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Wells Fargo & Co. 8-K Filings

WFC NYSE

Every 8-K that Wells Fargo & Co. (WFC) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow WFC and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full WFC filings page.

Rhea-AI Summary

Wells Fargo & Company (WFC) created a new series of preferred stock under its Restated Certificate of Incorporation. On August 17, 2026 it filed a Certificate of Designation in Delaware designating 6.55% Fixed Rate Reset Non-Cumulative Perpetual Class A Preferred Stock, Series HH, authorizing 70,000 shares without par value with a liquidation preference of $25,000 per share.

On August 19, 2026 Wells Fargo & Company sold 1,750,000 Depositary Shares, each representing a 1/25th interest in a share of Series HH Preferred Stock. The securities are issued under an existing Form S-3 shelf registration, with related agreements and legal opinions, including the underwriting agreement, deposit agreement, and opinions on the Series HH Preferred Stock and depositary receipts, filed as exhibits.

Rhea-AI Summary

Wells Fargo & Company reported preliminary results for the quarter ended June 30, 2026. Total revenue was $22,622 million, up 9% from a year earlier, and net income was $6,407 million, compared with $5,494 million. Diluted EPS rose to $2.00 from $1.60.

Net interest income grew 5% year-over-year to $12,317 million and noninterest income increased 13% to $10,305 million, helped by stronger venture capital investment performance, higher investment advisory fees on higher market valuations, and higher investment banking fees. Average loans were $1,026.5 billion and average deposits $1,465.6 billion.

The return on assets was 1.15%, return on equity was 15.0%, and return on average tangible common equity was 17.7%. The CET1 ratio under the Standardized Approach was 10.3%. Net loan charge-offs were 0.34% of average loans and nonperforming assets were 0.77% of total loans, both lower than a year earlier. The company repurchased 37.4 million common shares for $3.0 billion and expects a third quarter 2026 common dividend of $0.50 per share, subject to board approval.

Rhea-AI Summary

Wells Fargo & Company reported issuing new Medium-Term Notes, Series Y, under its shelf Registration Statement on Form S-3. The bank sold $2,250,000,000 of Senior Redeemable Fixed-to-Floating Rate Notes due May 20, 2029 and $500,000,000 of Senior Redeemable Floating Rate Notes due the same date.

It also issued $3,250,000,000 of Senior Redeemable Fixed-to-Floating Rate Notes due May 20, 2032. The filing mainly places into the record the forms of these notes and a legal opinion from Faegre Drinker Biddle & Reath LLP confirming the validity of the securities.

Rhea-AI Summary

Wells Fargo & Company reported voting results from its 2026 annual shareholder meeting. Shareholders approved an amendment and restatement of the company’s 2022 Long-Term Incentive Plan, which governs equity-based compensation, as described in the 2026 proxy statement and filed in full as an exhibit.

All 12 director nominees were elected, each receiving more votes "for" than "against." Shareholders approved, on an advisory basis, executive compensation, with 1,604,792,488 votes in favor, representing 65.53% of votes cast for, against and abstaining. They also ratified the appointment of KPMG LLP as independent registered public accounting firm for 2026 with 93.60% support.

Six shareholder proposals, including requests for an independent board chair, majority voting governance, and several ESG-related reports and committees, did not receive majority support. The proposal to govern by majority vote received 47.94% support, while the other shareholder proposals drew substantially lower approval levels.

Rhea-AI Summary

Wells Fargo & Company reported solid first-quarter 2026 results with Wells Fargo net income of $5.3 billion and total revenue of $21.4 billion, both up versus a year ago. Diluted earnings per common share were $1.60, a 15% increase from $1.39 in first quarter 2025.

Average loans rose to $996.0 billion and average deposits to $1.42 trillion, reflecting broad-based growth across Consumer Banking and Lending, Commercial Banking, Corporate and Investment Banking, and Wealth and Investment Management. Return on equity was 12.2% and return on average tangible common equity was 14.5%.

The bank’s efficiency ratio was 67, net interest margin on a taxable-equivalent basis was 2.47, and the Common Equity Tier 1 ratio under the Standardized Approach was 10.3%. Wells Fargo repurchased 46.3 million common shares for $4.0 billion and recorded $135 million of discrete tax benefits.

