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AGM 2025

Apr 22, 2025

Operator

Remarks made during today's annual meeting of shareholders may contain forward-looking statements and non-GAAP financial measures. Forward-looking statements are based on management's current expectations and assumptions that are subject to risks and uncertainties. Factors that may cause actual results to materially differ from expectations are detailed in Bank of America's Securities and Exchange Commission filings, including the 2024 Form 10-K available on Bank of America's Investor Relations website at https://investor.bankofamerica.com. Additionally, important information about non-GAAP financial measures, including reconciliations to the most directly comparable U.S. GAAP financial measures, are also available on our Investor Relations website. I'll turn the call over to Brian Moynihan, Chair and Chief Executive Officer of Bank of America.

Brian Moynihan
Chairman and CEO, Bank of America

Good morning. This is Brian Moynihan, and welcome and thank you for joining us today by webcast. I now call the 2025 Bank of America Corporation Annual Meeting of Shareholders to order and declare the polls open for voting. The meeting agenda and the rules of conduct for today's meeting are available on the virtual meeting website, and those rules are now in effect. In the event of anything that interferes with our ability to continue the webcast meeting prior to the closing of the polls for voting, please return to this meeting website or go to the annual meeting webpage on Bank of America's Investor Relations website for plans to reconvene the meeting. At today's meeting, we're going to hear remarks from our Lead Independent Director, Lionel L. Nowell III. We'll then present the proposal we voted on during the meeting.

After the proposals are presented, we will answer questions about the proposals from you, our shareholders, before the polls close. Questions can be submitted on our virtual meeting website. Please briefly state your questions in one or two sentences. After the polls close, I will present you an update on our company. We'll then provide the preliminary voting results before concluding today's meeting. Following the adjournment of the formal meeting, we'll then address general Q&A submitted about Bank of America's business for about 30 minutes. If you have personal financial matters or questions related to your account, I encourage customers to contact our customer service representatives directly for personalized assistance through the link or phone number included in the rules of conduct for today's meeting.

In addition to Lionel and myself, we are joined today by the other members of our board of directors nominated for election at this meeting: Sharon Allen, Joel Armada, Pierre J.P. de Weck, Arnold Donald, Linda Hudson, Monica Lozano, Maria Martinez, Denise Ramos, Clayton Rose, Mike White, Thomas Woods, and Maria Zuber. Our lead independent director, Lionel L. Nowell III, will now make a few remarks. Lionel has been a member of our board of directors since January 2013 and has served as our lead independent director since our annual meeting in 2021. Lionel?

Lionel Nowell III
Lead Independent Director, Bank of America

Thank you, Brian. On behalf of the board of directors, it's my pleasure to welcome everyone to the 2025 shareholders' meeting. I'd like to begin by expressing our sincere gratitude for your ongoing support and continued investment in Bank of America. Bank of America's ability to deliver consistent, strong results, even in volatile market conditions, reflects the collective dedication and focus of the board and management team. Our commitment to driving responsible growth, simplifying the company, and taking a long-term view has been instrumental in our success. The success of these efforts is apparent throughout the company. Our balance sheet remains robust, with strong capital and liquidity. Our clients are increasingly seeking our advice and counsel, which helps drive organic growth. Our employees are highly engaged and satisfied. Our communities are stronger and more connected.

Most importantly, our shareholders have seen steady returns on their investments over time, even during headwinds and challenging times. These accomplishments underscore the effectiveness of our strategy and are proof that responsible growth works and is not only achievable but sustainable. For more insights into Bank of America's performance, I encourage you to review our annual report and proxy materials. They provide numerous examples of how our commitment to responsible growth is driving results, thanks to the leadership of Brian and the company's talented management team. On behalf of the board of directors, I want to extend our thanks and congratulations to the entire Bank of America team for their hard work and dedication as they continue to deliver for you, as well as our clients, our teammates, and our communities.

We are proud that over the past 15 years, under Brian's leadership as CEO, the company has generated steady growth and earnings for our shareholders. Thank you again for your continued trust and investment in Bank of America. We are honored by the opportunity you have given us to deliver for you and everyone we serve, both now and in the years to come. I will now turn the meeting back to Brian.

Brian Moynihan
Chairman and CEO, Bank of America

Thank you, Lionel. Ross Jeffries, our Corporate Secretary, will now review the meeting rules and present the Corporate Secretary's report. Ross?

Ross Jeffries
Deputy General Counsel and Corporate Secretary, Bank of America

Thank you, Brian. As Brian noted, today we will consider the eight items, four management proposals, and four shareholder proposals included in our 2025 proxy statement for shareholder vote. Shareholder proponents will have up to three minutes to discuss their proposals. After the proposals have been presented, we will close the polls, tabulate the votes, and announce the preliminary voting results. Shareholders will be able to submit questions on the virtual meeting website. In order to address questions from as many of you as possible during the meeting, we will limit each shareholder to two questions. Please briefly state your question in one to two sentences. Lengthy questions may be paraphrased or summarized. Questions from multiple shareholders that are similar or related may be grouped, summarized, and answered together to avoid repetition. You may vote the shares you hold through the virtual meeting website until the polls are closed.

However, if you have already submitted your proxy to vote on these matters, you don't need to vote again unless you want to change your vote. Notice of today's meeting and the related proxy materials, or a notice of internet availability of these materials, were mailed beginning March 10, 2025, to shareholders of record as of March 3, 2025. Deborah Bussier, a representative of Broadridge Financial Solutions, has been appointed inspector of election and is participating in today's meeting by phone. She has advised me that holders of shares representing at least 84% of the shares entitled to vote are present in person or represented by proxy, which constitutes a quorum.

