8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Mar 2, 2017)

Filed March 2, 2017For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

Wells Fargo & Company filed an 8-K report on March 2, 2017, to disclose the issuance of new financial instruments. Specifically, the company issued "Medium-Term Notes, Series K, Principal at Risk Securities Linked to the Lowest Performing of the S&P 500® Index and the Russell 2000® Index due December 3, 2018". This filing serves to provide the necessary documentation for investors, including the form of the Note itself and a legal opinion from Faegre Baker Daniels LLP regarding these securities. From an investor's perspective, these are "Principal at Risk Securities," indicating that the return of principal is not guaranteed and may be subject to the performance of the underlying indices. The specific structure links the performance to the *lowest* performing of the S&P 500® Index and the Russell 2000® Index, suggesting a potentially higher risk profile and possibly higher coupon payments for investors willing to take on that risk. The maturity date is set for December 3, 2018.

Key Highlights

  • 1Wells Fargo & Company announced the issuance of "Medium-Term Notes, Series K, Principal at Risk Securities" on March 1, 2017.
  • 2These notes are linked to the performance of the S&P 500® Index and the Russell 2000® Index.
  • 3The principal amount is at risk, meaning investors could lose part or all of their investment.
  • 4The specific payout structure is tied to the *lowest* performing of the two mentioned indices.
  • 5The maturity date for these notes is December 3, 2018.
  • 6The filing includes the form of the Note and a legal opinion from Faegre Baker Daniels LLP.
  • 7This issuance is related to a Registration Statement on Form S-3 previously filed by Wells Fargo.

Frequently Asked Questions

Principal at Risk Securities are financial instruments where the investor may lose a portion or all of their initial investment if certain conditions are not met. In this case, the return of principal is linked to the performance of the S&P 500® Index and the Russell 2000® Index.

The structure of these notes means your return (and potentially the return of your principal) is dependent on the performance of the index that performs worse between the S&P 500® Index and the Russell 2000® Index. If the lowest performing index falls below a certain threshold, you could lose principal.

The legal opinion from Faegre Baker Daniels LLP likely confirms the legality and regulatory compliance of the Notes being issued. It provides assurance to investors that the securities have been structured and documented in accordance with applicable laws and regulations.

The maturity date for these specific Medium-Term Notes, Series K, is December 3, 2018. At maturity, the amount of principal returned to the investor will depend on the performance of the linked indices as detailed in the Note's terms.