What is the primary purpose of this 8-K filing?

The primary purpose of this 8-K filing is to report the creation and subsequent sale of a new series of preferred stock by Wells Fargo, specifically the 'Non-Cumulative Perpetual Class A Preferred Stock, Series X', and the related Depositary Shares.

What are Depositary Shares in this context?

Depositary Shares are instruments that represent a fractional interest in a share of preferred stock. In this case, each Depositary Share represents a 1/1,000th interest in one share of Wells Fargo's Series X Preferred Stock. They are typically used to make investing in preferred stock more accessible and liquid for a wider range of investors.

What are the key financial terms of the Series X Preferred Stock?

The Series X Preferred Stock has a liquidation preference of $25,000 per share. It is also described as 'Non-Cumulative' and 'Perpetual', meaning that dividends are not guaranteed to be paid if declared and are not carried forward if missed, and the stock has no maturity date.

What is the total capital raised from the sale of Depositary Shares?

The 8-K filing does not explicitly state the total capital raised. However, it indicates the sale of 46,000,000 Depositary Shares, each representing 1/1,000th of a Series X Preferred Share with a $25,000 liquidation preference. Investors would need to refer to the Underwriting Agreement or subsequent financial reports for the exact offering price and total proceeds.

WELLS FARGO & COMPANY/MN 8-K: Corporate Changes

Summary

Wells Fargo & Company/MN (WFC) filed an 8-K on June 15, 2016, to report on the creation and sale of a new series of preferred stock. The company filed a Certificate of Designation on June 14, 2016, establishing 'Non-Cumulative Perpetual Class A Preferred Stock, Series X'. This series is authorized to have 46,000 shares with a liquidation preference of $25,000 per share. Following this designation, on June 15, 2016, Wells Fargo sold 46,000,000 Depositary Shares. Each Depositary Share represents a 1/1,000th interest in a share of the Series X Preferred Stock. This issuance is part of a broader capital raising effort, detailed in exhibits including the Underwriting Agreement and Deposit Agreement.

Key Highlights

1Wells Fargo designated a new series of preferred stock: 'Non-Cumulative Perpetual Class A Preferred Stock, Series X'.
246,000 shares of Series X Preferred Stock were authorized, each with a liquidation preference of $25,000.
3The company sold 46,000,000 Depositary Shares, each representing a 1/1,000th interest in the Series X Preferred Stock.
4The issuance is structured through a Deposit Agreement with Wells Fargo Bank, N.A. as the depositary.
5The filing includes exhibits such as the Underwriting Agreement, Certificate of Designation, Deposit Agreement, and legal opinions.
6The Series X Preferred Stock is non-cumulative and perpetual, indicating a long-term capital instrument.
7This action is a significant event related to the company's capital structure and funding.

WELLS FARGO & COMPANY/MN 8-K Report, Bylaw Amendment (Jun 15, 2016)

Summary

Key Highlights

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