Wells Fargo offers 4.46% callable notes 2027

WELLS FARGO & COMPANY/MN (WFC), through its subsidiary Wells Fargo Finance LLC, is offering senior unsecured fixed rate callable notes due October 12, 2027, fully and unconditionally guaranteed by Wells Fargo & Company.

Rhea-AI Filing Summary

WELLS FARGO & COMPANY/MN (WFC), through its subsidiary Wells Fargo Finance LLC, is offering senior unsecured fixed rate callable notes due October 12, 2027, fully and unconditionally guaranteed by Wells Fargo & Company. The notes pay 4.46% per annum, with interest paid semi-annually on March 10 and September 10, starting March 10, 2027. Each note has a $1,000 principal amount, and holders receive $1,000 per note plus accrued interest at stated maturity if the notes are not redeemed earlier. Wells Fargo Finance LLC may redeem the notes, in whole but not in part, at 100% of principal plus accrued interest on March 10 and September 10, 2027. The notes are senior unsecured obligations of the issuer, fully guaranteed on a senior unsecured basis by Wells Fargo & Company, and are subject to the credit risk of both entities. The notes will not be listed on any securities exchange, and a secondary market is not expected to develop, so investors should be prepared to hold to maturity.

Key Figures

Interest rate: 4.46% per annum Denomination per note: $1,000 Maturity date: October 12, 2027 +2 more

5 metrics

Interest rate 4.46% per annum Fixed rate on the notes until October 12, 2027

Denomination per note $1,000 Original offering price and principal amount of each note

Maturity date October 12, 2027 Stated maturity date of the notes

Optional redemption dates March 10, 2027 and September 10, 2027 Issuer may redeem the notes at 100% of principal plus accrued interest

Interest payment schedule Semi-annually on March 10 and September 10 Interest payments starting March 10, 2027 to September 10, 2027 and at maturity

Key Terms

Medium-Term Notes, Series B, original issue discount, pari passu, structurally subordinated, +1 more

5 terms

Medium-Term Notes, Series B financial

"The notes are senior unsecured debt securities of Wells Fargo Finance LLC and are part of a series entitled “Medium-Term Notes, Series B.”"

original issue discount financial

"If the notes’ stated principal amount exceeds their issue price by more than a de minimis amount, the notes would be issued with original issue discount (“OID”)."

Original issue discount (OID) is the difference between a debt security’s face value and the lower price at which it is first sold, treated as additional interest that accrues over the life of the instrument. For investors it matters because OID raises the effective yield and changes taxable income and the holding’s cost basis over time — think of buying a $100 voucher for $90 and recognizing the $10 gain as earned interest as the voucher approaches maturity.

pari passu financial

"That guarantee will rank pari passu with all other unsecured, unsubordinated obligations of the Guarantor."

An instruction that different claims, securities, or creditors are treated equally and share rights or payments on the same priority level. For investors, it means their position will be paid or have voting power alongside others in the same class rather than being favored or subordinated—think of several people standing in one bus line who all get on together rather than some cutting ahead. That parity affects expected recovery in reorganizations, dividend order, and relative risk.

structurally subordinated financial

"Holders Of The Notes Could Be At Greater Risk For Being Structurally Subordinated if assets are conveyed."

A claim or security is structurally subordinated when it sits lower in the legal repayment order because it is issued by a subsidiary rather than the parent company, so its holders are paid only after the parent’s creditors and any creditors of the subsidiary’s parent entities are satisfied. Imagine a line for repayment: structurally subordinated investors stand further back in line, which affects the likelihood and amount they might recover if the company or group faces financial trouble. This matters to investors because it usually implies higher risk and can influence expected return, liquidity, and credit pricing.

issue price financial

"We expect the “issue price” of the notes to be equal to their stated principal amount."

The issue price is the amount of money investors pay to buy a new security, such as a stock or bond, when it is first offered to the public. It matters to investors because it determines their initial cost and potential future gains or losses, similar to paying a set price for a new product before it hits stores. The issue price helps establish the value of the security at the start of its trading life.

Offering Details

shelf

Offering

Offering Type shelf

FAQ

What is WFC’s new note offering described in this 424B2 filing?

