8-KLeadership Changes

BANK OF AMERICA CORP /DE/ 8-K Report, Executive Changes (Feb 26, 2015)

Filed February 26, 2015For Securities:BACBAC-PBBAC-PKBAC-PLBAC-PMBAC-PNBAC-PSBML-PJBAC-PEBAC-PPBAC-PQBACRPBML-PGBML-PHBML-PLBAC-POMER-PK

Summary

This 8-K filing from Bank of America (BAC) on February 26, 2015, primarily announces changes to its Board of Directors and the appointment of a new Chief Accounting Officer. Two long-standing directors, Charles O. Holliday, Jr. and Clayton S. Rose, have decided not to stand for re-election at the upcoming 2015 annual meeting. This signals a transition in board composition, with all other current directors, excluding these two, nominated for re-election. Furthermore, the company has appointed Rudolf A. Bless as the new Chief Accounting Officer, effective March 1, 2015. Mr. Bless, who joined BAC as Deputy Chief Accounting Officer in November 2014, previously held senior accounting and finance roles at Credit Suisse. His predecessor, Neil A. Cotty, will remain with the company to facilitate the transition. These executive changes, particularly the leadership transition in the accounting function, are key points for investors to monitor.

Key Highlights

  • 1Two directors, Charles O. Holliday, Jr. and Clayton S. Rose, will not seek re-election at the 2015 annual meeting.
  • 2All current directors, except Mr. Holliday and Dr. Rose, have been nominated for re-election.
  • 3Neil A. Cotty is stepping down as Chief Accounting Officer, effective March 1, 2015.
  • 4Rudolf A. Bless has been appointed as the new Chief Accounting Officer, effective March 1, 2015.
  • 5Mr. Bless joined Bank of America as Deputy Chief Accounting Officer in November 2014.
  • 6Prior to joining BAC, Mr. Bless served as Chief Accounting Officer and Deputy Chief Financial Officer at Credit Suisse Group AG.

Frequently Asked Questions

The filing states that Mr. Holliday and Dr. Rose each separately informed the Corporation that they would not stand for re-election. The specific reasons for their decisions are not detailed in this report.

The appointment of a new Chief Accounting Officer is a significant management change, especially for a large financial institution like Bank of America. Investors will look to Rudolf A. Bless to ensure continued accuracy and compliance in financial reporting. His prior experience at Credit Suisse is likely seen as a positive by the market.

The filing indicates that Neil A. Cotty, the outgoing Chief Accounting Officer, will continue with the Corporation to assist in Mr. Bless's transition, suggesting that the company is planning for a smooth handover of responsibilities.

Rudolf A. Bless is 54 years old and joined Bank of America as Deputy Chief Accounting Officer in November 2014. Before joining BAC, he had a long tenure at Credit Suisse Group AG, where he served as Chief Accounting Officer from 2002 to 2014 and Deputy Chief Financial Officer from 2010 to 2014.