0001127602-15-011663.txt : 20150317 0001127602-15-011663.hdr.sgml : 20150317 20150317163906 ACCESSION NUMBER: 0001127602-15-011663 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150315 FILED AS OF DATE: 20150317 DATE AS OF CHANGE: 20150317 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: WELLS FARGO & COMPANY/MN CENTRAL INDEX KEY: 0000072971 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 410449260 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 420 MONTGOMERY STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94163 BUSINESS PHONE: 6126671234 MAIL ADDRESS: STREET 1: 420 MONTGOMERY STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94163 FORMER COMPANY: FORMER CONFORMED NAME: WELLS FARGO & CO/MN DATE OF NAME CHANGE: 19981103 FORMER COMPANY: FORMER CONFORMED NAME: NORWEST CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: NORTHWEST BANCORPORATION DATE OF NAME CHANGE: 19830516 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STUMPF JOHN G CENTRAL INDEX KEY: 0001201258 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-02979 FILM NUMBER: 15707230 MAIL ADDRESS: STREET 1: 420 MONTGOMERY ST 12TH FL STREET 2: A0101-121 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2015-03-15 0000072971 WELLS FARGO & COMPANY/MN WFC 0001201258 STUMPF JOHN G 420 MONTGOMERY STREET SAN FRANCISCO CA 94104 1 1 President, Chairman & CEO Common Stock, $1 2/3 Par Value 2015-03-15 4 M 0 650536.1766 0 A 650536.1766 D Common Stock, $1 2/3 Par Value 2015-03-15 4 F 0 339450.1766 55.34 D 311086 D Common Stock, $1 2/3 Par Value 2015-03-15 4 M 0 9643.4129 0 A 320729.4129 D Common Stock, $1 2/3 Par Value 2015-03-15 4 F 0 4805.4129 55.34 D 315924 D Common Stock, $1 2/3 Par Value 2015-03-15 4 M 0 8095.445 0 A 324019.445 D Common Stock, $1 2/3 Par Value 2015-03-15 4 F 0 4034.445 55.34 D 319985 D Common Stock, $1 2/3 Par Value 2015-03-15 4 M 0 7428.261 0 A 327413.261 D Common Stock, $1 2/3 Par Value 2015-03-15 4 F 0 3702.261 55.34 D 323711 D Common Stock, $1 2/3 Par Value 88533.1489 I Through 401(k) Plan Common Stock, $1 2/3 Par Value 515313 I Through Family Trust Common Stock, $1 2/3 Par Value 7736.164 I Through Ira Common Stock, $1 2/3 Par Value 112000 I Through JJS 2011 Irrevocable Trust Common Stock, $1 2/3 Par Value 225000 I Through JS GRAT Common Stock, $1 2/3 Par Value 225000 I Through RS GRAT Common Stock, $1 2/3 Par Value 150000 I Through RT 2011 Irrevocable Trust Common Stock, $1 2/3 Par Value 4863.447 I Through Self Employed Pension Plan Common Stock, $1 2/3 Par Value 5387.218 I Through Spouse's Ira 2012 Performance Shares 2015-03-15 4 M 0 650536.1766 0 D Common Stock, $1 2/3 Par Value 650536.1766 0 D Restricted Share Right 2015-03-15 4 M 0 9643.4129 0 D Common Stock, $1 2/3 Par Value 9643.4129 9642.3576 D Restricted Share Right 2015-03-15 4 M 0 8095.445 0 D Common Stock, $1 2/3 Par Value 8095.445 0 D Restricted Share Right 2015-03-15 4 M 0 7428.261 0 D Common Stock, $1 2/3 Par Value 7428.261 14856.522 D These shares represent common stock of Wells Fargo & Company (the "Company") acquired on March 15, 2015 upon settlement of a Performance Share award granted on February 28, 2012 in connection with the attainment of pre-established performance goals over the three-year performance period ended December 31, 2014 (as previously disclosed on a Form 4 filed on March 3, 2015). Number of shares represents a Restricted Share Right ("RSR") vesting on 3/15/2015. Original grant date was 3/8/2013. This vesting represents one-third of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs). Number of shares represents a RSR vesting on 3/15/2015. Original grant date was 2/28/2012. This vesting represents one-third of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs). Number of shares represents a RSR vesting on 3/15/2015. Original grant date was 2/25/2014. This vesting represents one-third of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs). Reflects share equivalent of units in Wells Fargo ESOP Fund of 401(k) Plan (the "Plan") as of February 28, 2015, as if investable cash equivalents held by Plan were fully invested in Company common stock. Includes 48.647 shares of Company common stock acquired under the Company's dividend reinvestment plan on 3/1/2015. Includes 30.582 shares of Company common stock acquired under the Company's dividend reinvestment plan on 3/1/2015. Includes 33.876 shares of Company common stock acquired under the Company's dividend reinvestment plan on 3/1/2015. Each 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. Represents the maximum number of 2012 Performance Shares earned based on the Company's attainment of pre-established performance goals for the three-year performance period ended December 31, 2014, as provided under the terms of a Performance Share award granted on February 28, 2012, which is exempt under Rule 16b-3(d). The 2012 Performance Shares will be settled in shares of common stock of the Company on March 15, 2015. 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. Each RSR represents a contingent right to receive one share of Company common stock. These RSRs vest in three installments: one-third on 3/15/2014, 3/15/2015, and 3/15/2016. 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. These RSRs were granted to the reporting person as part of the reporting person's 2012 annual incentive compensation award. These RSRs vest in three installments: one-third on 3/15/2013, 3/15/2014, and 3/15/2015. 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. These RSRs were granted to the reporting person as part of the reporting person's 2011 annual incentive compensation award. These RSRs vest in three installments: one-third on 3/15/2015, 3/15/2016, and 3/15/2017. 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. These RSRs were granted to the reporting person as part of the reporting person's 2013 annual incentive compensation award. John G. Stumpf, by Anthony R. Augliera, as Attorney-in-Fact 2015-03-17