Wells Fargo (NYSE: WFC) GC awarded 53,264 RSRs vesting 2027-2029

Rhea-AI Filing Summary

Wells Fargo & Company Senior EVP and General Counsel Ellen R. Patterson reported an equity compensation grant and updated share holdings. On 01/27/2026 she was awarded 53,264 Restricted Share Rights (RSRs), each representing a contingent right to receive one share of Wells Fargo common stock at no exercise price.

The RSRs vest in three equal installments on 02/05/2027, 02/05/2028, and 02/05/2029, subject to continued employment and a stock ownership holding requirement during employment and for one year after retirement. Following this report, she beneficially owned 198,698.9798 common shares directly and 1,290.16 share equivalents indirectly through the 401(k) ESOP fund as of December 31, 2025.

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^*

Patterson Ellen R

(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. EVP and General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2026

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								198,698.9798	D
Common Stock, $1 2/3 Par Value								1,290.16(1)	I	Through 401(k) Plan

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	(2)	01/27/2026		A		53,264		(3)	(3)	Common Stock, $1 2/3 Par Value	53,264	$0	53,264	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 December 31, 2025, as if investable cash equivalents held by the Plan were fully invested in Wells Fargo & Company (the "Company") common stock.

2. Each Restricted Share Right ("RSR") represents a contingent right to receive one share of Company common stock.

3. These RSRs vest in three installments: one-third on 2/5/2027, 2/5/2028, and 2/5/2029. 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.

Remarks:

Exhibit 24 - Power of Attorney

	Ellen R. Patterson, by Meghan Daly, as Attorney-in-Fact	01/29/2026
	** 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 insider transaction did WFC executive Ellen Patterson report on this Form 4?

Ellen R. Patterson, Senior EVP and General Counsel of Wells Fargo (WFC), reported receiving 53,264 Restricted Share Rights (RSRs) on January 27, 2026. Each RSR represents a contingent right to receive one share of Wells Fargo common stock as part of her equity compensation.

How do Ellen Patterson’s 53,264 Restricted Share Rights at WFC vest over time?

The 53,264 Restricted Share Rights granted to Ellen Patterson vest in three equal installments. One-third vests on February 5, 2027, one-third on February 5, 2028, and the final third on February 5, 2029, subject to her continued employment and holding requirements.

What stock ownership commitment did WFC require for Ellen Patterson’s RSR grant?

As a condition of receiving the 53,264 RSRs, Ellen Patterson agreed to hold Wells Fargo common stock while employed and for one year after retirement. This commitment aligns with the Company’s Stock Ownership Policy, reinforcing long-term alignment between the executive and shareholders.

How many Wells Fargo common shares does Ellen Patterson beneficially own after this filing?

After the reported grant, Ellen Patterson beneficially owns 198,698.9798 Wells Fargo common shares directly. She also has 1,290.16 share equivalents indirectly through the Wells Fargo ESOP Fund under the 401(k) Plan, based on plan holdings as of December 31, 2025.

What does Ellen Patterson’s 401(k) ESOP position at Wells Fargo represent?

The 1,290.16 units reported through the 401(k) Plan reflect share equivalents in the Wells Fargo ESOP Fund. The figure is calculated as if all investable cash equivalents in the plan were fully invested in Wells Fargo common stock as of December 31, 2025.

Does Ellen Patterson pay an exercise price for the 53,264 Restricted Share Rights at WFC?

No exercise price applies to Ellen Patterson’s 53,264 Restricted Share Rights; the filing lists a price of $0. Each RSR represents a contingent right to receive one share of Wells Fargo common stock, subject to vesting dates and the Company’s stock ownership policy requirements.