BAC 8-K Current Reports

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Oct 14, 2026)

Bank of America reported third-quarter 2026 net income of $6.9 billion, or $0.91 per diluted share, versus $8.3 billion, or $1.04, a year earlier. The results include a non-tax-deductible $1.2 billion regulatory settlement charge ($0.17 per share) tied to consent orders with the OCC and FinCEN over Bank Secrecy Act and anti-money laundering compliance. Excluding that charge, adjusted net income was $8.1 billion and adjusted EPS was $1.08. Revenue rose 3% year over year to $30.0 billion, driven by net interest income up 8% to $16.4 billion and asset management fees up 16%, partly offset by lower sales and trading and investment banking revenue. Adjusted noninterest expense was $18.5 billion, and the adjusted efficiency ratio was 62% versus a reported 66%. Credit quality remained stable to improving. The provision for credit losses was $1.3 billion, flat year over year, and net charge-offs fell to $1.3 billion from $1.4 billion. The net charge-off ratio was 0.44%, and the credit card charge-off rate improved to 3.22% from 3.46%. Average loans grew 6% sequentially and 8% year over year, and average deposits rose 2%. The CET1 ratio (Standardized) was 10.9%, down from 11.6% a year earlier, and the company returned $8.3 billion to shareholders, including $6.0 billion in buybacks. Book value per share rose 4% to $39.26 and tangible book value per share rose 3% to $29.14. The filing is a Form 8-K furnishing earnings materials. The main investor takeaways are the underlying strength of net interest income and wealth management, the one-time nature of the compliance charge, and the lower trading and investment banking revenue, which Global Markets management attributed partly to moderated capital markets activity. Management also noted robust investment banking pipelines. The figures are preliminary, and regulatory capital ratios as of September 30, 2026 are subject to revision.

Oct 14, 2026 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Jul 24, 2026)

Bank of America (NYSE: BAC) announced on July 24, 2026 that its Board of Directors declared a regular quarterly common stock dividend of $0.32 per share, up $0.04 (14%) from the prior quarter. The dividend is payable September 25, 2026 to shareholders of record as of September 4, 2026. The increase signals management's confidence in earnings strength, franchise durability, and its commitment to returning excess capital to shareholders, as described by Chair and CEO Brian Moynihan. The filing also updates capital return activity. Under a $40 billion share repurchase authorization in effect since August 1, 2025, the company repurchased $13.2 billion of common stock in the first half of 2026 and paid $4 billion in common dividends. As of June 30, 2026, roughly $17 billion remained under the current program. The release notes that repurchases remain subject to capital position, liquidity, regulatory requirements, and market conditions, and may be suspended at any time. The Board also declared a regular quarterly dividend of $1.75 per share on the 7% Cumulative Redeemable Preferred Stock, Series B, payable October 23, 2026 to holders of record as of October 9, 2026. The 8-K is a routine disclosure under Item 8.01 (Other Events) and contains no financial statements, so investors should look to the company's earnings releases and SEC periodic reports for operating results and detailed capital ratios.

Jul 24, 2026 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Jul 14, 2026)

Bank of America reported strong second-quarter 2026 results, with net income of $9.1 billion, up 27% year over year, and diluted EPS of $1.21, up 34%. Revenue, net of interest expense, rose 15% to $31.6 billion, led by higher net interest income (up 9% to $16.0 billion), sales and trading revenue (up 33%), asset management fees (up 19%), and investment banking fees (up 50% excluding self-led deals). Every business segment grew net income by double digits. Operating leverage was 6.6% and the efficiency ratio improved about 360 basis points to 59%, while noninterest expense rose 8% to $18.6 billion. Credit quality remained stable. The provision for credit losses was $1.4 billion, down from $1.6 billion a year earlier and flat sequentially. Net charge-offs were $1.4 billion, and the net charge-off ratio was 0.47%. Nonperforming loans fell to $5.8 billion. Average deposits grew more than 2% to $2.02 trillion, and average loans rose 8% to $1.22 trillion. Capital remained strong, with a CET1 ratio of 11.2% (Standardized, preliminary) and $8.0 billion returned to shareholders, including $6.0 billion of buybacks. Book value per share rose 7% to $39.34. The filing is an 8-K furnishing the earnings press release (Exhibit 99.1, filed), along with presentation materials and supplemental information (Exhibits 99.2 and 99.3, furnished). Management highlighted strong near-term pipelines and rising commercial borrowing. Interest rate sensitivity shows NII of +$1.0 billion for a +100 bps parallel shift and -$2.2 billion for a -100 bps shift over 12 months.

Jul 14, 2026 8-K

Shareholder Matters

BANK OF AMERICA CORP /DE/ 8-K Report, Shareholder Vote Results (May 6, 2026)

This 8-K filing from Bank of America Corporation (BAC) reports the outcomes of its 2026 Annual Meeting of Shareholders, held on May 4, 2026. The key takeaways for investors concern the shareholder votes on several critical matters. Shareholders overwhelmingly re-elected all director nominees and approved the advisory vote on executive compensation, indicating continued confidence in the company's leadership and compensation practices. Additionally, the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2026 was ratified. However, two shareholder proposals did not receive majority support. These proposals related to requesting an independent board chair and requesting a report on board oversight of risks related to animal welfare. The strong support for director re-election and executive compensation approval, juxtaposed with the rejection of these specific shareholder initiatives, provides insight into the general sentiment of the shareholder base regarding corporate governance and operational oversight.

May 6, 2026 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Apr 15, 2026)

Bank of America reported first-quarter 2026 net income of $8.6 billion, or $1.11 per diluted share, up 17% in net income and 25% in diluted EPS year over year (1Q25: $7.4 billion, $0.89). Total revenue, net of interest expense, rose 7% to $30.3 billion, led by net interest income of $15.7 billion (up 9%), sales and trading revenue (up 13%), asset management fees (up 15%) and investment banking fees (up 21% excluding self-led deals). Noninterest expense grew 4% to $18.5 billion, producing 2.9% operating leverage and an efficiency ratio of 61%, roughly 170 bps better than a year ago. Returns improved, with ROE of 12.0%, ROTCE of 16.0% and ROA of 0.99%. Credit quality remained stable. The provision for credit losses fell to $1.3 billion from $1.5 billion, and net charge-offs were $1.4 billion, or a 0.48% ratio, which is 6 bps better than a year ago but up sequentially on seasonal credit card losses. Nonperforming loans were $5.8 billion, and the allowance for loan and lease losses covered 1.09% of loans. Balance sheet growth was broad: average deposits reached $2.02 trillion (up 3%, the 11th straight quarter of sequential growth) and average loans rose 9% to $1.19 trillion. Capital remained strong, with a standardized CET1 ratio of 11.2% (down from 11.8% a year earlier and 11.4% in 4Q25, preliminary). The company returned $9.3 billion to shareholders, including $7.2 billion in buybacks, and book value per share rose 7% to $38.66. For investors, the key takeaways are solid earnings momentum driven by revenue growth outpacing expense growth, strong client activity in markets and wealth management, and a stable credit outlook. The main watch items are the gradual decline in the CET1 ratio as buybacks continue, and the sensitivity of net interest income to rate cuts. Management described the economy as resilient, while noting that it remains watchful of evolving risks.

Apr 15, 2026 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Feb 13, 2026)

Bank of America Corporation (BAC) announced on February 12, 2026, that its Board of Directors has approved the 2025 total compensation for Chair and CEO Brian T. Moynihan, setting it at $41,000,000. This represents an increase from his 2024 total compensation of $35,000,000. The Board cited Mr. Moynihan's leadership in driving significant shareholder growth, as well as his contributions to community and employee support, as key factors in this decision. The executive compensation is structured with a base salary of $1.5 million remaining unchanged, and no cash bonus. The majority of his compensation, $39.5 million, is in the form of equity incentives. This includes a mix of time-based restricted stock units (RSUs) and performance RSUs, with a significant portion tied to future performance targets for 2026-2028. The performance-based awards have increased performance standards and an opportunity for up to 150% payout for exceptional future results, emphasizing the company's focus on long-term, responsible growth and alignment with shareholder interests.

