Bank of America : Form of prospectus filed in connection with primary offering of securities on a delayed basis

Pricing Supplement

Filed Pursuant to Rule 424(b)(2)

(To Prospectus dated June 29, 2018 and Series N Prospectus Supplement dated June 29, 2018) December 6, 2018

Registration Statement No. 333-224523

$14,350,000

Puttable Floating Rate Notes, due December 10, 2058

· ·

The CUSIP number for the notes is 06048WYR5.

The notes are senior unsecured debt securities issued by Bank of America Corporation ("BAC"). All payments and the return of the principal amount on the notes are subject to our credit risk.

·

The notes will mature on December 10, 2058. At maturity, if we have not previously repurchased the notes, you will receive a cash payment equal to 100% of the principal amount, plus any accrued and unpaid interest.

·

Interest will be paid on the 10th day of each March, June, September and December of each year, beginning on March 10, 2019, and with the final interest payment occurring on the maturity date.

·

The notes will bear interest at a per annum floating rate equal to 3-month U.S. dollar LIBOR minus the Spread (as defined below). In no event will the interest rate applicable to any interest period be less than 0.00% per annum.

· ·

The "Spread" is 0.30%.

· · ·

You may require that we repurchase your notes in whole or in part on an annual basis on or after the Initial Repurchase Date (which will be approximately three years after the issue date) if you comply with the requirements set forth in this pricing supplement. However, please note that you will receive less than your principal amount if you request that we repurchase your notes on any Repurchase Date on or prior to December 10, 2038. We will not have the option to redeem the notes prior to maturity.

The notes are issued in minimum denominations of $100,000 and whole multiples of $1,000 in excess of $100,000. The notes will not be listed on any securities exchange.

The notes:

Are Not FDIC Insured

Are Not Bank Guaranteed

May Lose Value

Per Note	Total
Public Offering Price	100.00%	$14,350,000
Underwriting Discount	1.00%	$ 143,500
Proceeds (before expenses) to BAC	99.00%	$14,206,500

The notes are unsecured and are not savings accounts, deposits, or other obligations of a bank. The notes are not guaranteed by Bank of America, N.A. or any other bank, are not insured by the Federal Deposit Insurance Corporation or any other governmental agency, and involve investment risks. Potential purchasers of the notes should consider the information in "Risk Factors" beginning on page PS-5 of this pricing supplement, page S-5 of the attached prospectus supplement, and page 9 of the attached prospectus.

None of the Securities and Exchange Commission, any state securities commission, or any other regulatory body has approved or disapproved of these notes or passed upon the adequacy or accuracy of this pricing supplement, the accompanying prospectus supplement, or the accompanying prospectus. Any representation to the contrary is a criminal offense.

We will deliver the notes in book-entry form only through The Depository Trust Company on December 10, 2018 against payment in immediately available funds.

Series N MTN prospectus supplement dated June 29, 2018 and prospectus dated June 29, 2018

BofA Merrill Lynch

SUMMARY OF TERMS

This pricing supplement supplements the terms and conditions in the prospectus, dated June 29, 2018, as supplemented by the Series N prospectus supplement, dated June 29, 2018 (as so supplemented, together with all documents incorporated by reference, the "prospectus"), and should be read with the prospectus.

• • Title of the Series:

• • Aggregate Principal Amount Initially Being Issued:

• • Pricing Date:

• • Issue Date:

• • Maturity Date:

• • Minimum Denominations:

• • Ranking:

• • Day Count Fraction:

• • Interest Periods:

• • Interest Payment Dates:

• • Interest Reset Dates:

• • Interest Rates:

• • Designated LIBOR Page:

Puttable Floating Rate Notes, due December 10, 2058

$14,350,000

December 6, 2018

December 10, 2018

December 10, 2058

$100,000 and multiples of $1,000 in excess of $100,000

Senior, unsecured

30/360

Quarterly. Each interest period (other than the first interest period, which will begin on the issue date) will begin on, and will include, an interest payment date, and will extend to, but will exclude, the next succeeding interest payment date (or the maturity date, as applicable).

