8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Dec 4, 2018)

Filed December 4, 2018For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

This 8-K filing from Wells Fargo & Company (WFC) on December 4, 2018, primarily serves to disclose the details of two new issuances of Medium-Term Notes, Series S, categorized as "Principal at Risk Securities." These notes are linked to the performance of specific stock market indices, with one series tied to the lowest performing of the S&P 500®, Russell 2000®, and EURO STOXX® 50® indices, maturing in November 2022. The second series is linked to the S&P 500® index and matures in June 2020. For investors, the key takeaway is that Wells Fargo is continuing to engage in debt issuance, specifically structured products. The "Principal at Risk" designation is crucial, indicating that investors could lose a portion or all of their principal investment if the underlying index performance does not meet certain thresholds. This filing does not contain new financial statements or material business updates, but rather serves as an informational disclosure regarding these specific debt instruments.

Key Highlights

  • 1Wells Fargo & Company issued two new series of Medium-Term Notes, Series S, designated as Principal at Risk Securities.
  • 2One note issuance is linked to the performance of the S&P 500®, Russell 2000®, and EURO STOXX® 50® indices, with principal at risk based on the lowest performing index, maturing November 30, 2022.
  • 3The second note issuance is linked to the S&P 500® index, with principal at risk, maturing June 3, 2020.
  • 4The purpose of the filing is to submit the forms of these Notes and related legal opinions to the SEC.
  • 5This filing is an addendum to a previously filed Registration Statement on Form S-3.
  • 6The filing includes the form of each Note and the legal opinion from Faegre Baker Daniels LLP regarding these securities.

Frequently Asked Questions

Principal at Risk Securities are investment products where the potential return is linked to an underlying asset or index, but the investor may lose a portion or all of their initial investment if the underlying asset or index performs unfavorably. The exact terms and conditions determining principal loss are detailed within the specific offering documents for these Notes.

No, this 8-K filing does not contain new financial statements or provide an update on Wells Fargo's overall financial performance. It is primarily an informational filing to disclose the details of specific debt securities being issued.

The primary risk, as indicated by "Principal at Risk," is the potential loss of the invested principal. This loss is contingent on the performance of the linked stock market indices (S&P 500®, Russell 2000®, EURO STOXX® 50®) relative to certain predetermined conditions specified in the Note's terms.

More detailed information about these Medium-Term Notes can be found in the exhibits filed with this 8-K, specifically the 'Form of Medium-Term Notes' (Exhibit 4.1 and 4.2) and the 'Opinion of Faegre Baker Daniels LLP' (Exhibit 5.1).