Mensah Bernard A 4
4 · BANK OF AMERICA CORP /DE/ · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
Bank of America (BAC) President Bernard Mensah Exercises Units, Sells 95,892 Shares
What happened
Bernard A. Mensah, President of International at Bank of America (BAC), exercised/converted a large number of restricted/phantom stock units into common shares on February 15, 2026 and, in connection with those conversions, disposed of shares to satisfy tax withholding. The filing shows approximately 363,000 units converted into shares (aggregate of many exercise/conversion entries) and the disposition of 95,892 shares at $52.55 per share to cover taxes and related withholding, generating about $5,039,125 in proceeds (including a 12,000-share disposition to the issuer for $630,600).
Key Details
- Transaction date: February 15, 2026; Form 4 filed Feb 18, 2026 (timely).
- Primary codes: M = exercise/conversion of derivative units; F = payment for tax withholding; D = disposition to issuer.
- Withholding/issuer disposition: 95,892 shares disposed at $52.55/share, total ≈ $5,039,125 (includes a 12,000-share disposition to issuer for $630,600).
- Aggregate conversions: the filing lists many exercise/conversion entries totaling roughly 360–365K shares (reported as N/A price because they were unit conversions).
- Shares owned after the transactions: not specified in the provided excerpt of the filing.
- Relevant footnotes: units include contingent rights and phantom units (each unit typically equals one share). Multiple grants (2018–2023) are referenced; many vested installments are subject to an additional 12‑month holding period after vesting. The F-code disposals are tax-withholding related (routine).
Context
- These transactions appear to be conversions/settlements of company awards with shares surrendered to cover tax withholding (a routine administrative step), not open-market sales driven by discretionary trading.
- Exercises/conversions are reported without a market trade price (N/A) because they convert award units into shares; the $52.55 price applies to shares surrendered to satisfy tax obligations.
- Such withholding dispositions are common following vesting/exercise and do not necessarily signal insider sentiment about the stock.
Insider Transaction Report
- Tax Payment
Common Stock
[F2]2026-02-15$52.55/sh−4,700$246,985→ 243,097 total - Exercise/Conversion
Common Stock
[F3]2026-02-15+12,000→ 255,097 total - Exercise/Conversion
Common Stock
[F1]2026-02-15+25,346→ 194,935 total - Tax Payment
Common Stock
[F2]2026-02-15$52.55/sh−11,913$626,028→ 183,022 total - Exercise/Conversion
Common Stock
[F1]2026-02-15+29,763→ 212,785 total - Tax Payment
Common Stock
[F2]2026-02-15$52.55/sh−13,989$735,122→ 198,796 total - Exercise/Conversion
Common Stock
[F1]2026-02-15+18,000→ 216,796 total - Tax Payment
Common Stock
[F2]2026-02-15$52.55/sh−8,460$444,573→ 208,336 total - Exercise/Conversion
Common Stock
[F1]2026-02-15+24,966→ 233,302 total - Tax Payment
Common Stock
[F2]2026-02-15$52.55/sh−11,735$616,674→ 221,567 total - Exercise/Conversion
Common Stock
[F1]2026-02-15+14,190→ 235,757 total - Tax Payment
Common Stock
[F2]2026-02-15$52.55/sh−6,670$350,509→ 229,087 total - Exercise/Conversion
Common Stock
[F1]2026-02-15+16,435→ 245,522 total - Tax Payment
Common Stock
[F2]2026-02-15$52.55/sh−7,725$405,949→ 237,797 total - Exercise/Conversion
Common Stock
[F1]2026-02-15+10,000→ 247,797 total - Disposition to Issuer
Common Stock
2026-02-15$52.55/sh−12,000$630,600→ 243,097 total - Exercise/Conversion
Common Stock
[F1]2026-02-15+29,787→ 272,884 total - Tax Payment
Common Stock
[F2]2026-02-15$52.55/sh−14,000$735,700→ 258,884 total - Exercise/Conversion
Common Stock
[F1]2026-02-15+10,000→ 268,884 total - Tax Payment
Common Stock
[F2]2026-02-15$52.55/sh−4,700$246,985→ 264,184 total - Exercise/Conversion
Vested Restricted Stock Units
[F1][F4]2026-02-15−25,346→ 0 totalExp: 2026-02-15→ Common Stock (25,346 underlying) - Exercise/Conversion
2019 Restricted Stock Units
[F1][F5]2026-02-15−29,764→ 0 total→ Common Stock (29,764 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F5]2026-02-15+29,764→ 59,527 totalExp: 2027-02-15→ Common Stock (29,764 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F5]2026-02-15−29,763→ 29,764 totalExp: 2027-02-15→ Common Stock (29,763 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F6]2026-02-15−18,000→ 36,000 total→ Common Stock (18,000 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F6]2026-02-15+18,000→ 36,000 totalExp: 2029-02-15→ Common Stock (18,000 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F6]2026-02-15−18,000→ 18,000 totalExp: 2029-02-15→ Common Stock (18,000 underlying) - Exercise/Conversion
2020 Restricted Stock Units
[F1][F7]2026-02-15−24,966→ 24,966 total→ Common Stock (24,966 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F7]2026-02-15+24,966→ 49,932 totalExp: 2028-02-15→ Common Stock (24,966 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F7]2026-02-15−24,966→ 24,966 totalExp: 2028-02-15→ Common Stock (24,966 underlying) - Exercise/Conversion
2021 Restricted Stock Units
