8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Feb 28, 2018)

Filed February 28, 2018For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

This 8-K filing from Wells Fargo & Company on February 27, 2018, primarily serves to disclose the issuance of several new "Medium-Term Notes, Series S" and "Series T". These notes are structured with varying degrees of principal risk, linked to the performance of specific equity indices, individual stocks, or interest rates. Investors should note that these are debt instruments, and their returns are contingent upon the performance of underlying assets or rates. The filing includes the forms of these notes and legal opinions related to their issuance, which are important for understanding the terms and conditions for potential investors. While the filing does not provide financial statements or discuss operational performance, it signals Wells Fargo's continued activity in the structured products market. For investors considering these notes, a thorough review of the specific terms, risks, and underlying assets detailed in the referenced exhibits is crucial. This includes understanding the 'Principal at Risk' nature of some series, meaning the principal amount invested could be lost if the linked assets perform poorly.

Key Highlights

  • 1Wells Fargo issued new Medium-Term Notes, Series S and Series T on February 27, 2018.
  • 2The Series S notes are structured as "Principal at Risk Securities," meaning investors could lose principal.
  • 3These Series S notes are linked to the performance of specific equity baskets (e.g., Boeing, CBS, Walmart, Deere) or major stock indices (S&P 500, Russell 2000, EURO STOXX 50).
  • 4The Series T notes are linked to interest rate benchmarks, specifically the 10-Year Constant Maturity Swap Rate.
  • 5Maturity dates for the issued notes range from February 26, 2021, to February 28, 2028.
  • 6The filing includes the official forms of these notes and legal opinions from Faegre Baker Daniels LLP.
  • 7This report is filed in connection with a Form S-3 registration statement previously filed by Wells Fargo.

Frequently Asked Questions

The "Principal at Risk Securities" are a type of debt instrument where the principal amount invested by the investor may be lost, in whole or in part, depending on the performance of the underlying asset (such as a stock or an index) to which the note is linked. This contrasts with traditional debt instruments where the principal is typically guaranteed if held to maturity.

The Series S notes are linked to either a basket of individual stocks (The Boeing Company, CBS Corporation Class B Common Stock, Walmart Inc., and Deere & Company) or major stock indices (S&P 500® Index, Russell 2000® Index, and EURO STOXX 50® Index). The Series T notes are linked to the 10-Year Constant Maturity Swap Rate.

No, this 8-K filing is specifically an "Item 9.01. Financial Statements and Exhibits" filing. It serves to provide documentation related to the issuance of new debt securities (Medium-Term Notes) and does not contain updates on the company's overall financial performance or operational results.

More detailed information about the terms, risks, and structure of these notes can be found in the exhibits filed with this 8-K. Specifically, Exhibits 4.1, 4.2, 4.3, and 4.4 contain the forms of the respective notes, and Exhibit 5.1 provides the legal opinion from Faegre Baker Daniels LLP regarding these issuances.