MOYNIHAN BRIAN T 4

What Happened

• Brian T. Moynihan, Chair and CEO of Bank of America Corporation (BAC), received three equity awards on February 13, 2026 totaling 723,313 units (216,994 + 361,656 + 144,663). These entries are reported as awards/grants (derivative units); no per‑share dollar price or total cash value is listed on the Form 4.

Key Details

• Transaction date: 2026-02-13; Transaction code: A (award/grant); Reported price: N/A.
• Total units granted: 723,313 units (sum of the three awards listed).
• Shares/units after transaction: Not specified in the provided data (not reported here).
• Important footnotes from the filing:
  • F1: Each unit may be the economic equivalent of one share of common stock.
  • F2: One award vests and is paid solely in cash in 12 monthly installments (1/12th on the 15th of each month, Mar 2026–Feb 2027).
  • F3: Some units represent a contingent right to receive one share of common stock.
  • F4: One award is performance‑based (target = 100% shown); half tied to 3‑year avg. return on assets and half to 3‑year avg. growth in adjusted tangible book value (performance period Jan 1, 2026–Dec 31, 2028). If earned, it will be settled in shares on March 1, 2029; actual payout may be 0%–150% of target.
  • F5: One award vests in four equal annual installments beginning Feb 15, 2027 and is settled in shares.
• Exemption/plan: Awards were made under the Bank of America Equity Plan and reported as exempt under Rule 16b‑3(d) (routine executive compensation).
• Filing timeliness: Reported period and filing date are both 2026-02-13 (appears timely based on provided data).

Context

• These are compensation awards (not open‑market purchases or sales) and include a mix of cash‑settled units, time‑vesting restricted units, and performance‑based units that may pay out in shares depending on future results. Such grants are common for executives as part of pay packages and do not represent immediate buying or selling activity.