Brian Moynihan
Chairman and CEO, Bank of America

Thank you, Ross. I declare a quorum is present. I would like to take a moment to recognize the Bank of America teammates who are serving as proxies for today's meeting. They are Nancy Bomme, Head of our Investment Solutions Group, and Matthew McQueen, Head of Global Mortgages and Securitized Products in Municipal Banking and Markets in our Global Markets business. Thank you, Nancy and Matthew, for joining us today. Also with us today is Bernadette Geiss, the representative from a registered public independent accounting firm, PricewaterhouseCoopers. We're now ready to consider the eight items that are up for shareholder vote. You can now submit your questions regarding those proposals, and later we'll have a session for general Q&A. If you have questions about those proposals, you can submit them now, and we will answer them after all the proposals are presented and before the polls close.

The four management proposals are: number one, electing our 14 director nominees; number two, approving our executive compensation through an advisory and non-binding stay-on-pay resolution; number three, ratifying the appointment of PricewaterhouseCoopers as the company's independent registered public accounting firm for the year 2025; and number four, amending and restating the Bank of America Corporation Equity Plan. There are also four shareholder proposals that are included in our proxy statement to be presented. Proponents each have three minutes to present the proposals. There will be a double beep when there are 30 seconds remaining in their time. The first shareholder proposal relates to the nomination of more director candidates than board seats and was submitted by Jing Zhao, who will present the proposal. Mr. Zhao, you will have three minutes to present the proposal.

You'll hear a double beep when you have 30 seconds remaining, and at three minutes, your line will be muted. Please go ahead.

Jing Zhao
Individual Shareholder, Bank of Americaca

Good morning, fellow shareholders. Since we all have read my proposal, there's no need to repeat the contents. I would like to express my disagreement with the board's opposition statement. My proposal is not an arbitrary scheme. At the end of my proposal, I specifically stated that the board has the flexibility to implement this proposal to design the criteria and the process to nominate to avoid interfering with micromanagement of the board's business. Here, the board nominated 14 candidates for the 14 uncontested seats, and there's no reason that the board cannot find one more candidate without using any arbitrary scheme. The board's opposition statement also arbitrarily leaves the opposite effect for a democratic election. I faced the similar opposition argument against me when I proposed a democratic election of Tsinghua University's Student Association in 1984 in China as a nuclear physics student. I was severely punished.

Yet in 1987, the Chinese Communist Party changed the uncontested election norm to allow a little more candidates than the seats of the Central Committee, and it continued even actually today. There is no reason that the American corporate board could continue to be more undemocratic than the Chinese Communist Party. My proposal is a conventional norm for any type of organizations in a democratic society, and the uncontested election is a conventional scheme for all undemocratic societies. The American corporate board's uncontested election process has fostered the rise of the oligarch, intensifying the social disorder. We are entering a new era of transformation. It is time to change the unconventional scheme of uncontested election process to a democratic conventional norm. Please vote for proposal number five. Thank you very much.

Brian Moynihan
Chairman and CEO, Bank of America

Thank you, Mr. Zhao. The next shareholder proposal relates to a report on board oversight of risks related to animal welfare and was submitted by John C. Harrington, President and CEO of Harrington Investments. Brianna Harrington will present the proposal. Ms. Harrington, you'll have three minutes to present your proposal. You will hear a double beep when you have 30 seconds remaining, and at three minutes, your line will be muted. Please go ahead, Ms. Harrington.

Brianna Harrington
Research Analyst and Shareholder Advocacy Coordinator, Harrington Investments

Thank you. Good morning. My name is Brianna Harrington, Shareholder Advocacy Coordinator and Research Analyst at Harrington Investments. The business case for animal welfare is simple. Animal cruelty is not just bad for business; it is bad business. Example: Minerva, a major meatpacking plant and the second largest exporter of live cattle in Brazil, is financed by our Bank of America. Minerva was recently found guilty of mistreatment during the transportation of 30,000 head of cattle from Port of Santos to Turkey. According to the report, the vehicles carrying these live animals had little ventilation, insufficient space, and unhealthy bodies with wooden closures in poor conditions.

The investigation also found that the time these animals were confined for transport exceeded regulation, "leaving animals exhausted and even causing them to travel over their own waste." The public prosecutor's office stated, "it is necessary to seek civil liability for the collective moral damage resulting from the physical and psychological suffering unfairly inflicted on these animals." The investigation and subsequent verdict resulted in the suspension of all live cattle exports throughout the country at that time, which negatively impacted corporate profit and the country's overall economy. The point: by failing to exercise oversight on the material risks associated with animal welfare, be it utilizing screening techniques to avoid high-risk industries or companies when making loans, clearly the aforementioned incident is a prime example, yet one mere incident, of Bank of America's failure to conduct adequate and necessary due diligence.

This failure resulted in various forms of cruelty to tens of thousands of living animals and also had a significant financial impact. Animal welfare risks are material to the company. Please support our resolution for enhanced oversight on animal welfare. Thank you.

Brian Moynihan
Chairman and CEO, Bank of America

Thank you, Ms. Harrington. The next shareholder proposal relates to a report on lobbying alignment with Bank of America's climate goals and was submitted by Sada Sada Geise. Andrea Ranger is going to present the proposal, and she has provided a recorded statement. Could you play the recorded statement from Ms. Ranger, please?

Andrea Ranger
Director of Shareholder Advocacy, Trillium Asset Management

Good morning to the board, management, and fellow shareholders. My name is Andrea Ranger, Director of Shareholder Advocacy at Trillium Asset Management, and I hereby move proposal number seven, which asks Bank of America's Board of Directors to report on whether and how the bank is aligning its lobbying and policy influence activities, both direct and indirect, with its 2030 sectoral and net-zero-by-2050 finance mission reduction targets. First, we commend Bank of America's leadership and board for maintaining the company's climate targets, especially in light of walkbacks by peers, and we appreciate that the bank is more than halfway through its goal of mobilizing $1 trillion in financing for low-carbon and sustainable business activities by 2030.

