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(2025-06-03版) - 发现报告

美国银行美股招股说明书(2025-06-03版)

2025-06-03 美股招股说明书 李鑫
报告封面

supplement and the accompanying product supplement, prospectus supplement and prospectus are not an offer to sell these Notes in any country or jurisdictionwhere such an offer would not be permitted. Linked to the Least Performing of the Russell 2000®• “Notes”) are expected to price on June 30, 2025 and expected to issue on July 3, 2025.•Approximate 2 year term if not called prior to maturity. Payments on the Notes will depend on the individual performance of the Russell 2000® •Contingent coupon rate of 8.65% per annum (0.7209% per month) payable monthly if the closing level ofeachUnderlying on the applicable Observation Date isgreater than or equal to 70.00% of its Starting Value, assuming the Notes have not been called. •Beginning on January 5, 2026, callable monthly at our option for an amount equal to the principal amount plus the relevant Contingent Coupon Payment, ifotherwise payable. •Assuming the Notes are not called prior to maturity, ifeitherUnderlying declines by more than 30% from its Starting Value, at maturity your investment will be subjectto 1:1 downside exposure to decreases in the value of the Least Performing Underlying, with up to 100% of the principal at risk; otherwise, at maturity, you will receive All payments on the Notes are subject to the credit risk of BofA Finance LLC (“BofA Finance” or the “Issuer”), as issuer of the Notes, and Bank of AmericaCorporation (“BAC” or the “Guarantor”), as guarantor of the Notes. The Notes will not be listed on any securities exchange. The initial estimated value of the Notes as of the pricing date is expected to be between $921.10 and $971.10 per $1,000.00 in principal amount ofNotes, which is less than the public offering price listed below.The actual value of your Notes at any time will reflect many factors and cannot be predictedwith accuracy. See “Risk Factors” beginning on page PS-9 of this pricing supplement and “Structuring the Notes” on page PS-20of this pricing supplement for 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 and prospectus is truthful orcomplete. Any representation to the contrary is a criminal offense. In addition to the underwriting discount above, if any, an affiliate of BofA Finance will pay a referral fee of up to $12.00 per $1,000.00 in principal amount ofthe Notes in connection with the distribution of the Notes to other registered broker-dealers. Contingent Income Issuer Callable Yield Notes Linked to the Least Performing of the Russell 2000® Contingent Income Issuer Callable Yield Notes Linked to the Least Performing of the Russell 2000® 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 Underlyings. Theeconomic 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 of market-linkednotes, and the economic terms of certain related hedging arrangements BAC’s affiliates enter into. BAC’s internal funding rate is typically lower than the rate itwould pay when it issues conventional fixedor floating rate debt securities. This difference in funding rate, as well as the underwriting discount, if any, the referralfee and the hedging related charges described below (see “Risk Factors” beginning on page PS-9), will reduce the economic terms of the Notes to you and the The initial estimated value range of the Notes is set forth on the cover page of this pricing supplement. The final pricing supplement will set forth the initialestimated value of the Notes as of the pricing date. For more information about the initial estimated value and the structuring of the Notes, see “Risk Factors”beginning on page PS-9and “Structuring the Notes” on page PS-20. Contingent Coupon Payment and Redemption Amount Determination On each Contingent Payment Date, if the Notes have not been previously called, you may receive aContingent Coupon Payment per $1,000.00 in principal amount of Notes determined as follows: Assuming the Notes have not been called,on the Maturity Date, you will receive a cash payment per $1,000.00 in principal amount of Notesdetermined as follows: Contingent Income Issuer Callable Yield Notes Linked to the Least Performing of the Russell 2000® Total Contingent Coupon Payment Examples The table below illustrates the hypothetical total Contingent Coupon Payments per $1,000.00 in principal amount of Notes over the term of the Notes, based onthe Contingent Coupon Payment of $7.209, depending on how many Contingent Coupon Payments are payable prior to an Optional Early Redemption ormaturity. Depending on the performance of the Underlyings, you may not re