8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (May 3, 2019)

Filed May 3, 2019For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

This Wells Fargo & Company (WFC) 8-K filing from May 3, 2019, primarily serves to announce the issuance of 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 and unconditionally guaranteed by Wells Fargo & Company. The filing includes the form of the note and a legal opinion from Faegre Baker Daniels LLP regarding the notes and the guarantee, as exhibits to a previously filed Registration Statement on Form S-3. This is not an announcement of financial results or operational changes, but rather a filing related to debt issuance and disclosure requirements.

Key Highlights

  • 1Wells Fargo Finance LLC issued new Medium-Term Notes, Series A, Principal at Risk Securities Linked to the S&P 500® Index.
  • 2Wells Fargo & Company fully and unconditionally guarantees these newly issued notes.
  • 3The filing includes the form of the Medium-Term Notes as an exhibit.
  • 4The filing also includes the legal opinion of Faegre Baker Daniels LLP regarding the notes and the guarantee.
  • 5This 8-K filing is related to a Registration Statement on Form S-3 previously filed by WFC and Wells Fargo Finance LLC.
  • 6The event date for this filing was May 2, 2019, with the filing date being May 3, 2019.

Frequently Asked Questions

The primary purpose of this filing is to provide the official documentation for the issuance of new Medium-Term Notes by Wells Fargo Finance LLC, which are guaranteed by Wells Fargo & Company. It includes the form of the note and a legal opinion.

This filing relates to a specific debt issuance by a subsidiary and is a disclosure requirement. It does not represent a significant operational change or the introduction of a new core business line for Wells Fargo. Investors should refer to other filings for financial results or strategic updates.

This designation suggests that the return and/or repayment of principal on these notes may be linked to the performance of the S&P 500® Index, meaning that investors could lose some or all of their principal investment if the index performance is unfavorable.

The form of the note itself is filed as an exhibit to this 8-K. Investors interested in the precise details, terms, conditions, and associated risks should review Exhibit 4.1, the Form of Medium-Term Notes, Series A. The legal opinion in Exhibit 5.1 also provides assurances regarding the notes and the guarantee.