Yet, as we stated last year and reiterate today, without robust, supportive public policies, Bank of America's climate goals for its own operations and those of its clients and the goals of the Paris Agreement may be at risk, a perspective shared by the bank in its most recent sustainability report. As far as we can tell, Bank of America's lobbying and other public policy activities, especially those conducted indirectly through trade associations, do not appear to be aligned with its own sectoral and net-zero emissions reduction commitments. For example, the bank is a member of the U.S. Chamber of Commerce, which publicly opposed the Inflation Reduction Act. The IRA directs funding to clean technology development for six out of the eight heavy industries covered in the bank's sectoral targets. It's hard to imagine more relevant legislation in the U.S. short of establishing a carbon tax.

Despite updates, Bank of America's existing disclosures still fall short. In its most recent sustainability report, the bank provides a list of trade associations to which it belongs and that have climate policy positions. Yet it still does not analyze alignment of those positions with its 2030 and 2050 finance emissions reduction targets. We believe Bank of America can continue to demonstrate leadership by joining other companies, including Unilever, IKEA, NL, EDF, Nestlé, Danone, Fortescue, and GM, and several petroleum companies which have responded to investor concern by conducting the analyses requested by the proposal. Finally, climate risk in the short, medium, and long term does not appear to be diminishing, and those physical realities cannot be ignored. The policy decisions unfolding today can have long tails, which may materially impact the bank for years to come.

By fulfilling the request of the proposal, the bank can signal to lawmakers, regulators, and markets its ongoing support for economy-wide decarbonization and assure investors that it is harmonizing its lobbying activities with its stated climate goals.

Brian Moynihan
Chairman and CEO, Bank of America

The next shareholder proposal relates to the disclosure of the company's energy financing ratio and was submitted by the New York City Teachers' Retirement System and the New York City Police Pension Fund. Michael Garland will present the proposal and has provided a recorded statement.

Michael Garland
Assistant Comptroller for Corporate Governance and Responsible Investment, NYC Comptroller

Good morning, Mr. Chair, members of the board, and fellow shareholders. I'm the Assistant Comptroller for Corporate Governance and Responsible Investment in the Office of New York City Comptroller Brad Lander. I present Proposal 8 on behalf of Controller Lander and the New York City Pension Funds. Proposal 8 requests disclosure of Bank of America's Energy Supply Ratio, or ESR, a simple dollar-based metric showing how much financing the bank directs to low-carbon energy versus fossil fuel energy. Bank of America plays a major role in global energy financing. While the bank has committed to net-zero finance emissions by 2050, it is its lending and underwriting decisions today that will determine whether that goal is achievable. Let me underscore: ESR is a dollar-based metric that reflects actual financing flows, not client-reported emissions or estimates.

It complements finance emissions disclosures by giving investors a clear, concrete view of the bank's real-world energy financing priorities. Bank of America itself has acknowledged both the risks and opportunities of climate change in its disclosures. Since this proposal received 26% support at last year's annual meeting, industry developments have strengthened the investor case for ESR disclosure. I will list four. One, JPMorgan now discloses its ESR, describing it, quote, as an insightful metric for our stakeholders that is also consistent with how we make financing decisions. This underscores its feasibility and value to shareholders. Two, including JPMorgan, in total, five major global banks have committed to ESR disclosure. Three, Bloomberg and EDF published an ESR implementation guide, providing a methodology and clear definitions for low-carbon and fossil fuel financing.

Four, the Institute of International Finance released a white paper outlining key considerations for banks evaluating ESR disclosure and offering a potential standardized disclosure of methodological design choices. Meanwhile, Bank of America's exit from the net-zero banking alliance, the SEC's rollback of mandatory climate disclosure rule, and the EU's delay of the CSRD underscore the growing importance of voluntary, reliable climate-related transparency. Proposal 8 is not prescriptive. It gives the bank full flexibility in how to calculate the ESR. It doesn't set targets nor restrict financing. It simply provides shareholders with the insight needed to evaluate climate-related risks and opportunities. I urge the board to reconsider its opposition and today for shareholders to vote for Proposal 8. Thank you.

Brian Moynihan
Chairman and CEO, Bank of America

Thank you, Mr. Garland. We're now going to respond to any questions that came in from shareholders related specifically to these eight proposals to be voted on today. Lee McEntire, Bank of America's Head of Investor Relations, Lauren Mogenson, our Global General Counsel, and Ross Jeffries, our Corporate Secretary, are here today to assist with questions. I will pause a moment while the questions are being submitted. Mr. McEntire, have any questions been submitted on the proposals?

Lee McEntire
Head of Investor Relations, Bank of America

Yes, Brian, thank you. The first question comes from shareholder Frank Bryce. It's regarding the board of directors. The question reads, "Does Bank of America really need 14 board members? Their current board payroll is in the area of $5 million, which doesn't even include board members' expense reimbursements. Why do we need so many?

Brian Moynihan
Chairman and CEO, Bank of America

Thank you for the question. First off, we have 14 directors, and we think somewhere around 12 to 14 is the right number for us to have as a company. Mike White in the Corporate Governance Committee along with Lionel as independent director on the board assessed the numbers of members we have, the qualifications. Simply put, we're in a regulated industry which requires us to have extra committees and requires extra work on our board of directors. We think that with this number of directors, we have the right number.

That being said, if you look at the proxy and look at the requirements for retirements coming over the next few years, we expect to maintain the board size about where it is today, plus or minus, and we're able to attract a new talented director, Maria Martinez, in anticipation that we have some retirements coming up over the next 12 and 24 months. Thank you.

Lee McEntire
Head of Investor Relations, Bank of America

Okay, Brian, thank you. I have another question. The question is from shareholder Frank Bryce. It's regarding the Say-on-Pay proposal. The question reads, "Wealth inequality has become a severe problem in our country. What are BAC's thoughts on this, particularly with regard to Bank of America as an employer with a CEO pay ratio over 500?