Feb 13, 2026 8-K

Regulation FDExhibits & Filings

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Jan 14, 2026)

Bank of America reported fourth-quarter 2025 net income of $7.6 billion, or $0.98 per diluted share, up 18% year over year from $0.83, on revenue of $28.4 billion, up 7%. Full-year 2025 net income was $30.5 billion, or $3.81 per diluted share, up 19% from $3.19. Growth was driven by net interest income of $15.8 billion, up 10% year over year, reflecting Global Markets activity, fixed-rate asset repricing and higher deposit and loan balances, along with higher asset management fees and sales and trading revenue. Noninterest expense rose 4% to $17.4 billion, and the efficiency ratio improved to 61%. Credit quality was stable, with net charge-offs of $1.3 billion (0.44% ratio) and a provision of $1.3 billion, flat sequentially. The balance sheet remained strong. Average deposits reached $2.01 trillion, and average loans grew 8% to $1.17 trillion. The CET1 ratio (Standardized) was 11.4%, down from 11.6% in the prior quarter, and the company returned $8.4 billion to shareholders through dividends and buybacks. Book value per share rose 8% to $38.44 and tangible book value per share rose 9% to $28.73. Management guided to roughly 200 bps of operating leverage in 2026, FY26 NII (FTE) growth of 5% to 7%, and an effective tax rate of about 20%. Results reflect an accounting method change for certain tax-related equity investments, applied retrospectively. Prior periods were revised, and the 8-K furnished on January 6, 2026 provides further detail. Investors should note that the change affects presentation and the CET1 ratio by about 12 bps, and that Global Markets results were volatile, with the quarter's efficiency ratio at 74%.

Jan 14, 2026 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Regulation FD Disclosure (Jan 6, 2026)

On January 6, 2026, Bank of America (BAC) furnished an 8-K under Item 7.01 (Regulation FD) announcing a change in accounting methods for its tax-related equity investments in affordable housing, eligible wind renewable energy, and solar renewable energy. Affordable housing and wind investments move from the equity method to the proportional amortization method (PAM), with costs now recorded in income tax expense rather than noninterest income. Solar investment tax credits are now recognized over the productive life of the facilities rather than when placed in service, and are reported in noninterest income against the related equity investment expense. The changes are retrospective, and the filing includes revised supplemental financial information (Exhibit 99.1) for 2023, 2024 and the 2025 quarters. The change is primarily a reclassification between income statement lines. Total noninterest income is restated higher by $3.97 billion for full-year 2024 (from $45.8 billion to $49.8 billion) and by $4.19 billion for 2023, while income tax expense rises by $4.13 billion for 2024 (from $2.12 billion to $6.25 billion) and by $4.40 billion for 2023. Net income is essentially unchanged on an annualized basis. Retained earnings as of September 30, 2025 fall by $1.7 billion as a cumulative timing adjustment, which is expected to reverse over the remaining life of the investments. The effective tax rate for Q3 2025 would have been about 20.0% versus 10.4% previously reported. Revised numbers show a meaningfully higher reported effective tax rate and higher total revenue for the affected periods. For regulatory capital, the change is not required to be applied to previously filed ratios, so BAC will not restate them. Had it been applied, the cumulative impact would have reduced Common Equity Tier 1 capital by an estimated $2.1 billion, lowering the CET1 ratio by about 13 basis points as of September 30, 2025. Investors should note that the headline revenue increase is accounting presentation, not new economic earnings, but the higher tax expense and lower CET1 are relevant for capital and tax-rate comparisons. The information is preliminary.

Jan 6, 2026 8-K

Leadership Changes

BANK OF AMERICA CORP /DE/ 8-K Report, Executive Changes (Nov 26, 2025)

This 8-K filing from Bank of America Corporation (BAC) announces a change in the designation of certain senior management personnel. Effective December 31, 2025, four individuals – Lindsay D. Hans, Kathleen A. Knox, Matthew M. Koder, and Eric A. Schimpf – will no longer be designated as "executive officers" as defined by SEC rules. This change follows the earlier announcement of Dean C. Athanasia and James P. DeMare's appointment as Co-Presidents, responsible for the Corporation's business lines. While not an indication of departure from the company, this reclassification streamlines the reporting structure and may align with the new Co-President roles. Investors should note that these individuals, including Matthew M. Koder who was a named executive officer in the prior proxy statement, will maintain their current leadership positions. The filing primarily serves to update the Corporation's list of official executive officers for regulatory purposes, ensuring transparency in reporting key management personnel.

Nov 26, 2025 8-K

Exhibits & Filings

BANK OF AMERICA CORP /DE/ 8-K Report, Exhibit Filing (Oct 16, 2025)

This 8-K filing by Bank of America Corporation (BAC) primarily concerns the registration of new debt securities under its existing Form S-3 shelf registration statement. Specifically, it includes legal opinions from Sidley Austin LLP regarding the validity of "Medium-Term Notes, Series P" offered by Bank of America Corporation and "Medium Term Notes, Series A" offered by BofA Finance LLC, along with the Corporation's guarantees for the latter. This filing does not disclose new financial results, operational changes, or material events impacting the company's performance. Instead, it serves as a procedural update related to its ongoing debt issuance capabilities.

Oct 16, 2025 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Oct 15, 2025)

Bank of America reported third-quarter 2025 net income of $8.5 billion, or $1.06 per diluted share, up from $6.9 billion and $0.81 a year earlier, with diluted EPS up 31%. Total revenue, net of interest expense, rose 11% year over year to $28.1 billion, led by record net interest income of $15.2 billion (up 9%), stronger investment banking fees (up 43% excluding self-led deals to $2.0 billion), and higher sales and trading and asset management fee revenue. Management highlighted operating leverage of 5.6% and an efficiency ratio of 62%, improved from 65% a year earlier. Return on average common equity was 11.5% and return on average tangible common equity was 15.4%. Credit quality improved. The provision for credit losses fell to $1.3 billion from $1.6 billion in the prior quarter, net charge-offs declined to $1.4 billion, the net charge-off ratio dropped to 0.47%, and nonperforming loans fell to $5.3 billion. Balance sheet metrics also strengthened: average loans grew 9% to $1.15 trillion, average deposits rose 4% to $1.99 trillion, and the CET1 ratio (Standardized) reached 11.6%. The company returned $7.4 billion to shareholders, including $5.3 billion in buybacks, and raised its quarterly common dividend 8%. Book value per share rose 7% to $37.95 and tangible book value per share rose 8% to $28.39. The filing is a Form 8-K furnishing earnings materials under Items 2.02 and 7.01. Management guided to fourth-quarter 2025 NII (FTE) of $15.6 billion to $15.7 billion, up about 8% year over year, and expects positive operating leverage in the fourth quarter. The quarter's effective tax rate was about 10%, or roughly 23% excluding tax credits and discrete items. Regulatory capital ratios are preliminary.

Oct 15, 2025 8-K

Leadership Changes

BANK OF AMERICA CORP /DE/ 8-K Report, Executive Changes (Sep 15, 2025)

Bank of America Corporation (BAC) has announced significant executive leadership changes effective immediately as of September 12, 2025. The company has appointed Dean C. Athanasia, currently President of Regional Banking, and James P. DeMare, President of Global Markets, to serve as Co-Presidents of the Corporation. This move elevates two key leaders to a more prominent, unified leadership role, suggesting a potential strategic shift towards integrated management across major business segments. Additionally, Alastair M. Borthwick, who has been serving as the Chief Financial Officer since November 2021, has been appointed as Executive Vice President while retaining his CFO responsibilities. These appointments reflect the company's ongoing efforts to strengthen its senior management team and ensure continuity and strategic direction at the highest levels. Investors should monitor how this new co-presidency structure impacts operational efficiency and future strategic decisions.

