8-K 1 wfc01-15x2019form8xk.htm FORM 8-K Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of report (Date of earliest event reported): January 15, 2019

WELLS FARGO & COMPANY
(Exact Name of Registrant as Specified in Charter)
Delaware
 
001-02979
 
No. 41-0449260
(State or Other Jurisdiction
of Incorporation)
 
(Commission File
Number)
 
(IRS Employer
Identification No.)
420 Montgomery Street, San Francisco, California 94163
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: 1-866-249-3302

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
[  ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
[  ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
[  ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
[  ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨




Item 8.01.
Other Events.

Wells Fargo & Company (“Wells Fargo” or the “Company”) held a live conference call on January 15, 2019, to discuss its fourth quarter 2018 earnings, and during the call the Company’s Chief Executive Officer and President, Timothy J. Sloan, provided an update on matters relating to the Company’s consent order, dated February 2, 2018, with the Board of Governors of the Federal Reserve System (the “Federal Reserve”). Mr. Sloan noted that the Company continues to have constructive dialogue with the Federal Reserve on an ongoing basis to clarify expectations, receive feedback and assess progress under the consent order. Mr. Sloan also noted that in order to have enough time to incorporate this feedback into the Company’s plans in a thoughtful manner, adopt and implement the final plans as accepted by the Federal Reserve, and complete the required third-party reviews, the Company is now planning to operate under the consent order’s asset cap limitation through the end of 2019.

Cautionary Statement about Forward-Looking Statements

This report contains forward-looking statements about our future financial performance and business, including our plans and expectations relating to the consent order and its asset cap limitation. Because forward-looking statements are based on our current expectations and assumptions regarding the future, they are subject to inherent risks and uncertainties. Do not unduly rely on forward-looking statements as actual results could differ materially from expectations. Forward-looking statements speak only as of the date made, and we do not undertake to update them to reflect changes or events that occur after that date. For information about factors that could cause actual results to differ materially from our expectations, refer to our reports filed with the Securities and Exchange Commission, including the “Forward-Looking Statements” discussion in Wells Fargo’s most recent Quarterly Report on Form 10-Q as well as to Wells Fargo’s other reports filed with the Securities and Exchange Commission, including the discussion under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2017, available on its website at www.sec.gov.     


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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Dated:
January 15, 2019
WELLS FARGO & COMPANY
 
 
 
 
 
 
By: 
/s/ ANTHONY R. AUGLIERA
 
 
 
Anthony R. Augliera
 
 
 
Executive Vice President and Secretary
 
 
 
 


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