Brian Moynihan
Chairman and CEO, Bank of America

Our CEO pay ratio is disclosed, as has been for many years, on page 77. The pay ratio to median pay is 245, and that's been disclosed, and I think it's in the lower end of the range it's been in. I think the broader question is, we are a bank of opportunity for our teammates. We hire with a minimum starting wage at $24 an hour, $50,000 a year, an individual coming to us out of high school or community college or college, minimum starting wage, and much of our starting salaries go above that.

Once the person comes into our company, they're entitled to the full benefit package, including mandatory commitments by the company to the retirement package, the 401(k) match, the healthcare benefits, for which we have a graduated scale and pay in the carry for the employee at the starting levels is about 8%-10% of the total company cost. All those package benefits are well. I think the simple way to think about this, we are in the company or having among the highest employee satisfaction scores we've had and the lowest turnover. As we look at pay-for-performance market levels and everything, we attract great teammates, and we provide them an opportunity to not only get paid and pay-for-performance but also continue to develop through tuition reimbursements and continue to have benefits which are attractive to them.

That results in a very low turnover ratio, which is among the lowest we've ever had in our company's history. Thank you.

Lee McEntire
Head of Investor Relations, Bank of America

Brian, that completes the number of questions that we have from shareholders on the proposals. I'll turn it back over to you, sir.

Brian Moynihan
Chairman and CEO, Bank of America

Thank you for your questions on the proposals. We are now going to have the opportunity to allow you to submit general questions that you can, and we will address them later in a general Q&A session. Please send those questions in. Before we are going to do that, as we are tallying the votes, we are going to have a company update. Before I do that, I am going to officially declare that the polls are now closed. Ross, as Corporate Secretary, you can close the polls. Now we will begin on a company update. I want to begin my update today, as I always do, by thanking our board of directors, our management team, and our 213,000 teammates who work every day to deliver what this great company can do for its clients, customers, shareholders, and communities.

Through that hard work, the company delivered strong results in 2024 and a good first quarter beginning the new year. Last year, we again proved that we could grow in various environments with the continued effects of inflation, interest rate uncertainty, the trade environment we're now faced with, or other geopolitical concerns. At times, all the above, we continue to prove that our diverse business model helps us serve as a source of strength for our clients, our teammates, our communities, and our shareholders so they all can achieve their goals and their opportunities. How we've been able to do this? By continuing to focus on responsible growth, as we have for many years. That's what we continue to do in 2024. Let's take a look at this year's performance.

For the full year in 2024, our diversified business model delivered earnings of $27 billion in net income after tax or $3.21 per diluted share. Our 2024 revenue of more than $100 billion was well-balanced with 55% from net income or spread income and 45% from fees. Our income was also well-balanced across our four business segments: consumer banking, global wealth and investment management, global banking, and global markets. Net interest income reached a low point in the second quarter that we devised people would reach, and then it began to trend a growth in the third quarter, which has extended through this quarter to the first quarter of 2025. Increasing this important source of revenue is key to driving revenue and creating operating leverage in our company. In fact, in 2024, we generated higher revenues across every fee category with continued organic growth across our eight lines of business.

At the same time, we continue to prove how we operate through our focus on operational excellence. Every employee at Bank of America is responsible for finding ways to make it easier to do our work to serve our clients. This includes leveraging technology to simplify or eliminate work, which in turn helps us save money that we can continue to invest in our company and our people while carefully managing expenses. Over the past decade, more than 17,000 employee-sourced ideas have helped us make it easier to serve our clients, realizing $6 billion in expense savings and 14.4 million hours of capacity saved through 2024. In the past decade, our revenue has increased by more than 18%, and our expenses are 11% lower in nominal dollars with no adjustment for inflation. That's the kind of operating leverage we get by driving operational excellence.

Today, we have a higher-producing company with fewer people and lower costs. Overall, our good work and momentum at the end of last year continued into 2025, and you saw that in our first quarter results. Just last week, we reported $7.4 billion in net income after tax, with our EPS increasing 18% over the prior year's first quarter. These results were driven by growth throughout our company. We grew average deposits for the seventh straight quarter in a row. We had solid market-leading loan growth as well. We also grew revenue 6%. The team is operating the company well, yet we held on to expense growth to 3%, driven primarily by higher revenue-related expenses and investment in people, technology, operations, and brands. At the same time, our asset quality remained strong.

We generated an 89 basis point return on assets and a return on common equity of nearly 14%. We ended the quarter with $201 billion in regulatory capital, well above our regulatory minimum, and we had $942 billion in global liquidity sources. These results continue to show that responsible growth works. Let's take a closer look at how we delivered for our clients, our teammates, our communities, and you, our shareholders in 2024. At Bank of America, our purpose is to help make financial lives better. We deliver for clients, providing a wide range of service across our eight lines of business based on their unique goals. Our local leadership teams are at the center of how we do this for each client.

This includes our local market presence, serving all of you in every market we serve, 100 leaders in states and cities across the U.S. with similar roles in countries and regions around the world. They are the face of our company and the communities, and we continue to invest in their ability to help us drive market share. Another unique strength for our company is our leading digital capabilities, and you, our clients, continue to benefit from the investments we make there. In 2024, we invested nearly $4 billion in new technology initiatives to continue to enhance our capabilities, and we continue to see strong digital enrollment engagement last year. Digital sales represented 55% of all the consumer sales in the company. We set a record with Zelle as users sent and received $1.6 billion in transactions with $470 billion alone last year.

Our global banking clients drove a digital record with $1 trillion in payment approvals through our CashPro app. Thanks to all this work and more, we saw a strong acquisition of new client relationships and deepening resistant clients in every single one of our businesses. For our consumer clients, we added 1.1 million net new checking accounts, extending an unbroken record of 24 consecutive quarters of growth with a focus on the primary account and the household. Consumer investment balances in Merrill Ledger grew to a record $518 billion at year-end, which is up 22% year-over-year. We reached 15 consecutive quarters of small business loan growth, and we remain the nation's number one small business lender. Merrill and the private bank, our wealth management businesses, added about 24,000 net new relationships in 2024.

