SEC Form 4 · accession 0001127602-16-044747

WELLS FARGO & COMPANY/MN · WFC

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

Reporting owner

Officer — Chairman & CEO · Director

Period of report

Mar 1, 2016

Accepted (ET)

Mar 3, 2016 · 2:57 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000072971

Table I — non-derivative securities

Security	Date	Code	Shares	A/D	Owned after	D/I	Nature of ownership
Common Stock, $1 2/3 Par Value^F1	holding	—	—	—	89,492	I	Through 401(k) Plan
Common Stock, $1 2/3 Par Value	holding	—	—	—	849,024	I	Through Family Trust
Common Stock, $1 2/3 Par Value	holding	—	—	—	7,736	I	Through Ira
Common Stock, $1 2/3 Par Value	holding	—	—	—	112,000	I	Through JJS 2011 Irrevocable Trust
Common Stock, $1 2/3 Par Value	holding	—	—	—	200,000	I	Through JS GRAT
Common Stock, $1 2/3 Par Value	holding	—	—	—	200,000	I	Through RS GRAT
Common Stock, $1 2/3 Par Value	holding	—	—	—	150,000	I	Through RT 2011 Irrevocable Trust
Common Stock, $1 2/3 Par Value	holding	—	—	—	4,863	I	Through Self Employed Pension Plan
Common Stock, $1 2/3 Par Value	holding	—	—	—	5,387	I	Through Spouse's Ira

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
2013 Performance Shares^F2,F3	—	Mar 1, 2016	A	558,018	A	—	—	Common Stock, $1 2/3 Par Value	558,018	558,018	D

F1Reflects share equivalent of units in Wells Fargo ESOP Fund of 401(k) Plan (the "Plan") as of February 29, 2016, 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 2013 Performance Shares earned based on the Company's attainment of pre-established performance goals for the three-year performance period ended December 31, 2015, as provided under the terms of a Performance Share award granted on March 8, 2013, which is exempt under Rule 16b-3(d). The 2013 Performance Shares will be settled in shares of common stock of the Company on March 15, 2016. 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.