SEC Form 4
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
BANK OF AMERICA CORP /DE/ [ BAC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 09/03/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 09/03/2024 | S | 8,031,639 | D | $40.6595(1) | 874,692,264 | I | See footnotes(2)(3)(4)(5) | ||
| Common Stock | 09/04/2024 | S | 5,683,651 | D | $40.6089(6) | 869,008,613 | I | See footnotes(2)(3)(4)(5) | ||
| Common Stock | 09/05/2024 | S | 5,031,014 | D | $40.2837(7) | 863,977,599 | I | See footnotes(2)(3)(4)(5) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.2345 to $40.9000. The Reporting Persons undertake to provide Bank of America Corporation ("Bank of America"), any security holder of Bank of America, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1 to this Form 4. |
| 2. 863,977,599 of the total reported securities are owned as of September 5, 2024 by the following subsidiaries of Berkshire Hathaway Inc. ("Berkshire"): AmGUARD Insurance Company (521,000), Berkshire Hathaway Direct Insurance Company (850,000), Berkshire Hathaway Homestate Insurance Company (11,900,000), Berkshire Hathaway Life Insurance Company of Nebraska (8,147,000), Berkshire Hathaway Specialty Insurance Company (6,489,000), BH Finance LLC (140,000,000), BHG Life Insurance Company (946,000), Central States Indemnity Co. of Omaha (3,920,000), Columbia Insurance Company (7,108,772), Cypress Insurance Company (2,100,000), Finial Reinsurance Company (10,185,480), First Berkshire Hathaway Life Insurance Company (145,500), |
| 3. Continued from footnote 2: Government Employees Insurance Company (230,580,000), GEICO Indemnity Company (81,200,000), General Reinsurance Corporation (14,000,000), General Star Indemnity Company (5,040,000), General Star National Insurance Company (1,960,000), The Medical Protective Company (10,956,000), Mount Vernon Fire Insurance Company (7,000,000), National Fire & Marine Insurance Company (39,675,000), National Indemnity Company (233,562,847), National Liability & Fire Insurance Company (28,000,000), National Indemnity Company of Mid America (2,380,000), National Indemnity Company of the South (2,800,000), NorGUARD Insurance Company (868,000), NRG America Holding Company (5,600,000), |
| 4. Continued from footnote 3: Oak River Insurance Company (4,200,000), Princeton Insurance Company (1,043,000) and United States Liability Insurance Company (2,800,000). In order to avoid double counting, shares of Common Stock reported as being owned by each of these subsidiaries only reflect shares that are owned directly by such subsidiary, and do not reflect any shares that such subsidiary may be deemed to beneficially own by virtue of ownership or control of any other subsidiary otherwise reported in this Form 4. |
| 5. As Berkshire is in the chain of ownership of each subsidiary listed, it may be deemed presently to both beneficially own and have a pecuniary interest in all shares presently directly owned by such subsidiaries. Warren E. Buffett, as the controlling stockholder of Berkshire, may be deemed presently to beneficially own, but only to the extent he has a pecuniary interest in, the shares presently owned by each of these subsidiaries. Mr. Buffett disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. |
| 6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.2850 to $40.9426. The Reporting Persons undertake to provide Bank of America, any security holder of Bank of America, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 6 to this Form 4. |
| 7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.0125 to $40.9400. The Reporting Persons undertake to provide Bank of America, any security holder of Bank of America, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 7 to this Form 4. |
| /s/ Warren E. Buffett, on behalf of himself and each other reporting person hereunder | 09/05/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||