Sep 15, 2025 8-K

Shareholder MattersCorporate ChangesOther Events+1

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Sep 12, 2025)

On September 12, 2025, Bank of America (NYSE: BAC) announced a senior leadership reshuffle under Chair and CEO Brian Moynihan. Dean Athanasia (President, Regional Banking) and Jim DeMare (President, Global Markets) were named Co-Presidents of the Corporation, with responsibility for enterprise-wide initiatives and oversight of the company's eight lines of business, whose leaders remain unchanged. Alastair Borthwick, who has served as CFO for the past four years, was named Executive Vice President in addition to his CFO role, and is also taking on responsibility for the company's global real estate portfolio. For investors, the filing is primarily a governance and management-structure disclosure rather than a financial event. It contains no new financial results, guidance, capital actions, or changes to the Management Team beyond these appointments, and management states that the broader Management Team and the business heads otherwise remain unchanged. The move is framed as a way to increase capacity and intensity on growth, market share, returns, expense management, and AI-driven innovation, and to build a stronger bench for succession and investor engagement. The key items to watch are execution and succession clarity. Co-Presidents with overall responsibility for the business lines could add a senior layer of operating oversight, so investors may look for evidence in future disclosures of how decision rights are divided and whether expense discipline and returns targets are maintained. Borthwick's expanded role, which keeps him as CFO while adding investor-positioning and real estate responsibilities, is also worth monitoring for any future changes to finance-function leadership.

Sep 12, 2025 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Rights Modification (Jul 24, 2025)

Bank of America Corporation (BAC) has filed an 8-K report detailing the issuance and sale of a new series of preferred stock, specifically the 6.250% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series UU. This filing primarily concerns the establishment of the terms and conditions of this new series, including its par value, liquidation preference, and dividend rate. Importantly, the issuance of this Series UU Preferred Stock introduces restrictions on the company's ability to pay dividends on, or repurchase, its common stock or other parity or junior preferred stock if it fails to meet its dividend obligations on the new Series UU Preferred Stock. This aims to protect the rights of the Series UU Preferred Stock holders by prioritizing their dividend payments. In addition to establishing the Series UU Preferred Stock, Bank of America has also sold 2,500,000 Depositary Shares, each representing a fractional interest in the Series UU Preferred Stock. This transaction, conducted under a prospectus supplement, allows investors to gain exposure to the Series UU Preferred Stock through more accessible units. The filing includes various exhibits such as the underwriting agreement, certificate of designations, deposit agreement, and legal opinions, providing a comprehensive view of the transaction's legal and financial underpinnings.

Jul 24, 2025 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Jul 23, 2025)

Bank of America Corporation (NYSE: BAC) disclosed in an 8-K filed July 23, 2025 that its Board authorized a new $40 billion common stock repurchase program, effective August 1, 2025, replacing the current program that expires on that date. As of June 30, 2025, the existing program had approximately $9.1 billion of repurchases remaining, so the new authorization substantially expands the capacity for buybacks going forward. The filing is a routine capital-return announcement rather than a change in operations or financial results, and the release does not provide new earnings, revenue, or capital ratio figures. On the dividend side, the Board declared a regular quarterly common stock dividend of $0.28 per share, an increase of $0.02 (about 8%) from the prior quarter. The common dividend is payable September 26, 2025 to holders of record as of September 5, 2025. The Board also declared a quarterly dividend of $1.75 per share on the 7% Cumulative Redeemable Preferred Stock, Series B, payable October 24, 2025 to holders of record as of October 10, 2025. The company explicitly ties its capital returns to maintaining regulatory capital above minimum requirements, and notes that repurchases can be suspended at any time and depend on capital position, liquidity, financial performance, stock price, regulatory requirements, and market conditions. Investors should view the announcement as a signal of confidence in capital generation and a commitment to returning excess capital, while recognizing that actual buyback pace and dividend levels remain subject to regulatory and business conditions.

Jul 23, 2025 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Jul 16, 2025)

Bank of America reported second-quarter 2025 net income of $7.1 billion, or $0.89 per diluted share, versus $6.9 billion, or $0.83, a year earlier. Revenue net of interest expense rose 4% year over year to $26.5 billion, driven by net interest income up 7% to $14.7 billion, higher sales and trading revenue, and asset management fees, partially offset by lower investment banking fees. Quarter over quarter, net income and EPS dipped slightly from $7.4 billion and $0.90, as revenue fell 3% on lower Global Markets and All Other results, though noninterest expense also declined 3% after seasonal payroll tax costs rolled off. Credit quality was broadly stable. Provision for credit losses rose to $1.6 billion, net charge-offs were flat at $1.5 billion (a 0.55% ratio), and nonperforming loans declined to $6.0 billion. Average deposits grew 3% sequentially to $1.97 trillion and average loans rose 7% year over year to $1.13 trillion. The CET1 ratio (Standardized) was 11.5%, down from 11.8% in the prior quarter, and the company returned $7.3 billion to shareholders, including $5.3 billion in buybacks. Management also announced plans to raise the quarterly common dividend 8% beginning in 3Q25, subject to board approval. For investors, the quarter shows steady earnings growth supported by net interest income recovery and strong wealth and markets activity, with book value per share up 8% and tangible book value per share up 9% year over year. Guidance for 4Q25 net interest income of roughly $15.5 billion to $15.7 billion and an expected return to operating leverage in 2H25 point to continued momentum, while the lower capital ratio and a slightly higher adjusted effective tax rate of 24% warrant monitoring.

Jul 16, 2025 8-K

Shareholder MattersCorporate ChangesOther Events+1

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Jul 1, 2025)

On July 1, 2025, Bank of America (BAC) announced it plans to raise its quarterly common stock dividend 8%, from $0.26 to $0.28 per share, beginning in the third quarter of 2025, subject to Board of Directors approval. The announcement follows the Federal Reserve's 2025 Comprehensive Capital Analysis and Review (CCAR), in which the bank's modeled capital depletion improved 100 bps to 170 bps. Under current Federal Reserve rules, the preliminary stress capital buffer (SCB) would fall 70 bps to 2.5%, lowering the CET1 minimum requirement to 10.0%, effective October 1, 2025. The Federal Reserve has also proposed changes to the SCB calculation; if adopted as proposed, the 2025 results would imply an SCB of 2.7% and a CET1 minimum of 10.2%, effective January 1, 2026. As of March 31, 2025, the bank held $201 billion of regulatory CET1 capital, a CET1 ratio of 11.8%, comfortably above the current requirement. For investors, the filing signals strong capital positioning and a commitment to shareholder returns. The dividend increase and lower buffer requirement give management more flexibility for future capital returns, though the proposed rule change would raise the effective requirement, so its final form is a key item to watch.

Jul 1, 2025 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Rights Modification (Apr 29, 2025)

Bank of America Corporation (BAC) has filed an 8-K report detailing significant actions related to its preferred stock. On April 29, 2025, the company formally issued 120,000 shares of its Series OO Preferred Stock. This issuance is accompanied by a Certificate of Designations, which establishes the specific terms and conditions of this new class of preferred stock, including its liquidation preference of $25,000 per share and a fixed dividend rate of 6.625%. Crucially, the terms of the Series OO Preferred Stock impose restrictions on BAC's ability to pay dividends on or repurchase its common stock and other parity or junior preferred stock if it fails to make full dividend payments on the Series OO Preferred Stock. This filing also notes the sale of 3,000,000 Depositary Shares, each representing a fractional interest in the Series OO Preferred Stock, indicating a completed offering of this new capital instrument to investors.

Apr 29, 2025 8-K

Leadership ChangesShareholder MattersExhibits & Filings

BANK OF AMERICA CORP /DE/ 8-K Report, Executive Changes (Apr 24, 2025)

On April 22, 2025, Bank of America held its 2025 Annual Meeting, where shareholders approved an amendment and restatement of the Bank of America Corporation Equity Plan. The amendment adds 100 million shares available for grant (bringing the pool to roughly 185 million estimated as of March 3, 2025), caps annual value of non-employee director compensation (equity plus cash fees) at $1 million with certain exceptions, and extends the Plan's expiration from April 24, 2033 to April 21, 2035. Management estimates the additional shares would support current grant practices for about one year, with incremental overhang of roughly 1.2% and total plan overhang of approximately 6.0%. All 14 director nominees were elected, with each receiving large majorities of 'For' votes, though Maria N. Martinez (about 5.59 billion for) and Thomas D. Woods (about 5.56 billion for) drew the most support while Brian T. Moynihan (about 5.18 billion for, 451 million against) and Maria T. Zuber (about 5.25 billion for, 377 million against) drew the most opposition. Shareholders approved the advisory Say-on-Pay vote and ratified PricewaterhouseCoopers LLP as auditor for 2025. The Say-on-Pay result was notably less lopsided, with about 4.13 billion for versus 1.48 billion against, and the Equity Plan amendment passed with about 4.26 billion for versus 1.36 billion against. All four shareholder proposals (on director nomination thresholds, animal welfare oversight, lobbying alignment with climate goals, and disclosure of an energy financing ratio) were defeated, with each receiving under 1 billion votes in favor. For investors, the filing is primarily governance housekeeping: it secures the equity pipeline used for deferred pay, including Sharing Success awards, while adding a director pay guardrail.

