SEC Form 4 · accession 0001127602-17-024112
WELLS FARGO & COMPANY/MN · WFC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Timothy J Sloan
Officer — CEO & President · Director
Period of report
Jun 5, 2017
Accepted (ET)
Jul 25, 2017 · 4:27 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 Value | Jun 5, 2017 | G | 15,312 | $0.00 | D | 739,270 | D | |
| Common Stock, $1 2/3 Par ValueF1 | Jul 22, 2017 | M | 7,939 | $0.00 | A | 747,209 | D | |
| Common Stock, $1 2/3 Par ValueF2 | Jul 22, 2017 | F | 3,956 | $54.17 | D | 743,253 | D | |
| Common Stock, $1 2/3 Par ValueF3 | holding | — | — | — | 1,556 | I | Through 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share RightF4,F5 | — | Jul 22, 2017 | M | 7,939 | D | — | — | Common Stock, $1 2/3 Par Value | 7,939 | 7,939 | D |
Explanation of responses
- F1Number of shares represents a Restricted Share Right ("RSR") vesting on 7/22/2017. Original grant date was 7/22/2014. This vesting represents one-fourth of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs).
- F2Includes the following shares acquired through Wells Fargo & Company's (the "Company") dividend reinvestment plan: .009 shares on 3/1/2017 and .752 shares on 6/1/2017.
- F3Reflects share equivalent of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of June 30, 2017, as if investable cash equivalents held by Plan were fully invested in Company common stock.
- F4Each RSR represents a contingent right to receive one share of Company common stock.
- F5These RSRs vest in four installments: one-fourth on 7/22/2015, 7/22/2016, 7/22/2017, and 7/22/2018. 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.