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¶ – Release Delayed ·As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/25/11 Bank of America Corp/DE 10-K¶ 12/31/10 191:87M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 6.65M
191: COVER ¶ Comment-Response or Cover Letter to the SEC HTML 46K
2: EX-3.B Articles of Incorporation/Organization or Bylaws HTML 125K
3: EX-4.EE Instrument Defining the Rights of Security Holders HTML 70K
4: EX-4.FF Instrument Defining the Rights of Security Holders HTML 68K
5: EX-4.GG Instrument Defining the Rights of Security Holders HTML 63K
6: EX-4.HH Instrument Defining the Rights of Security Holders HTML 63K
7: EX-10.C Material Contract HTML 48K
9: EX-10.DDD Material Contract HTML 49K
10: EX-10.EEE Material Contract HTML 97K
8: EX-10.I Material Contract HTML 252K
11: EX-10.III Material Contract HTML 70K
12: EX-10.JJJ Material Contract HTML 122K
13: EX-10.KKK Material Contract HTML 83K
14: EX-10.LLL Material Contract HTML 75K
16: EX-21 Subsidiaries List HTML 500K
17: EX-23 Consent of Experts or Counsel HTML 49K
18: EX-24.A Power of Attorney HTML 56K
19: EX-24.B Power of Attorney HTML 49K
15: EX-12 Statement re: Computation of Ratios HTML 58K
20: EX-31.A Certification -- §302 - SOA'02 HTML 50K
21: EX-31.B Certification -- §302 - SOA'02 HTML 50K
22: EX-32.A Certification -- §906 - SOA'02 HTML 46K
23: EX-32.B Certification -- §906 - SOA'02 HTML 46K
143: XML IDEA XML File -- Definitions and References XML 986K
169: XML IDEA XML File -- Filing Summary XML 1.32M
160: XML.R1 Document and Entity Information XML 236K
161: XML.R2 Consolidated Statement of Income XML 729K
91: XML.R3 Consolidated Balance Sheet XML 1.13M
107: XML.R4 Consolidated Balance Sheet (Parenthetical) XML 439K
140: XML.R5 Consolidated Statement of Changes in Shareholders' XML 1.57M
Equity
134: XML.R6 Consolidated Statement of Cash Flows XML 734K
179: XML.R7 Consolidated Statement of Cash Flows XML 331K
(Parenthetical)
54: XML.R8 Summary of Significant Accounting Principles XML 173K
133: XML.R9 Merger and Restructuring Activity XML 144K
47: XML.R10 Trading Account Assets and Liabilities XML 89K
46: XML.R11 Derivatives XML 601K
90: XML.R12 Securities XML 515K
152: XML.R13 Outstanding Loans and Leases XML 521K
95: XML.R14 Allowance for Credit Losses XML 172K
100: XML.R15 Securitizations and Other Variable Interest XML 682K
Entities
125: XML.R16 Representations and Warranties Obligations and XML 172K
Corporate Guarantees
188: XML.R17 Goodwill and Intangible Assets XML 117K
78: XML.R18 Deposits XML 95K
30: XML.R19 Federal Funds Sold, Securities Borrowed or XML 124K
Purchased Under Agreements to Resell and
Short-term Borrowings
105: XML.R20 Long-term Debt XML 389K
149: XML.R21 Commitments and Contingencies XML 257K
62: XML.R22 Shareholders' Equity XML 181K
141: XML.R23 Accumulated Other Comprehensive Income XML 129K
101: XML.R24 Earnings Per Common Share XML 111K
178: XML.R25 Regulatory Requirements and Restrictions XML 127K
155: XML.R26 Employee Benefit Plans XML 599K
111: XML.R27 Stock Based Compensation Plans XML 112K
126: XML.R28 Income Taxes XML 222K
45: XML.R29 Fair Value Measurements XML 833K
50: XML.R30 Fair Value Option XML 185K
66: XML.R31 Fair Value of Financial Instruments XML 90K
85: XML.R32 Mortgage Servicing Rights XML 119K
124: XML.R33 Business Segment Information XML 396K
154: XML.R34 Parent Company Information XML 177K
37: XML.R35 Performance By Geographic Area XML 122K
55: XML.R36 Summary of Significant Accounting Principles XML 100K
(Policies)
164: XML.R37 Merger and Restructuring Activity (Tables) XML 155K
176: XML.R38 Trading Account Assets and Liabilities (Tables) XML 87K
113: XML.R39 Derivatives (Tables) XML 606K
185: XML.R40 Securities (Tables) XML 544K
56: XML.R41 Outstanding Loans and Leases (Tables) XML 559K
187: XML.R42 Allowance for Credit Losses (Tables) XML 175K
70: XML.R43 Securitizations and Other Variable Interest XML 690K
Entities (Tables)
33: XML.R44 Representations and Warranties Obligations and XML 154K
Corporate Guarantees (Tables)
67: XML.R45 Goodwill and Intangible Assets (Tables) XML 106K
148: XML.R46 Deposits (Tables) XML 99K
174: XML.R47 Federal Funds Sold, Securities Borrowed or XML 121K
