UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (date of earliest event reported): December 17, 2012
WELLS FARGO & COMPANY
(Exact Name of Registrant as Specified in Its Charter)
| Delaware | 001-02979 | No. 41-0449260 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
420 Montgomery Street, San Francisco, California | 94104 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
1-866-249-3302
(Registrant’s Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | 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) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01. Other Events.
Pursuant to the Preliminary Approval Order of the United States District Court, Northern District of California, dated December 17, 2012, Wells Fargo & Company (“Wells Fargo”) is hereby providing, as Exhibit 99 to this report, the Notice of Proposed Settlement of Wells Fargo & Company Shareholder Derivative Litigation, Final Settlement Hearing and Right to Appear. The Notice relates to the proposed settlement of two shareholder derivative actions. The proposed settlement will not involve the payment of any funds by the defendants to Wells Fargo or to any of the plaintiffs. Wells Fargo will pay attorneys’ fees to plaintiffs’ counsel as ordered by the Court.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| 99 | Notice of Proposed Settlement of Wells Fargo & Company Shareholder Derivative Litigation, Final Settlement Hearing and Right to Appear |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: December 21, 2012 | WELLS FARGO & COMPANY | |||
| By: | /s/ James M. Strother | |||
| James M. Strother | ||||
| Senior Executive Vice President and | ||||
| General Counsel | ||||
EXHIBIT INDEX
Exhibit No. | Description | |
| 99 | Notice of Proposed Settlement of Wells Fargo & Company Shareholder Derivative Litigation, Final Settlement Hearing and Right to Appear | |
