SEC Form 4 · accession 0001127602-19-009890
BANK OF AMERICA CORP /DE/ · BAC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dean C Athanasia
Officer — Pres, Ret & Pref & Sm Bus Bnkg
Period of report
Mar 1, 2019
Accepted (ET)
Mar 5, 2019 · 4:03 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 StockF1 | Mar 1, 2019 | M | 134,524 | $0.00 | A | 322,131 | D | |
| Common StockF2 | Mar 1, 2019 | F | 60,069 | $29.31 | D | 262,062 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2016 Performance Restricted Stock UnitsF1,F3 | — | Mar 1, 2019 | M | 134,524 | D | — | — | Common Stock | 134,524 | 0 | D |
| 2016 Performance Restricted Stock UnitsF1,F4 | — | Mar 1, 2019 | A | 21,523 | A | — | — | Common Stock | 21,523 | 21,523 | D |
Explanation of responses
- F1Each unit represents a contingent right to receive one share of Bank of America Corporation common stock.
- F2Disposition of shares to the issuer to satisfy a tax withholding obligation.
- F3On February 12, 2016, the reporting person was granted units, 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, 2016 and ending December 31, 2018. For the performance period, an amount equaling 116% of the target was earned. Of the 116% earned, 100% was settled in shares on March 1, 2019 and the remaining 16% will be settled in shares on March 1, 2021.
- F4For the performance period beginning January 1, 2016 and ending December 31, 2018, an amount equaling 116% of the target was earned; the amount earned exceeding 100% resulted in an additional 21,523 units with a settlement date of March 1, 2021.