As filed with the Securities and Exchange Commission on June 28, 2024
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
June 28, 2024
BANK OF AMERICA CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | 1-6523 | 56-0906609 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
100 North Tryon Street | ||
Charlotte, North Carolina 28255 | ||
(Address of principal executive offices) |
(704) 386-5681
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
- Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
- Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
- Pre-commencementcommunications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
- Pre-commencementcommunications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, par value $0.01 per share | BAC | New York Stock Exchange |
Depositary Shares, each representing a 1/1,000th interest in a share of | BAC PrE | New York Stock Exchange |
Floating Rate Non-Cumulative Preferred Stock, Series E | ||
Depositary Shares, each representing a 1/1,000th interest in a share of | BAC PrB | New York Stock Exchange |
6.000% Non-Cumulative Preferred Stock, Series GG | ||
Depositary Shares, each representing a 1/1,000th interest in a share of | BAC PrK | New York Stock Exchange |
5.875% Non-Cumulative Preferred Stock, Series HH | ||
7.25% Non-Cumulative Perpetual Convertible Preferred Stock, Series L | BAC PrL | New York Stock Exchange |
Depositary Shares, each representing a 1/1,200th interest in a share of | BML PrG | New York Stock Exchange |
Bank of America Corporation Floating Rate Non-Cumulative | ||
Preferred Stock, Series 1 | ||
Depositary Shares, each representing a 1/1,200th interest in a share of | BML PrH | New York Stock Exchange |
Bank of America Corporation Floating Rate Non-Cumulative | ||
Preferred Stock, Series 2 | ||
Depositary Shares, each representing a 1/1,200th interest in a share of | BML PrJ | New York Stock Exchange |
Bank of America Corporation Floating Rate Non-Cumulative | ||
Preferred Stock, Series 4 | ||
Depositary Shares, each representing a 1/1,200th interest in a share of | BML PrL | New York Stock Exchange |
Bank of America Corporation Floating Rate Non-Cumulative | ||
Preferred Stock, Series 5 | ||
Floating Rate Preferred Hybrid Income Term Securities of BAC Capital | BAC/PF | New York Stock Exchange |
Trust XIII (and the guarantee related thereto) | ||
5.63% Fixed to Floating Rate Preferred Hybrid Income Term Securities | BAC/PG | New York Stock Exchange |
of BAC Capital Trust XIV (and the guarantee related thereto) | ||
Income Capital Obligation Notes initially due December 15, 2066 of | MER PrK | New York Stock Exchange |
Bank of America Corporation | ||
Senior Medium-Term Notes, Series A, Step Up Callable Notes, due | BAC/31B | New York Stock Exchange |
November 28, 2031 of BofA Finance LLC (and the guarantee of the | ||
Registrant with respect thereto) | ||
Depositary Shares, each representing a 1/1,000th interest in a share of | BAC PrM | New York Stock Exchange |
5.375% Non-Cumulative Preferred Stock, Series KK | ||
Depositary Shares, each representing a 1/1,000th interest in a share of | BAC PrN | New York Stock Exchange |
5.000% Non-Cumulative Preferred Stock, Series LL | ||
Depositary Shares, each representing a 1/1,000th interest in a share of | BAC PrO | New York Stock Exchange |
4.375% Non-Cumulative Preferred Stock, Series NN | ||
Depositary Shares, each representing a 1/1,000th interest in a share of | BAC PrP | New York Stock Exchange |
4.125% Non-Cumulative Preferred Stock, Series PP | ||
Depositary Shares, each representing a 1/1,000th interest in a share of | BAC PrQ | New York Stock Exchange |
4.250% Non-Cumulative Preferred Stock, Series QQ | ||
Depositary Shares, each representing a 1/1,000th interest in a share of | BAC PrS | New York Stock Exchange |
4.750% Non-Cumulative Preferred Stock, Series SS |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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ITEM 8.01 Other Events.
On June 28, 2024, Bank of America Corporation (the "Corporation") issued a press release ("Press Release")
announcing that the Corporation plans to increase its quarterly common stock dividend from $0.24 per share to $0.26 per share beginning in the third quarter of 2024. The increased quarterly common stock dividend is subject to approval by the Corporation's Board of Directors.
The Press Release also announced the results of the Federal Reserve Board's 2024 Comprehensive Capital Analysis and Review ("CCAR"). Based on the 2024 CCAR results, the Corporation's stress capital buffer ("SCB") will be 3.2% and the CET1 minimum requirement will be 10.7% when finalized. This new SCB will be effective from October 1, 2024 to September 30, 2025. At March 31, 2024, the Corporation had $197 billion of regulatory CET1 capital and a CET1 ratio of 11.9% which exceeds its current regulatory minimum requirement of 10.0%.