Purchased Under Agreements to Resell and
Short-term Borrowings (Tables)
98: XML.R48 Long-term Debt (Tables) XML 389K
73: XML.R49 Commitments and Contingencies (Tables) XML 125K
123: XML.R50 Shareholder's Equity (Tables) XML 163K
43: XML.R51 Accumulated Other Comprehensive Income (Tables) XML 126K
129: XML.R52 Earnings Per Common Share (Tables) XML 106K
76: XML.R53 Regulatory Requirements and Restrictions (Tables) XML 112K
53: XML.R54 Employee Benefit Plans (Tables) XML 645K
172: XML.R55 Stock-Based Compensation Plans (Tables) XML 109K
166: XML.R56 Income Taxes (Tables) XML 246K
89: XML.R57 Fair Value Measurements (Tables) XML 837K
60: XML.R58 Fair Value Option (Tables) XML 145K
157: XML.R59 Fair Value of Financial Instruments (Tables) XML 85K
49: XML.R60 Mortage Servicing Rights (Tables) XML 129K
135: XML.R61 Business Segment Information (Tables) XML 394K
130: XML.R62 Parent Company Information (Tables) XML 189K
165: XML.R63 Performance by Geographical Area (Tables) XML 121K
159: XML.R64 Summary of Significant Accounting Principles XML 958K
(Details)
181: XML.R65 Merger and Restructuring Activity (Details) XML 215K
58: XML.R66 Merger and Restructuring Activity (Details 1) XML 504K
88: XML.R67 Merger and Restructuring Activity (Details 2) XML 132K
119: XML.R68 Merger and Restructuring Activity (Details 3) XML 318K
103: XML.R69 Merger and Restructuring Activity (Details XML 446K
Textuals)
122: XML.R70 Trading Account Assets and Liabilities (Details) XML 511K
186: XML.R71 Derivatives (Details) XML 7.25M
59: XML.R72 Derivatives (Details 1) XML 426K
71: XML.R73 Derivatives (Details 2) XML 517K
65: XML.R74 Derivatives (Details Textuals) XML 479K
115: XML.R75 Securities (Details) XML 3.66M
128: XML.R76 Securities (Details 1) XML 4.67M
110: XML.R77 Securities (Details 2) XML 478K
99: XML.R78 Securities (Details 3) XML 120K
57: XML.R79 Securities (Details 4) XML 182K
35: XML.R80 Securities (Details Textuals) XML 1.40M
117: XML.R81 Outstanding Loans and Leases (Details) XML 1.82M
87: XML.R82 Outstanding Loans and Leases (Details 1) XML 410K
109: XML.R83 Outstanding Loans and Leases (Details 2) XML 2.61M
145: XML.R84 Outstanding Loans and Leases (Details 3) XML 554K
139: XML.R85 Outstanding Loans and Leases (Details 4) XML 230K
80: XML.R86 Outstanding Loans and Leases (Details 5) XML 858K
151: XML.R87 Outstanding Loans and Leases (Details 6) XML 720K
136: XML.R88 Outstanding Loans and Leases (Details 7) XML 218K
64: XML.R89 Outstanding Loans and Leases (Details 8) XML 130K
97: XML.R90 Outstanding Loans and Leases (Details Textuals) XML 1.28M
138: XML.R91 Allowance for Credit Losses (Details 1) XML 615K
77: XML.R92 Allowance for Credit Losses (Details 2) XML 1.32M
156: XML.R93 Allowance for Credit Losses (Details Textuals) XML 260K
83: XML.R94 Securitizations and Other Variable Interest XML 1.20M
Entities (Details 1)
144: XML.R95 Securitizations and Other Variable Interest XML 3.44M
Entities (Details 2)
118: XML.R96 Securitizations and Other Variable Interest XML 3.95M
Entities (Details 3)
36: XML.R97 Securitizations and Other Variable Interest XML 1.44M
Entities (Details 4)
81: XML.R98 Securitizations and Other Variable Interest XML 1.27M
Entities (Details Textuals)
150: XML.R99 Representations and Warranties Obligations and XML 540K
Corporate Guarantees (Details)
51: XML.R100 Representations and Warranties Obligations and XML 480K
Corporate Guarantees (Details 1)
112: XML.R101 Representations and Warranties Obligations and XML 360K
Corporate Guarantees (Details Textuals)
127: XML.R102 Goodwill and Intangible Assets (Details 1) XML 544K
163: XML.R103 Goodwill and Intangible Assets (Details 2) XML 345K
190: XML.R104 Goodwill and Intangible Assets (Details Textuals) XML 482K
74: XML.R105 Deposits (Details) XML 475K
38: XML.R106 Federal Funds Sold, Securities Borrowed or XML 793K
Purchased Under Agreements to Resell and
Short-term Borrowings (Details)
79: XML.R107 Long-term Debt (Details) XML 2.11M
86: XML.R108 Long-term Debt (Details 1) XML 732K
48: XML.R109 Long-term Debt (Details 2) XML 7.81M
171: XML.R110 Long-Term Debt (Details Textuals) XML 635K
168: XML.R111 Commitments and Contingencies (Details) XML 9.96M
42: XML.R112 Shareholder's Equity (Details) XML 3.04M