Apr 24, 2025 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Apr 15, 2025)

Bank of America reported first-quarter 2025 net income of $7.4 billion, or $0.90 per diluted share, up from $6.7 billion ($0.76) a year earlier, on total revenue net of interest expense of $27.4 billion, up 6% year over year. Growth was broad-based: noninterest income rose about 10% to $12.9 billion, with gains in every business segment, and net interest income rose 3% to $14.4 billion. Sales and trading delivered its 12th consecutive quarter of year-over-year revenue growth, and Equities revenue hit a record $2.2 billion. Noninterest expense rose 3% to $17.8 billion, partly offset by the absence of the $0.7 billion FDIC special assessment that weighed on 1Q24 results. Credit quality was stable. Provision for credit losses was $1.5 billion, up from $1.3 billion a year earlier but flat sequentially, and net charge-offs were $1.5 billion, with a net charge-off ratio of 0.54%. The allowance for loan and lease losses stood at 1.20% of loans. Deposits and lending both grew: average deposits reached $1.96 trillion (up 3%, seven consecutive quarters of growth) and average loans and leases reached $1.09 trillion (up 4%). Capital remained strong, with a CET1 ratio of 11.8% (Standardized), roughly 100 bps above the 10.7% regulatory minimum, and the company returned $6.5 billion to shareholders through $2.0 billion in dividends and $4.5 billion in buybacks. The Corporation also guided to 2025 net interest income of roughly $15.5-15.7 billion (FTE), a range that assumes 25 bp rate cuts in May, July, September and December. Management flagged that a 100 bp parallel decline in rates would reduce NII by about $2.2 billion over the next 12 months. Book value per share rose 8% to $36.39 and tangible book value per share rose 9% to $27.12. The 8-K itself is a routine Item 2.02/7.01 filing that furnishes the earnings release and presentation materials. The filing contains no new litigation, restatement or leadership change.

Apr 15, 2025 8-K

Leadership Changes

BANK OF AMERICA CORP /DE/ 8-K Report, Executive Changes (Feb 28, 2025)

Bank of America Corporation (BAC) has announced a change in its Chief Accounting Officer role, effective March 1, 2025. Rudolf A. Bless will be stepping down from this position but will remain with the company to facilitate the transition of his successor, Johnbull Okpara. Johnbull Okpara, who joined BAC in November 2024 as Incoming Chief Accounting Officer, has been officially appointed as the new Chief Accounting Officer. Mr. Okpara brings extensive experience from his previous roles, including Chief Accounting Officer and Controller at Citigroup Inc. and senior financial positions at Morgan Stanley. His compensation package for the 2025 performance year includes an annual salary of $600,000 and an incentive award of at least $5,400,000, pending Compensation and Human Capital Committee approval.

Feb 28, 2025 8-K

Leadership ChangesExhibits & Filings

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Feb 7, 2025)

Bank of America Corporation announced the 2024 total compensation for its Chair and CEO, Brian T. Moynihan, has been approved at $35 million, an increase from $29 million in 2023. This decision by the Board of Directors reflects the company's "Responsible Growth" achievements in 2024, including a 30% increase in share price and $27.1 billion in net income. The compensation is structured entirely as equity incentives, with no cash bonus, comprising time-based and performance-based restricted stock units, subject to stock ownership and clawback policies. The company highlighted strong financial and operational performance in 2024. Key drivers included a 3% revenue growth to nearly $102 billion, stable credit costs, and significant organic loan and deposit growth outpacing industry averages. Bank of America also returned $21 billion to shareholders through dividends and repurchases, a 75% increase from the prior year, and expanded its investment in technology and talent. Client growth was robust, with one million net new consumer checking accounts and record sales and trading revenue in Global Markets.

Feb 7, 2025 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Executive Changes (Jan 29, 2025)

On January 29, 2025, Bank of America's Board of Directors appointed Maria N. Martinez as a non-employee director, effective immediately, and assigned her to the Corporate Governance, ESG, and Sustainability Committee and the Enterprise Risk Committee. Martinez is a former Cisco Systems executive vice president and chief operating officer, with more than four decades of technology and telecommunications experience. The filing reports a board governance change rather than a financial result, so it contains no new earnings, guidance, capital, or balance sheet information. From a compensation standpoint, Martinez will receive the standard non-employee director package described in the company's March 11, 2024 proxy statement. She will receive restricted stock and cash awards on January 29, 2025, prorated from her appointment date to the next annual shareholders' meeting. The amounts are not disclosed in this filing, and the cost is not expected to be material to the company's overall financials. For investors, the appointment is primarily a signal about board composition. Adding a director with deep operating experience in cybersecurity, networking, and large-scale operations may support oversight of the bank's technology, cyber risk, and operational resilience, which are increasingly important areas for large banks. Lead independent director Lionel Nowell III and CEO Brian Moynihan both publicly endorsed the addition. The filing does not describe any change to strategy, outlook, or management structure.

Jan 29, 2025 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Jan 16, 2025)

Bank of America reported fourth-quarter 2024 net income of $6.7 billion, or $0.82 per diluted share, up from $3.1 billion ($0.35) in 4Q23, which was depressed by the FDIC special assessment and BSBY cessation charges. Full-year 2024 net income was $27.1 billion, or $3.21 per diluted share, versus $26.5 billion ($3.08) in 2023. Revenue net of interest expense rose 15% year over year to $25.3 billion, driven by higher asset management fees, investment banking fees, and sales and trading revenue, while noninterest expense fell 5% to $16.8 billion because the prior-year FDIC charge did not recur. Excluding the 4Q23 charges, revenue grew 8%, and the company returned to positive operating leverage in the quarter. Balance sheet and capital metrics were stable. The CET1 ratio (Standardized) was 11.9%, above the 10.7% regulatory minimum, and the company returned $5.5 billion to shareholders in the quarter ($2.0 billion in dividends and $3.5 billion in buybacks) and $21 billion for the full year. Book value per share rose 7% to $35.79 and tangible book value per share rose 9% to $26.58. Average deposits grew 3% year over year to $1.96 trillion, and average loans grew 3% to $1.08 trillion. Credit quality was healthy, with a net charge-off ratio of 0.54% and a net reserve release of $14 million, although nonperforming loans rose to $6.0 billion. Management's 2025 outlook calls for net interest income growth through the year, with 1Q25 NII guided to $14.5–14.6 billion (FTE) and 4Q25 to roughly $15.5–15.7 billion. Full-year 2025 noninterest expense is expected to be 2–3% above 2024, a full-year net charge-off ratio of 50–60 bps, and an effective tax rate of about 11–13%. The filing itself is a routine earnings disclosure under Items 2.02 and 7.01. It is furnished with the press release and investor presentation rather than a new material event, so the substantive information is in the exhibits.