Wells Fargo Finance LLC is issuing senior unsecured fixed rate callable notes due October 12, 2027, in $1,000 denominations, fully and unconditionally guaranteed by Wells Fargo & Company, with interest paid at a fixed 4.46% per annum.

What interest rate do the new Wells Fargo (WFC) notes pay and how often?

The notes pay interest at a fixed rate of 4.46% per annum, with payments made semi-annually on the 10th of March and September, beginning March 10, 2027, and also on the stated maturity date, unless the notes are redeemed earlier.

When do the Wells Fargo (WFC) notes mature and can they be redeemed early?

The notes have a stated maturity date of October 12, 2027. Wells Fargo Finance LLC may redeem them early, in whole but not in part, on March 10, 2027 and September 10, 2027 at 100% of principal plus accrued interest.

Are the new Wells Fargo (WFC) notes secured or guaranteed?

The notes are senior unsecured obligations of Wells Fargo Finance LLC and are fully and unconditionally guaranteed by Wells Fargo & Company on a senior unsecured basis, so payments depend on the creditworthiness of both the issuer and the guarantor.

Will the Wells Fargo (WFC) callable notes be listed or actively traded?

No. The notes will not be listed on any securities exchange or automated quotation system, and no trading market is expected to develop. Any resale would likely depend on a dealer, and investors should be prepared to hold the notes to maturity.

What is the price and denomination of the Wells Fargo (WFC) notes and who receives the proceeds?

Each note has an original offering price of $1,000 and the minimum denomination is $1,000 and integral multiples. For each note, $1,000 in proceeds is shown as payable to Wells Fargo Finance LLC, with no agent discount listed per note.

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Available on EDGAR 09/08/2026 - 04:52 PM Accepted by SEC EDGAR 09/08/2026 - 04:50 PM Learn about SEC filing dates

The information in this preliminary pricing supplement is not complete and may be changed. This preliminary pricing supplement and the accompanying prospectus supplement and prospectus are not an offer to sell these notes and we are not soliciting an offer to buy these notes in any jurisdiction where the offer or sale is not permitted.

	Filed Pursuant to Rule 424(b)(2) Registration Nos. 333-292881 and 333-292881-01
	Subject To Completion, dated September 8, 2026 PRICING SUPPLEMENT No. 206 dated September        , 2026 (To Prospectus Supplement dated February 13, 2026 and Prospectus dated February 13, 2026) Wells Fargo Finance LLC Medium-Term Notes, Series B Fully and Unconditionally Guaranteed by Wells Fargo & Company $ Fixed Rate Callable Notes Notes due October 12, 2027

The notes have a term of 13 months, subject to our right to redeem the notes on the optional redemption dates beginning 6 months after issuance. The notes pay interest semi-annually at a fixed per annum rate, as set forth below. All payments on the notes are subject to credit risk. If Wells Fargo Finance LLC, as issuer, and Wells Fargo & Company, as guarantor, default on their obligations, you could lose some or all of your investment. The notes will not be listed on any exchange and are designed to be held to maturity.

	Terms of the Notes
	Issuer:		Wells Fargo Finance LLC
	Guarantor:		Wells Fargo & Company
	Original Offering Price:		$1,000 per note. References in this pricing supplement to a “note” are to a note with a principal amount of $1,000.
	Pricing Date:		September 8, 2026.*
	Issue Date:		September 10, 2026.*
	Stated Maturity Date:		October 12, 2027.* The notes are subject to redemption by Wells Fargo Finance LLC prior to the stated maturity date as set forth below under “Optional Redemption.” The notes are not subject to repayment at the option of any holder of the notes prior to the stated maturity date.
	Payment at Maturity:		Unless redeemed prior to stated maturity by Wells Fargo Finance LLC, a holder will be entitled to receive on the stated maturity date a cash payment in U.S. dollars equal to $1,000 per note, plus any accrued and unpaid interest.
	Interest Payment Dates:		Semi-annually on the 10th day of each March and September, commencing March 10, 2027 to and including September 10, 2027, and on the stated maturity date, unless earlier redeemed.*
	Interest Period:		With respect to an interest payment date, the period from, and including, the immediately preceding interest payment date (or, in the case of the first interest period, the issue date) to, but excluding, that interest payment date.
	Interest Rate:		4.46% per annum. See “Description of Notes—Interest and Principal Payments” and “—Fixed Rate Notes” in the prospectus supplement for a discussion of the manner in which interest on the notes will be calculated, accrued and paid.
	Optional Redemption:		The notes are redeemable by Wells Fargo Finance LLC, in whole but not in part, on the optional redemption dates, at 100% of their principal amount plus accrued and unpaid interest to, but excluding, the redemption date. Wells Fargo Finance LLC will give notice to the holders of the notes at least 5 days and not more than 30 days prior to the date fixed for redemption in the manner described in the accompanying prospectus supplement under “Description of Notes—Redemption and Repayment.”
	Optional Redemption Dates:		Semi-annually on the 10th day of each March and September, commencing March 10, 2027 and ending September 10, 2027*.
	Listing:		The notes will not be listed on any securities exchange or automated quotation system.
	Denominations:		$1,000 and any integral multiples of $1,000
	CUSIP Number:		95001HQ53

