WFC Wells Fargo & Co.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (date of earliest event reported): November 25, 2020
WELLS FARGO & COMPANY
(Exact name of registrant as specified in its charter)
|(State or other jurisdiction||(Commission File||(IRS Employer|
|of incorporation)||Number)||Identification No.)|
420 Montgomery Street, San Francisco, California 94104
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 1-866-249-3302
(Former name or former address, if changed since last report)
|☐||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
|☐||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
Securities registered pursuant to Section 12(b) of the Act:
|Title of Each Class||Trading Symbol||Name of Each Exchange|
on Which Registered
|Common Stock, par value $1-2/3||WFC||New York Stock Exchange|
|7.5% Non-Cumulative Perpetual Convertible Class A Preferred Stock, Series L||WFC.PRL||NYSE|
|Guarantee of 5.80% Fixed-to-Floating Rate Normal Wachovia Income Trust Securities of Wachovia Capital Trust III||WFC/TP||NYSE|
|Guarantee of Medium-Term Notes, Series A, due October 30, 2028 of Wells Fargo Finance LLC||WFC/28A||NYSE|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).
Emerging growth company ☐
|Item 9.01.||Financial Statements and Exhibits|
Exhibits are filed herewith in connection with the Registration Statement on Form S-3 (File No. 333-239017) (the “Registration Statement”) filed by Wells Fargo & Company (the “Company”) and Wells Fargo Finance LLC with the Securities and Exchange Commission.
On November 25, 2020, the Company approved a form of Fixed Rate Note and a form of Step-Up Callable Note to be used in connection with related issuances of senior debt securities from its Medium-Term Note Program, Series T (the “Series T Program”). Such forms of notes relating to the Series T Program are attached as exhibits hereto.
On November 30, 2020, the Company issued the following notes from the Series T Program: (i) Notes due November 30, 2024; (ii) Notes due November 30, 2026; (iii) Notes due November 30, 2029; and (iv) Notes due November 30, 2032 (collectively, the “Notes”). The opinion of Faegre Drinker Biddle & Reath LLP regarding the Notes is attached as an exhibit hereto.
The consent of Faegre Drinker Biddle & Reath LLP in relation to further issuances of senior debt securities by the Company pursuant to the Registration Statement is also attached as an exhibit hereto.
Included as part of Exhibit 5.1
|104||The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.||Filed herewith|
|WELLS FARGO & COMPANY|
|DATED: November 30, 2020||/s/ Le Roy Davis|
|Le Roy Davis|
|Senior Vice President and Assistant Treasurer|