As filed with the Securities and Exchange Commission on July 24, 2013
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):
July 24, 2013
___________________________
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) | (I.R.S. 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| |
| ITEM 5.02 | DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS |
On July 24, 2013, the board of directors (the “Board”) of Bank of America Corporation (the “Corporation”) elected Clayton S. Rose and Pierre de Weck to serve on the Board, effective immediately. At this time, the Board has not yet determined on which of the Board's committees the new directors will serve. Each new director will receive compensation as a non-employee director in accordance with the Corporation's non-employee director compensation program described in the Corporation's 2013 Proxy Statement filed with the U.S. Securities and Exchange Commission on March 28, 2013. Under the non-employee director compensation program, each new director will automatically be granted initial restricted stock and cash awards on August 1, 2013, which will be prorated from the date of appointment to the Corporation's next annual stockholders' meeting.
A copy of the Corporation's news release announcing the election of Messrs. Rose and de Weck is attached as Exhibit 99.1 and is incorporated in this report by reference.
| |
| ITEM 9.01. | FINANCIAL STATEMENTS AND EXHIBITS. |
(d) Exhibits.
The following exhibit is filed herewith.
|
| |
| EXHIBIT NO. | DESCRIPTION OF EXHIBIT |
| 99.1 | News Release dated July 24, 2013 |
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. | |
| | | Corporate Secretary and Associate General Counsel | |
Dated: July 24, 2013
INDEX TO EXHIBITS
|
| |
| EXHIBIT NO. | DESCRIPTION OF EXHIBIT |
| 99.1 | News Release dated July 24, 2013 |
