Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
November 18 2022 - 04:27PM
Edgar (US Regulatory)

Terms of the Notes
The Contingent Income Issuer Callable Yield Notes Linked to the
Least Performing of the Nasdaq-100® Index, the Russell
2000® Index and the S&P 500® Index (the
“Notes”) provide a monthly Contingent Coupon Payment of $12.083 on
the applicable Contingent Payment Date if, on any monthly
Observation Date, the Observation Value of each Underlying
is greater than or equal to its Coupon Barrier. Beginning on March
3, 2023, and on each monthly Call Date thereafter, we have the
right to redeem all, but not less than all, of the Notes at 100% of
the principal amount, together with the relevant Contingent Coupon
Payment. No further amounts will be payable following an Optional
Early Redemption. If the Notes are not called, at maturity you will
receive the Redemption Amount, calculated as described under
“Redemption Amount Determination”.
Issuer: |
BofA
Finance LLC (“BofA Finance”) |
Guarantor: |
Bank
of America Corporation (“BAC”) |
Term: |
Approximately
18 months, unless previously called. |
Underlyings: |
The
Nasdaq-100® Index, the Russell 2000® Index and the S&P
500® Index. |
Pricing and Issue Dates*: |
November
30, 2022 and December 5, 2022, respectively. |
Observation Dates†*: |
Monthly.
Please see the Preliminary Pricing Supplement for further
details. |
Coupon Barrier: |
For
each Underlying, 70% of its Starting Value. |
Call Dates*: |
Monthly.
Please see the Preliminary Pricing Supplement for further
details. |
Threshold Value: |
For
each Underlying, 70% of its Starting Value. |
Contingent Coupon Payment*: |
If,
on any monthly Observation Date, the Observation Value of each
Underlying is greater than or equal to its Coupon Barrier, we will
pay a Contingent Coupon Payment of $12.083 per $1,000 in
principal amount of Notes (equal to a rate of 1.2083% per month or
14.50% per annum) on the applicable Contingent Payment Date
(including the Maturity Date). |
Optional Early Redemption: |
On
any Call Date, we have the right to redeem all (but not less than
all) of the Notes at the Early Redemption Amount. No
further amounts will be payable following an Optional Early
Redemption. We will give notice to the trustee at least five
business days but not more than 60 calendar days before the
applicable Call Date. |
Early Redemption Amount: |
For
each $1,000 principal amount of Notes, $1,000 plus the applicable
Contingent Coupon Payment. |
Initial Estimated Value Range: |
$920.00-$970.00
per Note. |
Underwriting Discount*: |
$7.00
(0.70% of the public offering price) per Note. |
CUSIP: |
09709VAV8. |
Preliminary Pricing Supplement: |
https://www.sec.gov/Archives/edgar/data/70858/000148105722004204/form424b2.htm |
* Subject to change prior
to the Pricing Date.
† Subject to adjustment.
Please see the Preliminary Pricing Supplement for further
details.
|
Redemption Amount Determination
(assuming the Notes have not been previously called)

Hypothetical Returns at Maturity
Underlying Return of the
Least Performing Underlying |
Redemption
Amount per Note |
Return
on the Notes(1) |
60.00% |
$1,012.083 |
1.2083% |
50.00% |
$1,012.083 |
1.2083% |
40.00% |
$1,012.083 |
1.2083% |
30.00% |
$1,012.083 |
1.2083% |
20.00% |
$1,012.083 |
1.2083% |
10.00% |
$1,012.083 |
1.2083% |
5.00% |
$1,012.083 |
1.2083% |
2.00% |
$1,012.083 |
1.2083% |
0.00% |
$1,012.083 |
1.2083% |
-10.00% |
$1,012.083 |
1.2083% |
-20.00% |
$1,012.083 |
1.2083% |
-30.00%(2) |
$1,012.083 |
1.2083% |
-30.01% |
$699.900 |
-30.0100% |
-50.00% |
$500.000 |
-50.0000% |
-100.00% |
$0.000 |
-100.0000% |
(1)
The
“Return on the Notes” is calculated based on the Redemption Amount
and potential final Contingent Coupon Payment, not including any
Contingent Coupon Payments paid prior to maturity.
(2)
This is
the Underlying Return which corresponds to the Coupon Barrier and
Threshold Value of the Least Performing Underlying.
|

