SEC Form 4 · accession 0001127602-16-058904
WELLS FARGO & COMPANY/MN · WFC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David M Carroll
Officer — Senior Exec. Vice President
Period of report
Jul 28, 2016
Accepted (ET)
Jul 29, 2016 · 3:05 pm EDT
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 ValueF1 | Jul 28, 2016 | M | 4,485 | $0.00 | A | 7,292 | D | |
| Common Stock, $1 2/3 Par Value | Jul 28, 2016 | F | 2,039 | $48.13 | D | 5,253 | D | |
| Common Stock, $1 2/3 Par ValueF2 | holding | — | — | — | 3,134 | I | Through 401(k) Plan | |
| Common Stock, $1 2/3 Par Value | holding | — | — | — | 423,337 | I | Through Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share RightF3,F4 | — | Jul 28, 2016 | M | 4,485 | D | — | — | Common Stock, $1 2/3 Par Value | 4,485 | 13,452 | D |
Explanation of responses
- F1Number of shares represents a Restricted Share Right ("RSR") vesting on 7/28/2016. Original grant date was 7/28/2015. This vesting represents one-fourth of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs).
- F2Reflects share equivalent of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of June 30, 2016, as if investable cash equivalents held by Plan were fully invested in Wells Fargo & Company (the "Company") common stock.
- F3Each RSR represents a contingent right to receive one share of Company common stock.
- F4These RSRs vest in four installments: one-fourth on 7/28/2016, 7/28/2017, 7/28/2018, and 7/28/2019. As a condition to receiving the grant, 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.