SEC Form 4 · accession 0001225208-15-004282

· BAC

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

Reporting owner

Brian T Moynihan

Officer — Chairman and CEO · Director

Period of report

Feb 13, 2015

Accepted (ET)

Feb 17, 2015 · 5:12 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000070858

Table I — non-derivative securities

Security	Date	Code	Shares	A/D	Owned after	D/I	Nature of ownership
Common Stock	holding	—	—	—	595,740	D
Common Stock	holding	—	—	—	2,875	I	401(k) Plan
Common Stock	holding	—	—	—	1,276	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
2015 Cash Settled Restricted Stock Units^F1,F2	—	Feb 13, 2015	A	212,963	A	—	Feb 13, 2016	Common Stock	212,963	212,963	D
2015 Performance Restricted Stock Units^F1,F3	—	Feb 13, 2015	A	354,939	A	—	—	Common Stock	354,939	354,939	D
2015 Restricted Stock Units^F4,F5	—	Feb 13, 2015	A	141,976	A	—	Feb 13, 2018	Common Stock	141,976	141,976	D

Explanation of responses

F1Each unit is the economic equivalent of one share of Bank of America Corporation common stock.
F2Award under the Bank of America Corporation 2003 Key Associate Stock Plan in a transaction that is exempt under Rule 16b-3(d). These units vest and are payable solely in cash as follows: 1/12th on the 13th day of each month during the 12-month period beginning March 2015 and ending in February 2016.
F3Award under the Bank of America Corporation 2003 Key Associate Stock Plan in a transaction that is exempt under Rule 16b-3(d). These units are subject to the attainment of pre-established performance goals. One-half of the units reported have performance goals based on the Company's three year average return on assets and one-half of the units reported have performance goals based on the Company's three year average growth in adjusted tangible book value, both beginning on January 1, 2015 and ending December 31, 2017. To the extent earned, the award will be settled 100% in cash based on the closing price of Bank of America Corporation common stock on the settlement date. The reported number of units represents the "target" amount of the award; the actual award upon vesting may range between 0% and 125% of the target, depending upon satisfaction of the performance goals.
F4Each unit represents a contingent right to receive one share of Bank of America Corporation common stock.
F5Award under the Bank of America Corporation 2003 Key Associate Stock Plan in a transaction that is exempt under Rule 16b-3(d). These units vest in three equal annual installments commencing on the first anniversary of the February 13, 2015 grant date.