Wells Fargo (NYSE: WFC) awards 2023 Performance Shares to Sr. EVP

Rhea-AI Filing Summary

Ling Bei reported acquisition or exercise transactions in this Form 4 filing.

Wells Fargo & Company senior executive vice president Ling Bei reported an award of 47,218.8067 2023 Performance Shares on February 26, 2026. Each Performance Share is a contingent right to receive one share of Wells Fargo common stock, tied to financial performance over a three-year period ending December 31, 2025.

These Performance Shares, including reinvested dividend equivalents, stem from an award originally granted on January 24, 2023. As a condition of receiving the grant, Ling Bei agreed to hold Wells Fargo common stock while employed and for one year after retirement under the company’s Stock Ownership Policy. The filing also notes direct ownership of 17,870.2078 common shares, 407.63 share equivalents through a 401(k) ESOP fund as of January 30, 2026, and 74,912 shares held indirectly through a trust.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Ling Bei

Role Sr. Executive Vice President

Type	Security	Shares	Price	Value
Grant/Award	2023 Performance Shares	47,218.807	$0.00	--
holding	Common Stock, $1 2/3 Par Value	--	--	--
holding	Common Stock, $1 2/3 Par Value	--	--	--
holding	Common Stock, $1 2/3 Par Value	--	--	--

Holdings After Transaction: 2023 Performance Shares — 47,218.807 shares (Direct); Common Stock, $1 2/3 Par Value — 17,870.208 shares (Direct); Common Stock, $1 2/3 Par Value — 407.63 shares (Indirect, Through 401(k) Plan)

Footnotes (1)

1. Reflects share equivalent of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of January 30, 2026, as if investable cash equivalents held by the Plan were fully invested in Wells Fargo & Company (the "Company") common stock. Each Performance Share represents a contingent right to receive one share of Company common stock. Represents the number of 2023 Performance Shares (including reinvested dividend equivalents) determined based on financial performance for the three-year performance period ended December 31, 2025 pursuant to the terms and conditions of a Performance Share award granted on January 24, 2023, which is exempt under Rule 16b-3(d). 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.

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

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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^*

Ling Bei

(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)
02/26/2026

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								17,870.2078	D
Common Stock, $1 2/3 Par Value								407.63(1)	I	Through 401(k) Plan
Common Stock, $1 2/3 Par Value								74,912	I	Through Trust

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
2023 Performance Shares	(2)	02/26/2026		A		47,218.8067		(3)	(3)	Common Stock, $1 2/3 Par Value	47,218.8067	$0	47,218.8067	D

Explanation of Responses:

1. Reflects share equivalent of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of January 30, 2026, as if investable cash equivalents held by the Plan were fully invested in Wells Fargo & Company (the "Company") common stock.

2. Each Performance Share represents a contingent right to receive one share of Company common stock.

3. Represents the number of 2023 Performance Shares (including reinvested dividend equivalents) determined based on financial performance for the three-year performance period ended December 31, 2025 pursuant to the terms and conditions of a Performance Share award granted on January 24, 2023, which is exempt under Rule 16b-3(d). 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.

	Bei Ling, by Meghan Daly, as Attorney-in-Fact	02/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Wells Fargo executive Ling Bei report in this Form 4 for WFC?

Ling Bei reported receiving 47,218.8067 2023 Performance Shares in Wells Fargo common stock. These are contingent rights that settle in shares based on financial performance over a three-year period ending December 31, 2025, from an award granted January 24, 2023.

How many 2023 Performance Shares did Ling Bei receive from Wells Fargo (WFC)?

Ling Bei received 47,218.8067 2023 Performance Shares from Wells Fargo. Each Performance Share represents a right to one share of common stock, determined by company financial performance over a three-year period that ended December 31, 2025, including reinvested dividend equivalents.

What conditions apply to Ling Bei’s Wells Fargo 2023 Performance Share grant?

As a condition of receiving the 2023 Performance Shares, Ling Bei agreed to hold Wells Fargo common stock while employed and for one year after retirement. This requirement comes from the company’s Stock Ownership Policy tied to the January 24, 2023 performance share award.

What are Ling Bei’s reported direct Wells Fargo (WFC) common stock holdings?

After the reported transactions, Ling Bei directly holds 17,870.2078 shares of Wells Fargo common stock. This amount reflects shares owned outright, separate from performance-based awards, retirement plan share equivalents, or shares held indirectly through a trust structure.

How many Wells Fargo shares does Ling Bei hold through retirement and trust accounts?

Ling Bei holds 407.63 share equivalents in the Wells Fargo ESOP Fund under the 401(k) Plan as of January 30, 2026, and 74,912 Wells Fargo common shares indirectly through a trust, in addition to directly held shares and performance-based awards reported in the filing.

What does each Wells Fargo 2023 Performance Share reported by Ling Bei represent?

Each 2023 Performance Share represents a contingent right to receive one share of Wells Fargo common stock. The number of shares was determined based on financial performance for the three-year period ending December 31, 2025, including any reinvested dividend equivalents under the award terms.