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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Share Right | (6) | 02/05/2024 | M | 17,043.3843 | (7) | (7) | Common Stock, $1 2/3 Par Value | 17,043.3843 | $ 0 | 0 | D | ||||
| Restricted Share Right | (6) | 02/05/2024 | M | 21,657.9629 | (8) | (8) | Common Stock, $1 2/3 Par Value | 21,657.9629 | $ 0 | 21,657.9631 | D | ||||
| Restricted Share Right | (6) | 02/05/2024 | M | 19,953.3134 | (9) | (9) | Common Stock, $1 2/3 Par Value | 19,953.3134 | $ 0 | 39,905.5965 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Van Beurden Saul 30 HUDSON YARDS NEW YORK, NY 10001 |
Sr. Executive Vice President | |||
| Saul Van Beurden, by Ryan T. Tollgaard, as Attorney-in-Fact | 02/23/2024 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Number of shares represents a Restricted Share Right ("RSR") vesting on February 5, 2024. Original grant date was January 26, 2021. 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, 2024. 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). |
| (3) | Number of shares represents a RSR vesting on February 5, 2024. 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). |
| (4) | Due to technical issues, the transactional rows in the initial Form 4 filed on February 7, 2024 were in the incorrect order. This amendment is filed to correct the order of the transactions occurring on February 5, 2024, and reflect the reporting person's correct direct ownership of 129,008.08 following the transactions occurring on such date. |
| (5) | Reflects share equivalent of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of January 31, 2024, as if investable cash equivalents held by the Plan were fully invested in Wells Fargo & Company (the "Company") common stock. |
| (6) | Each RSR represents a contingent right to receive one share of Company common stock. |
| (7) | These RSRs vest in three installments: one-third on 2/5/2022, 2/5/2023, and 2/5/2024. 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. |
| (8) | 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. |
| (9) | 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. |