92: XML.R113 Shareholders Equity (Details Textuals) XML 1.21M
108: XML.R114 Accumulated Other Comprehensive Income (Details) XML 756K
142: XML.R115 Earnings Per Common Share (Details 1) XML 179K
44: XML.R116 Earnings Per Common Share (Details 2) XML 166K
180: XML.R117 Earnings Per Common Share (Details Textual) XML 242K
120: XML.R118 Regulatory Requirements and Restrictions (Details) XML 472K
104: XML.R119 Regulatory Requirements and Restrictions (Details XML 493K
Textuals)
41: XML.R120 Employee Benefit Plans (Details) XML 651K
147: XML.R121 Employee Benefit Plans (Details 1) XML 1.15M
131: XML.R122 Employee Benefit Plans (Details 2) XML 1.19M
82: XML.R123 Employee Benefit Plans (Details 3) XML 860K
72: XML.R124 Employee Benefit Plans (Details 4) XML 408K
96: XML.R125 Employee Benefit Plans (Details 5) XML 495K
183: XML.R126 Employee Benefit Plans (Details 6) XML 370K
114: XML.R127 Employee Benefit Plans (Details 7) XML 1.94M
116: XML.R128 Employee Benefit Plans (Details 8) XML 803K
158: XML.R129 Employee Benefit Plans (Details 9) XML 373K
132: XML.R130 Employee Benefit Plans (Details Textuals) XML 1.31M
32: XML.R131 Stock-Based Compensation Plans (Details) XML 560K
162: XML.R132 Stock-Based Compensation Plans (Details 1) XML 812K
68: XML.R133 Income Taxes (Details) XML 2.87M
94: XML.R134 Fair Value Measurements (Details 1) XML 8.81M
121: XML.R135 Fair Value Measurements (Details 2) XML 2.45M
106: XML.R136 Fair Value Measurements (Details 3) XML 740K
182: XML.R137 Fair Value Measurements (Details 4) XML 1.92M
69: XML.R138 Fair Value Measurements (Details 5) XML 774K
52: XML.R139 Fair Value Measurements (Details 6) XML 249K
189: XML.R140 Fair Value Measurements (Details Textuals) XML 541K
175: XML.R141 Fair Value Option (Details) XML 1.52M
93: XML.R142 Fair Value Option (Details 1) XML 520K
31: XML.R143 Fair Value Option (Details Textuals) XML 87K
167: XML.R144 Fair Value of Financial Instruments (Details) XML 210K
177: XML.R145 Mortage Servicing Rights (Details) XML 223K
39: XML.R146 Mortgage Servicing Rights (Details 1) XML 163K
75: XML.R147 Mortgage Servicing Rights (Details 2) XML 309K
102: XML.R148 Mortgage Servicing Rights (Details Textuals) XML 78K
184: XML.R149 Business Segment Information (Details) XML 1.40M
63: XML.R150 Business Segment Information (Details 1) XML 1.76M
84: XML.R151 Business Segment Information (Details 2) XML 626K
137: XML.R152 Business Segment Information (Details 3) XML 331K
40: XML.R153 Parent Company Information (Details) XML 428K
34: XML.R154 Parent Company Information (Details 1) XML 551K
146: XML.R155 Parent Company Information (Details 2) XML 573K
61: XML.R156 Performance by Geographical Area (Details) XML 629K
173: XML.R157 Performance by Geographical Area (Details XML 244K
Textuals)
170: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 11.72M
24: EX-101.INS XBRL Instance -- bac-20101231 XML 17.41M
26: EX-101.CAL XBRL Calculations -- bac-20101231_cal XML 381K
29: EX-101.DEF XBRL Definitions -- bac-20101231_def XML 3.49M
27: EX-101.LAB XBRL Labels -- bac-20101231_lab XML 5.83M
28: EX-101.PRE XBRL Presentations -- bac-20101231_pre XML 4.32M
25: EX-101.SCH XBRL Schema -- bac-20101231 XSD 1.11M
153: ZIP XBRL Zipped Folder -- 0000950123-11-018743-xbrl Zip 1.02M
| exv10weee |
| Signing Bonus |
| • | You will receive a signing bonus of One Million Four Hundred Seventy Thousand Dollars ($1,470,000) within forty-five (45) days of your Start Date. This bonus is being paid to encourage you to accept our offer and to remain employed with the Company for at least a year. This bonus payment must be repaid to the Company within thirty (30) days should you voluntarily terminate your employment within twelve (12) months of your receipt of payment, or in the event you are terminated for “Cause” (as defined below) as is reflected in the attached Reimbursement Agreement (for Signing Bonuses and Supplemental Payments). |
| Base Salary |
| • | You will receive an annual base salary of Nine Hundred Fifty Thousand Dollars ($950,000), payable on a semi-monthly basis in accordance with the Company’s normal payroll practices. |
| • | In addition, you will receive a Restricted Stock Award with a value of Three Million Dollars ($3,000,000) payable as described below. The award date will be January 15, 2010. | ||