We ended 2024 with $4.3 trillion in client balances, a 12% annual increase, and our assets under management balances were $1.9 trillion, up 16% compared to the year before. Our global banking team has also delivered for our clients, retaining the number three investment banking fee ranking in 2024 and growing market share. Our global markets team achieved strong profitability returns in 2024, positively reflecting the investments we continue to make in that business. Through 2024, the team delivered 11 quarters of year-over-year sales and trading revenue growth, which continued into the first quarter of 2025 for 12 quarters. We are well-positioned to drive even more client growth in 2025 thanks to the investments we have made in our company. In October, we introduced our Bank of America Advantage Safe Balance Banking for families, called family banking. This helps parents and guardians teach their children how to manage money.

We've opened nearly 13,000 accounts by 2024 year-end. Our employee banking investing offering continues to grow. We added 180 companies and 1.1 million eligible employees to the program, bringing the total number of participating companies in the program to 628, with 5.3 million eligible employees. Bank of America Workplace Benefits ended 2024 with a record $540 billion in client balances and a record $9.3 billion in net new money. 2024 also saw us continue the strategic expansion of our international capabilities. These represent a significant growth opportunity for our company. At the same time, our financial centers continue to play a critical role in serving our clients' needs and deepening relationships in new and existing markets. We've invested about $5 billion in financial centers and ATMs since 2016. We're on a course to open up 200 financial centers by the end of 2027. Those are new ones.

Driving responsible growth also means being a great place to work for our teammates, investing in their financial, physical, and emotional wellness. In 2024, we increased our US minimum hourly wage to $24. That's on our stated path to $24 an hour by this year. Now, all full-time employees make a minimum annualized salary of nearly $50,000. We also awarded 97% of our teammates with a sharing success compensation award, most of those receiving Bank of America common stock vesting over four years. This is the eighth time we have granted these awards, with nearly $5.8 billion distributed since the program was introduced in 2017. On the physical wellness front, we provide eligible employees with medical, dental, and vision plans. We also offer access to healthcare accounts, life and disability insurance, critical illness insurance, prepaid legal, and childcare programs.

One of our most popular and effective emotional wellness programs is through our life event services team. They've supported almost 680,000 cases of helping during challenging moments for our teammates. Responsible growth also helped us strengthen our communities in which we do business by helping them realize our opportunities. A great example of this work is our Neighborhood Builders and Student Leaders programs. Over the last two decades, our Bank of America Neighborhood Builders program has invested more than $346 million in grants to nearly 2,000 nonprofits. It has helped more than 4,000 nonprofit leaders strengthen their leadership skills. Just yesterday, we presented as the sponsor of the 129th Boston Marathon, which helped the local economy draw tens of thousands of athletes along with fans around the world. We also set a new fundraising record with a My Marathon campaign.

As you see, as we move to the fall, you'll see that campaign continue through the Bank of America Chicago Marathon in October. We've also been there when our communities need us, whether it's Hurricane Helene in Milton when it devastated the Southeast United States or the fires in California. In both cases, we supplied money, food, water, and helped both our teammates and the communities they serve. We've also delivered for our shareholders. At year-end 2024, our share price increased for the year 2024 by 13.5%, outperforming the S&P, which rose 23%. In addition to the capital invested in our long-term growth, we increased our quarterly common stock dividend by 8% to $0.26 per share in the third quarter.

In 2024, through both common stock dividends as well as shares we purchased, we delivered more than $21 billion back to you, our shareholders, a 75% increase over 2023. Before I wrap up, I'd like to share a couple of thoughts about the current economic environment. As we move through the first 90 days of 2025, we saw the economy remaining on solid footing, with consumers continuing to spend consistent with where they'd spent last year's fourth quarter. There's a lot going on that could give uncertainty around the future economic pathway. Our own research team, led by Candice Browning-Platt, has lowered their GDP estimates for this year to a fourth quarter this year, 2025, compared to fourth quarter 2024 of 1%. They continue not to see rate cuts this year due to the sticky inflation.

This future prediction is against the backdrop of the current healthy employment, current healthy credit quality, and current healthy consumer spending. If you want to look at our positioning for whatever comes ahead of us, please go to our investor relations website, and you can see the quality of our loan book and other matters which we discussed our first quarterly earnings call. Ultimately, the core of everything we do is to help create opportunity. Investors who have been with our company over the years may remember one of our early marketing taglines as the bank of opportunity. We continue to strive to create opportunity for all we serve: our clients, our teammates, our communities, and for you, our shareholders, by asking the simple question, "What would you like the power to do?" We will continue to help create those capabilities in the future.

We're client-focused in all we do, and we work to manage risk well. We seek a more effective and efficient way to operate this company through our OpEx efforts. We continue to invest in the company through its technology and other matters. All that is something you, our shareholders, can be proud of. With that, we'd call this a nice start, and we're looking to do much more for you in the future. On behalf of my teammates, the management team, and our board of directors, thank you for your investment in Bank of America. Now let's switch to the preliminary voting results. We'll now review those and then go to general Q&A. You may start to submit your questions now. Ross, would you please report on the preliminary results of the votes?

Ross Jeffries
Deputy General Counsel and Corporate Secretary, Bank of America

Thank you, Brian. Our inspector of election reports on the following preliminary results.

All 14 director nominees have been duly elected to the board of directors, and all management proposals have passed. The shareholder proposal requesting the nomination of more director candidates and board seats did not pass with approximately 1.7% support. The shareholder proposal requesting a report on board oversight of risks related to animal welfare did not pass with approximately 6.4% support. The shareholder proposal requesting a report on lobbying alignment with Bank of America's climate goals did not pass with approximately 16.2% support. The shareholder proposal requesting disclosure of energy financing ratio did not pass with approximately 16.4% support. Final voting results will be reported in a Form 8K filing with the Securities and Exchange Commission within four business days of the conclusion of the meeting.

