SEC Form 4 · accession 0001127602-15-009338

WELLS FARGO & COMPANY/MN · WFC

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Senior Executive VP

Period of report

Mar 1, 2015

Accepted (ET)

Mar 3, 2015 · 1:50 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000072971

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock, $1 2/3 Par Value	Feb 23, 2015	G	50,821	$0.00	D	0	D
Common Stock, $1 2/3 Par Value	Feb 23, 2015	G	50,821	$0.00	A	402,454	I	Through Family Trust
Common Stock, $1 2/3 Par Value^F1	holding	—	—		—	9,412	I	Through 401(k) Plan
Common Stock, $1 2/3 Par Value	holding	—	—		—	6,148	I	Through Child
Common Stock, $1 2/3 Par Value	holding	—	—		—	19,899	I	Through KCD 2005 Trust 1
Common Stock, $1 2/3 Par Value	holding	—	—		—	19,899	I	Through KCD 2005 Trust 2
Depositary Shares, Pfd, Series N	holding	—	—		—	8,000	I	Through Family Trust

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
2012 Performance Shares^F2,F3	—	Mar 1, 2015	A	130,107	A	—	—	Common Stock, $1 2/3 Par Value	130,107	130,107	D

F1Reflects share equivalents of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of January 31, 2015, as if investable cash equivalents held by Plan were fully invested in Wells Fargo & Company (the "Company") common stock.
F2Each Performance Share represents a contingent right to receive one share of Company common stock upon vesting based on the attainment of pre-established performance goals.
F3Represents the maximum number of 2012 Performance Shares earned based on the Company's attainment of pre-established performance goals for the three-year performance period ended December 31, 2014, as provided under the terms of a Performance Share award granted on February 28, 2012, which is exempt under Rule 16b-3(d). The 2012 Performance Shares will be settled in shares of common stock of the Company on March 15, 2015. As a condition to receiving the award, the reporting person agreed to hold, while employed by the Company and for at least one year after retirement, shares of Company common stock equal to at least 50% of the after-tax shares (assuming a 50% tax rate) acquired upon vesting.