WFC Form 4: Director Wayne Hewett Adds 208.6682 Phantom Units

Rhea-AI Filing Summary

Wayne M. Hewett, a director of Wells Fargo & Company (WFC), reported the acquisition of 208.6682 Phantom Stock Units on 10/01/2025. Each Phantom Stock Unit represents the right to receive one share of Wells Fargo common stock and is part of deferred compensation payable either as a lump sum or in installments per the director's election. The filing shows the total number of underlying shares after the transaction as 40,314.1615, and notes that dividend equivalents were reinvested into additional Phantom Stock Units. The reported price per share for the underlying shares is $80.87. The Form 4 was executed by an attorney-in-fact on behalf of Mr. Hewett and filed on 10/03/2025.

Positive

• 208.6682 Phantom Stock Units acquired by Director Wayne M. Hewett
• Total underlying beneficial ownership increased to 40,314.1615 shares
• Phantom Stock Units include reinvested dividend equivalents

Negative

• None.

Insights

Corporate Governance Expert

Director acquired deferred-compensation Phantom Stock Units totaling 208.6682 units, increasing his underlying stake to 40,314.1615 shares.

This Form 4 documents a non-cash acquisition of 208.6682 Phantom Stock Units on 10/01/2025, part of director deferred compensation payable in stock. The filing explicitly states each unit equals one share and that dividend equivalents were reinvested into additional units.

This is a routine disclosure of insider ownership changes required under Section 16; it provides transparency on director compensation and resulting beneficial ownership but does not disclose any sale or cash proceeds.

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).

1. Name and Address of Reporting Person^*

Hewett Wayne M.

(Last) (First) (Middle)

333 MARKET STREET

(Street)

SAN FRANCISCO CA 94105

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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								101	D

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
Phantom Stock Units	(1)	10/01/2025		A		208.6682		(2)	(2)	Common Stock, $1 2/3 Par Value	208.6682	$80.87	40,314.1615(3)	D

Explanation of Responses:

1. Each Phantom Stock Unit represents the right to receive one share of Wells Fargo & Company common stock.

2. Deferred compensation shares payable in a lump sum or installments based upon director's election.

3. Includes dividend equivalents reinvested in additional Phantom Stock Units.

	Wayne M. Hewett, by Meghan Daly, as Attorney-in-Fact	10/03/2025
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did WFC director Wayne M. Hewett report on Form 4?

He reported the acquisition of 208.6682 Phantom Stock Units on 10/01/2025, increasing underlying shares to 40,314.1615.

What is a Phantom Stock Unit in this filing for WFC (WFC)?

The filing states each Phantom Stock Unit represents the right to receive one share of Wells Fargo common stock.

Was there a cash sale reported by the director on this Form 4?

No. The Form 4 shows an acquisition of Phantom Stock Units and does not report any sales or cash proceeds.

What price is shown for the underlying shares in the Form 4?

The filing lists a price of $80.87 for the underlying common stock related to the Phantom Stock Units.

When was the Form 4 filed and who signed it?

The Form 4 was executed by Wayne M. Hewett, by Meghan Daly, as Attorney-in-Fact and dated 10/03/2025.