美国银行美股招股说明书(2026-05-20版)

Contingent Income (with Memory Feature)Auto-Callable Yield Notes Fully and Unconditionally Guaranteed by Bank of America Corporation Linked to the Common Stock of Applied Materials, Inc.• 2029 (the “Notes”) priced on May 18, 2026 and will issue on May 21, 2026.•Approximate 3 year term if not called prior to maturity.• Contingent coupons payable quarterly if the Observation Value of the Underlying Stock on the applicable Observation Date is greater than or equalto 50.00% of its Starting Value, assuming the Notes have not been called. The coupon per $1,000.00 in principal amount of Notes payable on the • related Contingent Payment Date, if applicable, will equal (i) theproductof $36.875timesthe number of Contingent Payment Dates that haveoccurred up to the relevant Contingent Payment Date (inclusive of the relevant Contingent Payment Date)minus(ii) the sum of all Contingent Coupon Payments previously paid.•Beginning with the August 18, 2026 Call Observation Date, automatically callable quarterly for an amount equal to the principal amount plus the relevant Contingent Coupon Payment, if the Observation Value of the Underlying Stock is greater than or equal to 100.00% of its Starting Value onany Call Observation Date.Assuming the Notes are not called prior to maturity, if the Underlying Stock declines by more than 50% from its Starting Value, at maturity yourinvestment will be subject to 1:1 downside exposure to decreases in the value of the Underlying Stock, with up to 100% of the principal at risk; Value of the Underlying Stock on the final Observation Date is greater than or equal to 50.00% of its Starting Value. America Corporation (“BAC” or the “Guarantor”), as guarantor of the Notes.•The Starting Value of the Underlying Stock was determined on May 14, 2026 (the “Strike Date”). The Starting Value of the Underlying Stock ishigher than its Closing Market Price on the pricing date. The Notes will not be listed on any securities exchange.CUSIP No. 09711QHQ9. •• The initial estimated value of the Notes as of the pricing date is $955.50 per $1,000.00 in principal amount of Notes, which is less than thepublic offering price listed below.The actual value of your Notes at any time will reflect many factors and cannot be predicted with accuracy. See “Risk Factors” beginning on page PS-10 of this pricing supplement and “Structuring the Notes” on page PS-16 of this pricing supplement for additionalinformation. 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-10 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 ordisapproved of these securities or determined if this pricing supplement and the accompanying product supplement, prospectus supplement and (1)Certain dealers who purchase the Notes for sale to certain fee-based advisory accounts may forgo some or all of their selling concessions, fees orcommissions. The public offering price for investors purchasing the Notes in these fee-based advisory accounts may be as low as $969.50 per$1,000.00 in principal amount of Notes. (2)The underwriting discount per $1,000.00 in principal amount of Notes may be as high as $30.50, resulting in proceeds, before expenses, to BofAFinance of as low as $969.50 per $1,000.00 in principal amount of Notes. The total underwriting discount and proceeds, before expenses, to BofAFinance specified above reflect the aggregate of the underwriting discounts per $1,000.00 in principal amount of Notes. Contingent Income (with Memory Feature) Auto-Callable Yield Notes Linked to the Common Stock of Applied Materials, Inc. 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 UnderlyingStock. 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 issuance ofmarket-linked notes, and the economic terms of certain related hedging arrangements BAC’s affiliates enter into. BAC’s internal funding rate is typicallylower 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 initial estimated value of the Notes as of the pricing date is set forth on the cover page of this pricing supplement. For more information about the Contingent Income (with Memory Feature) Auto-Callable Yield Notes Linked to the Common Stock of Applied Materials, Inc. The Redemption Amount will also include a final Contingent Coupon Payment if the Ending Value of theUnderlying Stock is greater than or equal to the Coupon Barrier. Co