WELLS FARGO & COMPANY/MN·4

Jan 29, 6:09 PM ET

Santomassimo Michael P. 4

4 · WELLS FARGO & COMPANY/MN · Filed Jan 29, 2026

Research Summary

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Wells Fargo CFO Michael P. Santomassimo Receives Stock Award

What Happened Michael P. Santomassimo, Sr. EVP & CFO of Wells Fargo & Company (WFC), was granted 64,114 restricted share rights (RSRs) reported as a derivative award on January 27, 2026. The Form 4 shows acquisition at $0.00 because these are award units (not an open-market purchase). Each RSR is a contingent right to one share of company common stock.

Key Details

  • Transaction date: 2026-01-27; filing date: 2026-01-29 (filed two days after the transaction).
  • Amount: 64,114 RSRs acquired; price reported $0.00 (award/derivative).
  • Vesting: RSRs vest in three equal installments — one-third on 2/5/2027, one-third on 2/5/2028, and one-third on 2/5/2029 (Footnote F3).
  • Footnotes: F1 notes the amount reflects share equivalents of units in the Wells Fargo ESOP Fund under the 401(k) Plan as of 12/31/2025; F2 confirms each RSR equals a contingent right to one share; F3 includes a hold requirement while employed and for one year after retirement under the Company’s Stock Ownership Policy.
  • Shares owned after the transaction: not specified in the filing.
  • Exhibit: Power of attorney (Exhibit 24) referenced.

Context This is a grant of restricted share rights (a common form of executive compensation). RSRs are not immediately tradable shares — they convert to shares only if and when vesting conditions are met. The filing appears timely (filed two business days after the grant). For value estimates, multiply the 64,114 award by the current WFC share price; the Form 4 lists acquisition price as $0 because it reports an award rather than a cash purchase.

Insider Transaction Report

Form 4
Period: 2026-01-27
Transactions
  • Award

    Restricted Share Right

    [F2][F3]
    2026-01-27+64,11464,114 total
    Common Stock, $1 2/3 Par Value (64,114 underlying)
Holdings
  • Common Stock, $1 2/3 Par Value

    404,606.53
  • Common Stock, $1 2/3 Par Value

    [F1]
    (indirect: By 401(k))
    892.19
  • Common Stock, $1 2/3 Par Value

    (indirect: By Spouse)
    1,000
Footnotes (3)
  • [F1]Reflects share equivalent of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of December 31, 2025, as if investable cash equivalents held by the Plan were fully invested in Wells Fargo & Company (the "Company") common stock.
  • [F2]Each Restricted Share Right ("RSR") represents a contingent right to receive one share of Company common stock.
  • [F3]These RSRs vest in three installments: one-third on 2/5/2027, 2/5/2028, and 2/5/2029. 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.
Signature
Michael P. Santomassimo, by Meghan Daly, as Attorney-in-Fact|2026-01-29

Documents

2 files
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT

  • EX-24

    POWER OF ATTORNEY (PUBLIC): POWER OF ATTORNEY - EXHIBIT 24 - SANTOMASSIMO