Wells Fargo (NYSE: WFC) EVP Fernando Rivas details major share vesting

Rhea-AI Filing Summary

Wells Fargo & Company senior executive Fernando Rivas reported equity award activity and related share movements. On February 5, 2026, restricted share rights converted into 132,501.9505 shares of common stock and a separate award converted into 20,659.2612 shares, both at an exercise price of $0.

On the same date, Rivas disposed of 67,642.2124 and 8,936.0566 common shares at $93.14 per share, and directly held 121,515.051 common shares after these transactions. He continued to hold restricted share rights covering 73,612.8839 and 41,318.5223 shares. Indirectly, his spouse held 39 Series BB and 100 Series EE preferred shares.

SEC Form 4

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^*

Rivas Fernando

(Last) (First) (Middle)

30 HUDSON YARDS

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WELLS FARGO & COMPANY/MN [ WFC ]

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

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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	02/05/2026		M		132,501.9505(1)	A	$0	177,434.0588	D
Common Stock, $1 2/3 Par Value	02/05/2026		F		67,642.2124	D	$93.14	109,791.8464	D
Common Stock, $1 2/3 Par Value	02/05/2026		M		20,659.2612(2)	A	$0	130,451.1076	D
Common Stock, $1 2/3 Par Value	02/05/2026		F		8,936.0566	D	$93.14	121,515.051	D
Preferred Shares, Series BB								39	I	By Spouse
Preferred Shares, Series EE								100	I	By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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	(3)	02/05/2026		M			132,501.9505	(4)	(4)	Common Stock, $1 2/3 Par Value	132,501.9505	$0	73,612.8839	D
Restricted Share Right	(3)	02/05/2026		M			20,659.2612	(5)	(5)	Common Stock, $1 2/3 Par Value	20,659.2612	$0	41,318.5223	D

Explanation of Responses:

1. Number of shares represents a Restricted Share Right ("RSR") vesting on February 5, 2026. Original grant date was June 25, 2024. This vesting represents 45% of the original amount of RSRs granted (plus reinvested dividend equivalents).

2. Number of shares represents a RSR vesting on February 5, 2026. Original grant date was January 28, 2025. This vesting represents one-third of the original amount of RSRs granted (plus reinvested dividend equivalents).

3. Each RSR represents a contingent right to receive one share of Wells Fargo & Company (the "Company") common stock.

4. These RSRs vest in three installments: 30% on 2/5/2025, 45% on 2/5/2026, and 25% on 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.

5. These RSRs vest in three installments: one-third on 2/5/2026, 2/5/2027, and 2/5/2028. 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.

	Fernando S. Rivas, by Meghan Daly, as Attorney-in-Fact	02/09/2026
	** 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).
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FAQ

What did Wells Fargo (WFC) executive Fernando Rivas report in this Form 4?

Fernando Rivas reported vesting and related movements in Wells Fargo equity awards on February 5, 2026. Restricted share rights converted into common stock, some common shares were disposed of, and his direct and indirect holdings in common and preferred shares were updated.

How many Wells Fargo common shares did Fernando Rivas hold after the reported transactions?

After the February 5, 2026 transactions, Fernando Rivas directly held 121,515.051 shares of Wells Fargo common stock. This figure reflects both the shares received from restricted share right conversions and the shares disposed of during the same date, as disclosed in the filing.

What restricted share right activity did Fernando Rivas report for Wells Fargo (WFC)?

Rivas reported that 132,501.9505 restricted share rights and a separate 20,659.2612 restricted share right award were exercised into Wells Fargo common stock at an exercise price of $0. He still held 73,612.8839 and 41,318.5223 restricted share rights following these transactions.

At what price were Fernando Rivas’s Wells Fargo common shares disposed of?

The Form 4 shows dispositions of 67,642.2124 and 8,936.0566 Wells Fargo common shares at a price of $93.14 per share on February 5, 2026. These transactions are coded as “F” in the non-derivative securities table of the filing.

Does Fernando Rivas report any indirect ownership of Wells Fargo preferred shares?

Yes. The filing shows indirect ownership through his spouse of 39 preferred shares of Series BB and 100 preferred shares of Series EE. These positions are classified as indirect (I) with the nature of ownership described as “By Spouse” in the holdings table.

What is the role of Fernando Rivas at Wells Fargo in this insider filing?

In this insider report, Fernando Rivas is identified as a Sr. Executive Vice President of Wells Fargo & Company. The Form 4 indicates he is an officer of the issuer, not a director or 10% owner, and it updates his equity holdings accordingly.