Bank of America Files Proxy Materials

TL;DR

BAC proxy update filed, no fee. Standard procedure.

AI Summary

Bank of America Corp. filed a Definitive Additional Materials (DEFA14A) on March 19, 2024. This filing is related to their proxy statement and indicates no filing fee was required. The company, formerly known as NationsBank Corp and NCNB Corp, is incorporated in Delaware and headquartered in Charlotte, NC.

Why It Matters

This filing is a routine update for shareholders regarding proxy matters, ensuring transparency and compliance with SEC regulations for publicly traded companies like Bank of America.

Risk Assessment

Risk Level: low — This is a routine DEFA14A filing for proxy materials, not indicating any unusual or high-risk events.

Key Players & Entities

• BANK OF AMERICA CORP /DE/ (company) — Registrant
• NATIONSBANK CORP (company) — Former Company Name
• NCNB CORP (company) — Former Company Name
• 20240319 (date) — Filing Date

FAQ

Key Financial Figures

• $1.5 — , an update on progress made toward our $1.5 trillion sustainable finance activity g
• $98.6 billion — ncome (4) (4) Segment ($B) Segment ($B) $98.6 billion $26.5 billion Global Global (1) (1) Adj
• $26.5 billion — Segment ($B) Segment ($B) $98.6 billion $26.5 billion Global Global (1) (1) Adjusted: $100.2
• $100.2 billion — billion Global Global (1) (1) Adjusted: $100.2 billion Adjusted: $29.3 billion Markets Markets
• $29.3 billion — (1) Adjusted: $100.2 billion Adjusted: $29.3 billion Markets Markets $4.7B $19.5B Consumer C
• $4.7B — Adjusted: $29.3 billion Markets Markets $4.7B $19.5B Consumer Consumer Banking Bankin
• $19.5B — ed: $29.3 billion Markets Markets $4.7B $19.5B Consumer Consumer Banking Banking $11.6
• $11.6B — 19.5B Consumer Consumer Banking Banking $11.6B Global $42.0B Global Banking Banking Re
• $42.0B — Consumer Banking Banking $11.6B Global $42.0B Global Banking Banking Return on averag
• $24.8B — lobal Banking Banking Return on average $24.8B $10.2B Return on average tangible commo
• $10.2B — anking Banking Return on average $24.8B $10.2B Return on average tangible common share
• $3.9B — ible common shareholders' GWIM GWIM (2) $3.9B common shareholders' equity $21.1B equi
• $21.1B — M (2) $3.9B common shareholders' equity $21.1B equity 9.8% 13.5% We have generated mor
• $200B — 9.8% 13.5% We have generated more than $200B in earnings over the past 10 years (2)
• $100B — Adjusted: 10.8% Adjusted: 15.0% Earned >$100B since pandemic (1) $29.3 $32.0 ($ in Bi

Filing Documents

• d529855ddefa14a.htm (DEFA14A) — 55KB
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• g529855asmp9g1.jpg (GRAPHIC) — 509KB
• 0001193125-24-071344.txt ( ) — 10325KB

From the Filing

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 Bank of America Corporation (Name of Registrant as Specified in its Charter) (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant) PAYMENT OF FILING FEE (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 Bank of America Corporation Additional Solicitation Materials 2024 Annual Meeting of Shareholders For more details about the information in these additional solicitation materials, please see our 2024 proxy statement What would you like the power to do? At Bank of America, we ask this question every day of all those we serve. It is at the core of how we live our values, deliver our purpose, and achieve Responsible Growth. Eight lines of business Our values Our purpose Responsible Growth Serving the core financial needs of To help make financial lives Deliver together We must grow and win in the market — no excuses people, companies and institutional better, through the power of Act responsibly investors through eight lines of every connection We must grow with our customer-focused Realize the power of business strategy our people Trust the team We must grow within our risk framework We must grow in a sustainable manner 2 Executive Summary Bank of America values engagement with our shareholders. Discussions with shareholders over the past year focused on the topics highlighted below and informed our Board's and committees' ongoing dialogue regarding corporate governance, executive compensation, and sustainability. 1 Board composition and leadership structure support objective, independent oversight of business strategy and risk framework Our 13 nominees are highly engaged and possess relevant skills and experiences that are consistent with the Board's ongoing evaluation of company strategy and Responsible Growth We maintain an empowered and well-defined Lead Independent Director role and Lionel Nowell, our current Lead Independent Director, plays an active role in stakeholder engagement 2 Long-standing track record of director-led shareholder engagement continues to inform responsive actions Dialogue with shareholders has led to enhancements in our practices over the years, and in 2023 and early 2024, we continued our proactive shareholder outreach to seek input on executive compensation, corporate governance, human capital, environmental and other sustainability practices Executive compensation program reflects our consistent pay-for-performance philosophy and enhancements to our program and disclosures 3 In light of our "Say on Pay" vote result in 2023, the Compensation and Human Capital Committee (CHCC) sought investors' input on areas that contributed to the lower vote result Shareholders expressed support for our general approach to executive compensation, and we received specific input on two key areas of focus that informed our enhancements 4 Bank of America Corporation Equity Plan (BACEP) aligns with shareholder interests and supports our business and talent strategy Our Board carefully considers additional share requests in the context of the positive business and employee retention impact of our broad use of Sharing Success awards across the company, which create strong alignment of teammates with shareholders Aside from the additional shares requested, there are no changes proposed to the plan features, which currently align with best practice from a governance and shareholder perspective 5 We continue to make strides in helping our clients reach their Net Zero ambitions, which is key to our commitment to reach Net Zero greenhouse gas (GHG) emissions in our financing activities, operations, and supply chain before 2050 Our third Task Force on Climate-Related Finance Disclosures (TCFD) report was released in 2023 and includes new 2030 financing activity targets for two additional sectors, an update on progress made toward our $1.5 trillion sustainable finance activity goal, a new framework to support climate risk management, and other disclosures The Board asks that you vote FOR all management proposals and AGAINST the shareholder proposals at the 2024 Annual Meeting, which are covered in more detail in the following slides and in our proxy statement 3 Focus on Responsible Growth Drives Results FY23 Revenue by Business FY23 Net Income by Business 2023 Revenue 2023 Net Income (4) (4) Segment ($B) Segment (

View Full Filing

View this DEFA14A filing on SEC EDGAR