8-KExhibits & Filings

WELLS FARGO & COMPANY/MN 8-K Report, Exhibit Filing (Mar 23, 2020)

Filed March 23, 2020For Securities:WFCWFC-PDWFC-PCWFC-PYWFC-PAWFC-PLWFCNPWFC-PZ

Summary

This Wells Fargo & Company (WFC) 8-K filing from March 23, 2020, is primarily informational, announcing the issuance of new Medium-Term Notes, Series A, Principal at Risk Securities. These notes, linked to the performance of the S&P 500® Index and the Invesco QQQ TrustSM, Series 1, are due to mature on March 23, 2023. The issuance is through Wells Fargo Finance LLC and is fully and unconditionally guaranteed by the parent company, Wells Fargo & Company. Investors should note that this filing does not represent a new strategic initiative or a change in financial performance but rather the documentation of a specific debt issuance. The primary purpose of this filing is to provide the SEC with the form of the note and the legal opinion from Faegre Drinker Biddle & Reath LLP regarding the notes and the guarantee. This filing is an exhibit to a previously filed Form S-3 Registration Statement.

Key Highlights

  • 1Wells Fargo Finance LLC issued new Medium-Term Notes, Series A, Principal at Risk Securities.
  • 2The Notes are linked to the performance of the S&P 500® Index and the Invesco QQQ TrustSM, Series 1.
  • 3The maturity date for these Notes is March 23, 2023.
  • 4Wells Fargo & Company provides a full and unconditional guarantee for the Notes.
  • 5The filing includes the form of the Note and a legal opinion from Faegre Drinker Biddle & Reath LLP.
  • 6This report is filed in connection with a previously filed Form S-3 Registration Statement.

Frequently Asked Questions

The main purpose of this filing is to formally submit the documentation for a new debt issuance, specifically the form of Medium-Term Notes, Series A, Principal at Risk Securities, and the related legal opinion from their counsel, as required by the SEC.

These are structured notes where the return of principal at maturity is linked to the performance of an underlying asset or index. In this case, they are tied to the S&P 500® Index and the Invesco QQQ TrustSM, Series 1. If the performance of these indices is poor, investors may not receive their full principal back.

No, this filing primarily concerns the documentation of a debt issuance and does not inherently indicate a change in Wells Fargo's financial performance, operational strategy, or overall financial health. It's a standard disclosure for such debt instruments.

Wells Fargo & Company, the parent corporation, provides a full and unconditional guarantee for these Medium-Term Notes issued by its subsidiary, Wells Fargo Finance LLC.