A copy of the Press Release is attached hereto as Exhibit 99.1 and incorporated by reference into this Item 8.01.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are filed herewith:
EXHIBIT NO. | DESCRIPTION OF EXHIBIT |
99.1 Bank of America Corporation press release dated June 28, 2024
104 | Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
BANK OF AMERICA CORPORATION
By: /s/ Ross E. Jeffries, Jr.
Ross E. Jeffries, Jr.
Deputy General Counsel and Corporate Secretary
Dated: June 28, 2024
Exhibit 99.1
June 28, 2024
Bank of America Comments on Stress Test Results;
Plans to Increase Quarterly Dividend 8% to $0.26 Per Share
CHARLOTTE, NC - Bank of America today commented on the results of the Federal Reserve's 2024 Comprehensive Capital Analysis and Review (CCAR) and announced plans to increase its quarterly common stock dividend to $0.26 per share beginning in the third quarter of 2024.
Based on the 2024 CCAR results, Bank of America's stress capital buffer (SCB) will be 3.2% and the CET1 minimum requirement will be 10.7% when finalized. This new SCB will be effective from October 1, 2024 to September 30, 2025. At March 31, 2024 Bank of America had $197 billion of regulatory CET1 capital and a CET1 ratio of 11.9% which exceeds our current regulatory minimum requirement of 10.0%.
The common stock dividend is subject to approval from the Company's Board of Directors. Forward-Looking Statements
Certain statements contained in this news release may constitute "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent the current expectations, plans or forecasts of Bank of America based on available information. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. These statements often use words like "expects," "anticipates," "believes," "estimates," "targets," "intends," "plans," "predict," "goal" and other similar expressions or future or conditional verbs such as "will," "may," "might," "should," "would" and "could." Forward-looking statements speak only as of the date they are made, and Bank of America undertakes no obligation to update any forward-looking statement to reflect the impact of circumstances or events that arise after the date the forward-looking statement was made.
Forward-looking statements represent Bank of America's current expectations, plans or forecasts of its future results, revenues, expenses, dividends, efficiency ratio, capital measures, and future business and economic conditions more generally, and other future matters. These statements are not guarantees of future results or performance and involve certain known and unknown risks, uncertainties and assumptions that are difficult to predict and are often beyond Bank of America's control. Actual outcomes and results may differ materially from those expressed in, or implied by, any forward-looking statements due to a variety of factors. You should not place undue reliance on any forward-looking statement and should consider all of the precautionary statements, uncertainties and risks discussed in Bank of America's filings with the Securities and Exchange Commission, including in Bank of America's Current Report on Form 8-K dated October 20, 2021, announcing Bank of America's common stock repurchase program, under Item 1A. "Risk Factors" of Bank of America's Annual Report on Form 10-K for the year ended December 31, 2023, and in any of Bank of America's other subsequent Securities and Exchange Commission filings.
Bank of America
Bank of America is one of the world's leading financial institutions, serving individual consumers, small and middle-market businesses and large corporations with a full range of banking, investing, asset management and other financial and risk management products and services. The company provides unmatched convenience in the United States, serving approximately 69 million consumer and small business clients with approximately 3,800 retail financial centers, approximately 15,000 ATMs (automated teller machines) and award-winning digital banking with approximately 57 million verified digital users. Bank of America is a global leader in wealth management, corporate and investment banking and trading across a broad range of asset classes, serving corporations, governments, institutions and individuals around the world. Bank of America offers industry-leading support to approximately 4 million small business households through a suite of innovative, easy-to-use online products and services. The
company serves clients through operations across the United States, its territories and more than 35 countries. Bank of America Corporation stock is listed on the New York Stock Exchange (NYSE: BAC).
For more Bank of America news, including dividend announcements and other important information, visit the Bank of America newsroom. Click here to register for news email alerts.
Investors May Contact:
Lee McEntire, Bank of America Phone: 1.980.388.6780 lee.mcentire@bofa.com
Jonathan G. Blum, Bank of America (Fixed Income) Phone: 1.212.449.3112 jonathan.blum@bofa.com
Reporters May Contact:
Bill Halldin, Bank of America Phone: 1.916.724.0093 william.halldin@bofa.com
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Bank of America Corporation published this content on 29 June 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 June 2024 00:25:07 UTC.