Rhea-AI Summary

Wells Fargo & Company created a new series of preferred stock and began selling it to investors. The company designated 90,000 shares of 6.125% Fixed Rate Reset Non-Cumulative Perpetual Class A Preferred Stock, Series GG, each with a liquidation preference of $25,000 per share.

The company then sold 2,250,000 Depositary Shares, with each Depositary Share representing a 1/25th interest in one share of the Series GG Preferred Stock. The terms of this new preferred series, along with the underwriting agreement, deposit agreement and related legal opinions, were filed as exhibits under an existing shelf registration on Form S‑3.

Rhea-AI Summary

Wells Fargo & Company filed a current report to disclose an update to its corporate charter. On March 17, 2026, the company filed with the Delaware Secretary of State a Certificate Eliminating the Certificate of Designation for its 3.90% Fixed Rate Reset Non-Cumulative Perpetual Class A Preferred Stock, Series BB. This filing removes from Wells Fargo’s Restated Certificate of Incorporation all matters previously set forth in the Series BB Certificate of Designation, which was originally filed on January 22, 2021. The elimination certificate is included as Exhibit 3.1 and incorporated by reference.

Rhea-AI Summary

Wells Fargo & Company is redeeming all of its 3.90% Fixed Rate Reset Non-Cumulative Perpetual Class A Preferred Stock, Series BB, along with the related depositary shares. The redemption will occur on March 15, 2026, shifting to March 16, 2026 because that date is a non-business day.

The company will redeem 140,400 preferred shares and 3,510,000 depositary shares, each depositary share representing a 1/25 interest in a preferred share. Holders will receive $25,000 per preferred share and $1,000 per depositary share. Regular quarterly dividends will still be paid separately on the redemption date to holders of record on February 27, 2026.

Rhea-AI Summary

Wells Fargo & Company filed a current report describing new debt issuance frameworks under its existing shelf registration. The company established a Medium-Term Note Program, Series AA, while its affiliate Wells Fargo Finance LLC set up a Medium-Term Note Program, Series B.

The filing mainly serves to provide the Securities and Exchange Commission with the related distribution agreements and the forms of global master notes for each series. This is an administrative step that prepares Wells Fargo to issue medium-term notes in the future under these programs.

Rhea-AI Summary

Wells Fargo & Company disclosed that its independent directors approved total 2025 compensation of $40 million for Chairman and CEO Charles W. Scharf. The board’s decision followed a “rigorous and holistic” review of company and individual performance across financial and non‑financial measures.

The board highlighted major regulatory progress in 2025, including closing 7 regulatory consent orders and the Federal Reserve’s removal of Wells Fargo’s asset cap, alongside enhancements to risk and control infrastructure. Financially, net income rose to $21.3 billion, diluted EPS grew 17%, fee-based revenue increased 5%, and return on equity improved to 12.4% from 11.4% in 2024.

The company returned about $23 billion of capital to shareholders in 2025, including $18 billion of share repurchases and a 13% increase in the quarterly common dividend per share. Mr. Scharf’s package includes a $2.5 million base salary and $37.5 million in variable compensation, split between $9.375 million in cash and $28.125 million in long-term equity awards, 65% as performance shares and 35% as restricted share rights. Wells Fargo also set a new medium‑term return on average tangible common equity target of 17–18%.

Rhea-AI Summary

Wells Fargo & Company filed a current report to document the issuance of four tranches of Medium-Term Notes, Series Y, under its existing shelf Registration Statement on Form S-3. On January 23, 2026, the company issued $500,000,000 of Senior Redeemable Floating Rate Notes due January 23, 2030, $2,000,000,000 of Senior Redeemable Fixed-to-Floating Rate Notes due January 23, 2030, $3,500,000,000 of Senior Redeemable Fixed-to-Floating Rate Notes due January 23, 2037, and $2,000,000,000 of Senior Redeemable Fixed-to-Floating Rate Notes due January 23, 2047. The filing primarily serves to place on record the forms of the Notes and a legal opinion from Faegre Drinker Biddle & Reath LLP regarding the validity of these securities, along with the related consent and technical exhibit materials.