Brian Moynihan
Chairman and CEO, Bank of America

Thank you, Ross, and thank all of you for voting. Thanks to our proxies.

We've now completed the official business of the meeting, and the formal meeting is adjourned. We're now going to have a segment to answer your questions about Bank of America. As a reminder, the rules of the meeting remain in effect. If you have questions about your personal account and personal financial matters, I encourage you to go to the link or phone number provided in the rules of the meeting for direct personalized assistance. If we don't have time to answer your question during today's meeting, please contact us directly through our investor relations website. As I stated earlier, we will take approximately 30 minutes of questions if there are so many. Are there any questions?

Lee McEntire
Head of Investor Relations, Bank of America

Yes, thank you, Brian. I'll start with there were a couple of questions around energy and commitments from shareholder Diane Karp.

The first question is, why did Bank of America withdraw from the Net Zero Investing Group?

Brian Moynihan
Chairman and CEO, Bank of America

Larry Di Rita, our Head of Government Relations, is on, and I

'll let him address that specifically. Larry?

Larry Di Rita
Greater Washington DC Market President, Bank of America

Yeah, thanks, Brian, and thank you for the question to the shareholder. The Net-Zero Banking Alliance was the organization, I think, that the shareholder is referring to. That is an organization that was established with the principal objective to get practices around banks that had established Net-Zero targets, which Bank of America has done. It is an organization in which we developed ways to calculate some of that work and just share best practices, etc. It was an organization in many respects that had served its useful purpose because now we've established our objectives around Net-Zero goal setting, etc. It's all voluntary. It's work that continues.

We're doing great work with our clients to understand their own objectives so we can support them. We just made the determination that to a significant degree, we no longer needed to be part of the organization. There are some financial institutions that probably feel they want to continue being part of that because they're still developing their own goals and objectives. Having done so and having begun our work to really work with clients, etc., we didn't feel that being a member was necessary any longer. We ended up stepping aside from the organization.

Brian Moynihan
Chairman and CEO, Bank of America

Thank you, Larry. Lee, next question.

Lee McEntire
Head of Investor Relations, Bank of America

Yep. While Larry is on the line, let me direct this question to Larry. Larry, the same shareholder, Diane Karp, asked, "Bank of America can be both responsible to the environment and profitable. Financing non-renewable energy works to pollute our air, water, and land.

May I ask Bank of America to stop financing polluting energy and the degradation of our earth and start focusing on renewables? We can be both morally and ethically responsible and profitable.

Larry Di Rita
Greater Washington DC Market President, Bank of America

Thanks, Diane. We're one of the largest financial providers to renewable energy sources. We have a really—we have a number of clients in those industries. We're financing a lot of very interesting new technology to help with the development of additional sources of energy. We know that, for example, the percentage of total electricity that's now based on renewable sources of energy is approaching 40%. It is because our clients are doing a lot of work in that area, and we're helping that along. We also know that traditional sources of energy are going to be needed for some time to ensure that energy remains affordable and secure and available to everybody who needs it.

There's a very interesting transition underway in which a lot of new sources of energy are being developed, clean energy sources. Some of the most interesting investments in clean energy are being done by traditional energy companies that understand how to understand the technology and understand how to manage energy. We probably will continue to see more and more sources of renewable energy, but our posture is to make sure that we're doing what we can to support our clients, and our clients are providing that kind of available, secure, and affordable energy for the world. We're very proud to be able to support those clients across the range of sources.

Brian Moynihan
Chairman and CEO, Bank of America

Lee, next question.

Lee McEntire
Head of Investor Relations, Bank of America

Okay. Brian, allow me to get through two questions. They are on the same topic before we respond, please. The first question comes from Jerry Bowyer.

Thank you for rejecting the anti-fiduciary activism in the shareholder proposals on today's agenda. Given this demonstrated desire to avoid corporate activism, would Bank of America consider similar safeguards against accusations of activism in other policies, like an express prohibition on de-banking based on political religious viewpoints?" The other question came from shareholder Nate Myers, and it says, "Many Americans, including customers and investors, don't want their money politicized. What assurances can you give us that this board will stop using capital and reputation to promote ideological campaigns such as left-wing climate activism or otherwise?"

Brian Moynihan
Chairman and CEO, Bank of America

Thank you for the questions. I think on Mr. Bowyer's first question, we have 70 million consumers we do business with in America, which would all be adults in general sense of all over the country in many, many markets. We have millions of small businesses.

As I said earlier, we are the largest small business lender, not only in the aggregate but in most of the communities we serve. We have tens of thousands of mid-market companies, all of which make America work. We have 125,000 different religious organizations that we do business with. It is clearly that we bank all comers in terms of who comes to this company. There have been a series of laws, rules, and regulations that have been passed that the good news are being worked on now that will reduce the burden of reporting on currency transaction reports and things like that, which ought to help. You may note that the regulatory bodies have explicitly removed the reputational risk question from their review policies.

We believe that a lot of the customer belief around what goes on in terms of closing accounts has more to do with the regulatory framework of which we're operating in. We've worked closely with the administration today and have for the last—not for years, but since the new administration came in—to help them understand what rules and regulations they could change to help make progress. I think with respect to Mr. Myers' question, I think the same general answer would apply in that we do business with all different types of organizations, even in the discussion that Larry just had. On the last question, we bank energy companies. We, on a day-to-day basis, get statements that we buy people who advocate against it.

We have $40 billion in outstanding loans and do underwriting and work for all kinds of energy companies, helping them supply clean, affordable, and abundant energy to the world and America. We also bank new energy companies, and sometimes we bank projects for energy companies which are in the new energy segment. Our job is to help our clients achieve their goals and all clients from all different elements of the equation in the energy trans ition.

