SEC Form 4 · accession 0001127602-16-044877

· BAC

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Thomas K. Montag

Officer — Chief Operating Officer

Period of report

Mar 1, 2016

Accepted (ET)

Mar 3, 2016 · 5:19 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000070858

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Mar 1, 2016	M	192,221	$0.00	A	551,189	D
Common Stock	Mar 1, 2016	D	192,221	$13.19	D	358,968	D
Common Stock^F2	Mar 1, 2016	M	468,302	$0.00	A	827,270	D
Common Stock^F3	Mar 1, 2016	F	261,407	$13.19	D	565,863	D
Common Stock^F1	Mar 1, 2016	M	200,082	$0.00	A	765,945	D
Common Stock	Mar 1, 2016	D	200,082	$13.19	D	565,863	D
Common Stock^F2	Mar 1, 2016	M	300,123	$0.00	A	865,986	D
Common Stock^F3	Mar 1, 2016	F	167,529	$13.19	D	698,457	D
Common Stock	holding	—	—		—	486,919	I	2014 GRAT
Common Stock	holding	—	—		—	696,050	I	2016 GRAT
Common Stock	holding	—	—		—	470,724	I	Family Trust

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
2013 Performance Stock Units^F1,F5,F4	—	Mar 1, 2016	M	192,221	D	—	—	Common Stock	192,221	0	D
2012 Performance Restricted Stock Units^F2,F6	—	Mar 1, 2016	M	468,302	D	—	—	Common Stock	468,302	82,642	D
Performance Restricted Stock Units^F1,F5,F7	—	Mar 1, 2016	M	200,082	D	—	—	Common Stock	200,082	388,396	D
Performance Restricted Stock Units^F2,F5,F8	—	Mar 1, 2016	M	300,123	D	—	—	Common Stock	300,123	0	D

Explanation of responses

F1Each unit is the economic equivalent of one share of Bank of America Corporation common stock.
F2Each unit represents a contingent right to receive one share of Bank of America Corporation common stock.
F3Disposition of shares to the issuer to satisfy a tax withholding obligation.
F4On February 15, 2013, the reporting person was granted units, vesting and payable in cash based on the closing price of Bank of America Corporation common stock on the settlement date, subject to the Company's attainment of performance goals. One-half of the units have performance goals based on the Company's three-year average return on assets and one-half of the units have performance goals based on the Company's three-year average growth in adjusted tangible book value, both beginning on January 1, 2013 and ending on December 31, 2015.
F5The units have reached the end of the performance period. No units remain outstanding.
F6On February 15, 2012, the reporting person was granted units that vest subject to the Company's attainment of return on asset performance goals measured each quarter based on a 12-month rolling period. Represents vesting and settlement on March 1, 2016 of units based on the attainment of goals for the four quarters ending December 31, 2015.
F7On February 15, 2011, the reporting person was granted units, vesting and payable 40% in cash and 60% in shares of Bank of America Corporation common stock subject to the Company's attainment of return on asset performance goals measured each quarter based on a 12-month rolling period. Represents vesting and settlement on March 1, 2016 of cash portion of units based on the attainment of goals for the four quarters ending December 31, 2015.
F8On February 15, 2011, the reporting person was granted units, vesting and payable 40% in cash and 60% in shares of Bank of America Corporation common stock subject to the Company's attainment of return on asset performance goals measured each quarter based on a 12-month rolling period. Represents vesting and settlement on March 1, 2016 of stock portion of units based on the attainment of goals for the four quarters ending December 31, 2015.