What are "Principal at Risk Securities"?

Principal at Risk Securities are investment products where the amount of principal returned to the investor at maturity is dependent on the performance of an underlying asset, index, or other benchmark. If the benchmark performs poorly, the investor may lose a portion or all of their initial investment.

What is the significance of the linked indices (SPDR S&P 500 ETF Trust and Russell 2000 Index)?

These indices represent different segments of the U.S. stock market. The SPDR S&P 500 ETF Trust tracks the performance of the 500 largest U.S. companies, while the Russell 2000 Index tracks the performance of approximately 2,000 small-cap U.S. companies. The performance of these specific indices will directly impact the return and principal repayment of the associated notes.

Does this filing represent a new public offering of stock or bonds for Wells Fargo?

This filing is not a new public offering of common stock or traditional bonds. Instead, it discloses the terms and legal opinions for specific structured financial products called "Medium-Term Notes, Series K, Principal at Risk Securities." These are debt instruments with embedded derivatives that carry specific risks tied to market indices.

Where can I find more detailed information about the terms and risks of these notes?

The detailed terms and conditions of these notes can be found in the exhibits filed with this 8-K, specifically the "Form of Medium-Term Notes, Series K, Principal at Risk Securities" (Exhibits 4.1 and 4.2). Investors should also review the legal and tax opinions (Exhibits 5.1, 8.1, 23.1, and 23.2) for further insights into their structure and implications.

WELLS FARGO & COMPANY/MN 8-K SEC Disclosure

Summary

This 8-K filing from Wells Fargo & Company, dated March 4, 2015, primarily serves to disclose the issuance of new "Medium-Term Notes, Series K, Principal at Risk Securities." These notes are structured to be linked to the performance of specific market indices: the SPDR S&P 500 ETF Trust and the Russell 2000 Index. The filing includes the forms of these notes, as well as legal and tax opinions from external counsel regarding their structure and implications. For investors, this filing signals Wells Fargo's continued activity in offering structured financial products. The "Principal at Risk" nature of these notes means that investors could lose a portion or all of their principal investment if the linked indices underperform. Investors should carefully review the terms and conditions of these specific notes, especially their sensitivity to market movements and the potential downside risk, before considering any investment.

Key Highlights

1Wells Fargo issued new "Medium-Term Notes, Series K, Principal at Risk Securities" on March 4, 2015.
2These notes are linked to the performance of the SPDR S&P 500 ETF Trust (due September 8, 2020) and the Russell 2000 Index (due August 31, 2016).
3The "Principal at Risk" designation indicates a potential loss of invested principal based on the performance of the linked indices.
4The filing includes the official forms of the issued notes.
5Legal opinions from Faegre Baker Daniels LLP and tax opinions from Davis Polk & Wardwell LLP regarding the notes are filed.
6These documents are filed in connection with a Registration Statement on Form S-3 previously filed by Wells Fargo.

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Mar 4, 2015)

Summary

Key Highlights

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