Wells Fargo & Company Form 4 / Beurden Saul Van ownership change

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^*

Van Beurden Saul

(Last)

(First)

(Middle)

30 HUDSON YARDS

(Street)

NEW YORK

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)
12/09/2024

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $1 2/3 Par Value	12/09/2024		M		499.916	A	$0	127,187.1302	D
Common Stock, $1 2/3 Par Value	12/09/2024		F		499.916⁽¹⁾	D	$72.62	126,687.2142	D
Common Stock, $1 2/3 Par Value	12/09/2024		M		1,353.2955	A	$0	128,040.5097	D
Common Stock, $1 2/3 Par Value	12/09/2024		F		1,353.2955⁽¹⁾	D	$72.62	126,687.2142	D
Common Stock, $1 2/3 Par Value	12/09/2024		M		1,891.1962	A	$0	128,578.4104	D
Common Stock, $1 2/3 Par Value	12/09/2024		F		1,891.1962⁽¹⁾	D	$72.62	126,687.2142	D
Common Stock, $1 2/3 Par Value								1,264.98⁽²⁾	I	Through 401(k) Plan
Common Stock, $1 2/3 Par Value								1,382	I	By Child 1
Common Stock, $1 2/3 Par Value								1,382	I	By Child 2
Common Stock, $1 2/3 Par Value								1,382	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Share Right	⁽³⁾	12/09/2024		M			499.916	⁽⁴⁾	⁽⁴⁾	Common Stock, $1 2/3 Par Value	499.916	$0	21,688.9228	D
Restricted Share Right	⁽³⁾	12/09/2024		M			1,353.2955	⁽⁵⁾	⁽⁵⁾	Common Stock, $1 2/3 Par Value	1,353.2955	$0	39,530.4588	D
Restricted Share Right	⁽³⁾	12/09/2024		M			1,891.1962	⁽⁶⁾	⁽⁶⁾	Common Stock, $1 2/3 Par Value	1,891.1962	$0	53,555.3822	D

Explanation of Responses:

1. Represents the withholding of shares by Wells Fargo & Company (the "Company") to satisfy FICA taxes arising from the Reporting Person becoming retirement eligible.

2. Reflects share equivalent of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of November 29, 2024, as if investable cash equivalents held by the Plan were fully invested in Company common stock.

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

4. These RSRs vest in three installments: one-third on 2/5/2023, 2/5/2024, and 2/5/2025. 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. The vesting amounts and number of derivative securities in column 5 reflect the withholding of RSRs for payment of FICA taxes.

5. These RSRs vest in three installments: one-third on 2/5/2024, 2/5/2025, and 2/5/2026. 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. The vesting amounts and number of derivative securities in column 5 reflect the withholding of RSRs for payment of FICA taxes.

6. These RSRs vest in three installments: one-third on 2/5/2025, 2/5/2026, and 2/5/2027. 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. The vesting amounts and number of derivative securities in column 5 reflect the withholding of RSRs for payment of FICA taxes.

	Saul Van Beurden, by Meghan Daly, as Attorney-In-Fact	12/11/2024
	** 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.

Wells Fargo & Company (WFC) Form 4WELLS FARGO & COMPANY / Beurden Saul Van ownership change