Equity award: Wells Fargo (NYSE: WFC) grants 2023 performance shares to top executive

Rhea-AI Filing Summary

Wells Fargo & Company senior executive Saul Van Beurden received an equity award tied to past performance. On February 26, 2026, he acquired 87,691.4224 "2023 Performance Shares" as a grant, categorized as a grant, award, or other acquisition.

Each Performance Share represents a contingent right to receive one share of Wells Fargo common stock, determined by financial performance over a three-year period that ended December 31, 2025, under an award originally granted on January 24, 2023. As a condition of the grant, he agreed to hold company stock in line with Wells Fargo’s Stock Ownership Policy while employed and for one year after retirement.

Following these transactions, his directly held Wells Fargo common stock totaled 215,949.2997 shares, with additional indirect holdings through a 401(k) plan and accounts for three children.

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^*

Van Beurden Saul

(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								215,949.2997	D
Common Stock, $1 2/3 Par Value								1,290.73(1)	I	Through 401(k) Plan
Common Stock, $1 2/3 Par Value								2,316.234	I	By Child 1
Common Stock, $1 2/3 Par Value								2,282	I	By Child 2
Common Stock, $1 2/3 Par Value								2,282	I	By Child 3

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		87,691.4224		(3)	(3)	Common Stock, $1 2/3 Par Value	87,691.4224	$0	87,691.4224	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.

	Saul Van Beurden, 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.
* 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) disclose about Saul Van Beurden’s new equity award?

Wells Fargo reported that senior executive Saul Van Beurden received 87,691.4224 2023 Performance Shares. Each Performance Share is a contingent right to one common share, determined by company financial performance over a three-year period ending December 31, 2025, under a prior award.

How are the 2023 Performance Shares for Wells Fargo (WFC) structured?

Each 2023 Performance Share represents a contingent right to receive one Wells Fargo common share. The final share number was based on financial performance for the three-year period ending December 31, 2025, pursuant to a performance share award granted on January 24, 2023.

What stock ownership obligations apply to Saul Van Beurden at Wells Fargo (WFC)?

As a condition of receiving the 2023 Performance Shares, Saul Van Beurden agreed to hold Wells Fargo common stock under the company’s Stock Ownership Policy. This holding requirement applies while he is employed and continues for one year after retirement, supporting ongoing equity alignment.

How many Wells Fargo (WFC) shares does Saul Van Beurden hold directly after this Form 4?

After the reported transactions, Saul Van Beurden directly holds 215,949.2997 shares of Wells Fargo common stock. The filing also lists additional indirect holdings through a 401(k) plan and three separate accounts held for his children, reflecting broader equity exposure.

What indirect Wells Fargo (WFC) holdings are reported for Saul Van Beurden?

The filing shows indirect Wells Fargo common stock holdings through a 401(k) plan and three child accounts. These include 1,290.7300 shares via the Wells Fargo ESOP Fund in the 401(k) Plan, plus separate indirect holdings for Child 1, Child 2, and Child 3 on the same date.