Interest will be paid on the 10th day of each March, June, September and December of each year, beginning on March 10, 2019, and with the final interest payment occurring on the maturity date.

The 10th day of each March, June, September and December of each year, beginning on the issue date.

The notes will bear interest at a per annum floating rate equal to 3-month U.S. dollar LIBOR minus the Spread (as defined below).

The rate of interest payable on the notes during any interest period will not be less than 0.00%.

Reuters Page LIBOR01. If no offered rate appears on the Designated LIBOR Page on the relevant interest determination date the rate will be determined as described under "Description of Debt Securities-Floating Rate Notes-LIBOR Notes" beginning on page 30 of the attached prospectus. See also "Risk Factors- Additional Considerations Relating to LIBOR-Reforms to and uncertainty regarding LIBOR may adversely affect our business and/or the value of, return on and trading market for notes bearing a floating rate of interest based on LIBOR" and "-For a series of notes bearing a floating rate of interest based on LIBOR, such interest rate may be calculated using alternative methods if LIBOR is no longer

PS-2

quoted and may be calculated using a different base rate if LIBOR is discontinued" beginning on page S-6 of the attached prospectus supplement.

·

Interest Determination Date:

• • Spread:

• • Index Maturity:

• • Calculation Agent:

• • Business Days:

• • Repurchase at Your Option:

The "interest determination date" for each quarterly interest period will be the second London Banking Day (as defined in the prospectus) prior to the applicable Interest Reset Date; however, the interest determination date for the first quarterly interest period is the pricing date.

0.30%

3 months

Merrill Lynch Capital Services, Inc.

If any interest payment date, Repurchase Date (as defined below), or the maturity date occurs on a day that is not a business day in New York, New York, then the payment with respect to such interest payment date, Repurchase Date or the maturity date, as applicable, will be postponed until the next business day in New York, New York. No additional interest will accrue, nor will interest be reduced, on the notes as a result of such adjustment, and no adjustment will be made to the length of the relevant interest period.

Your Right to Have Us Repurchase the Notes. You may require that we repurchase your notes in whole or in part on any Repurchase Date beginning on December 10, 2021 (the "Initial Repurchase Date"), during the term of the notes by following the procedures described under "Annex A - Supplemental Terms of the Notes - Early Repurchase." These required procedures will include our receiving a Repurchase Notice no later than 4:00 p.m., New York City time, 15 business days prior to the relevant Repurchase Date. If you fail to comply with these procedures, your notice will be deemed ineffective, and we will not repurchase your notes.

Your request that we repurchase your notes is irrevocable. You must request us to repurchase at least $100,000 in principal amount of notes. Any repurchase in part must be in increments of $1,000, provided that any remaining principal amount following a repurchase must be at least $100,000.

Repurchase Dates: Every one year anniversary of December 10th, beginning on December 10, 2021, and ending on and including December 10, 2057.

Payment Upon a Repurchase. Upon our early repurchase, you will receive for each $1,000 in principal amount of the notes to be repurchased, in addition to any accrued but unpaid interest, a cash payment on the applicable Repurchase Date equal to:

Repurchase Dates from and including December 10, 2021 to and including December 10, 2028: $980

PS-3

Repurchase Dates from and including December 10, 2029 to and including December 10, 2038: $990

Repurchase Dates from and including December 10, 2039 to and including December 10, 2057: $1,000

You will receive less than the principal amount of the notes to be redeemed if you request that we repurchase your notes on any Repurchase Date on or prior to December 10, 2038.

Interest will cease to accrue on the notes on the applicable Repurchase Date.

Repurchase Notice: A repurchase notice substantially in the form of the Repurchase Notice set forth in Annex B to this pricing supplement.