Jan 16, 2025 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Oct 15, 2024)

Bank of America reported third-quarter 2024 net income of $6.9 billion, or $0.81 per diluted share, versus $7.8 billion, or $0.90, in 3Q23. Revenue net of interest expense was $25.3 billion, roughly flat year over year (up about 1%), as higher asset management fees, investment banking fees and sales and trading revenue offset a 3% decline in net interest income to $14.0 billion. Noninterest expense rose 4% to $16.5 billion, and the provision for credit losses was $1.5 billion, flat sequentially and up from $1.2 billion a year earlier. Return on average common equity was 9.4% and return on average tangible common equity was 12.8%. The balance sheet and capital position remained solid. Average deposits were $1.92 trillion, up 2% sequentially and the fifth consecutive quarter of sequential average deposit growth, though consumer deposits fell 4% year over year. The CET1 ratio was 11.8% on the Standardized approach, 112 basis points above the new regulatory minimum effective October 1, 2024. The company returned $5.6 billion to shareholders through $2.0 billion in dividends and $3.5 billion in buybacks. Book value per share rose 8% to $35.37 and tangible book value per share rose 10% to $26.25. Credit quality was stable on a linked-quarter basis. Net charge-offs were $1.5 billion, flat versus 2Q24, with a net charge-off ratio of 0.58%, and nonperforming loans rose modestly to $5.6 billion. The reserve build was minimal at $8 million, and management highlighted fee growth, a 10th consecutive quarter of year-over-year sales and trading growth, and a strong investment banking pipeline. The filing itself is a routine Item 2.02 and 7.01 furnishing of earnings materials with no new material events beyond the results.

Oct 15, 2024 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Jul 24, 2024)

Bank of America (NYSE: BAC) announced on July 24, 2024 two capital return actions. First, the Board raised the regular quarterly common stock dividend 8% to $0.26 per share from $0.24, payable September 27, 2024 to holders of record as of September 6, 2024. Second, the Board authorized a new $25 billion common stock repurchase program effective August 1, 2024, replacing the current program that expires on that date. As of June 30, 2024, the expiring program had approximately $6.7 billion remaining. The filing also declared a regular quarterly dividend of $1.75 per share on the 7% Cumulative Redeemable Preferred Stock, Series B, payable October 25, 2024 to holders of record as of October 11, 2024. The company states that capital distributions depend on maintaining regulatory capital above minimum requirements, and that repurchase timing and amount depend on capital position, liquidity, financial performance, stock price, regulatory requirements and market conditions, and may be suspended at any time. For investors, the announcement signals confidence in capital generation and a continued commitment to return excess capital. The new authorization is roughly four times the remaining capacity under the expiring program, which provides flexibility, but it is an authorization rather than a commitment to specific repurchase volumes. The filing itself contains no new financial results.

Jul 24, 2024 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Jul 16, 2024)

Bank of America (BAC) reported second-quarter 2024 net income of $6.9 billion, or $0.83 per diluted share, versus $7.4 billion, or $0.88 per diluted share, in 2Q23. Revenue net of interest expense was $25.4 billion, up about 1% year over year, led by higher asset management and investment banking fees and sales and trading revenue, partly offset by a 3% decline in net interest income to $13.7 billion as deposit costs rose faster than asset yields. Noninterest expense rose 2% to $16.3 billion, and the provision for credit losses increased to $1.5 billion, driven by higher credit card net charge-offs and commercial real estate office losses. Compared with 1Q24, earnings improved on the absence of the $0.7 billion FDIC special assessment accrual recorded in the prior quarter. Capital and shareholder returns were a focus. The CET1 ratio (Standardized) was 11.9%, flat versus 1Q24 and 122 bps above the regulatory minimum taking effect October 1, 2024. Book value per share rose 7% year over year to $34.39, and tangible book value per share rose 9% to $25.37. The company returned $5.4 billion to shareholders through $1.9 billion in common dividends and $3.5 billion in buybacks. Management announced a proposed 8% increase in the quarterly common dividend to $0.26 per share, subject to Board approval. ROTCE was 13.6%, and ROE was 10.0%. Segment performance was mixed. Consumer Banking earned $2.6 billion despite revenue falling 3% on lower deposit balances, and it added a record 37.2 million checking accounts. Global Wealth & Investment Management earned $1.0 billion on record client balances above $4 trillion. Global Banking earned $2.1 billion, and Global Markets earned $1.4 billion with sales and trading revenue up 9%. Management guided that 4Q24 net interest income will be about $14.5 billion (FTE), up from $13.9 billion in 2Q24, supported by fixed-rate asset repricing and Global Markets activity, partly offset by the expected impact of 25 bp of rate cuts. These are forward-looking statements.

Jul 16, 2024 8-K

Corporate ChangesExhibits & Filings

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Jun 28, 2024)

Bank of America announced on June 28, 2024 that it plans to raise its quarterly common stock dividend 8%, from $0.24 to $0.26 per share, beginning in the third quarter of 2024. The increase is subject to approval by the Board of Directors. The announcement follows the Federal Reserve's 2024 Comprehensive Capital Analysis and Review (CCAR), the annual stress test that sets each bank's capital requirements. Based on the CCAR results, Bank of America's stress capital buffer (SCB) will be 3.2%, and its CET1 minimum requirement will be 10.7% once finalized. The new SCB applies from October 1, 2024 through September 30, 2025. As of March 31, 2024, the bank held $197 billion of regulatory CET1 capital, a CET1 ratio of 11.9%, comfortably above its current 10.0% regulatory minimum. The 8-K itself is brief; its financial substance is in the dividend plan and the capital disclosures, and the filing contains no new earnings or operating results. For investors, the key takeaways are a meaningful dividend increase backed by a well-capitalized balance sheet and a stress test result that signals the regulatory capital hurdle is manageable. Because the buffer and minimum are set by regulators and the dividend still needs board approval, investors should treat the increase as a planned, not yet final, shareholder return.

Jun 28, 2024 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Bylaw Amendment (Jun 28, 2024)

This 8-K filing from Bank of America Corporation (BAC) reports on amendments made to the company's Bylaws by its Board of Directors on June 26, 2024. The changes are primarily focused on clarifying and updating governance procedures related to stockholder meetings, director nominations, and proposed business. Key amendments enhance the Board's discretion and clarify requirements for stockholders seeking to propose business or nominate directors, including provisions for remote meetings, voting thresholds, and proxy access.

Jun 28, 2024 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Jun 21, 2024)

On June 21, 2024, Bank of America (NYSE: BAC) filed an 8-K under Item 8.01 (Other Events) attaching a press release that addresses the discontinuation of the Canadian Dollar Offered Rate (CDOR) for certain outstanding debt securities. The CDOR administrator, Refinitiv Benchmark Services (UK), will permanently cease publication of all remaining CDOR tenors, including Three-Month CDOR, after its final publication on Friday, June 28, 2024. For the securities covered, Three-Month Fallback Rate (CORRA), calculated by Bloomberg Index Services Limited, will replace Three-Month CDOR as the base rate for floating-rate interest periods commencing on or after the CDOR Replacement Date (the first Toronto banking day after June 28, 2024). The filing is administrative in nature and does not involve financial results, new capital actions, or a change in the Corporation's financial condition. The securities are divided into three categories. Annex 1 notes (four series) have fallback provisions that let the calculation agent, Merrill Lynch Canada Inc., select CORRA as the alternative rate. Annex 2 notes (two series) contain CARR-recommended fallback language, and BAC has determined that an index cessation event occurs on the replacement date. Annex 3 covers a single series, the 3.407% Fixed/Floating Rate Senior Notes due September 2025 (CUSIP 060505FG4), whose contractual fallbacks are considered non-workable. BAC therefore intends to redeem that series before its floating-rate period begins. The press release states that it is not a formal notice of redemption, which will be issued separately under the indenture. For holders, the key implications are a change in the reference rate and a modified calculation methodology. CORRA is compounded in arrears and is applied with a fixed spread adjustment of 0.32138%, so coupon amounts will be known only near the end of each interest period rather than at its start. Holders of the Annex 3 notes should expect early redemption, which could create reinvestment risk. The filing is a routine, disclosure-driven update with limited direct impact on BAC's overall financial profile, though it is relevant to holders of these specific debt securities.