| • | Provided you remain continuously employed by the Company or any of its affiliates this Restricted Stock Award will vest and be fully payable on the third anniversary of the award date. | ||
| • | You will receive a detailed package related to this restricted stock award shortly after the award date. This package will contain the specific terms of your award, including vesting and forfeiture provisions, and will in all events be the governing document for your award. |
| • | You will be eligible to participate in a Bank of America Corporation performance incentive plan. Performance incentive awards granted under such plans (“Performance Incentive Awards”) acknowledge exceptional performance and are intended to attract and retain top talent for the Company. | |
| • | For performance year 2009, you will be eligible to receive a Performance Incentive Award with a target value of Two Million Two Hundred Thousand Dollars ($2,200,000). Any such 2009 Performance Incentive Award you may ultimately receive will be provided in the form of a restricted stock award granted in February 2010. Provided you remain continuously employed by the Company or any of its affiliates and receive such a Restricted Stock Award, the Award will vest and be fully payable on the third anniversary of the award date. You will receive a detailed package related to this restricted stock award shortly after the award date. This package will contain the specific terms of your awards, including vesting and forfeiture provisions, and will in all events be the governing document for your award. | |
| • | For performance year 2010, you will be eligible to receive a Performance Incentive Award with a target value of Eight Million Fifty Thousand Dollars ($8,050,000). This target is comprised of a Restricted Stock Award with a target value of Three Million Six Hundred Thirty Thousand Dollars ($3,630,000) granted in February 2011 and a cash payment with a target value of Four Million Four Hundred Twenty Thousand Dollars ($4,420,000), payable in February 2011. Provided you remain continuously employed by the Company or any of its affiliates and receive a Restricted Stock Award for performance year 2010, the award will vest and be fully payable on the third anniversary of the award date. You will receive a detailed package related to this restricted stock award shortly after the award date. This package will contain the specific terms of your award, including vesting and forfeiture provisions, and will in all events be the governing document for your award. | |
| • | The target Performance Incentive Awards noted above, whether in the form of restricted stock or cash, are not a commitment for a Performance Incentive Award of any particular dollar amount. Your eligibility for an award and the actual value of any such award will be determined in the sole discretion of the Company and therefore could be greater or less than the stated target amount based upon: [1] your overall level of performance and the satisfactory performance of your job objectives; [2] the performance and contributions of your line of business and / or group; and [3] the overall success of the Company. | |
| • | In order to be eligible to receive a Performance Incentive Award, including for performance year(s) 2009 and 2010, you must remain continuously employed by the Company or any of its affiliates in good standing through the date the award is actually granted. Except as otherwise specifically provided herein, in the event that you voluntarily resign your employment, or the Company terminates your employment for any reason, you are not eligible for and shall not be entitled to receive any additional compensation other than the continuation of your base salary through your separation date, and payment of accrued but unused vacation. | |
| • | Although generally granted in February following the close of the applicable performance year, a portion of this award is offered to you as incentive to encourage you, as a valued associate, to remain employed by the Company. Therefore, Performance Incentive Awards may be granted in any combination of cash, a long term cash award, restricted |
