0001127602-21-027846.txt : 20211029 0001127602-21-027846.hdr.sgml : 20211029 20211029174447 ACCESSION NUMBER: 0001127602-21-027846 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20211020 FILED AS OF DATE: 20211029 DATE AS OF CHANGE: 20211029 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mensah Bernard A CENTRAL INDEX KEY: 0001888933 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06523 FILM NUMBER: 211364556 MAIL ADDRESS: STREET 1: 100 NORTH TRYON STREET CITY: CHARLOTTE STATE: NC ZIP: 28255 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BANK OF AMERICA CORP /DE/ CENTRAL INDEX KEY: 0000070858 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 560906609 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: BANK OF AMERICA CORPORATE CENTER STREET 2: 100 N TRYON ST CITY: CHARLOTTE STATE: NC ZIP: 28255 BUSINESS PHONE: 7043868486 MAIL ADDRESS: STREET 1: BANK OF AMERICA CORPORATE CENTER STREET 2: 100 N TRYON ST CITY: CHARLOTTE STATE: NC ZIP: 28255 FORMER COMPANY: FORMER CONFORMED NAME: BANKAMERICA CORP/DE/ DATE OF NAME CHANGE: 19981022 FORMER COMPANY: FORMER CONFORMED NAME: NATIONSBANK CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: NCNB CORP DATE OF NAME CHANGE: 19920107 3 1 form3.xml PRIMARY DOCUMENT X0206 3 2021-10-20 0 0000070858 BANK OF AMERICA CORP /DE/ BAC 0001888933 Mensah Bernard A 100 NORTH TRYON STREET CHARLOTTE NC 28255 1 President, International Common Stock 17907 D 2017 Restricted Stock Units Common Stock 101364 D Phantom Stock Units Common Stock 5398 D 2018 Restricted Stock Units Common Stock 126727 D Phantom Stock Units Common Stock 7158 D 2019 Restricted Stock Units Common Stock 148817 D Restricted Stock Units Common Stock 150000 D 2020 Restricted Stock Units Common Stock 124830 D Restricted Stock Units Common Stock 50000 D Phantom Stock Units Common Stock 100000 D Restricted Stock Units Common Stock 82176 D 2021 Restricted Stock Units Common Stock 70952 D Cash Settled Restricted Stock Units 2022-02-15 Common Stock 20529 D The reporting person was previously granted units, vesting in five equal annual installments commencing on February 15, 2020. The net amount of each installment after any applicable tax withholding is subject to an additional six-month holding period after vesting. Each unit represents a contingent right to receive one share of Bank of America Corporation common stock. The reporting person was previously granted phantom units, vesting in five equal annual installments commencing on March 1, 2020. The net amount of each installment after any applicable tax withholding is subject to an additional six-month holding period after vesting. Each phantom stock unit is the economic equivalent of one share of Bank of America Corporation common stock. The reporting person was previously granted units, vesting in five equal annual installments commencing on February 15, 2021. The net amount of each installment after any applicable tax withholding is subject to an additional twelve-month holding period after vesting. The reporting person was previously granted phantom units, vesting in five equal annual installments commencing on March 1, 2021. The net amount of each installment after any applicable tax withholding is subject to an additional twelve-month holding period after vesting. The reporting person was previously granted units, vesting in five equal annual installments commencing on February 15, 2022. The net amount of each installment after any applicable tax withholding is subject to an additional twelve-month holding period after vesting. The reporting person was previously granted units, with 40% vesting on February 15, 2022 and the remaining 60% vesting in five equal annual installments commencing on February 15, 2024. The net amount of each of the five installments after any applicable tax withholding is subject to an additional twelve-month holding period after vesting. The reporting person was previously granted units, vesting in five equal annual installments commencing on February 15, 2023. The net amount of each installment after any applicable tax withholding is subject to an additional twelve-month holding period after vesting. The reporting person was previously granted units, vesting in five equal annual installments commencing on February 15, 2024. The net amount of each installment after any applicable tax withholding is subject to an additional twelve-month holding period after vesting. The reporting person was previously granted phantom units, with 40% vesting on February 15, 2023 and the remaining 60% vesting in five equal annual installments commencing on February 15, 2025. The net amount of each of the five installments after any applicable tax withholding is subject