Jun 21, 2024 8-K

Leadership ChangesShareholder MattersExhibits & Filings

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (May 10, 2024)

Bank of America (NYSE: BAC) filed this 8-K to disclose an unsolicited "mini-tender" offer from Tutanota LLC, received on May 3, 2024, to buy up to 1,000,000 shares of BAC common stock at $40.00 per share. The shares sought represent roughly 0.01% of the company's outstanding common stock, so the offer is immaterial in size. The offer is conditional: it only pays out if BAC's closing price exceeds $40.00 on the last trading day before expiration, meaning tendering shareholders would receive a below-market price in the scenario where the condition is met. The offer is scheduled to expire at 5:00 p.m. New York time on May 31, 2024, unless Tutanota extends it. In the accompanying press release (Exhibit 99.1), BAC states it does not endorse the offer, is not affiliated with Tutanota, and recommends shareholders not tender their shares. The company notes that the offer is subject to numerous additional conditions, including Tutanota obtaining financing, and that there is no guarantee those conditions will be satisfied. BAC also warns that Tutanota can extend the offer in successive periods of 45 to 180 days, which would delay payment, and points out that Tutanota made a similar offer for BAC stock in 2021. For investors, this is a routine, non-financial event with no direct impact on BAC's earnings, capital position, dividends, or operations. The filing does not contain financial statements or new guidance. Its main significance is as a shareholder advisory: investors who are approached by mini-tender solicitations should obtain current market quotes, consult a financial advisor, and be cautious about tendering at a below-market price.

May 10, 2024 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Executive Changes (Apr 26, 2024)

At its April 24, 2024 Annual Meeting, Bank of America's shareholders approved an amendment and restatement of the Bank of America Corporation Equity Plan (BACEP) that increases the number of shares available for grant by 100 million. The plan's other terms are substantially unchanged. Per the proxy materials, about 67 million shares were available for grant as of March 1, 2024, and the company expects the additional 100 million to last roughly one year at current grant practices. Shareholders approved the plan with about 78% of votes cast (excluding broker non-votes), and the estimated incremental overhang from the increase is about 1.3%, with total fully diluted overhang of about 5.3%. The other matters on the ballot went as management recommended. All 13 director nominees were elected, though Maria T. Zuber received the most against votes (about 348 million). The advisory say-on-pay resolution passed with roughly 91% of votes cast in favor, and PricewaterhouseCoopers LLP was ratified as the independent auditor for 2024 with about 95% support. Shareholders rejected all ten shareholder proposals. The most supported was the request for an independent board chair, at about 31% of votes cast, followed by the lobbying-alignment proposal at about 27%. For investors, this 8-K is a governance and compensation event rather than a financial disclosure. It contains no earnings, capital, or guidance information. The key takeaways are that the equity plan expansion is primarily a dilution and compensation-tool decision, that the company positions it as necessary to keep paying variable compensation in deferred stock rather than cash, and that shareholder dissatisfaction on ESG and governance topics did not reach majority support.

Apr 26, 2024 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Apr 16, 2024)

Bank of America reported first-quarter 2024 net income of $6.7 billion, or $0.76 per diluted share, versus $8.2 billion, or $0.94, in Q1 2023. Results include a $700 million pretax accrual for the FDIC special assessment tied to the Silicon Valley Bank and Signature Bank failures. Excluding that charge, adjusted net income was $7.2 billion and adjusted EPS was $0.83. Total revenue, net of interest expense, was $25.8 billion, down 2% year over year, as net interest income fell 3% to $14.0 billion. Higher deposit costs more than offset higher asset yields and modest loan growth, and fee income from investment banking and asset management rose. Credit quality weakened modestly. The provision for credit losses rose to $1.3 billion from $931 million a year earlier, and net charge-offs reached $1.5 billion, a 0.58% ratio up from 0.32%. Driving the increase were credit cards (3.62% loss rate) and commercial real estate office. Nonperforming loans rose to $5.9 billion. Capital remained strong, with a CET1 ratio of 11.8% on the standardized approach, 184 bps above the regulatory minimum. The bank returned $4.4 billion to shareholders through dividends and buybacks, and tangible book value per share rose 9% to $24.79. Segment results were mixed. Global Wealth and Investment Management posted record revenue of $5.6 billion, and Global Markets sales and trading revenue was flat at $5.1 billion, with the best first quarter in over a decade. Consumer Banking revenue fell 5% on lower deposit balances, and Global Banking revenue fell 4%, though investment banking fees rose 35%. Management emphasized continued organic growth, including 21 consecutive quarters of consumer checking account growth.

Apr 16, 2024 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Feb 2, 2024)

Bank of America Corporation (BAC) announced in an 8-K filing that its Board of Directors approved 2023 total compensation for Chair and CEO Brian T. Moynihan of $29,000,000, a slight decrease from $30,000,000 in 2022. This decision was based on the Board's evaluation of the company's performance and Mr. Moynihan's leadership amidst economic uncertainty, under the "Responsible Growth" operating model. The company reported $26.5 billion in net income for 2023, which included significant pre-tax charges totaling $3.7 billion related to the FDIC special assessment and a Bloomberg Short-Term Bank Yield Index cessation. Excluding these items, net income was $29.3 billion, a 6% increase year-over-year, reflecting strong organic growth and diligent expense management.

Feb 2, 2024 8-K

Earnings & ResultsOther Events

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Jan 12, 2024)

Bank of America reported fourth-quarter 2023 net income of $3.1 billion, or $0.35 per diluted share, and full-year 2023 net income of $26.5 billion, or $3.08 per diluted share. Results were depressed by two notable pretax items: a $2.1 billion FDIC special assessment (about $0.20 per share) and a $1.6 billion charge tied to the BSBY benchmark cessation (about $0.15 per share). Excluding these, Q4 adjusted net income was $5.9 billion ($0.70 per share) and full-year adjusted net income was $29.3 billion ($3.42 per share), with adjusted ROTCE of 11.7% for the quarter and 15.0% for the year. Revenue fell 10% year over year to $22.0 billion, or 4% excluding the BSBY charge, as higher deposit costs and lower deposit balances offset higher asset yields. Net interest income declined 5%, while adjusted noninterest expense was roughly flat at $15.6 billion. Credit quality showed modest deterioration: net charge-offs rose to $1.2 billion (a 0.45% ratio, up 19 bps from a year earlier), driven by credit cards and commercial real estate office loans, and nonperforming loans increased to $5.5 billion. Capital remained solid, with a CET1 ratio of 11.8% (181 bps above the regulatory minimum effective January 1, 2024), and the company returned $2.7 billion to shareholders in the quarter. The filing is largely a routine earnings disclosure furnishing the press release and presentation materials. Investors should focus on the underlying trend: the headline GAAP decline is largely explained by one-time charges, but the core revenue pressure from deposit repricing and the rising credit card loss rate are the operating issues to monitor into 2024.

Jan 12, 2024 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Jan 8, 2024)

This 8-K filing from Bank of America Corporation (BAC) discloses a significant one-time, non-cash, pre-tax charge of approximately $1.6 billion recognized in the fourth quarter of 2023. This charge is a result of accounting adjustments related to the transition away from the London Interbank Offered Rate (LIBOR) and its successor, the Bloomberg Short-Term Bank Yield Index (BSBY). The cessation of BSBY necessitated the de-designation of certain interest rate swaps used in cash flow hedges for BSBY-indexed loans, leading to the reclassification of amounts from accumulated other comprehensive income into earnings. While this charge impacts reported earnings for the fourth quarter of 2023 and temporarily reduced the Common Equity Tier 1 (CET1) ratio by eight basis points, the company emphasizes that it is non-cash and that the economics of the underlying loans are not fundamentally altered. The $1.6 billion is expected to be recognized back into interest income over subsequent periods, largely through 2026, as the loans transition to the Secured Overnight Financing Rate (SOFR). Investors should note that the company will officially report its full fourth-quarter 2023 financial results on January 12, 2024.

