corporation The notes do not bear interest.The amount that you will be paid on your notes on the stated maturity date (expected to bethe second scheduled business day after the determination date) is based on the performance of the MSCI EAFE®Index(which we refer to as the “underlier”), as measured from the trade date to and including the determination date (expected to bebetween 24 and 27 months after the trade date). If the final underlier level on the determination date is greater than the initialunderlier level (set on the trade date and may be higher or lower than the actual closing level of the underlier on the tradedate), the return on your notes will be positive, subject to the maximum settlement amount (expected to be between $1,244.80and $1,288.00 for each $1,000 face amount of your notes). If the final underlier level declines by up to 15.00% from the initialunderlier level, you will receive the face amount of your notes.If the final underlier level declines by more than 15.00%from the initial underlier level, you will be exposed on a leveraged basis to any decrease in the final underlier levelbeyond 15.00%. In this case, the return on your notes will be negative. You may lose some or all of your investment inthe notes.To determine your payment at maturity, we will calculate the underlier return, which is the percentage increase or decrease in the final underlier level from the initial underlier level. On the stated maturity date, for each $1,000 face amount of your notes,you will receive an amount in cash equal to:if the underlier return ispositive(the final underlier level isgreater thanthe initial underlier level), thesumof (i) $1,000plus ●(ii) theproductof (a) $1,000times(b) 1.6times(c) the underlier return, subject to the maximum settlement amount;●if the underlier return iszero ornegativebutnot below-15.00% (the final underlier level isequal tothe initial underlier levelor isless thanthe initial underlier level, but not by more than 15.00%), $1,000; or●if the underlier return isnegativeand isbelow-15.00% (the final underlier level isless thanthe initial underlier level bymore than 15.00%), thesumof (i) $1,000plus(ii) theproductof (a) approximately 1.17647times(b) thesumof theunderlier returnplus15.00%times(c) $1,000. You will receive less than the face amount of your notes.The notes will not be listed on any securities exchange. Investment in the notes involves certain risks, including the credit risk of BofA Finance LLC (“BofA Finance”), as issuer of the notes, and the credit risk of Bank of AmericaCorporation (“BAC” or the “Guarantor”), as guarantor of the notes. Potential purchasers of the notes should considerthe information in “Risk Factors” beginning on page PS-11 of this pricing supplement, page PS-3 of theaccompanying product supplement, page S-7 of the accompanying prospectus supplement, and page 7 of theaccompanying prospectus. As of the date of this pricing supplement, the initial estimated value of the notes at the time of pricing is expected tobe between $958.50 and $988.50 per $1,000 in face amount. See “Summary Information” beginning on page PS-3 ofthis pricing supplement, “Risk Factors” beginning on page PS-11 of this pricing supplement and “Structuring theNotes” on page PS-27 of this pricing supplement for additional information. The actual value of your notes at any timewill reflect many factors and cannot be predicted with accuracy. Original issue date:, 2026Price to public:100.00% of the face amountUnderwriting discount(1):0.00% of the faceamountNet proceeds to the issuer:100.00% of the face amount(1)BofA Securities, Inc. (“BofAS”), an affiliate of BofA Finance, will participate as selling agent in the distribution of the notes. See “Supplemental Plan of Distribution — Conflicts of Interest” beginning on page PS-25 of this pricing supplement.Neither the Securities and Exchange Commission nor any other regulatory body has approved or disapproved of these securities or passed upon the accuracy or adequacy of this pricing supplement or the accompanyingprospectus, prospectus supplement or product supplement. Any representation to the contrary is a criminal offense.The notes and the related guarantee of the notes by the Guarantor are unsecured and are not savings accounts,deposits, or other obligations of a bank. The notes are not guaranteed by Bank of America, N.A. or any other bank,and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency. The price to public and net proceeds listed above relate to the notes we sell initially. We may decide to selladditional notes after the date of this pricing supplement, at prices to public and with underwriting discounts andnet proceeds that differ from the amounts set forth above. The return (whether positive or negative) on yourinvestment in notes will depend in par