Sr. Executive Vice President Hranicky Kyle G converted options into 33,519 shares and covered exercise/tax liability with 11,763 shares, increasing direct ownership by 60% to 57,896 units (SEC Form 4)
$WFC
Major Banks
Finance
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
WELLS FARGO & COMPANY/MN [ WFC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 02/05/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock, $1 2/3 Par Value | 02/05/2025 | M | 9,824.2308(1) | A | $0 | 45,963.6855 | D | |||
| Common Stock, $1 2/3 Par Value | 02/05/2025 | F | 4,071.8275 | D | $79.47 | 41,891.858 | D | |||
| Common Stock, $1 2/3 Par Value | 02/05/2025 | M | 13,479.0657(2) | A | $0 | 55,370.9237 | D | |||
| Common Stock, $1 2/3 Par Value | 02/05/2025 | F | 5,110.6288 | D | $79.47 | 50,260.2949 | D | |||
| Common Stock, $1 2/3 Par Value | 02/05/2025 | M | 10,215.5462(3) | A | $0 | 60,475.8411 | D | |||
| Common Stock, $1 2/3 Par Value | 02/05/2025 | F | 2,580.2794 | D | $79.47 | 57,895.5617 | D | |||
| Common Stock, $1 2/3 Par Value | 35,565.93(4) | I | Through 401(k) Plan | |||||||
| Common Stock, $1 2/3 Par Value | 4,470 | I | Through COH Trust(5) | |||||||
| Common Stock, $1 2/3 Par Value | 4,470 | I | Through KGH Trust(5) | |||||||
| Common Stock, $1 2/3 Par Value | 4,470 | I | Through PAH Trust(5) | |||||||
| Common Stock, $1 2/3 Par Value | 114,029 | I | Through PCK Family Holdings LP(6) | |||||||
| Common Stock, $1 2/3 Par Value | 2,225 | I | Through Trust(7) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Share Right | (8) | 02/05/2025 | M | 9,824.2308 | (9) | (9) | Common Stock, $1 2/3 Par Value | 9,824.2308 | $0 | 0 | D | ||||
| Restricted Share Right | (8) | 02/05/2025 | M | 13,479.0657 | (10) | (10) | Common Stock, $1 2/3 Par Value | 13,479.0657 | $0 | 13,479.0655 | D | ||||
| Restricted Share Right | (8) | 02/05/2025 | M | 10,215.5462 | (11) | (11) | Common Stock, $1 2/3 Par Value | 10,215.5462 | $0 | 22,557.7007 | D | ||||
| Explanation of Responses: |
| 1. Number of shares represents a Restricted Share Right ("RSR") vesting on February 5, 2025. Original grant date was January 25, 2022. This vesting represents one-third of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs). |
| 2. Number of shares represents a RSR vesting on February 5, 2025. Original grant date was January 24, 2023. This vesting represents one-third of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs). |
| 3. Number of shares represents a RSR vesting on February 5, 2025. Original grant date was January 23, 2024. This vesting represents one-third of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs). |
| 4. Reflects share equivalent of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of January 31, 2025, as if investable cash equivalents held by the Plan were fully invested in Wells Fargo & Company (the "Company") common stock. |
| 5. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein, if any. |
| 6. The reporting person and his spouse jointly control the general partner of the limited partnership. |
| 7. Held in trust for the benefit of the reporting person's children. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein, if any. |
| 8. Each RSR represents a contingent right to receive one share of Company common stock. |
| 9. These RSRs vest in three installments: one-third on 2/5/2023, 2/5/2024, and 2/5/2025. As a condition to receiving the grant, the reporting person agreed to hold, while employed by the Company and for one year after retirement, shares of Company common stock as required under the Company's Stock Ownership Policy. |
| 10. These RSRs vest in three installments: one-third on 2/5/2024, 2/5/2025, and 2/5/2026. As a condition to receiving the grant, the reporting person agreed to hold, while employed by the Company and for one year after retirement, shares of Company common stock as required under the Company's Stock Ownership Policy. |
| 11. These RSRs vest in three installments: one-third on 2/5/2025, 2/5/2026, and 2/5/2027. As a condition to receiving the grant, the reporting person agreed to hold, while employed by the Company and for one year after retirement, shares of Company common stock as required under the Company's Stock Ownership Policy. |
| Kyle G. Hranicky, by Meghan Daly, as Attorney-in-Fact | 02/07/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||