0001127602-16-046733.txt : 20160317 0001127602-16-046733.hdr.sgml : 20160317 20160317143053 ACCESSION NUMBER: 0001127602-16-046733 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160315 FILED AS OF DATE: 20160317 DATE AS OF CHANGE: 20160317 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: 161512252 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 2016-03-15 0000072971 WELLS FARGO & COMPANY/MN WFC 0001201258 STUMPF JOHN G 420 MONTGOMERY STREET SAN FRANCISCO CA 94104 1 1 Chairman & CEO Common Stock, $1 2/3 Par Value 2016-03-15 4 M 0 558018.1603 0 A 558018.1603 D Common Stock, $1 2/3 Par Value 2016-03-15 4 F 0 291174.1603 49.98 D 266844 D Common Stock, $1 2/3 Par Value 2016-03-15 4 M 0 9919.8597 0 A 276763.8597 D Common Stock, $1 2/3 Par Value 2016-03-15 4 F 0 4943.8597 49.98 D 271820 D Common Stock, $1 2/3 Par Value 2016-03-15 4 M 0 7642.0427 0 A 279462.0427 D Common Stock, $1 2/3 Par Value 2016-03-15 4 F 0 3808.0427 49.98 D 275654 D Common Stock, $1 2/3 Par Value 2016-03-15 4 M 0 6194.2814 0 A 281848.2814 D Common Stock, $1 2/3 Par Value 2016-03-15 4 F 0 3087.2814 49.98 D 278761 D Common Stock, $1 2/3 Par Value 89491.5258 I Through 401(k) Plan Common Stock, $1 2/3 Par Value 849024 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 200000 I Through JS GRAT Common Stock, $1 2/3 Par Value 200000 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 2013 Performance Shares 2016-03-15 4 M 0 558018.1603 0 D Common Stock, $1 2/3 Par Value 558018.1603 0 D Restricted Share Right 2016-03-15 4 M 0 9919.8597 0 D Common Stock, $1 2/3 Par Value 9919.8597 0 D Restricted Share Right 2016-03-15 4 M 0 7642.0427 0 D Common Stock, $1 2/3 Par Value 7642.0427 7642.0424 D Restricted Share Right 2016-03-15 4 M 0 6194.2814 0 D Common Stock, $1 2/3 Par Value 6194.2814 12386.505 D These shares represent common stock of Wells Fargo & Company (the "Company") acquired on March 15, 2016 upon settlement of a Performance Share award granted on March 8, 2013 in connection with the attainment of pre-established performance goals over the three-year performance period ended December 31, 2015 (as previously disclosed on a Form 4 filed on March 3, 2016). Number of shares represents a Restricted Share Right ("RSR") vesting on 3/15/2016. 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 3/15/2016. 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). Number of shares represents a RSR vesting on 3/15/2016. Original grant date was 2/24/2015. 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 29, 2016, as if investable cash equivalents held by Plan were fully invested in Company common stock. 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 2013 Performance Shares earned based on the Company's attainment of pre-established performance goals for the three-year performance period ended December 31, 2015, as provided under the terms of a Performance Share award granted on March 8, 2013, which is exempt under Rule 16b-3(d). The 2013 Performance Shares will be settled in shares of common stock of the Company on March 15, 2016. 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 3/15/2015, 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. These RSRs vest in three installments: one-third on 3/15/2016, 3/15/2017, and 3/15/2018. 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. These RSRs were granted to the reporting person as part of the reporting person's 2014 annual incentive compensation award. John G. Stumpf, by Anthony R. Augliera, as Attorney-in-Fact 2016-03-17