| stock shares / units or other forms of compensation at the Company’s discretion, and will be valued according to the Company’s method of valuing all forms of compensation. The Company reserves the right in its sole discretion to change or modify the manner or mode of delivering compensation for a performance year, including the right to grant awards in any form that Bank of America, in its sole discretion, deems equivalent. | ||
| • | Any award made as part of your Performance Incentive Award is subject to the terms and conditions of the applicable plan document and individual award agreement, if any. The Company reserves the right to amend, modify or terminate any of its plans or programs at any time in its sole discretion; provided, however, that no such amendment, modification or termination will adversely affect your rights under any award previously granted to you without your consent. |
| • | You will not be eligible to be paid any portion of the Performance Incentive Award targets described above if you engage in “Detrimental Conduct”. | |
| • | Detrimental Conduct means (A) any conduct that would constitute “Cause” as defined below or (B) any one of the following: [1] any act or omission by you resulting or intended to result in personal gain at the expense of the Company; [2] the improper disclosure by you of proprietary, privileged or confidential information of the Company or a Company client or former client or breach of a fiduciary duty owed to the Company or a Company client or former client; [3] improper conduct by you including, but not limited to, fraud, unethical conduct, falsification of Company records, unauthorized removal of Company property or information, intentional violation or negligent disregard for the Company’s policies, rules and procedures, insubordination, theft, violent acts or threats of violence, unauthorized possession of controlled substances on the property of the Company, conduct causing reputational harm to the Company or its clients, or the use of the Company’s property, facilities or services for unauthorized or illegal purposes; [4] the performance by you of your employment duties in a manner deemed by the Company to be grossly negligent; [5] the commission of a criminal act by you, whether or not performed in the workplace, that subjects, or if generally known, would subject the Company to public ridicule or embarrassment. |
| • | You will be or may become eligible for other benefit plans as adopted by the Company from time to time. The terms of these plans shall be determined by the Company or as thereafter amended. Any grants or awards made in accordance with these plans shall be governed by the terms of the applicable plans and the grant or award agreement provided to you at the time of issuance. |
| • | You agree that during your Notice Period, and for one hundred eighty (180) calendar days after the expiration of the Notice Period, you shall not directly or indirectly induce or solicit any employee working for the Company or for a subsidiary or affiliate of the Company to terminate their employment with the Company or their employment with a subsidiary or affiliate of the Company; and | |
| • | You agree that during your Notice Period, and for one hundred eighty (180) calendar days after the expiration of the Notice Period, you shall not directly or indirectly induce or solicit any client of the Company or of a subsidiary or affiliate of the Company to terminate or modify its relationship with the Company or with a subsidiary or affiliate of the Company. | |
| • | You agree that for a period of one hundred eighty (180) calendar days after the expiration of the Notice Period, you will not engage directly or indirectly, whether as a director, officer, employee, partner, consultant, advisor, independent contractor or in any other capacity, in providing the same or similar services to those you provided to the Company or a subsidiary or affiliate of the Company to a) any competitive business identified in the Key Associate Stock Plan in effect at the time of your separation from employment; and b) any other business entity in the financial services industry which provides products or services which compete with those provided by the Company or a subsidiary or affiliate of the Company. | |