• • Redemption at Our Option:

• • Record Dates for Interest Payments:

None

For book-entry only notes, one business day in New York, New York prior to the applicable interest payment date. If notes are not held in book-entry only form, the record dates will be the fifteenth calendar day preceding such interest payment date, whether or not such record date is a business day.

• • Listing:

None

Certain capitalized terms used and not defined in this document have the meanings ascribed to them in the prospectus supplement and prospectus. Unless otherwise indicated or unless the context requires otherwise, all references in this product supplement to "we," "us," "our," or similar references are to Bank of America Corporation.

PS-4

RISK FACTORS

Your investment in the notes entails significant risks. Your decision to purchase the notes should be made only after carefully considering the risks of an investment in the notes, including those discussed below, with your advisors in light of your particular circumstances. The notes are not an appropriate investment for you if you are not knowledgeable about significant elements of the notes or financial matters in general.

The interest rate on the notes may be equal to zero. The notes will pay interest at a rate per annum equal to 3-month U.S. dollar LIBOR minus the Spread. It is possible that the interest rate on the notes may be equal to zero for one or more interest periods. The interest payments on the notes may result in a return that is less than other debt securities that we may issue that have a similar term.

An investment in the notes may be more risky than an investment in notes with a shorter term. The notes have a term of 40 years, if we do not repurchase them before maturity as set forth in this pricing supplement. By purchasing notes with a relatively longer term, you are more exposed to fluctuations in interest rates than if you purchased a note with a shorter term. In particular, you may be negatively affected if interest rates begin to rise, because the interest rate on the notes may be less than the amount of interest you could earn on other investments with a similar level of risk available at that time. In addition, if you tried to sell your notes at such time, their value in any secondary market transaction would also be adversely affected.

If you request that we repurchase your notes on any Repurchase Date on or prior to December 10, 2038, you will lose a portion of the principal amount of your notes. If you request that we repurchase your notes on any Repurchase Date on or prior to December 10, 2028, the payment that you receive on the Repurchase Date will be a Repurchase Amount that is equal to $980 for each $1,000 in principal amount of the notes to be repurchased. If you request that we repurchase your notes on any Repurchase Date after that date, but on or prior to December 10, 2038, the payment that you receive on the Repurchase Date will be a Repurchase Amount that is equal to $990 for each $1,000 in principal amount of the notes to be repurchased. Accordingly, you may lose a portion of your principal amount upon an early repurchase. Additionally, depending on the market conditions, including changes in interest rates, it is possible that the value of the notes in the secondary market at any time may be greater than the repurchase price. Accordingly, prior to exercising the repurchase option described above, you should contact the broker or other entity through which the notes are held to determine whether a sale of the notes in the secondary market may result in greater proceeds than the repurchase price.

There are restrictions on your ability to request that we repurchase your notes. You may submit a request to have us repurchase your notes on any Repurchase Date. If you elect to exercise your right to have us repurchase your notes, your request that we repurchase your notes is only valid if we receive your Repurchase Notice no later than 4:00 p.m., New York City time, 15 business days prior to the relevant Repurchase Date and following the procedures described under "Annex A - Supplemental Terms of Notes - Early Repurchase" and we (or our affiliates) acknowledge receipt of the Repurchase Notice that same day. If we do not receive that Repurchase Notice, or we (or our affiliates) do not acknowledge receipt of that notice as provided in Annex A below, your repurchase request will not be effective and we will not be required to repurchase your notes on the corresponding Repurchase Date. Because of the timing requirements of the Repurchase Notice, settlement of the repurchase will be longer than a sale and settlement in the secondary market. As your request that we repurchase your notes is irrevocable, this will subject you to market risk in the event the market fluctuates after we receive your request. Further, you cannot require us to repay less than $100,000 principal amount of notes on any Repurchase Date. If you purchase or at any time own less than $100,000 principal amount of the notes, you will not be able to elect to have us repurchase your notes because each repurchase must be in respect of at least $100,000 principal amount of notes.

PS-5