Lee McEntire
Head of Investor Relations, Bank of America

Okay. Thank you, Brian. The next set of questions is regarding the economic environment. I'll read two of them together if I may, Brian. The first one is from Jim Merrick. "The SALF data is showing a weakening economy and weakening confidence. What is BAC's data showing?" Thank you.

The other one is from Mindy Wasserman, and it says, "How concerned are you regarding an increase in inflation or a recession?"

Brian Moynihan
Chairman and CEO, Bank of America

I think just to Mr. Merrick's question, with the reference to SALF data, usually it's polling data about what people are feeling will happen, whether it's the Michigan polls or whether other polls about consumer confidence and their expression of the future. Those have deteriorated. Clearly, what we see in the Bank of America data for the first quarter was that consumers put money out of their accounts, whether it's credit and debit card purchases, Zelle payments, checks written, cash out of the ATMs to be spent in the economy at about a 4.5% growth rate over 2024's first quarter. That was a little bit faster in the fourth quarter of 2024 versus the fourth quarter of 2023's growth rate.

The second thing, as I'd say, is consumers still have significant money in their accounts relative to the consumers that were here prior to the pandemic when we look at them today. The third is the unemployment rate is sitting in the low fours, which is a strong unemployment rate, meaning it's low relative to historical context. All the hard data is saying that consumers are spending money. Through the first part of April, we saw the same spending. We talked about that on our earnings call last week. The same spending. Credit quality for our customers is strong. Delinquencies in our card business fell from quarter four to quarter one. We feel very good about our credit quality.

All that then sits there saying, "Okay, the consumer spending, middle market, and small businesses are in great credit shape making money, but all of them are worried about the future and what could happen." That is what you see expressed in the polls. At some point, that'll shake through, and we'll see it happen. Our data does not show that. I told you earlier that our economics team does not predict a recession. They predict a higher possibility of recession, and they predict that the Fed will hold rates steady to continue to push on inflation. That leads us to Mindy Wasserman's question on inflation. We are worried about inflation. We run scenarios in our company at all times, stress test scenarios about higher inflation, inflation for longer. In fact, our economics team, as I just said, continues to believe that inflation will be stickier.

It will take through all 2025 and through the end of 2026 to get inflation down. They expect the Fed will not cut rates this year. We'll cut rates in the second half of 2026 as they see the inflation war being won. Inflation has gone down. It is lower than it was at the peak concern levels, but it still was a little sticky, and our economists predicted it continued to go down. I think all in all, the current economic environment, the first quarter and into the first part of April is solid with people working, spending, etc. People worried about the impact of tariffs or worried about the impact of getting employees. That's where our small businesses tell us. Right now, that's not affecting their current period of activity in terms of credit quality, in terms of spending, etc.

We'll see what it affects in the future. Thank you.

Lee McEntire
Head of Investor Relations, Bank of America

All right. Thank you, Brian. Somewhat related, shareholder Jing Zhao that submitted proposal five, if I remember, has asked, "What is the effect of the current trade war for Bank of America?"

Brian Moynihan
Chairman and CEO, Bank of America

As with any element, ultimately, the impact on a bank and our bank will be through the economic impact of a trade war or a regular war or other scenarios. If you believe that consumption falls and that results in reductions in force of employees, an unemployment rate would go up. As we model our reserves, we model our reserves to—we take our base reserves plus our judgmental reserves plus our non-formal reserves, our so-called imprecision.

You add those all together, that says our current reserve is set as if all those reserves were needed, it would imply that the unemployment rate got to 6%. We factor that all into our thinking about what could happen. All of it would be more reflected into our company based on a higher unemployment rate, therefore delinquencies in consumer products, whether it's card or whether it's home equities or mortgages or auto loans. That goes on. The second thing is that you'd see the prospects for businesses, if they have shrinking profit margins, things like that, that they would slow down some of their activity and therefore not borrow as much and therefore maybe have less profitability, which could lead to delinquencies. But Mr.

Zhao, like anything else, the way it gets there can come from many different sources, but the impact will be as it runs through the economy. That is why we do our stress testing with the Federal Reserve every year. That assumes 10% unemployment, housing prices down dramatically, stock market down 30% or more, commercial real estate down, all those different things. That is what they have tested in a stress test. Every quarter, we run a similar set of scenarios, including inflation scenarios and other things. All reflected in a core statistical question. GDP growth, unemployment, and things like that will affect our bank.

Lee McEntire
Head of Investor Relations, Bank of America

Okay. Thank you, Brian. The next question I am going to ask Ross Jeffries to respond to. Shareholder Chris Mueller, can we please start offering paper stock certificates again? Nearly every other bank still offers them. Ross?

Ross Jeffries
Deputy General Counsel and Corporate Secretary, Bank of America

Okay. Thank you, Mr.

Mueller, for your question. About a decade ago, our board amended the bylaws of the company to provide for uncertificated shares as permitted by Delaware law. What we were seeing is the trend among large U.S. corporate entities. The board did that, and we feel like it protects shareholders from lost or stolen paper certificates. It is also sustainable in the way we think about our stock representation. We have not gotten many questions from shareholders to have paper certificates, but we will look into it. We are confident that we are consistent with large corporate issuers.

Lee McEntire
Head of Investor Relations, Bank of America

Thank you, Ross. The next question comes from shareholder Jim Merrick. The question is, if our current president was able to fire the Fed chair, how do we think that would affect Bank of America and the markets?

Brian Moynihan
Chairman and CEO, Bank of America

I think at the end of the day, I think the discussion about this is a legal matter which courts and lawyers have their opinions about. At the end of the day, one of the most important things about America is its consistency and its independent central bank. We've been clear about that. That's a critical element of U.S. success. I think what happens, I think, will be determined on when and if this might take place or might not take place. I'd leave that to other legal experts about the probabilities.