| • | You also agree that because your services are personal and unique and because you will have access to and will be acquainted with Company Confidential Information, to the fullest extent permitted by law, these non-solicitation and non-competition provisions will be enforceable by injunction, specific performance or other equitable relief, without bond and without prejudice to any other rights or remedies that the Company may have for breach of these provisions. |
| • | You will be eligible to participate in the employee benefit plans and programs that Bank of America offers to its associates, subject to the provisions of those plans. These benefits include a 401(k) plan, cash balance pension plan, and health and other welfare benefits such as medical, dental, vision, life, and long-term disability insurance. Bank of America also offers paid time off benefits such as occasional illness days, short-term disability, and vacation. | |
| • | You will be eligible to enroll in health care coverage the first of the month after you have completed one full month of continuous service, not counting the month you began |
| working. For example, an associate whose employment begins January 1 would be eligible to begin coverage on March 1. To further illustrate, an associate who begins employment on May 25 would become eligible to participate on July 1. |
| • | “Interim Period.” Assuming that you accept and agree to the terms of this letter, during the period which begins immediately after you sign and date this letter, and ends upon your actual Start Date, you acknowledge and agree that your employment with the Company has not yet begun. You further acknowledge and agree that your employment with the Company will begin on the Start Date when you start work for the Company. During the described interim period, this offer remains subject to rescission/revocation by the Company, in its sole discretion upon discovery of conduct or behavior by you which: [i] if you were already in the Company’s employ, would constitute Detrimental Conduct or Cause; [ii] if you were already in the Company’s employ, would constitute a breach of the representations and warranties set out in this letter; or [iii] such other behavior or conduct as is plainly and materially injurious to the Company, its business interests or its reputation. | |
| • | Employment At Will. The terms of this letter do not imply employment for any specific period of time. Rather, as is the case with all employees within the Company and Bank |
| of America generally, your employment is at will. You have the right to terminate your employment at any time with or without cause or notice, unless it is otherwise required as stated herein, and the Company reserves for itself an equal right, subject to the terms of this letter. | ||
| • | Background Checks. Any offer with Bank of America is contingent upon the satisfactory completion of various background investigations that include employment and education verification, a federal/national and county level criminal conviction investigation, and a FINRA Pre-Hire review. Prior to the issuance of this offer letter you were required to sign and return the Pre-Hire Authorization, and Fair Credit Reporting Act forms. In addition, if you have not already done so, please complete the background investigation authorization form and return it promptly to your Recruiting contact. All information disclosed must be accurate and complete. You will not be permitted to begin your employment until a successful background investigation has been completed. | |
| • | Confidentiality Agreement. This offer is specifically contingent upon your signing the Company’s standard form of Confidentiality Agreement, a copy of which is being provided with this letter. | |
| • | Proprietary Rights and Information Agreement. This offer is specifically contingent upon your signing the Company’s standard form of Proprietary Rights and Information Agreement, a copy of which is being provided with this letter. | |
