8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Mar 26, 2019)

Filed March 26, 2019For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

This 8-K filing from Wells Fargo & Company (WFC) on March 26, 2019, primarily serves to provide documentation related to the issuance of new financial products. Specifically, it details the filing of the form for 'Medium-Term Notes, Series A, Principal at Risk Securities Linked to the S&P 500® Index' by its subsidiary, Wells Fargo Finance LLC. These notes are fully guaranteed by Wells Fargo & Company itself, indicating a direct financial commitment from the parent company to these new debt instruments. The purpose of this filing is procedural, making these official documents available to the public and regulators as part of a Registration Statement on Form S-3. Investors should note that this filing does not contain new financial results or strategic updates for Wells Fargo. Instead, it pertains to the legal and structural aspects of a specific debt issuance, highlighting the company's ongoing activities in the capital markets.

Key Highlights

  • 1Wells Fargo Finance LLC issued Medium-Term Notes, Series A, Principal at Risk Securities Linked to the S&P 500® Index.
  • 2The new Notes are fully and unconditionally guaranteed by the parent company, Wells Fargo & Company.
  • 3This filing is to make the form of the Note and related legal opinions publicly available.
  • 4The issuance is related to a Registration Statement on Form S-3 previously filed with the SEC.
  • 5The filing includes the opinion of Faegre Baker Daniels LLP regarding the Notes and the Guarantee.
  • 6Consent from Faegre Baker Daniels LLP is also included as part of the filing.

Frequently Asked Questions

The main purpose of this 8-K filing is to officially submit the documentation for a new financial product: Medium-Term Notes, Series A, Principal at Risk Securities Linked to the S&P 500® Index, issued by Wells Fargo Finance LLC. It also includes the legal opinions and consents related to these notes and the guarantee provided by Wells Fargo & Company.

No, this filing does not contain new financial results, performance updates, or strategic business changes for Wells Fargo. It is purely a procedural filing to document the details and legal aspects of a specific debt issuance.

The term 'Principal at Risk Securities' suggests that the return of the principal amount invested in these notes may be subject to certain conditions or performance metrics, potentially linked to the S&P 500® Index. This implies a level of risk for the investor beyond typical fixed-income securities, where the principal could be lost if specific performance thresholds are not met.

Faegre Baker Daniels LLP is the legal counsel providing an opinion on the Notes and the Guarantee issued by Wells Fargo Finance LLC and Wells Fargo & Company. Their involvement signifies a legal review of the issuance to ensure compliance and provide assurance on the validity of the securities and the guarantee.