ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (b)On September 10, 2021, Bank of America Corporation (the "Corporation") announced that Paul M. Donofrio, the Corporation's Chief Financial Officer and a named executive officer in the Corporation's 2021 Proxy Statement, will become vice chair of the Corporation in the fourth quarter of 2021 and will cease to be the Corporation's Chief Financial Officer.

(c)On September 10, 2021, the Corporation announced that Alastair Borthwick will become the Corporation's Chief Financial Officer effective in the fourth quarter of 2021. Mr. Borthwick (age 53) has served as the Corporation's president of Global Commercial Banking since 2012.

For service as the Corporation's Chief Financial Officer, Mr. Borthwick will receive an annual base salary of $1,000,000. Subject to individual performance and the Corporation's financial performance, as Chief Financial Officer Mr. Borthwick will participate in the Corporation's annual incentive compensation program, receive common stock grants under the Bank of America Corporation Equity Plan, and participate in other elements of the Corporation's executive compensation and benefit programs. Those programs are described in the Corporation's 2021 Proxy Statement filed with the Securities and Exchange Commission on March 8, 2021.

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