| • | Company Policies and Procedures. You hereby agree that, effective from and after your Start Date, you will adhere to the Company’s policies and procedures applicable to all employees generally, and / or applicable to your position and function within the Company. Upon commencement of your employment, you will be required to execute the Company’s standard forms, including if you have not already done so, the Bank of America Applicant Acknowledgment Form, and all other forms and acknowledgements required of employees generally. These policies and procedures, which you will receive in the context of your orientation, address, among other things, outside employment limitations, arbitration of disputes, compliance rules and regulations, insider trading, equal employment opportunity and sexual harassment and information security policies. You should fully familiarize yourself with these policies and procedures as they pertain to your employment. The Company reserves its full discretion to change or modify its policies and procedures, or to adopt/implement new policies. | |
| • | Associate Investment Policy. You should also understand as a result of your employment with the Company you may be subject to the Associate Investment Policy which could limit or restrict your ability to buy, sell or recommend securities on behalf of yourself, your family and other affiliated individuals and could limit the broker dealers with whom you maintain your accounts to those approved by the Company. This policy may also require prior notice and/or pre-approval of personal securities related activities. You hereby agree that, effective from and after your start date, you will adhere to and comply with the Company’s Associate Investment Policy as directed by the Company. If notified that you are subject to this policy, you will be required to execute appropriate online certification acknowledging your receipt of and compliance with the policy and must similarly report all of your brokerage accounts. | |
| You should also be aware that the Company has adopted a policy relating to mutual fund advisory activities and mutual fund share sales, trading, clearing and processing activities respecting (a) market timing of mutual funds, (b) late trading of mutual funds, and / or (c) |
| the dissemination of information concerning Bank of America advised mutual fund portfolio positions. You hereby agree that, effective from and after your Start Date, you will adhere to and comply with the BAC Mutual Fund Share Trading Policy, which can be found in the Bank of America Code of Ethics provided on the offer acceptance Web site. A link to this site was provided above in this letter. Shortly after your Start Date, either through web-based training via the Associate Learning Portal or through interactive voice response system via telephone, you will asked to acknowledge that you have read, understand and agree to comply with the Code and the Policy. | ||
| • | Immigration Reform and Control Act of 1986 — “Form I-9.” Any offer with Bank of America is specifically contingent upon appropriate work authorization as described below. To comply with the Immigration Reform and Control Act of 1986, you are required to complete an I-9 form and provide documents confirming both your identity and your employment eligibility. The completion of Form I-9 is a two-step process which is outlined in the enclosed document entitled “Preparing For Your First Day.” Under the law, your continued employment depends upon your completion of the I-9 process. If you fail to complete the Form I-9 process before your Start Date, Bank of America will be required to suspend your Start Date until proper completion has been verified, or if circumstances warrant, to revoke and rescind this offer. Please contact your Recruiter or Staffing Manager if you have any questions regarding the completion of the I-9 process. |
| 1 | “Outside Directorships” include all directorships or board memberships or committee memberships you hold at the time you sign this letter. |