to an additional twelve-month holding period after vesting. The reporting person was previously granted units, vesting in five equal annual installments commencing on February 15, 2024. The net amount of each installment after any applicable tax withholding is subject to an additional twelve-month holding period after vesting. The reporting person was previously granted units, vesting in five equal annual installments commencing on February 15, 2024. The net amount of each installment after any applicable tax withholding is subject to an additional twelve-month holding period after vesting. The reporting person was previously granted units, earned and payable upon grant and to be settled in one installment on February 15, 2022. Each unit is the economic equivalent of one share of Bank of America Corporation common stock. Exhibit List: Exhibit 24 - Power of Attorney Bernard A. Mensah / Michael P. Lapp POA 2021-10-29 EX-24 2 doc1.txt POWER OF ATTORNEY (PUBLIC): EX-24 MENSAH POA POWER OF ATTORNEY The undersigned hereby constitutes and appoints each of Amanda Daniel, Emily Hamblin, Michael Hoes, Michael Lapp, Vincent Lichtenberger, Geoffrey Saxe, and Jeffrey Werbitt, or any of them acting singly, and with full power of substitution and revocation, as the undersigned's true and lawful attorney-in-fact, with full power to act for the undersigned and in the undersigned's name, place and stead, in any and all capacities, to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by or considered by such attorney-in-fact to be advisable under Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or any rule or regulation of the SEC; (2) prepare and execute for and on behalf of the undersigned, in the undersigned's capacity as a reporting person pursuant to Section 16 of the Exchange Act, and the rules thereunder, of Bank of America Corporation (the "Company"), any and all Forms 3, 4 and 5 (including any amendments thereto) which the undersigned is required or such attorney-in-fact considers it advisable to file with the SEC, in accordance with Section 16(a) of the Exchange Act, with respect to any security of the Company; (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 (or any amendment thereto) and timely file such form with the SEC and the New York Stock Exchange or similar authority; (4) obtain, as the undersigned's representative and on the undersigned's behalf, information regarding any transaction in the Company's equity securities from any third party, including the Company and any brokers, dealers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such third party to release any such information to such attorney-in-fact; and (5) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of any such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by any such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as any such attorney-in-fact may approve in the discretion of any such attorney-in-fact. The undersigned acknowledges that: a) This Power of Attorney authorizes, but does not require, any such attorney-in-fact to act in the undersigned's discretion on information provided to such attorney-in-fact without independent verification of such information; b) Any documents prepared or executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information as such attorney-in-fact, in his or her discretion, deems necessary or desirable; c) Neither the Company nor any such attorney-in-fact assumes any liability for the undersigned's responsibility to comply with the requirements of Section 16 of the Exchange Act, any liability of the undersigned for any failure to comply with such requirements, or any liability of the undersigned for disgorgement of profits under Section 16(b) of the Exchange Act; and d) This Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under Section 16 of the Exchange Act, including, without limitation, the reporting requirements under Section 16 of the Exchange Act. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution and revocation, hereby ratifying and confirming all acts that any such attorney-in-fact, or the substitute or substitutes of any such attorney in-fact, shall lawfully undertake or cause to be undertaken by virtue of this Power of Attorney and the rights and powers herein granted. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. This Power of Attorney also serves to revoke, as of the date hereof, any Power of Attorney previously executed by the undersigned for the purpose of making filings pursuant to Section 16 of the Exchange Act on behalf of the undersigned. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 12th day of October 2021. Signature: ______/s/ Bernard A. Mensah_________ Name: Bernard A. Mensah