8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Sep 1, 2016)

Filed September 1, 2016For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

This Current Report (Form 8-K) filed by Wells Fargo & Company on September 1, 2016, primarily concerns the issuance of new financial products. Specifically, the company is announcing the release of Medium-Term Notes, Series K, Principal at Risk Securities. These notes are linked to the performance of the S&P 500® Index and the Russell 2000® Index, with their performance tied to the *lowest* performing of the two. The filing includes the form of these specific notes and an opinion from Faegre Baker Daniels LLP regarding them. Investors should note that these are structured products where the principal amount at maturity is at risk and dependent on the performance of the underlying indices. This filing is a disclosure of the terms and legal opinions associated with this new debt issuance.

Key Highlights

  • 1Wells Fargo & Company issued new financial instruments: Medium-Term Notes, Series K, Principal at Risk Securities.
  • 2The notes are linked to the performance of the S&P 500® Index and the Russell 2000® Index.
  • 3The principal repayment is contingent on the *lowest* performing of the two indices.
  • 4The maturity date for these notes is March 1, 2018.
  • 5The filing includes the form of the note, providing details on its structure and terms.
  • 6Legal opinion from Faegre Baker Daniels LLP regarding the notes is included as an exhibit.
  • 7This report is filed as part of a Registration Statement on Form S-3.

Frequently Asked Questions

These are structured debt securities where the repayment of the principal amount at maturity is not guaranteed and is subject to the performance of underlying financial instruments. In this case, the principal repayment is linked to the lowest performing of the S&P 500® Index and the Russell 2000® Index.

The primary risk is that if the lowest performing index (between the S&P 500® and the Russell 2000®) performs poorly, investors could lose a portion or all of their principal investment at maturity.

The Medium-Term Notes, Series K, Principal at Risk Securities issued by Wells Fargo have a maturity date of March 1, 2018.

Wells Fargo is filing this 8-K to publicly disclose the terms and legal documentation related to the issuance of these new financial products. This includes the form of the note itself and a legal opinion supporting the issuance, as required by securities regulations.