* To the extent that we make any change to the expected pricing date or expected issue date, the interest payment dates, the optional redemption dates and stated maturity date may also be changed in our discretion to ensure that the term of the notes remains the same.

Investing in the notes involves risks not associated with an investment in conventional debt securities. See “Selected Risk Considerations” on page PRS-3 herein and “Risk Factors” beginning on page S-5 of the accompanying prospectus supplement.

The notes are the unsecured obligations of Wells Fargo Finance LLC, and, accordingly, all payments are subject to credit risk. If Wells Fargo Finance LLC, as issuer, and Wells Fargo & Company, as guarantor, default on their obligations, you could lose some or all of your investment. The notes are not savings accounts, deposits or other obligations of a depository institution and are not insured by the Federal Deposit Insurance Corporation, the Deposit Insurance Fund or any other governmental agency.

Neither the Securities and Exchange Commission nor any state securities commission or other regulatory body has approved or disapproved of these notes or passed upon the accuracy or adequacy of this pricing supplement or the accompanying prospectus supplement and prospectus. Any representation to the contrary is a criminal offense.

		Original Offering Price	Agent Discount(1)	Proceeds to Wells Fargo Finance LLC
	Per Note	$1,000.00	—	$1,000.00
	Total

(1) See “Supplemental Plan of Distribution (Conflicts of Interest)” in the prospectus supplement for further information including information regarding how we may hedge our obligations under the notes and offering expenses. Wells Fargo Securities, LLC, an affiliate of Wells Fargo Finance LLC and a wholly owned subsidiary of Wells Fargo & Company, is the agent for the distribution of the notes and is acting as principal.

Wells Fargo Securities

ADDITIONAL INFORMATION ABOUT THE ISSUER, THE GUARANTOR AND THE NOTES

The notes are senior unsecured debt securities of Wells Fargo Finance LLC and are part of a series entitled “Medium-Term Notes, Series B.”

All payments on the notes are fully and unconditionally guaranteed by Wells Fargo & Company, as guarantor. All payments on the notes are subject to credit risk.

You should read this pricing supplement together with the prospectus supplement dated February 13, 2026 and the prospectus dated February 13, 2026 for additional information about the notes. To the extent that disclosure in this pricing supplement is inconsistent with the disclosure in the prospectus supplement or prospectus, the disclosure in this pricing supplement will control. Certain defined terms used but not defined herein have the meanings set forth in the prospectus supplement.

When we refer to “we,” “us” or “our” in this pricing supplement, we refer only to Wells Fargo Finance LLC and not to any of its affiliates, including Wells Fargo & Company.

You may access the prospectus supplement and prospectus on the SEC websiteiwww.sec.gov as follows (or if such address has changed, by reviewing our filings for the relevant date on the SEC website):

●Prospectus Supplement dated February 13, 2026:

https://www.sec.gov/Archives/edgar/data/1738143/000183988226009700/seriesb-424b2_021326.htm

●Prospectus dated February 13, 2026:

https://www.sec.gov/Archives/edgar/data/72971/000183988226009692/standalone-424b2_021326.htm

PRS-2

SELECTED RISK CONSIDERATIONS

Your investment in the notes will involve risks not associated with an investment in conventional debt securities. You should carefully consider the risk factors set forth below and the “Risk Factors” section of the accompanying prospectus supplement as well as the other information contained in the prospectus supplement and prospectus, including the documents they incorporate by reference. You should reach an investment decision only after you have carefully considered with your advisors the appropriateness of an investment in the notes in light of your particular circumstances.