Rhea-AI Summary

Wells Fargo & Company filed a current report to distribute a court-ordered notice about a proposed settlement of a shareholder derivative action. A U.S. District Court in the Northern District of California issued an order on January 13, 2026 granting preliminary approval of the settlement and directing that the Notice of Pendency and Proposed Settlement of Derivative Action be provided.

The notice, filed as Exhibit 99.1, concerns shareholder derivative litigation related to the company’s home mortgage lending practices and its diversity-related hiring practices. This filing itself does not describe settlement terms, financial impact, or governance changes, but formally makes the court-directed notice available to investors and the public.

Rhea-AI Summary

Wells Fargo & Company filed a report highlighting that it has released its financial results for the quarter ended December 31, 2025. The company issued a news release and a 4Q25 Quarterly Supplement, both providing details on its results of operations and financial condition, and made these materials available on its website.

The company also plans to host a live conference call and webcast to discuss its fourth quarter 2025 financial results and related matters, supported by presentation materials posted online. These materials, together with the earnings release and supplement, are included as exhibits to the report, giving investors multiple ways to review and follow the quarter’s performance.

Rhea-AI Summary

Wells Fargo & Company announced that it has given notice to redeem its Floating Rate Junior Subordinated Deferrable Interest Debentures due January 15, 2027. The optional prepayment date will be January 15, 2026, and the redemption price will be 100% of the principal amount of the debentures plus any accrued and unpaid interest up to, but not including, that date. Once these debentures are redeemed, a covenant tied to them will no longer restrict Wells Fargo’s ability to repurchase or redeem its 3.90% Fixed Rate Reset Non-Cumulative Perpetual Class A Preferred Stock, Series BB, giving the company more flexibility in managing that preferred stock.

Rhea-AI Summary

Wells Fargo & Company reported its third-quarter 2025 results and made related materials available. The company filed a news release and its 3Q25 Quarterly Supplement, and it plans to host a live conference call and webcast on October 14, 2025 to discuss the quarter and other matters.

The news release (Exhibit 99.1) and 3Q25 Quarterly Supplement (Exhibit 99.2) are considered “filed” for purposes of Section 18 of the Exchange Act. Presentation materials for the call (Exhibit 99.3) are furnished under Regulation FD and are not incorporated by reference into Securities Act filings.

Rhea-AI Summary

Wells Fargo & Company filed a Current Report disclosing the form documents and related legal opinion for a set of medium-term notes designated Series Y. The filing lists three note types: a Fixed-to-Floating Rate Note due September 15, 2029, a $750,000,000 Senior Redeemable Floating Rate Note due September 15, 2029, and a $1,750,000,000 Senior Redeemable Fixed-to-Floating Rate Note due September 15, 2036. The exhibits include the forms of the three notes, an opinion and consent from Faegre Drinker Biddle & Reath LLP, and the cover page in Inline XBRL. The filing provides document forms and legal clearance but does not disclose pricing, final issuance amounts for the first 2029 note, or use of proceeds.

Rhea-AI Summary

Wells Fargo & Company filed a report describing the establishment of a Medium-Term Note Program, Series Y, and a Subordinated Medium-Term Note Program, Series Z, on August 28, 2025. The filing is primarily to provide the related Distribution Agreement to the Securities and Exchange Commission as an exhibit. The company also lists its common stock and multiple series of non-cumulative perpetual preferred stock, as well as its guarantee of certain medium-term notes of Wells Fargo Finance LLC, as being registered on the New York Stock Exchange.

Rhea-AI Summary

On 15 July 2025, Wells Fargo & Company (NYSE: WFC) filed a Form 8-K to disclose that it has released its second-quarter 2025 operating results and related investor materials.

  • Exhibit 99.1: Press release announcing Q2-25 results (deemed “filed”).
  • Exhibit 99.2: 2Q25 Quarterly Supplement with additional detail (deemed “filed”).
  • Exhibit 99.3: Investor presentation for the earnings call (furnished, not filed).

The company will host a live conference call and webcast on 15 July 2025 to review the quarter and answer investor questions. Beyond identifying the exhibits and scheduling information, the filing supplies no quantitative financial data or guidance; investors must refer to the attached exhibits for numerical results.

This routine disclosure satisfies Item 2.02 (Results of Operations and Financial Condition) and Item 7.01 (Regulation FD) requirements and confirms availability of the materials on Wells Fargo’s investor relations website.