Statement of Changes in Beneficial Ownership (4)
16 Juni 2020 - 6:11PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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1. Name and Address of Reporting Person
*
Flowers Derek A. |
2. Issuer Name and Ticker or Trading Symbol
WELLS FARGO & COMPANY/MN
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WFC
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Sr. Executive Vice President |
(Last)
(First)
(Middle)
301 SOUTH COLLEGE STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/3/2020 |
(Street)
CHARLOTTE, NC 28202
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, $1 2/3 Par Value | 4/3/2020 | | G |
V
| 14515 | D | $0 | 0 | D | |
Common Stock, $1 2/3 Par Value | 4/3/2020 | | G |
V
| 14515 | A | $0 | 84991.775 (1) | I | Through Trust |
Common Stock, $1 2/3 Par Value | 6/12/2020 | | M | | 3907.2827 (2) | A | $0 | 3907.2827 | D | |
Common Stock, $1 2/3 Par Value | 6/12/2020 | | F | | 1747.2827 | D | $27.97 | 2160 | D | |
Common Stock, $1 2/3 Par Value | | | | | | | | 10523.59 (3) | I | Through 401(k) Plan |
Common Stock, $1 2/3 Par Value | | | | | | | | 332.573 (4) | I | Through Spouse's IRA |
Preferred Shares, Series L | | | | | | | | 25 | I | Through Trust |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 | (5) | 6/12/2020 | | M | | | 3907.2827 | (6) | (6) | Common Stock, $1 2/3 Par Value | 3907.2827 | $0 | 7812.4601 | D | |
Explanation of Responses: |
(1) | Includes 1,561.567 shares acquired through Wells Fargo & Company's (the "Company") dividend reinvestment plan on 6/1/2020. |
(2) | Number of shares represents a Restricted Share Right ("RSR") vesting on 6/12/2020. Original grant date was 6/12/2019. This vesting represents one-third of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs). |
(3) | Reflects share equivalent of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of May 29, 2020, as if investable cash equivalents held by Plan were fully invested in Company common stock. |
(4) | Includes 3.942 shares acquired through the Company's dividend reinvestment plan on 6/1/2020. |
(5) | Each RSR represents a contingent right to receive one share of Company common stock. |
(6) | These RSRs vest in three installments: one-third on 6/12/2020, 6/12/2021, and 6/12/2022. As a condition to receiving the grant, the reporting person agreed to hold, while employed by the Company and for at least one year after retirement, shares of Company common stock equal to at least 50% of the after-tax shares (assuming a 50% tax rate) acquired upon vesting. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Flowers Derek A. 301 SOUTH COLLEGE STREET CHARLOTTE, NC 28202 |
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| Sr. Executive Vice President |
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Signatures
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Derek A. Flowers, by Anthony R. Augliera, as Attorney-in-Fact | | 6/16/2020 |
**Signature of Reporting Person | Date |
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