Bank of America 2004 Annual Report Download - page 141

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140 BANK OF AMERICA 2004
Defined Contribution Plans
The Corporation maintains qualified defined contribution retirement
plans and nonqualified defined contribution retirement plans. As a
result of the Merger, beginning on April 1, 2004, the Corporation
maintains the defined contribution plans of former FleetBoston.
There are two components of the qualified defined contribution plans,
the Bank of America 401(k) Plan and the FleetBoston Financial
Savings Plan (the 401(k) Plans), and an employee stock ownership
plan (ESOP) and a profit-sharing plan. See Note 13 of the
Consolidated Financial Statements for additional information on the
ESOP provisions.
The Corporation contributed approximately $267 million, $204
million and $200 million for 2004, 2003 and 2002, respectively, in
cash and stock. Contributions in 2003 and 2002 were utilized prima-
rily to purchase the Corporation’s common stock under the terms of
the Bank of America 401(k) Plan. At December 31, 2004 and 2003,
an aggregate of 113 million shares and 45 million shares, respec-
tively, of the Corporation’s common stock were held by the 401(k)
Plans. During 2004, the Corporation converted the ESOP Preferred
Stock held by the Bank of America 401(k) Plan to common stock so
that there were no outstanding shares at December 31, 2004 in the
401(k) Plans. At December 31, 2003, one million shares of ESOP
Preferred Stock were held by the Bank of America 401(k) Plan.
Under the terms of the ESOP Preferred Stock provision, pay-
ments to the plan for dividends on the ESOP Preferred Stock were $4
million for 2004, $4 million for 2003 and $5 million for 2002.
Payments to the plan for dividends on the ESOP Common Stock were
$181 million, $128 million and $106 million during the same periods.
In addition, certain non-U.S. employees within the Corporation
are covered under defined contribution pension plans that are sepa-
rately administered in accordance with local laws.
Note 16
Stock-based Compensation Plans
At December 31, 2004, the Corporation had certain stock-based
compensation plans that are described below. For all stock-based
compensation awards issued prior to January 1, 2003, the
Corporation applied the provisions of APB 25 in accounting for its
stock option and award plans. Stock-based compensation plans
enacted after December 31, 2002, are accounted for under the pro-
visions of SFAS 123. For additional information on the accounting for
stock-based compensation plans and pro forma disclosures, see
Note 1 of the Consolidated Financial Statements.
The following table presents information on equity compensa-
tion plans at December 31, 2004:
Number of Shares
Remaining for
Number of Shares to be Weighted Average Future Issuance
Issued Upon Exercise of Exercise Price of Under Equity
Outstanding Options(1,4) Outstanding Options(2) Compensation Plans(3)
Plans approved by shareholders 228,770,883 $33.69 210,238,781
Plans not approved by shareholders 38,264,137 29.61
Total 267,035,020 $ 33.09 210,238,781
(1) Includes 7,422,369 unvested restricted stock units.
(2) Does not take into account unvested restricted stock units.
(3) Excludes shares to be issued upon exercise of outstanding options.
(4) In addition to the securities presented in the table above, there were outstanding options to purchase 77,938,908 shares of the Corporation’s common stock and 2,597,920 unvested restricted stock
units granted to employees of predecessor companies assumed in mergers. The weighted average option price of the assumed options was $32.39 at December 31, 2004.