Jan 8, 2024 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Oct 17, 2023)

Bank of America reported third-quarter 2023 net income of $7.8 billion, or $0.90 per diluted share, up 10% from $7.1 billion ($0.81) a year earlier. Total revenue, net of interest expense, rose 3% to $25.2 billion, led by net interest income up 4% to $14.4 billion on higher rates and loan growth. Noninterest income of $10.8 billion was up modestly, as sales and trading and asset management fees offset lower other income. Noninterest expense rose 3% to $15.8 billion, and the efficiency ratio was 63%. Credit costs moved higher. The provision for credit losses rose to $1.2 billion from $0.9 billion, and net charge-offs of $931 million (a 0.35% ratio) increased year over year, though they remained below pre-pandemic Q4-19 levels. Nonperforming loans rose $707 million quarter over quarter to $4.8 billion, driven mainly by commercial real estate. Credit card loss rates also edged up. Management still characterized credit as manageable, and the allowance for loan and lease losses stood at 1.27% of loans. Capital and returns remained a key strength. The Common Equity Tier 1 ratio under the Standardized approach was 11.9%, up 29 basis points from the prior quarter and 240 basis points above the 9.5% regulatory minimum effective October 1, 2023. Book value per share rose 9% to $32.65 and tangible book value per share rose 12% to $23.79. The company returned $2.9 billion to shareholders through dividends and buybacks, and the quarterly dividend was raised 9%. Investors should note that the filing includes a 4% effective tax rate, which was driven by discrete items, and management guided to a full-year 2023 rate of roughly 9-10% excluding the FDIC special assessment. The company also flagged a possible approximately $1.9 billion FDIC special assessment accrual in Q4 2023.

Oct 17, 2023 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Sep 29, 2023)

This 8-K filing from Bank of America Corporation (BAC) reports a significant event: the passing of a long-standing member of its Board of Directors, Frank P. Bramble, Sr. Mr. Bramble had been a director since 2006, indicating a substantial tenure and likely deep involvement in the company's strategic decisions and governance over the years. While this news pertains to the composition of the Board, it does not directly relate to the company's financial performance or operational results. Investors should note this change in board membership as it may lead to future board restructuring or the appointment of a new director. However, the immediate impact on BAC's financial standing or business operations is not detailed in this specific filing.

Sep 29, 2023 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Jul 18, 2023)

Bank of America reported second-quarter 2023 net income of $7.4 billion, or $0.88 per diluted share, up 19% year over year from $6.2 billion ($0.73 per share), and down from $8.2 billion ($0.94) in the first quarter. Total revenue, net of interest expense, rose 11% year over year to $25.2 billion, driven mainly by a 14% increase in net interest income to $14.2 billion as higher interest rates and loan growth offset lower deposit balances. Noninterest expense rose 5% to $16.0 billion, and the company reported its eighth consecutive quarter of positive operating leverage, with an efficiency ratio of 64%. Credit costs increased modestly. The provision for credit losses was $1.1 billion, including a $256 million net reserve build, and net charge-offs of $869 million equaled a 0.33% ratio, still below pre-pandemic levels. Consumer credit card loss rates rose to 2.60% from 2.21% in the prior quarter. Management highlighted a Common Equity Tier 1 ratio of 11.6% on a Standardized basis, up 23 basis points sequentially, and returned $2.3 billion to shareholders through dividends and buybacks. The company also announced plans to raise its quarterly common dividend by 9% beginning in Q3 2023, subject to Board approval. From an investor standpoint, the quarter shows strong top-line growth and capital generation, while the headwinds to watch are falling deposits (down 7% year over year in Consumer Banking and 19% in GWIM), rising deposit costs, and gradually increasing credit losses. The filing notes a possible roughly $1.9 billion FDIC special assessment accrual in 2H23 if the proposed rule is finalized as written.

Jul 18, 2023 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Jul 5, 2023)

Bank of America Corporation (NYSE: BAC) announced on July 5, 2023 that it plans to raise its quarterly common stock dividend by about 9 percent, from $0.22 to $0.24 per share, beginning in the third quarter of 2023. The increase is subject to approval by the Board of Directors, so it is a proposed action rather than a declared dividend at the time of filing. The filing is a short Form 8-K under Item 8.01 (Other Events), with the press release attached as Exhibit 99.1. The announcement comes shortly after the company disclosed on July 3 that it had opened discussions with the Federal Reserve about differences between the Federal Reserve's CCAR stress test results and Bank of America's own Dodd-Frank Act stress test results. The press release states those discussions are ongoing. For investors, the dividend increase signals management's confidence in the bank's capital position, but the timing alongside an open dialogue with regulators means the outcome of the stress test reconciliation is a relevant factor to monitor. The filing contains no new financial statements, earnings figures, or capital ratios. Investors should therefore treat the dividend increase as a capital return signal to be weighed against the pending regulatory discussion and the Board's eventual approval.

Jul 5, 2023 8-K

Leadership ChangesShareholder MattersExhibits & Filings

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Jun 26, 2023)

Bank of America Corporation (BAC) filed an 8-K on June 26, 2023 under Item 8.01 (Other Events) to disclose that interest rates and payments on certain outstanding USD LIBOR-linked debt securities and certificates of deposit will be calculated using contractual fallback provisions after the June 30, 2023 cessation of USD LIBOR ICE Swap Rate publication. The filing attaches a press release (Exhibit 99) covering two categories of instruments: 35 BAC-issued notes (Annex 1) whose fallback relies first on bank or swap dealer quotations and then on calculation agent discretion, and 11 BofA Finance LLC-issued notes (Annex 2) that will move to a 'USD CMS Replacement.' For both groups, the expected replacement is the SOFR Adjusted CMS Rate for the matching tenor, or a rate calculated under the Alternative Reference Rates Committee's (ARRC) recommended formula if that tenor is not published. The filing is primarily a transition and administrative disclosure rather than a financial performance update. It contains no earnings, balance sheet, or guidance information, and it does not signal a change in BAC's financial condition. The main investor implication is for holders of the listed CUSIPs, who should expect their coupon or payment calculations to change from LIBOR-based references to SOFR-based references. The shift follows the ARRC's recommended methodology, which includes a tenor spread adjustment of 0.26161% for 3-month LIBOR, so the replacement rate is intended to be economically comparable to the legacy benchmark. The press release notes that the Annex 1 outcome depends on whether quotations can be obtained after the Cessation Date, and that the Annex 2 transition depends on conditions being met. These forward-looking elements carry some uncertainty, and the company refers readers to its 2022 Form 10-K risk factors. Holders are encouraged to review the press release and to follow the Depository Trust Company's LIBOR Replacement Index Communication Tool for further details.

Jun 26, 2023 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Executive Changes (Apr 28, 2023)

Bank of America's April 25, 2023 Annual Meeting produced shareholder approval of an amended and restated Bank of America Corporation Equity Plan (BACEP), the Corporation's vehicle for deferred equity-based pay. The amendment adds 75 million shares to the pool, extends the plan's expiration from April 19, 2031 to April 24, 2033, lets shares withheld for taxes on restricted stock and RSUs be reused for future awards, and clarifies that dividends on unvested awards cannot be paid until vesting. Per the proxy exhibit, the company had about 78 million shares available as of March 1, 2023, which management says would last less than a year at current grant rates. The estimated fully diluted overhang rises to about 4.6%, with the incremental request contributing roughly 0.9%. All 14 director nominees were elected, and the say-on-pay resolution passed, with about 3.97 billion votes for and 1.78 billion against. Shareholders also backed the PwC auditor ratification and the plan amendment, while rejecting all 8 shareholder proposals, including the independent board chair, greenhouse gas reduction targets, transition planning, fossil fuel financing cessation, and racial equity audit. Shareholders voted for annual say-on-pay votes, and the board will hold them every year. For investors, the filing is largely governance housekeeping rather than a financial event. The main economic consideration is the dilution from the larger share pool, which management frames as a substitute for cash compensation and offsets through ongoing buybacks that match stock-settled award expense. The lopsided rejection of the shareholder proposals and the strong say-on-pay support both indicate that shareholders broadly accept current compensation and governance practices.

