0001225208-13-004525.txt : 20130219 0001225208-13-004525.hdr.sgml : 20130219 20130219160745 ACCESSION NUMBER: 0001225208-13-004525 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20130215 FILED AS OF DATE: 20130219 DATE AS OF CHANGE: 20130219 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MOYNIHAN BRIAN T CENTRAL INDEX KEY: 0001195071 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06523 FILM NUMBER: 13623483 MAIL ADDRESS: STREET 1: FLEETBOSTON FINANCIAL CORP STREET 2: 100 FEDERAL STREET CITY: BOSTON STATE: MA ZIP: 02110 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 4 1 doc4.xml X0306 4 2013-02-15 0000070858 BANK OF AMERICA CORP /DE/ BAC 0001195071 MOYNIHAN BRIAN T 100 NORTH TRYON STREET CHARLOTTE NC 28255 1 1 CEO and President Common Stock 2013-02-15 4 M 0 19026.0000 0.0000 A 500832.0000 D Common Stock 2013-02-15 4 D 0 19026.0000 12.0300 D 481806.0000 D Common Stock 2868.0700 I 401(k) Plan Common Stock 1276.0000 I Family Trust 2012 Cash Settled Restricted Stock Units 0.0000 2013-02-15 4 M 0 19026.0000 0.0000 D 2013-02-15 Common Stock 19026.0000 0.0000 D 2013 Cash Settled Restricted Stock Units 0.0000 2013-02-15 4 A 0 277871.0000 0.0000 A 2014-02-15 Common Stock 277871.0000 277871.0000 D 2013 Performace Stock Units 0.0000 2013-02-15 4 A 0 463119.0000 0.0000 A Common Stock 463119.0000 463119.0000 D 2013 Restricted Stock Units 0.0000 2013-02-15 4 A 0 185248.0000 0.0000 A 2016-02-15 Common Stock 185248.0000 185248.0000 D Each Stock Unit is the economic equivalent of one share of Bank of America common stock. For the 12 months ended December 31, 2012, the reporting person's 401(k) decreased 37.71 shares, reflecting an increase in stock price during 2012. These restricted stock units were awarded on February 15, 2012 pursuant to the terms of a Restricted Stock Unit Award Agreement which is exempt under Rule 16b-3(d). These units vest and are payable solely in cash as follows: 1/12th of the stock units will vest and become payable on the 15th day of each month during the twelve month period beginning in March 2012 and ending in February 2013. Award of restricted stock units on February 15, 2013 pursuant to the terms of a Restricted Stock Unit Award Agreement which is exempt under Rule 16b-3(d). These units vest and are payable solely in cash as follows: 1/12th of the stock units will vest and become payable on the 15th day of each month during the twelve month period beginning in March 2013 and ending in February 2014. See exhibit ex99 Each restricted stock unit represents a contingent right to receive one share of Bank of America common stock. These restricted stock units, which are exempt under Rule 16b-3(d), vest in three equal annual installments commencing on the first anniversary of the February 15, 2013 grant date. moynihan.txt; psu.txt Brian T. Moynihan/Evelyn King POA 2013-02-15 EX-24 2 moynihan.txt POWER OF ATTORNEY Know all by these presents, that the undersigned hereby Constitutes and appoints each of Evelyn King, Rhonda M. Bethea, Ross E. Jeffries, Michael Pressman, Roger McClary and Kenneth N. Caesar as the undersigned's true and lawful attorneys-in-fact to: 1. execute for and on behalf of the undersigned, in the undersigned's capacity as a reporting person pursuant to Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules thereunder of Bank of America Corporation (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Exchange Act; 2. 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 and timely file such form with the United States Securities and Exchange Commission and the New York Stock Exchange or similar authority; and 3. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of any of such attorneys-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 of such attorneys-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 of such attorneys-in-fact may approve in the discretion of any of such attorneys-in-fact. 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 or revocation, hereby ratifying and confirming all that any of such attorneys-in-fact, or the substitute or substitutes of any of such attorneys in-fact, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. 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 filed for the purpose of executing 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 23rd day of January, 2013. Signature: ___/S/ Brian T. Moynihan__ Name: ______Brian T. Moynihan__ EX-99 3 psu.txt Exhibit 2 Grant footnote for PSUs Award of performance stock units (PSUs) on February 15, 2013 pursuant to the terms of a Performance Stock Units Agreement and the Bank of America Corporation 2003 Key Associate Stock Plan (KASP), which is exempt under Rule 16b-3(d) subject to the attainment of pre-established performance goals. One-half of the PSUs reported have performance goals based on the Company's three year average return on assets and one-half of the PSUs reported have performance goals based on the Company's three year average growth in adjusted tangible book value, both beginning on January 1, 2013 and ending December 31, 2015. To the extent earned, the award shall be settled 100% in cash based on the closing price of Bank of America common stock on the settlement date.