DeMare James P 4

What Happened
James P. DeMare, Co‑President of Bank of America (BAC), converted/ exercised a series of contingent units (derivative awards/units) on February 15, 2026 — a total of ~274,911 units were converted into shares. To satisfy exercise-related obligations (tax withholding and payment of exercise price), DeMare surrendered/ disposed of 174,240 shares at $52.55 per share, producing cash proceeds of about $9.16 million. After the withholding/surrenders, the transaction resulted in a net increase of approximately 100,671 shares held by DeMare (274,911 acquired − 174,240 surrendered).

Key Details

• Transaction date: February 15, 2026; Form 4 filed Feb 18, 2026.
• Exercise/conversion: ~274,911 units converted to common shares (multiple grant vintages).
• Shares surrendered/withheld: 174,240 shares disposed at $52.55/share to satisfy tax and payment obligations.
• Cash value reported for withheld/disposed shares: ~$9.16 million (sum of reported disposal amounts).
• Net new shares retained: ~100,671 (acquired minus surrendered).
• Footnotes: units are contingent rights/units convertible to one share each (various grants from 2022–2025 with staggered vesting schedules); dispositions to issuer and other payments were to satisfy tax withholding.
• Filing timeliness: filing date covers Feb 15 transactions; no late‑filing flag provided in the excerpt.

Context

• This was an exercise/conversion of company awards (units that vest into shares or cash), followed by share withholding/surrenders to cover taxes and exercise costs — essentially a cashless outcome for the tax payment portion.
• These transactions are typically compensation‑related vesting events rather than open‑market trades; they don’t necessarily reflect the insider’s view of the stock beyond retention of the net shares.