Wells Fargo & Company (WFC) Form 4 WELLS FARGO & COMPANY / Petros G Pelos ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Pelos Petros G

(Last) (First) (Middle)

420 MONTGOMERY STREET

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WELLS FARGO & COMPANY/MN [ WFC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Sr. Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $1 2/3 Par Value	03/15/2021		M		40,050.2282(1)	A	$0	109,029.2282	D
Common Stock, $1 2/3 Par Value	03/15/2021		F		15,800.2282	D	$39.7	93,229	D
Common Stock, $1 2/3 Par Value	03/15/2021		M		13,541.7273(2)	A	$0	106,770.7273	D
Common Stock, $1 2/3 Par Value	03/15/2021		F		5,024.7273	D	$39.7	101,746	D
Common Stock, $1 2/3 Par Value	03/15/2021		M		18,776.623(3)	A	$0	120,522.623	D
Common Stock, $1 2/3 Par Value	03/15/2021		F		6,966.623	D	$39.7	113,556	D
Common Stock, $1 2/3 Par Value								102,925.75(4)	I	Through 401(k) Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
2018 Performance Shares	(5)	03/15/2021		M			40,050.2282	(6)	(6)	Common Stock, $1 2/3 Par Value	40,050.2282	$0	0	D
Restricted Share Right	(7)	03/15/2021		M			13,541.7273	(8)	(8)	Common Stock, $1 2/3 Par Value	13,541.7273	$0	13,540.6529	D
Restricted Share Right	(7)	03/15/2021		M			18,776.623	(9)	(9)	Common Stock, $1 2/3 Par Value	18,776.623	$0	37,553.2456	D

Explanation of Responses:

1. These shares represent common stock of Wells Fargo & Company (the "Company") acquired on March 15, 2021 upon settlement of a Performance Share award granted on February 26, 2018 for the three-year performance period ended December 31, 2020 (as previously disclosed on a Form 4 filed on February 25, 2021).

2. Number of shares represents a Restricted Share Right ("RSR") vesting on March 15, 2021. Original grant date was February 26, 2019. This vesting represents one-third of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs).

3. Number of shares represents a RSR vesting on March 15, 2021. Original grant date was March 3, 2020. This vesting represents one-third of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs).

4. Reflects share equivalent of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of February 26, 2021, as if investable cash equivalents held by Plan were fully invested in Company common stock.

5. Each Performance Share represents a contingent right to receive one share of Company common stock upon vesting.

6. Represents the number of 2018 Performance Shares determined based on financial performance for the three-year performance period ended December 31, 2020 pursuant to the terms and conditions of a Performance Share award granted on February 26, 2018, which is exempt under Rule 16b-3(d). As a condition to receiving the grant, the reporting person agreed to hold, while employed by the Company and for one year after retirement, shares of Company common stock as required under the Company's Stock Ownership Policy.

7. Each RSR represents a contingent right to receive one share of Company common stock.

8. These RSRs, which were awarded as a portion of long-term incentive compensation for 2019, vest in three installments: one-third on 3/15/2020, 3/15/2021, and 3/15/2022. As a condition to receiving the grant, the reporting person agreed to hold, while employed by the Company and for one year after retirement, shares of Company common stock as required under the Company's Stock Ownership Policy.

9. These RSRs vest in three installments: one-third on 3/15/2021, 3/15/2022, and 3/15/2023. As a condition to receiving the grant, the reporting person agreed to hold, while employed by the Company and for one year after retirement, shares of Company common stock as required under the Company's Stock Ownership Policy.

	Petros G. Pelos, by Anthony R. Augliera, as Attorney-in-Fact	03/17/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.