Wells Fargo & Company

02/07/2025 | Press release | Distributed by Public on 02/07/2025 17:10

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Flowers Derek A.
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. EVP and Chief Risk Officer
(Last) (First) (Middle)
401 SOUTH TRYON STREET 		3. Date of Earliest Transaction (Month/Day/Year)
02/05/2025
(Street)
CHARLOTTE, NC 28202 		4. If Amendment, Date 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
(City) (State) (Zip)
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)
Code V Amount (A) or (D) Price
Common Stock, $1 2/3 Par Value 02/05/2025 M 12,993.756(1) A $ 0 13,165.0623 D
Common Stock, $1 2/3 Par Value 02/05/2025 F 5,728.3832 D $79.47 7,436.6791 D
Common Stock, $1 2/3 Par Value 02/05/2025 M 15,405.7022(2) A $ 0 22,842.3813 D
Common Stock, $1 2/3 Par Value 02/05/2025 F 6,783.713(3) D $79.47 16,058.6683 D
Common Stock, $1 2/3 Par Value 02/05/2025 M 20,745.3394 A $ 0 36,804.0077 D
Common Stock, $1 2/3 Par Value 02/05/2025 F 7,314.9148 D $79.47 29,489.0929 D
Common Stock, $1 2/3 Par Value 14,351.36(4) I Through 401(k) Plan
Common Stock, $1 2/3 Par Value 354.913 I Through Spouse's IRA
Common Stock, $1 2/3 Par Value 223,453.566 I Through Trust
Preferred Shares, Series L 25 I Through Trust
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4) 		11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Share Right (5) 02/05/2025 M 12,993.756 (6) (6) Common Stock, $1 2/3 Par Value 12,993.756 $ 0 0 D
Restricted Share Right (5) 02/05/2025 M 15,405.7022 (7) (7) Common Stock, $1 2/3 Par Value 15,405.7022 $ 0 15,405.7021 D
Restricted Share Right (5) 02/05/2025 M 20,745.3394 (8) (8) Common Stock, $1 2/3 Par Value 20,745.3394 $ 0 41,488.6297 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Flowers Derek A.
401 SOUTH TRYON STREET
CHARLOTTE, NC 28202 		Sr. EVP and Chief Risk Officer

Signatures

Derek A. Flowers, by Meghan Daly, as Attorney-in-Fact 02/07/2025
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Number of shares represents a Restricted Share Right ("RSR") vesting on February 5, 2025. Original grant date was January 25, 2022. This vesting represents one-third of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs).
(2) Number of shares represents a RSR vesting on February 5, 2025. Original grant date was January 24, 2023. This vesting represents one-third of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs).
(3) Number of shares represents a RSR vesting on February 5, 2025. Original grant date was January 23, 2024. This vesting represents one-third of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs).
(4) Reflects share equivalent of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of January 31, 2025, as if investable cash equivalents held by the Plan were fully invested in Wells Fargo & Company (the "Company") common stock.
(5) Each RSR represents a contingent right to receive one share of Company common stock.
(6) 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.
(7) 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.
(8) 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.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.