BML-L Bank of America Corporation

FREE WRITING PROSPECTUS Filed Pursuant to Rule 433 Registration Statement Nos. 333-268718 and 333-268718-01 Dated November 19, 2024

Jump Securities with Auto-Callable Feature Based on the Worst Performing of the Russell 2000^® Index, the S&P 500^® Index and the NASDAQ-100^® Index due December 2, 2027

Fully and Unconditionally Guaranteed by Bank of America Corporation

Principal at Risk Securities

This document provides a summary of the terms of the securities. Investors must carefully review the accompanying preliminary pricing supplement referenced below, product supplement, prospectus supplement and prospectus, and the “Risk Considerations” on the following page, prior to making an investment decision.

The securities do not guarantee the repayment of principal and do not provide for the regular payment of interest. Investors will not participate in any appreciation in any underlying index. The securities are for investors who are willing to risk their principal and forego current income and participation in the appreciation of any underlying index in exchange for the possibility of receiving an early redemption payment or payment at maturity greater than the stated principal amount if each underlying index closes at or above its respective initial index value on a quarterly determination date or the final determination date, respectively. The securities are our senior debt securities. Any payments on the securities are fully and unconditionally guaranteed by Bank of America Corporation (“BAC”). The securities are issued as part of BofA Finance LLC’s (“BofA Finance”) “Medium-Term Notes, Series A” program.

 

 

 

---

 

 

Determination Dates		Early Redemption Dates		Early Redemption Payments (per $1,000 Security)*
1st determination date:	December 8, 2025	1st early redemption date:	December 11, 2025	At least $1,120.500
2nd determination date:	March 2, 2026	2nd early redemption date:	March 5, 2026	At least $1,150.625
3rd determination date:	May 29, 2026	3rd early redemption date:	June 3, 2026	At least $1,180.750
4th determination date:	August 31, 2026	4th early redemption date:	September 3, 2026	At least $1,210.875
5th determination date:	November 30, 2026	5th early redemption date:	December 3, 2026	At least $1,241.000
6th determination date:	March 1, 2027	6th early redemption date:	March 4, 2027	At least $1,271.125
7th determination date:	June 1, 2027	7th early redemption date:	June 4, 2027	At least $1,301.250
8th determination date:	August 30, 2027	8th early redemption date:	September 2, 2027	At least $1,331.375
Final determination date:	November 29, 2027	See “Maturity date” above.		See “Payment at maturity” above.
*The actual Early Redemption Payments will be set on the pricing date.

 

 

 

---

You will find a link to the accompanying preliminary pricing supplement for the securities above and links to the accompanying product supplement, prospectus supplement and prospectus for the securities under “Additional Information about the Securities” in the preliminary pricing supplement, which you should read and understand prior to investing in the securities.

This free writing prospectus is a summary of the terms of the securities and factors that you should consider before deciding to invest in the securities. BofA Finance has filed a registration statement (including preliminary pricing supplement, product supplement, prospectus supplement and prospectus) with the SEC, which may, without cost, be accessed on the SEC website at www.sec.gov or obtained from BofAS by calling 1-800-294-1322. Before you invest, you should read this pricing supplement and the accompanying product supplement, prospectus supplement and prospectus for information about us, BAC and this offering.

 

Underlying Indices

For information about the underlying indices, including historical performance information, see the accompanying preliminary pricing supplement.

 

Risk Considerations

The risks set forth below are discussed in more detail in the “Risk Factors” section in the accompanying preliminary pricing supplement. Please review those risk factors carefully prior to making an investment decision.

Structure-related Risks

▪

Your investment may result in a loss; there is no guaranteed return of principal.

▪

Any positive investment return on the securities is limited.

▪

The securities do not bear interest.

▪

The securities are subject to potential early redemption, which would limit your ability to receive further payment on the securities.

▪

Your return on the securities may be less than the yield on a conventional debt security of comparable maturity.

▪

The early redemption payment or payment at maturity, as applicable, will not reflect changes in the levels of the underlying indices other than on the determination dates or the final determination date, as applicable.

▪

Because the securities are linked to the worst performing (and not the average performance) of the underlying indices, you may not receive any return on the securities and may lose a significant portion or all of your investment in the securities even if the index closing value or final index value of one underlying index is greater than or equal to its initial index value, as applicable.

▪

Any payments on the securities are subject to our credit risk and the credit risk of the guarantor, and any actual or perceived changes in our or the guarantor’s creditworthiness are expected to affect the value of the securities.

▪

We are a finance subsidiary and, as such, have no independent assets, operations, or revenues.

Valuation- and Market-related Risks

▪

The price to public you pay for the securities will exceed their initial estimated value.

▪

The initial estimated value does not represent a minimum or maximum price at which we, BAC, BofAS or any of our other affiliates would be willing to purchase your securities in any secondary market (if any exists) at any time.

▪

We cannot assure you that a trading market for your securities will ever develop or be maintained.

Conflict-related Risks

▪

Trading and hedging activities by us, the guarantor and any of our other affiliates, including BofAS, may create conflicts of interest with you and may affect your return on the securities and their market value.

▪

There may be potential conflicts of interest involving the calculation agent, which is an affiliate of ours.

Underlying Index-related Risks

▪

The securities are subject to risks associated with small-size capitalization companies.

▪

The securities are subject to risks associated with foreign securities markets.

▪

Governmental regulatory actions, such as sanctions, could adversely affect your investment in the securities.

▪

The publisher of an underlying index may adjust that underlying index in a way that affects its levels, and the publisher has no obligation to consider your interests.

Tax-related Risks

▪

The U.S. federal income tax consequences of an investment in the securities are uncertain, and may be adverse to a holder of the securities.

 

Tax Considerations

You should review carefully the discussion in the accompanying preliminary pricing supplement under the caption “Additional Information About the Securities—Tax considerations” concerning the U.S. federal income tax consequences of an investment in the securities, and you should consult your tax adviser.

---

---