| • | “Garden Leave” / Notice Period Obligations. By signing this letter, you represent to the Company that your acceptance of this offer and agreement to accept employment with the Company under these terms will not conflict with, violate or constitute a breach of any employment or other agreement to which you are a party and that you are not required to obtain the consent of any person, firm, corporation or other entity in order to accept this offer of employment. | |
| • | Solicitation of Business and Former Colleagues. You further warrant and represent that you are not subject to any restrictive covenants or other continuing obligations that in any way restrict your ability to engage in or solicit any business of any type engaged in by the Company, or to participate in any recruiting or staffing efforts on behalf of the Company. | |
| • | Non-Disclosure of Confidential, Business and Proprietary or Trade Secret Information. You further represent and agree that you will not knowingly use or otherwise disclose any confidential, business and proprietary or trade secret information obtained as a result of any prior employment, unless specifically authorized to do so by your former employer(s). You should clearly understand that this provision of this letter should be regarded as this Company’s explicit instruction for you not to use or disclose this information in breach and/or violation of your representations and agreement. | |
| • | Full Documentation of Prior Compensation. You also represent that to the extent requested, you have provided the Company with full and accurate documentation of your prior compensation as well as documentation reflecting your unvested and foregone stock options, restricted stock and/or cash that has or may be forfeited for which the Company will compensate you under the conditions described in this letter. | |
| • | Confidentiality. You agree that to the fullest extent permitted by law, the circumstances surrounding the negotiation of, and the specific terms of this letter, and any and all actions by the Company and you in accordance therewith are strictly confidential and, with the exception of your counsel, legal advisor, tax advisor, immediate family, or as required by applicable law in connection with your seeking to enforce your rights hereunder, have not and shall not be disclosed, discussed, or revealed to any other persons, entities or organizations, whether within or outside the Company, without the prior written approval of the Company. You further agree to take all reasonable steps necessary to ensure that confidentiality is maintained by any of the individuals or entities referenced in this paragraph to whom disclosure is authorized. |
Sincerely
|
Accepted and Agreed: | |
/s/ Andrea Smith
|
/s/ Sallie Krawcheck | |
Andrea B. Smith
|
Sallie L. Krawcheck | |
Senior Human Resources Executive |
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| Dated: 8/3/09 | ||
Anticipated Start Date: August 4, 2009 |
| • | Reimbursement Agreement | ||
| • | Bank of America Corporation, Code of Ethics and General Policy on Insider Trading | ||
| • | Bank of America, Protection of Bank of America Confidential Information and Employee and Customer Relationships and Acknowledgement of Policy Concerning Notice Before Resignation / Retirement | ||
| • | Proprietary Rights and Information Agreement | ||
| • | Bank of America Outside Directorship Policy |
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/25/11 | FWP | ||
| For Period end: | 12/31/10 | 11-K, 13F-HR, 13F-HR/A, 4, 5 | ||
| 1/15/10 | 3, 4, 8-K | |||
| 8/4/09 | 3, 3/A, 40-APP/A, 8-K, FWP | |||
| 7/31/09 | 4, 424B2, 8-K, FWP | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/20/24 Bank of America Corp./DE 10-K 12/31/23 200:61M 2/22/23 Bank of America Corp./DE 10-K 12/31/22 200:66M 11/10/22 Bank of America Corp./DE SC TO-I 7:1.3M Bank of America Corp./DE Donnelley … Solutions/FA 2/22/22 Bank of America Corp./DE 10-K 12/31/21 201:72M 8/02/21 Bank of America Corp./DE S-3/A 12:4.2M Donnelley … Solutions/FA 6/25/21 Bank of America Corp./DE S-3 10:2.9M Donnelley … Solutions/FA 2/24/21 Bank of America Corp./DE 10-K 12/31/20 199:66M 1/30/12 SEC UPLOAD¶ 10/03/17 1:45K Bank of America Corp./DE 12/02/11 SEC UPLOAD¶ 10/03/17 1:52K Bank of America Corp./DE 8/03/11 SEC UPLOAD¶ 10/03/17 1:69K Bank of America Corp./DE 6/06/11 SEC UPLOAD¶ 10/03/17 1:189K Bank of America Corp./DE |