8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Sep 19, 2018)

Filed September 19, 2018For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

This 8-K filing from Wells Fargo & Company (WFC) on September 18, 2018, primarily serves to report the issuance of new debt securities and to file the related documentation with the SEC. Specifically, the company issued two series of Medium-Term Notes: Series S, linked to the SPDR® S&P® Biotech ETF with a maturity date of September 21, 2020, and Series T, with a maturity date of September 19, 2021. The filing's main purpose is to provide investors with the official forms of these Notes and the legal opinion from Faegre Baker Daniels LLP regarding their issuance, fulfilling regulatory requirements for these debt offerings. For investors, this filing signals an expansion of Wells Fargo's debt issuance program. The inclusion of a Principal at Risk Securities component in Series S suggests a structured product that may offer a different risk-return profile compared to traditional debt, tied to the performance of the biotech ETF. Investors interested in these specific notes would need to review the full terms within the referenced exhibits to understand the potential risks and returns associated with the biotech ETF linkage and the principal at risk feature.

Key Highlights

  • 1Wells Fargo issued new debt securities on September 18, 2018, as detailed in this 8-K filing.
  • 2Two series of Medium-Term Notes were issued: Series S and Series T.
  • 3Series S Notes are Principal at Risk Securities linked to the SPDR® S&P® Biotech ETF, maturing September 21, 2020.
  • 4Series T Notes are standard Medium-Term Notes maturing September 19, 2021.
  • 5The filing includes the official forms of these Notes as exhibits.
  • 6A legal opinion from Faegre Baker Daniels LLP regarding the Notes is filed as an exhibit.
  • 7The purpose of the filing is to make these documents publicly available as required by the SEC in connection with a Form S-3 registration statement.

Frequently Asked Questions

The main purpose of this 8-K filing is to officially report and file the documentation related to the issuance of two new series of Wells Fargo's Medium-Term Notes (Series S and Series T), including the forms of the notes and a legal opinion, as required by the SEC.

Series S Notes are 'Principal at Risk Securities' whose return is linked to the performance of the SPDR® S&P® Biotech ETF and mature on September 21, 2020. Series T Notes are standard Medium-Term Notes maturing on September 19, 2021.

The detailed terms and conditions for each series of notes can be found in the exhibits filed with this 8-K report, specifically Exhibit 4.1 for the Series S Notes and Exhibit 4.2 for the Series T Notes.

This filing primarily pertains to debt issuance and regulatory compliance, not a broad strategic shift. The issuance of Medium-Term Notes is a common practice for large financial institutions to manage their funding needs. The 'Principal at Risk' nature of Series S suggests a specific product offering for a segment of investors rather than a fundamental change in the company's overall strategy.