美国银行美股招股说明书(2026-02-20版)

BofA Finance LLC $-- Auto-Callable Notes Fully and Unconditionally Guaranteed by Bank of America Corporation Linked to the Least Performing of the Common Stock of Broadcom Inc., the Common Stock ofHalliburton Company and the Common Stock of Microsoft Corporation• The Auto-Callable Notes Linked to the Least Performing of the Common Stock of Broadcom Inc., the Common Stock of Halliburton Company andthe Common Stock of Microsoft Corporation, due March 2, 2029 (the “Notes”) are expected to price on February 27, 2026 and expected to issueon March 4, 2026.•Approximate 3 year term if not called prior to maturity.•Payment on the Notes will depend on the individual performance of the common stock of Broadcom Inc., the common stock of HalliburtonCompany and the common stock of Microsoft Corporation (each an “Underlying Stock”).•Beginning with the May 27, 2026 Call Observation Date, automatically callable monthly for an amount equal to the applicable Call Amount if,on the applicable Call Observation Date, the Observation Value of each Underlying Stock either on the same Call Observation Date or ondifferent prior Call Observation Dates. The Call Observation Dates and Call Amounts are indicated on page PS-4.•A “Redemption Event” will be deemed to have occurred with respect to an Underlying Stock on a Call Observation Date if, on that Call •Assuming the Notes are not called, ifanyUnderlying Stock declines by more than 40% from its Starting Value to its Ending Value, atmaturity your investment will be subject to 1:1 downside exposure to decreases in the value of the Least Performing Underlying Stock, withup to 100% of the principal at risk. Otherwise, if the Notes are not called and the Ending Value of the Least Performing Underlying Stock is •Any payment on the Notes is subject to the credit risk of BofA Finance LLC (“BofA Finance” or the “Issuer”), as issuer of the Notes, andBank of America Corporation (“BAC” or the “Guarantor”), as guarantor of the Notes.•No periodic interest payments.•The Notes will not be listed on any securities exchange.•CUSIP No. 09711K6Z4. The initial estimated value of the Notes as of the pricing date is expected to be between $930.00 and $980.00 per $1,000.00 in principal amountof Notes, 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 There are important differences between the Notes and a conventional debt security. Potential purchasers of the Notes should consider theinformation in “Risk Factors” beginning on page PS-9 of this pricing supplement, page PS-4 of the accompanying product supplement, pageS-7 of 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 andprospectus is truthful or complete. Any representation to the contrary is a criminal offense. (1)In addition to the underwriting discount above, if any, an affiliate of BofA Finance will pay a referral fee of up to $4.00 per $1,000.00 in principal amount of the Notes in connection with the distribution of the Notes to other registered broker-dealers. Auto-Callable Notes Linked to the Least Performing of the Common Stock of Broadcom Inc., the Common Stock of HalliburtonCompany and the Common Stock of Microsoft Corporation Terms of the Notes Auto-Callable Notes Linked to the Least Performing of the Common Stock of Broadcom Inc., the Common Stock of HalliburtonCompany and the Common Stock of Microsoft Corporation Auto-Callable Notes Linked to the Least Performing of the Common Stock of Broadcom Inc., the Common Stock of HalliburtonCompany and the Common Stock of Microsoft Corporation Auto-Callable Notes Linked to the Least Performing of the Common Stock of Broadcom Inc., the Common Stock of HalliburtonCompany and the Common Stock of Microsoft Corporation * The Call Observation Dates are subject to postponement as set forth in “Description of the Notes—Certain Terms of the Notes—Events Relating toObservation Dates” on page PS-18 of the accompanying product supplement, with references to “Observation Dates” being read as references to “Call 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 UnderlyingStocks. The economic terms of the Notes are based on BAC’s internal funding rate, which is the rate it would pay to borrow funds through the issuanceof market-linked notes, and the economic terms of certain related hedging arrangements BAC’s affiliates enter into. BAC’s internal funding rate istypically lower than the rate it would pay when it issues conventional fixed or floating rate debt securities. This difference in funding rate, as well as the The i