Risk Factors
|
· |
Your investment may result in a
loss; there is no guaranteed return of principal. |
|
· |
Your return on the Notes is
limited to the return represented by the Contingent Coupon
Payments, if any, over the term of the Notes. |
|
· |
The Notes are subject to Optional
Early Redemption. |
|
· |
You may not receive any Contingent
Coupon Payments and the Notes do not provide for any regular fixed
coupon payments. |
|
· |
Your return on the Notes may be
less than the yield on a conventional debt security of comparable
maturity. |
|
· |
The Contingent Coupon Payment,
Early Redemption Amount or Redemption Amount, as applicable, will
not reflect the levels of the Underlyings other than on the
Observation Dates. |
|
· |
Because the Notes are linked to
the least performing (and not the average performance) of the
Underlyings, you may not receive any return on the Notes and may
lose a significant portion or all |
|
|
of your principal amount even if
the Observation Value or Ending Value of one Underlying is always
greater than or equal to its Coupon Barrier or Threshold Value, as
applicable. |
|
· |
Any payment on the Notes is
subject to the credit risk of BofA Finance and the Guarantor, and
actual or perceived changes in BofA Finance’s or the Guarantor’s
creditworthiness are expected to affect the value of the
Notes. |
|
· |
The public offering price you pay
for the Notes will exceed their initial estimated
value. |
|
· |
We cannot assure you that a
trading market for your Notes will ever develop or be
maintained. |
|
· |
The Notes are subject to risks
associated with small-size capitalization companies. |
You may revoke your offer to purchase the Notes at any time prior
to the time at which we accept such offer on the date the Notes are
priced. We reserve the right to change the terms of, or reject any
offer to purchase, the Notes prior to their issuance. In the event
of any changes to the terms of the Notes, we will notify you and
you will be asked to accept such changes in connection with your
purchase. You may also choose to reject such changes in which case
we may reject your offer to purchase.
Please see the Preliminary Pricing Supplement for complete product
disclosure, including related risks and tax disclosure.
This fact sheet is a summary of the terms of the Notes and factors
that you should consider before deciding to invest in the Notes.
BofA Finance has filed a registration statement (including
preliminary pricing supplement, product supplement, prospectus
supplement and prospectus) with the Securities and Exchange
Commission, or SEC, for the offering to which this fact sheet
relates. Before you invest, you should read this fact sheet
together with the Preliminary Pricing Supplement dated November 18,
2022, Product Supplement EQUITY-1 dated January 3, 2020 and
Prospectus Supplement and Prospectus dated December 31, 2019 to
understand fully the terms of the Notes and other considerations
that are important in making a decision about investing in the
Notes. If the terms described in the applicable Preliminary Pricing
Supplement are inconsistent with those described herein, the terms
described in the applicable Preliminary Pricing Supplement will
control. You may get these documents without cost by visiting EDGAR
on the SEC Web site at sec.gov or by clicking on the hyperlinks to
each of the respective documents incorporated by reference in the
Preliminary Pricing Supplement. Alternatively, BofA Finance, any
agent or any dealer participating in this offering will arrange to
send you the Preliminary Pricing Supplement, Product Supplement
EQUITY-1 and Prospectus Supplement and Prospectus if you so request
by calling toll-free at 1-800-294-1322.
Bank of America (NYSE:BAC)
Historical Stock Chart
From Dec 2022 to Jan 2023
Bank of America (NYSE:BAC)
Historical Stock Chart
From Jan 2022 to Jan 2023