Terms

Series

Series NN

Liquidation Preference

$25.00

Coupon Rate

4.375%

Rate Type

Fixed

Annual Dividend

$1.09

Payment Frequency

Quarterly

Cumulative

No

Perpetual

Yes

Convertible

No

Callable

Yes

First Call Date

November 3, 2025

First Call Price

$25.00

Redemption Notice Period

30 days

Capital Stack Ranking

Junior To: All Existing And Future Indebtedness Of Bank Of America Corporation, Creditors Of Subsidiaries (Structural Subordination As Holding Company); Pari Passu With: Series B Preferred Stock, Series E Preferred Stock, Series F Preferred Stock, Series G Preferred Stock, Series L Preferred Stock, Series T Preferred Stock, Series U Preferred Stock, Series X Preferred Stock, Series Z Preferred Stock, Series Aa Preferred Stock, Series Cc Preferred Stock, Series Dd Preferred Stock, Series Ee Preferred Stock, Series Ff Preferred Stock, Series Gg Preferred Stock, Series Hh Preferred Stock, Series Jj Preferred Stock, Series Kk Preferred Stock, Series Ll Preferred Stock, Series Mm Preferred Stock, Series 1 Preferred Stock, Series 2 Preferred Stock, Series 4 Preferred Stock, Series 5 Preferred Stock; Senior To: Common Stock, Any Other Junior Stock

Regulatory (Basel III) Call

Yes

Tax Classification

Qualified Dividend

Qualifies for QDI

Yes

Qualifies for DRD

Yes

Depositary Share Fraction

0.001

Shares Offered

44,000,000

Prospectus Summary

Bank of America Corporation is offering 44,000,000 depositary shares (NYSE: BAC PrO), each representing a 1/1,000th interest in a share of its perpetual 4.375% Non-Cumulative Preferred Stock, Series NN, with a liquidation preference of $25 per depositary share. Dividends are paid at a fixed annual rate of $1.09375 per depositary share ($0.273438 per quarter) on February 3, May 3, August 3, and November 3, beginning February 3, 2021. The stock is non-cumulative, meaning that if the board does not declare a dividend for any quarter, that payment is permanently foregone — holders have no right to recover it in future periods. The issuer may optionally redeem the depositary shares at $25 on or after November 3, 2025. Series NN sits senior to Bank of America's common stock and all other junior equity, and ranks pari passu with over two dozen existing preferred series. As a holding company obligation, it is structurally subordinated to all debt and obligations of Bank of America's banking subsidiaries (including Bank of America, N.A.); preferred holders have no direct claim on subsidiary assets. All existing and future indebtedness of the holding company also ranks senior. Additionally, the issuer retains a regulatory capital call: if a 'capital treatment event' occurs — i.e., there is more than an insubstantial risk the Preferred Stock will lose its eligibility as additional Tier 1 capital under Federal Reserve rules due to a change in law or regulation — Bank of America may redeem the entire issue in whole (not in part) within 90 days at $25 per depositary share plus accrued dividends. This creates reinvestment risk for holders if regulatory capital definitions shift. At a $25 issue price, the depositary shares offer an effective yield of 4.375%. Dividends on Bank of America preferred stock are generally expected to qualify as qualified dividend income (QDI) taxable at preferential 15%/20% rates for eligible individual holders, and to qualify for the dividends-received deduction (DRD) for eligible corporate holders, though the prospectus directs investors to the full tax disclosure in the attached base prospectus. The record date for each payment is the 15th of the calendar month preceding the payment month. The dividend stopper mechanism prevents Bank of America from paying dividends on common stock or repurchasing junior or parity stock if the prior period's Series NN dividend has not been paid in full or set aside — providing a modest protective mechanism, though the non-cumulative nature means missed dividends are never made whole.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If Bank of America has not paid in full the dividends on the Series NN Preferred Stock for the immediately preceding dividend period, it may not pay dividends on or repurchase common stock or any other junior stock, and may not repurchase parity preferred stock (except on a pro rata basis); parity preferred dividends must also be fully paid or set aside before parity stock dividends can be declared.

Other Preferreds from Bank of America Corp

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 64 (Strong)