Lee McEntire
Head of Investor Relations, Bank of America

All right. Thank you, Brian. The next question is regarding the stock. This comes from shareholder Karen Howell. The question reads, "When compared to similar financial institutions, Bank of America's share price is lower due to the number of common shares outstanding exceeding those of competitors.

Although we've seen positive increase in share value, how does having significantly more shares outstanding impact our company, either favorably or unfavorably?

Brian Moynihan
Chairman and CEO, Bank of America

Let me address that. We have been constantly repurchasing shares to reduce the share count. What that really does is the shareholders retain their shares, their interest in the company goes up, and the people who sell their shares are gone, obviously, and the company retires those shares. The tangible book value per share, the book value per share, the earnings per share are all affected by that. That is the long-term strategy. If you flip back, the other day, we generated $27 billion plus after-tax earnings last year. We paid a couple of billion dollars a quarter out in common dividends.

We take all the rest of the capital and say, "Do we need it to grow the company?" There is always a little bit we need to do that in terms of loan growth and our global markets business. We have invested heavily in that to grow it. Once we are done investing in businesses, our expectation has been and will continue to be that all the capital, since we are already above our regulatory minimums, then would go back into the shares, reduce the share count, and as you say, continue to benefit the rest of us that are long-term holders of stock.

Lee McEntire
Head of Investor Relations, Bank of America

Okay. Thank you, Brian. The next question comes from shareholder Alexander Holloway and his own deregulation. "President Trump has spoken about reducing or eliminating bank regulators in general and the FDIC, Consumer Financial Protection Bureau, and Federal Reserve specifically.

How could these policies affect employees and stockholders?"

Brian Moynihan
Chairman and CEO, Bank of America

I think as we work with our trade groups, our peer institutions, and the administration, and again, have worked with administrations for years about this, getting regulation right is in the best interest of our industry. We want a well-capitalized, well-liquidity business that can support the American economy and the worldwide economy because at the end of the day, that's what banks are supposed to do. As the pendulum swung in regulation, we probably lost the center and got too far restrictive with too many different ideas and thoughts. Now it's time to push it back. We will continue to run our business at Bank of America to serve our—in the case of the consumer that you brought up in your question, our consumers well. Our customer service scores are at record levels.

Our customer retention and our preferred customers is well over 99%. We are the fairest bank in terms of fees and other things. 40% or more of our accounts open or no overdraft possible in the way they're set up. We continue to believe in a fair basis, but we also continue to believe that regulation needs to be put back in a place where it actually helps us run the company as well and brings us ideas about best practices and get away from some of the aspects which have gone too far. We've been clear about that advocacy and will continue to be clear about it.

Lee McEntire
Head of Investor Relations, Bank of America

Thank you, Brian. The next question comes again from shareholder Mindy Wasserman. The question reads, "What is the trend in office space?

Is back-to-work completed and our offices filled? It is unclear whether that's referring to Bank of America or the general economy, Brian. "What differences in urban versus suburban commercial real estate and residential real estate do you see?"

Brian Moynihan
Chairman and CEO, Bank of America

I think in the broad trends, you saw after the pandemic a reassessment of real estate use by corporations and large companies, especially due to some of the policies on working in the office versus working at home and some of the capabilities that we all figured out we actually had during the pandemic. You have seen that ebb and flow since then. One has to remember that was built on a practice that had started about a decade before of utilizing workspaces much more effectively in the modern environment.

A lot of the changes in workforce presentation for our teammates was to end up with sort of better meeting spaces and cafeterias and coffee bars and other places by using some of the—by taking the office space down and increasing the family-style seatings and things like that. That had gone on. The pandemic then showed that you also have this other question about number of days in the office. As you work through that, that created a downdraft in commercial real estate demand, especially among older buildings that did not have all the facilities that newer buildings do. You saw that come through the demand cycle, and you saw it come through the books of real estate loans and a lot of companies, including ours.

That has largely gone through the system behind us, especially in our company that we've had multiple quarters where the commercial real estate charge has continued to come down as we work through the tail end of the issues. At the end of the day, it's a long-term trend which I don't think will reverse itself. We at Bank of America started with a management team in 2010. We had about 130 million sq ft. We're down to about 65-ish today. We expect that to continue to pare down, not only by numbers of people, but also the efficiency of that space. I think that will put a constant realization on demand by us and others for commercial real estate. We're not unique in what we're doing and many other companies doing.

As to urban and suburban, this is all going to play out by work patterns and living patterns that I think we can reference you some of our research team's reviews on that. But we've seen a stability in real estate demand in center cities in recent months, and we expect that to continue.

Lee McEntire
Head of Investor Relations, Bank of America

Okay. Thank you, Brian. I have a question from shareholder Karen Mcauley. It is a similar one on deregulation. "Still wondering what happens if the FDIC is eliminated. Consumers will have no protections. Market is already quite risky based on the president's administrative policies. Can you expand on this part of the question regarding the three regulatory agencies?"

Brian Moynihan
Chairman and CEO, Bank of America

I have not seen any proposal eliminate the Federal Deposit Insurance Corporation. It was passed after the Great Depression to insure deposits now up to $250,000.

I think that if anything, their proposal is potentially in Congress and other places to increase deposit insurance on operating accounts for small businesses and things like that. I would not worry about that.

Lee McEntire
Head of Investor Relations, Bank of America

Okay, Brian. We did have one other question regarding an ability to vote shares. Given that we had an 85% quorum, we will respond to that shareholder in person. Brian, I have no further questions in the queue from shareholders. I'll turn the meeting back over to you, sir.

Brian Moynihan
Chairman and CEO, Bank of America

Thank you, Lee. Thank you to our shareholders, and thank you for supporting our company. This concludes today's meeting on behalf of myself, on behalf of Lionel Nowell, and the rest of our board of directors, and on behalf of our management team. Thank you for being a shareholder in our company, and thank you for your support.

We look forward to seeing you next year. This now concludes the meeting. Thank you for joining.

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