[F1][F8]2026-02-15−14,191→ 28,381 total→ Common Stock (14,191 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F8]2026-02-15+14,191→ 28,381 totalExp: 2029-02-15→ Common Stock (14,191 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F8]2026-02-15−14,190→ 14,191 totalExp: 2029-02-15→ Common Stock (14,190 underlying) - Exercise/Conversion
2021 Restricted Stock Units
[F1][F8]2026-02-15−16,435→ 32,871 total→ Common Stock (16,435 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F8]2026-02-15+16,435→ 32,870 totalExp: 2029-02-15→ Common Stock (16,435 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F8]2026-02-15−16,435→ 16,435 totalExp: 2029-02-15→ Common Stock (16,435 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F8]2026-02-15−10,000→ 20,000 total→ Common Stock (10,000 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F8]2026-02-15+10,000→ 20,000 totalExp: 2029-02-15→ Common Stock (10,000 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F8]2026-02-15−10,000→ 10,000 totalExp: 2029-02-15→ Common Stock (10,000 underlying) - Exercise/Conversion
Phantom Stock Units
[F3][F9]2026-02-15−12,000→ 36,000 total→ Common Stock (12,000 underlying) - Exercise/Conversion
Vested Phantom Stock Units
[F3][F9]2026-02-15+12,000→ 24,000 totalExp: 2030-02-15→ Common Stock (12,000 underlying) - Exercise/Conversion
Vested Phantom Stock Units
[F3][F9]2026-02-15−12,000→ 12,000 totalExp: 2030-02-15→ Common Stock (12,000 underlying) - Exercise/Conversion
2022 Restricted Stock Units
[F1][F10]2026-02-15−29,788→ 89,364 total→ Common Stock (29,788 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F10]2026-02-15+29,788→ 59,575 totalExp: 2030-02-15→ Common Stock (29,788 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F10]2026-02-15−29,787→ 29,788 totalExp: 2030-02-15→ Common Stock (29,787 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F10]2026-02-15−10,000→ 30,000 total→ Common Stock (10,000 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F10]2026-02-15+10,000→ 20,000 totalExp: 2030-02-15→ Common Stock (10,000 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F10]2026-02-15−10,000→ 10,000 totalExp: 2030-02-15→ Common Stock (10,000 underlying) - Exercise/Conversion
2023 Restricted Stock Units
[F1][F11]2026-02-15−17,521→ 70,087 total→ Common Stock (17,521 underlying) - Exercise/Conversion
Vested Restricted Stock Units
[F1][F11]2026-02-15+17,521→ 17,521 totalExp: 2031-02-15→ Common Stock (17,521 underlying)
Footnotes (11)
- [F1]Each unit represents a contingent right to receive one share of Bank of America Corporation common stock.
- [F10]On February 15, 2022, the reporting person was granted units, vesting in five equal annual installments commencing February 15, 2025. The net amount of each installment after any applicable tax withholding is subject to an additional twelve-month holding period after vesting.
- [F11]On February 15, 2023, the reporting person was granted units, vesting in five equal annual installments commencing February 15, 2026. The net amount of each installment after any applicable tax withholding is subject to an additional twelve-month holding period after vesting.
- [F2]Disposition of shares to the issuer to satisfy a tax withholding obligation.
- [F3]Each phantom stock unit is the economic equivalent of one share of Bank of America Corporation common stock.
- [F4]On February 15, 2018, the reporting person was granted units, vesting in five equal annual installments commencing on February 15, 2021. The net amount of each installment after any applicable tax withholding is subject to an additional twelve-month holding period after vesting.
- [F5]On February 15, 2019, the reporting person was granted units, vesting in five equal annual installments commencing on February 15, 2022. The net amount of each installment after any applicable tax withholding is subject to an additional twelve-month holding period after vesting.
- [F6]On February 15, 2019, the reporting person was granted units, with 40% vesting on February 15, 2022 and the remaining 60% vesting in five equal annual installments commencing on February 15, 2024. The net amount of each of the five installments after any applicable tax withholding is subject to an additional twelve-month holding period after vesting.
- [F7]On February 14, 2020, the reporting person was granted units, vesting in five equal annual installments commencing on February 15, 2023. The net amount of each installment after any applicable tax withholding is subject to an additional twelve-month holding period after vesting.
- [F8]On February 12, 2021, the reporting person was granted units, vesting in five equal annual installments commencing on February 15, 2024. The net amount of each installment after any applicable tax withholding is subject to an additional twelve-month holding period after vesting.
- [F9]On February 12, 2021, the reporting person was granted phantom units, with 40% vesting on February 15, 2023 and the remaining 60% vesting in five equal annual installments commencing on February 15, 2025. The net amount of each of the five installments after any applicable tax withholding is subject to an additional twelve-month holding period after vesting.