Risks Relating To The Notes Generally

The Amount Of Interest You Receive May Be Less Than The Return You Could Earn On Other Investments.

Interest rates may change significantly over the term of the notes, and it is impossible to predict what interest rates will be at any point in the future. The interest rate payable on the notes may be more or less than prevailing market interest rates at any time during the term of the notes. As a result, the amount of interest you receive on the notes may be less than the return you could earn on other investments.

The Per Annum Interest Rate Will Affect Our Decision To Redeem The Notes.

It is more likely that we will redeem the notes prior to the stated maturity date during periods when the remaining interest is to accrue on the notes at a rate that is greater than that which we would pay on a conventional fixed-rate non-redeemable note of comparable maturity. If we redeem the notes prior to the stated maturity date, you may not be able to invest in other notes that yield as much interest as the notes.

Risks Relating To An Investment In Wells Fargo Finance LLC’s Debt Securities, Including The Notes

The Notes Are Subject To Credit Risk.

The notes are our obligations, are fully and unconditionally guaranteed by the Guarantor and are not, either directly or indirectly, an obligation of any other third party. Any amounts payable under the notes are subject to creditworthiness. As a result, our and the Guarantor’s actual and perceived creditworthiness may affect the value of the notes and, in the event we and the Guarantor were to default on the obligations under the notes and the guarantee, you may not receive any amounts owed to you under the terms of the notes.

As A Finance Subsidiary, We Have No Independent Operations And Will Have No Independent Assets.

As a finance subsidiary, we have no independent operations beyond the issuance and administration of our securities and will have no independent assets available for distributions to the holders of our securities, including the notes, if they make claims in respect of such securities in a bankruptcy, resolution or similar proceeding. Accordingly, any recoveries by such holders will be limited to those available under the related guarantee by the Guarantor and that guarantee will rank pari passu with all other unsecured, unsubordinated obligations of the Guarantor. Holders will have recourse only to a single claim against the Guarantor and its assets under the guarantee. Holders of the notes should accordingly assume that in any such proceedings they would not have any priority over and should be treated pari passu with the claims of other unsecured, unsubordinated creditors of the Guarantor, including holders of unsecured, unsubordinated debt securities issued by the Guarantor.

Holders Of The Notes Have Limited Rights Of Acceleration.

Holders Of The Notes Could Be At Greater Risk For Being Structurally Subordinated If Either We Or The Guarantor Conveys, Transfers Or Leases All Or Substantially All Of Our Or Its Assets To One Or More Of The Guarantor’s Subsidiaries.

The Notes Will Not Have The Benefit Of Any Cross-Default Or Cross-Acceleration With Other Indebtedness Of The Guarantor; Events Of Bankruptcy, Insolvency, Receivership Or Liquidation Relating To The Guarantor And Failure By The Guarantor To Perform Any Of Its Covenants Or Warranties (Other Than A Payment Default Under The Guarantee) Will Not Constitute An Event Of Default With Respect To The Notes.

PRS-3

Risks Relating To The Value Of The Notes And Any Secondary Market

The Agent Discount, Offering Expenses And Certain Hedging Costs Are Likely To Adversely Affect The Price At Which You Can Sell Your Notes.

Assuming no changes in market conditions or any other relevant factors, the price, if any, at which you may be able to sell the notes will likely be lower than the original offering price. The original offering price includes, and any price quoted to you is likely to exclude, the agent discount paid in connection with the initial distribution, offering expenses and the projected profit that our hedge counterparty (which may be one of our affiliates) expects to realize in consideration for assuming the risks inherent in hedging our obligations under the notes. In addition, any such price is also likely to reflect dealer discounts, mark-ups and other transaction costs, such as a discount to account for costs associated with establishing or unwinding any related hedge transaction. The price at which the agent or any other potential buyer may be willing to buy your notes will also be affected by the interest rate provided by the notes and by the market and other conditions discussed in the next risk factor.

The Value Of The Notes Prior To Stated Maturity Will Be Affected By Numerous Factors, Some Of Which Are Related In Complex Ways.

