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Bank of America logoBank of America BAC

The company said shareholders approved the amended and restated Bank of America Corporation Equity Plan on April 22, 2025 at its annual meeting. The changes increase the shares available for grant by 100 million, cap the annual award for non-employee directors at $1 million, and extend the Plan's expiration date to April 21, 2035.

8-KDeparture or Appointment of Directors or Certain OfficersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said shareholders approved the amended and restated Bank of America Corporation Equity Plan on April 22, 2025 at its annual meeting. The changes increase the shares available for grant by 100 million, cap the annual award for non-employee directors at $1 million, and extend the Plan's expiration date to April 21, 2035.

  2. Bank of America said the vote on the amended and restated Equity Plan was 4,255,035,970 for, 1,364,368,577 against, 23,879,894 abstentions and 809,677,434 broker non-votes. The say-on-pay vote on executive compensation was 4,134,323,650 for and 1,483,801,400 against.

  3. The company said it granted about 117.4 million shares in 2024 and that shares available for grant under the Plan were about 85 million as of March 3, 2025. It said the additional 100 million shares would allow the company to continue its current grant practices for about 1 more years.

  4. As of March 3, 2025, the company said the total dilutive effect of the BACEP and its legacy equity plans, or overhang, was estimated at about 6.0%, with the incremental overhang from the 100,000,000-share increase at about 1.2%. It said total common shares outstanding were 7,602,798,325.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Shareholders Approve Amended Equity Plan

The company said shareholders approved the amended and restated Bank of America Corporation Equity Plan on April 22, 2025 at its annual meeting. The changes increase the shares available for grant by 100 million, cap the annual award for non-employee directors at $1 million, and extend the Plan's expiration date to April 21, 2035.

Source · Based on the filing body and exhibits

Equity Plan Proposal Voting Results

Bank of America said the vote on the amended and restated Equity Plan was 4,255,035,970 for, 1,364,368,577 against, 23,879,894 abstentions and 809,677,434 broker non-votes. The say-on-pay vote on executive compensation was 4,134,323,650 for and 1,483,801,400 against.

Source · Based on the filing body and exhibits

Equity Award Grants and Additional 100 million Shares

The company said it granted about 117.4 million shares in 2024 and that shares available for grant under the Plan were about 85 million as of March 3, 2025. It said the additional 100 million shares would allow the company to continue its current grant practices for about 1 more years.

Source · Based on the filing body and exhibits

Estimated Overhang Dilution

As of March 3, 2025, the company said the total dilutive effect of the BACEP and its legacy equity plans, or overhang, was estimated at about 6.0%, with the incremental overhang from the 100,000,000-share increase at about 1.2%. It said total common shares outstanding were 7,602,798,325.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.