STOCK TITAN

Wells Fargo (WFC) director Celeste A. Clark granted 341 Phantom Stock Units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Clark Celeste A. reported acquisition or exercise transactions in this Form 4 filing.

Wells Fargo & Company director Celeste A. Clark received a grant of 341.3181 Phantom Stock Units on April 1, 2026, valued at $80.57 per unit. Each unit represents the right to receive one share of Wells Fargo common stock.

The Phantom Stock Units are part of deferred compensation, payable in a lump sum or installments based on the director’s election, and the total includes dividend equivalents reinvested in additional units. Following this award, Clark holds 39,589.3131 Phantom Stock Units and 4,022 shares of common stock directly.

Positive

  • None.

Negative

  • None.
Insider Clark Celeste A.
Role Director
Type Security Shares Price Value
Grant/Award Phantom Stock Units 341.318 $80.57 $27K
holding Common Stock, $1 2/3 Par Value -- -- --
Holdings After Transaction: Phantom Stock Units — 39,589.313 shares (Direct); Common Stock, $1 2/3 Par Value — 4,022 shares (Direct)
Footnotes (1)
  1. Each Phantom Stock Unit represents the right to receive one share of Wells Fargo & Company common stock. Deferred compensation shares payable in a lump sum or installments based upon director's election. Includes dividend equivalents reinvested in additional Phantom Stock Units.
Phantom Stock Units granted 341.3181 units Grant on April 1, 2026
Reference price per unit $80.57 per unit Value used for the April 1, 2026 grant
Total Phantom Stock Units after grant 39,589.3131 units Deferred compensation balance after April 1, 2026
Common stock held directly 4,022 shares Direct holdings after the reported date
Underlying common stock per unit 1 share per unit Each Phantom Stock Unit represents one common share
Phantom Stock Units financial
"Each Phantom Stock Unit represents the right to receive one share of Wells Fargo & Company common stock."
Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.
Deferred compensation financial
"Deferred compensation shares payable in a lump sum or installments based upon director's election."
Deferred compensation is pay that employees or executives have earned now but will receive at a later date, such as delayed bonuses, retirement benefits, or stock grants. It matters to investors because it creates future obligations and shapes incentives—like a promise to pay later that can affect a company’s reported profits, cash needs and potential stock dilution—so it helps signal how a business manages costs and retains key people.
Dividend equivalents financial
"Includes dividend equivalents reinvested in additional Phantom Stock Units."
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
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SEC Form 4
FORM 4UNITED 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
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Clark Celeste A.

(Last)(First)(Middle)
333 MARKET STREET

(Street)
SAN FRANCISCO CALIFORNIA 94105

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
WELLS FARGO & COMPANY/MN [ WFC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock, $1 2/3 Par Value4,022D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units(1)04/01/2026A341.3181 (2) (2)Common Stock, $1 2/3 Par Value341.3181$80.5739,589.3131(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.
Remarks:
Exhibit 24 - Power of Attorney
Celeste A. Clark, by Meghan Daly, as Attorney-in-Fact04/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Wells Fargo (WFC) disclose for Celeste A. Clark?

Wells Fargo disclosed that director Celeste A. Clark received 341.3181 Phantom Stock Units on April 1, 2026. These units are a form of deferred stock-based compensation tied to Wells Fargo common shares and include reinvested dividend equivalents.

What are Phantom Stock Units in Wells Fargo (WFC)’s Form 4 filing?

Wells Fargo’s Phantom Stock Units each represent the right to receive one share of common stock. They function as deferred compensation, with payment made in a lump sum or installments, and the balance grows through dividend equivalents reinvested as additional units.

How many Phantom Stock Units does Celeste A. Clark hold after this Wells Fargo (WFC) grant?

After the April 1, 2026 grant, Celeste A. Clark holds 39,589.3131 Phantom Stock Units. This total reflects the new award of 341.3181 units plus earlier deferred compensation units and dividend equivalents reinvested as additional Phantom Stock Units.

Does the Wells Fargo (WFC) Form 4 show Celeste A. Clark buying or selling common stock?

The Form 4 does not report open-market buys or sells of common stock by Celeste A. Clark. It shows a grant of Phantom Stock Units and reports that she directly holds 4,022 Wells Fargo common shares after the reported date.

How is Celeste A. Clark’s deferred compensation structured at Wells Fargo (WFC)?

Her deferred compensation is structured in Phantom Stock Units that mirror Wells Fargo common stock. Payment may be made in a lump sum or installments based on her election, and dividend equivalents are reinvested into additional Phantom Stock Units over time.