The value of the notes prior to stated maturity will be affected by interest rates at that time and a number of other factors, some of which are interrelated in complex ways. The effect of any one factor may be offset or magnified by the effect of another factor. The following factors, among others, are expected to affect the value of the notes. When we refer to the “value” of your note, we mean the value that you could receive for your note if you are able to sell it in the open market before the stated maturity date.

●Interest Rates. The value of the notes may be affected by changes in the interest rates in the U.S. markets.

●Creditworthiness. Actual or anticipated changes in our and the Guarantor’s creditworthiness may affect the value of the notes. However, because the return on the notes is dependent upon factors in addition to our ability to pay our obligations under the notes and the Guarantor’s ability to pay its obligations under the guarantee, such as whether we exercise our option to redeem the notes, an improvement in our and the Guarantor’s creditworthiness will not reduce the other investment risks related to the notes.

The Notes Will Not Be Listed On Any Securities Exchange And We Do Not Expect A Trading Market For The Notes To Develop.

The notes will not be listed or displayed on any securities exchange or any automated quotation system. Although the agent and/or its affiliates may purchase the notes from holders, they are not obligated to do so and are not required to make a market for the notes. There can be no assurance that a secondary market will develop. Because we do not expect that any market makers will participate in a secondary market for the notes, the price at which you may be able to sell your notes is likely to depend on the price, if any, at which the agent is willing to buy your notes.

If a secondary market does exist, it may be limited. Accordingly, there may be a limited number of buyers if you decide to sell your notes prior to stated maturity. This may affect the price you receive upon such sale. Consequently, you should be willing to hold the notes to stated maturity.

Risk Relating To Conflicts Of Interest

A Dealer Participating In The Offering Of The Notes Or Its Affiliates May Realize Hedging Profits Projected By Its Proprietary Pricing Models In Addition To Any Selling Concession, Creating A Further Incentive For The Participating Dealer To Sell The Notes To You.

If any dealer participating in the offering of the notes, which we refer to as a “participating dealer,” or any of its affiliates conducts hedging activities for us in connection with the notes, that participating dealer or its affiliates will expect to realize a projected profit from such hedging activities, if any, and this projected hedging profit will be in addition to any concession that the participating dealer realizes for the sale of the notes to you. This additional projected profit may create a further incentive for the participating dealer to sell the notes to you.

PRS-4

UNITED STATES FEDERAL TAX CONSIDERATIONS

In the opinion of our counsel, Davis Polk & Wardwell LLP, the notes will be treated as debt instruments for U.S. federal income tax purposes.

We expect the “issue price” of the notes to be equal to their stated principal amount. Assuming that the notes’ issue price is equal to the stated principal amount, the notes will be issued without original issue discount (“OID”) for U.S. federal income tax purposes. However, the issue price of the notes will be determined on the pricing date. If the notes’ stated principal amount exceeds their issue price by more than a de minimis amount, the notes would be issued with OID, in which case a U.S. holder (as defined in the accompanying prospectus supplement) would generally be required to recognize the OID in income in advance of the receipt of the related cash payments.

Both U.S. and non-U.S. persons considering an investment in the notes should read the discussion under “United States Federal Taxation” in the accompanying prospectus supplement for more information.

PRS-5

SUPPLEMENTAL PLAN OF DISTRIBUTION

Wells Fargo Securities, LLC, an affiliate of Wells Fargo Finance LLC and a wholly owned subsidiary of Wells Fargo & Company, is the agent for the distribution of the notes. The agent may resell the notes to other securities dealers at the original offering price of $1,000 per note. Such securities dealers may include Wells Fargo Advisors (the trade name of the retail brokerage business of our affiliates, Wells Fargo Clearing Services, LLC and Wells Fargo Advisors Financial Network, LLC).

The agent or another affiliate of ours expects to realize hedging profits projected by its proprietary pricing models to the extent it assumes the risks inherent in hedging our obligations under the notes. If any dealer participating in the distribution of the notes or any of its affiliates conducts hedging activities for us in connection with the notes, that dealer or its affiliate will expect to realize a profit projected by its proprietary pricing models from such hedging activities. Any such projected profit will be in addition to any discount or concession received in connection with the sale of the notes to you.

PRS-6