Bank of America Corporation and certain of its affiliates, including BofA Securities, Inc. (“BofA Securities,” successor in interest to Merrill Lynch, Pierce, Fenner & Smith Incorporated) and Bank of America, N.A., have been involved in a number of civil proceedings and regulatory actions which concern matters arising in connection with the conduct of its business. Certain of such proceedings have resulted in findings of violations of federal or state securities laws. Such proceedings are reported and summarized in the BofA Securities Form BD as filed with the SEC, which descriptions are hereby incorporated by reference.
The following tables set forth all unreported transactions with respect to common stock and derivative securities effected by or on behalf of the Reporting Persons. All of their transactions were effectuated for cash.
1. The Reporting Persons entered an equity swap agreement under which, upon the termination of the agreement on November 30, 2023, the counterparty will pay to the Reporting Persons any decrease in the price of the Common Stock below $9.9803 per share and the Reporting Persons will pay to the counterparty any increase in the price of theCommon Stock above $9.9803 per share, in each case, based on a notional amount of 35 shares of Common Stock.
2. On October 21, 2022, the Reporting Persons terminated the equity swap agreement.
3. The Reporting Persons entered a basket swap agreement under which, upon the termination of the agreement on March 18, 2026, the Reporting Persons will pay to the counterparty any decrease in the price of the Common Stock below $10.9 per share and the counterparty will pay to the Reporting Persons any increase in the price of the Common Stock above $10.9 per share, in each case, based on a notional amount of 573 shares of Common Stock.
4. On March 6, 2023, the Reporting Persons terminated the basket swap agreement.
5. The Reporting Persons entered a basket swap agreement under which, upon the termination of the agreement on March 18, 2026, the Reporting Persons will pay to the counterparty any decrease in the price of the Common Stock below $10.502 per share and the counterparty will pay to the Reporting Persons any increase in the price of the Common Stock above $10.502 per share, in each case, based on a notional amount of 487 shares of Common Stock.
6. On July 5, 2023, the Reporting Persons terminated the basket swap agreement.
7. The Reporting Persons entered a basket swap agreement under which, upon the termination of the agreement on March 18, 2026, the Reporting Persons will pay to the counterparty any decrease in the price of the Common Stock below $10.90 per share and the counterparty will pay to the Reporting Persons any increase in the price of the Common Stock above $10.90 per share, in each case, based on a notional amount of 570 shares of Common Stock.
8. On March 6, 2023, the Reporting Persons terminated the basket swap agreement.
9. The Reporting Persons entered a basket swap agreement under which, upon the termination of the agreement on March 18, 2026, the Reporting Persons will pay to the counterparty any decrease in the price of the Common Stock below $10.502 per share and the counterparty will pay to the Reporting Persons any increase in the price of the Common Stock above $10.44 per share, in each case, based on a notional amount of 485 shares of Common Stock.
10. On May 11, 2023, the Reporting Persons terminated the basket swap agreement.
11. The Reporting Persons entered a basket swap agreement under which, upon the termination of the agreement on March 18, 2026, the Reporting Persons will pay to the counterparty any decrease in the price of the Common Stock below $10.44 per share and the counterparty will pay to the Reporting Persons any increase in the price of the Common Stock above $10.44 per share, in each case, based on a notional amount of 411 shares of Common Stock.
12. On July 5, 2023, the Reporting Persons terminated the basket swap agreement.
13. The Reporting Persons entered a basket swap agreement under which, upon the termination of the agreement on March 18, 2026, the Reporting Persons will pay to the counterparty any decrease in the price of the Common Stock below $10.51 per share and the counterparty will pay to the Reporting Persons any increase in the price of the Common Stock above $10.51 per share, in each case, based on a notional amount of 303 shares of Common Stock.
14. On July 5, 2023, the Reporting Persons terminated the basket swap agreement.
15. The Reporting Persons entered a basket swap agreement under which, upon the termination of the agreement on March 18, 2026, the Reporting Persons will pay to the counterparty any decrease in the price of the Common Stock below $10.44 per share and the counterparty will pay to the Reporting Persons any increase in the price of the Common Stock above $10.44 per share, in each case, based on a notional amount of 255 shares of Common Stock.
16. On July 5, 2023, the Reporting Persons terminated the basket swap agreement.
17. The Reporting Persons entered a basket swap agreement under which, upon the termination of the agreement on March 18, 2026, the Reporting Persons will pay to the counterparty any decrease in the price of the Common Stock below $10.15 per share and the counterparty will pay to the Reporting Persons any increase in the price of the Common Stock above $10.15 per share, in each case, based on a notional amount of 412 shares of Common Stock.
18. On July 5, 2023, the Reporting Persons terminated the basket swap agreement.
19. The Reporting Persons entered a basket swap agreement under which, upon the termination of the agreement on March 18, 2026, the Reporting Persons will pay to the counterparty any decrease in the price of the Common Stock below $10.27 per share and the counterparty will pay to the Reporting Persons any increase in the price of the Common Stock above $10.27 per share, in each case, based on a notional amount of 76 shares of Common Stock.
20. On July 5, 2023, the Reporting Persons terminated the basket swap agreement.
21. The Reporting Persons entered a basket swap agreement under which, upon the termination of the agreement on March 18, 2026, the Reporting Persons will pay to the counterparty any decrease in the price of the Common Stock below $10.27 per share and the counterparty will pay to the Reporting Persons any increase in the price of the Common Stock above $10.27 per share, in each case, based on a notional amount of 25 shares of Common Stock.
22. On July 5, 2023, the Reporting Persons terminated the basket swap agreement.
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).