Apr 28, 2023 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Apr 18, 2023)

Bank of America reported first-quarter 2023 net income of $8.2 billion, or $0.94 per diluted share, up 15% from $7.1 billion ($0.80) in Q1-22. Total revenue, net of interest expense, rose 13% to $26.3 billion, driven by a 25% jump in net interest income to $14.4 billion on higher interest rates and loan growth. Noninterest income was essentially flat at $11.8 billion, as stronger sales and trading (especially FICC) offset lower investment banking, asset management, and service charge revenue. The company logged its seventh consecutive quarter of positive operating leverage (7%), with an efficiency ratio of 62%. Credit costs moved higher but remain contained. The provision for credit losses rose to $931 million from $30 million a year earlier, with net charge-offs of $807 million (0.32% ratio), led by credit cards, where the loss rate reached 2.21%. Asset quality metrics remained solid, with nonperforming loans at 0.38% of total loans and a $12.5 billion allowance for loan and lease losses covering 1.20% of loans. Capital and liquidity strengthened: the Standardized CET1 ratio rose to 11.4% and Global Liquidity Sources averaged $854 billion. Bank of America returned $4.0 billion to shareholders through dividends and buybacks, while tangible book value per share rose 9% to $22.78. The main soft spots were deposits and wealth management. Average deposits fell 7% year over year to $1.9 trillion, and GWIM client balances declined 5% to $3.5 trillion on lower market valuations, although the company reported record net new relationships and strong client flows. Investors will likely focus on whether deposit outflows persist, how credit card losses trend, and whether net interest income can keep growing as deposit costs rise. This 8-K furnishes the earnings press release and presentation materials; the earnings figures themselves are incorporated by reference and not separately filed.

Apr 18, 2023 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Mar 31, 2023)

On March 31, 2023, Bank of America Corporation (BAC) filed an 8-K under Item 8.01 (Other Events) announcing a benchmark transition for a large set of its outstanding U.S. dollar LIBOR-linked securities. After June 30, 2023, when USD LIBOR for one- and three-month tenors ceases publication or representativeness, CME Term SOFR plus a fixed tenor spread adjustment (0.11448% for one-month, 0.26161% for three-month) will become the reference rate for interest, dividend and distribution calculations. The filing attaches a press release (Exhibit 99) listing affected securities by CUSIP across floating-rate and fixed-to-floating senior notes, subordinated notes, preferred depositary shares, client-driven notes and trust preferred securities issued by BAC, BofA Finance LLC and affiliated issuers. The transition is largely procedural and is not expected to change the economic terms of the instruments in a material way, since the spread adjustment is set by the Adjustable Interest Rate (LIBOR) Act and the Federal Reserve's final rule. The mechanics differ by annex: Annex 1 securities rely on the statutory replacement by operation of law, with non-workable contractual fallbacks disregarded; Annex 2 securities have a determining person (BofA Securities, Inc.) that has selected three-month CME Term SOFR; and Annex 3 securities use ARRC-recommended fallback language, which BAC expects to trigger on the LIBOR Replacement Date. Changes will apply only to determinations made on or after that date. For investors, the key takeaway is that this is a disclosure of a pre-scheduled rate change rather than a new financial event, with no reported impact on BAC's financial results, capital or guidance. Holders should review the CUSIP lists and any further DTC notices, and note that additional conforming changes may be announced separately on BAC's investor website.

Mar 31, 2023 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Corporate Update (Feb 3, 2023)

Bank of America Corporation (BAC) filed an 8-K on February 3, 2023, to announce the compensation for its Chair and CEO, Brian T. Moynihan, for the year 2022. Mr. Moynihan's total compensation was set at $30 million, a decrease from the $32 million awarded in 2021. This decision by the Board of Directors reflects an evaluation of the company's "Responsible Growth" performance throughout 2022, considering financial results, shareholder returns, and support for clients, communities, and employees. The report details strong financial performance, with net income reaching $27.5 billion, marking the third-highest in the company's history. Revenue grew 7% year-over-year, outpacing expense growth. The company returned $12 billion to shareholders through dividends and buybacks. Despite a 26% decline in its stock price, consistent with industry trends, BAC highlighted its robust balance sheet with over $273 billion in shareholders' equity and $881 billion in liquidity.

Feb 3, 2023 8-K

Corporate ChangesExhibits & Filings

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Jan 13, 2023)

Bank of America reported fourth-quarter 2022 net income of $7.1 billion, or $0.85 per diluted share, versus $7.0 billion, or $0.82, in Q4 2021, and full-year 2022 net income of $27.5 billion, or $3.19 per diluted share, versus $32.0 billion, or $3.57, in 2021. The headline story is a strong net interest income (NII) rebound: NII rose $3.3 billion, or 29%, year over year to $14.7 billion, driven by higher interest rates, lower premium amortization, and loan growth. Revenue, net of interest expense, increased 11% to $24.5 billion, and the company posted its sixth consecutive quarter of positive operating leverage. Pretax, pre-provision income rose 23% to $9.0 billion. The quality picture was mixed but manageable. Provision for credit losses swung to a $1.1 billion expense from a $489 million benefit a year earlier, reflecting a $403 million net reserve build driven by loan growth and a more cautious macroeconomic outlook. Net charge-offs rose to $689 million (0.26% ratio) but remained well below pre-pandemic levels. Nonperforming loans declined to $3.8 billion (0.37% of loans). Noninterest income fell 8% to $9.9 billion on weaker investment banking and asset management fees, partly offset by higher sales and trading revenue. Average deposits fell $92 billion, or 5%, year over year, a key watch item as customers moved balances to higher-yielding alternatives. Capital remained strong. The Standardized CET1 ratio rose to 11.2%, up 25 basis points from Q3 2022, and the company returned $12 billion to shareholders in 2022 through dividends and buybacks. Return on average tangible common equity was 15.8% for the quarter. The filing is an earnings release furnished under Item 2.02 and Regulation FD, so the information is not deemed filed under Section 18 of the Exchange Act. Figures are preliminary and unaudited at the time of publication.

Jan 13, 2023 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Bylaw Amendment (Dec 16, 2022)

Bank of America Corporation (BAC) has filed an 8-K report detailing amendments to its Corporate Bylaws, effective December 14, 2022. These amendments, approved by the Board of Directors, aim to clarify and streamline procedural and disclosure requirements for stockholders intending to propose business or nominate directors at company meetings. The revisions are largely in response to recent SEC rule changes, specifically the "universal proxy card" rules, and updates to Delaware corporate law. Key changes include enhanced clarity on the process for beneficial owners to participate in calling special meetings, stricter information requirements for stockholder proposals (aligning with annual meeting notifications), and updated provisions for meeting adjournments and stockholder list access. The amendments also introduce more comprehensive disclosure obligations for stockholders conducting proxy solicitations, including those utilizing universal proxy cards, and require them to disclose potential control-related plans. Additionally, the Bylaws now specify procedural requirements for proxy solicitations, such as using a non-white proxy card color.

Dec 16, 2022 8-K

BANK OF AMERICA CORP /DE/ 8-K Report, Financial Results (Oct 17, 2022)

Bank of America (BAC) reported third-quarter 2022 net income of $7.1 billion, or $0.81 per diluted share, versus $7.7 billion ($0.85) a year earlier. The decline was driven by a lower pretax result: pretax income fell 7% to $8.3 billion because provision for credit losses swung to an $898 million expense from a $624 million benefit in Q3-21, when the bank released reserves. Underlying operating performance was strong. Revenue, net of interest expense, rose 8% to $24.5 billion, led by a 24% increase in net interest income to $13.8 billion on higher interest rates and solid loan growth. Pretax, pre-provision income rose 10% to $9.2 billion, and this marked the fifth consecutive quarter of positive operating leverage. Noninterest income fell 8% to $10.7 billion, as higher sales and trading revenue was more than offset by lower investment banking fees, asset management fees and service charges. Noninterest expense rose 6% to $15.3 billion, including $354 million tied to the settlement of legacy monoline insurance litigation. Average loans and leases grew 12% year over year to $1.0 trillion, and average deposits were up 1% to $2.0 trillion. Credit quality remained sound, with the net charge-off ratio at 0.20% and nonperforming loans at 0.39% of loans, though the bank built $378 million of reserves citing credit card loan growth and a weaker macroeconomic outlook. Capital strengthened. The standardized CET1 ratio rose 49 basis points from Q2 to 11.0%, ahead of new regulatory minimums effective October 1, 2022. During the quarter the bank paid $1.8 billion in common dividends and repurchased $450 million of common stock, predominantly to offset equity compensation issuance. Return on average tangible common equity was 15.2%. Investors should note the quarter's $152 million reduction in tax credit benefits and an effective tax rate of 14.7%, which was lower than the roughly 24% underlying rate excluding ESG tax credits.

Oct 17, 2022 8-K