WELLS FARGO & COMPANY/MN·4

Feb 9, 4:58 PM ET

Engle Bridget E. 4

4 · WELLS FARGO & COMPANY/MN · Filed Feb 9, 2026

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Wells Fargo (WFC) SVP Bridget Engle Receives Award, Shares Withheld

What Happened Bridget E. Engle, Senior Executive Vice President of Wells Fargo & Company (WFC), had restricted share rights (RSRs) vest on Feb 5, 2026. A total of 115,045.974 shares became issuable upon vesting (three separate vest events). To satisfy tax withholding, 57,103.961 shares were surrendered (disposed) at $93.14/share, totaling $5,318,663. The gross value of the vested shares was about $10.7M, leaving approximately 57,942.013 shares issued to her (net value ≈ $5.40M).

Key Details

  • Transaction date: Feb 5, 2026; Form 4 filed Feb 9, 2026 (reporting period 2/5/2026).
  • Codes: M = exercise/conversion of derivative (RSR conversion to common stock); F = shares withheld for payment of tax liability.
  • Shares vested (by record): 100,851.988; 2,787.320; and 11,406.666 (total 115,045.974).
  • Shares withheld for taxes: 50,273.486; 1,010.097; and 5,820.378 (total 57,103.961) at $93.14 each = $5,318,663.
  • Net shares received: ~57,942.013 (115,045.974 − 57,103.961).
  • Footnotes: Vesting relates to three RSR grants (original grant dates Oct 22, 2024; Dec 10, 2024; Jan 28, 2025). RSRs convert 1-for-1 to common stock; vesting schedules and holding requirements apply (see F1–F7).
  • Shares owned after transaction: not provided in the excerpt.

Context These were scheduled equity-compensation vestings (RSRs converting into shares) with a net-share settlement via share withholding to cover taxes—common and routine for executives. Transaction codes indicate conversion/vesting (M) and tax withholding (F), not open-market purchases or sales. This filing notifies investors of the award vesting and the method used to satisfy tax obligations; it does not, by itself, indicate a directional bet by the insider.

Insider Transaction Report

Form 4
Period: 2026-02-05
Engle Bridget E.
Sr. Executive Vice President
Transactions
  • Exercise/Conversion

    Common Stock, $1 2/3 Par Value

    [F1]
    2026-02-05+100,851.988156,388.305 total
  • Tax Payment

    Common Stock, $1 2/3 Par Value

    2026-02-05$93.14/sh50,273.486$4,682,473106,114.819 total
  • Exercise/Conversion

    Common Stock, $1 2/3 Par Value

    [F2]
    2026-02-05+2,787.32108,902.139 total
  • Tax Payment

    Common Stock, $1 2/3 Par Value

    2026-02-05$93.14/sh1,010.097$94,080107,892.043 total
  • Exercise/Conversion

    Common Stock, $1 2/3 Par Value

    [F3]
    2026-02-05+11,406.666119,298.708 total
  • Tax Payment

    Common Stock, $1 2/3 Par Value

    2026-02-05$93.14/sh5,820.378$542,110113,478.33 total
  • Exercise/Conversion

    Restricted Share Right

    [F4][F5]
    2026-02-05100,851.98888,986.021 total
    Common Stock, $1 2/3 Par Value (100,851.988 underlying)
  • Exercise/Conversion

    Restricted Share Right

    [F4][F6]
    2026-02-052,787.32476.98 total
    Common Stock, $1 2/3 Par Value (2,787.32 underlying)
  • Exercise/Conversion

    Restricted Share Right

    [F4][F7]
    2026-02-0511,406.66622,813.332 total
    Common Stock, $1 2/3 Par Value (11,406.666 underlying)
Footnotes (7)
  • [F1]Number of shares represents a Restricted Share Right ("RSR") vesting on February 5, 2026. Original grant date was October 22, 2024. This vesting represents 34% of the original amount of RSRs granted (plus reinvested dividend equivalents).
  • [F2]Number of shares represents a RSR vesting on February 5, 2026. Original grant date was December 10, 2024. This vesting represents 35% of the original amount of RSRs granted (plus reinvested dividend equivalents).
  • [F3]Number of shares represents a RSR vesting on February 5, 2026. Original grant date was January 28, 2025. This vesting represents one-third of the original amount of RSRs granted (plus reinvested dividend equivalents).
  • [F4]Each RSR represents a contingent right to receive one share of Wells Fargo & Company (the "Company") common stock.
  • [F5]These RSRs vest in three installments: 36% on 2/5/2025, 34% on 2/5/2026, and 30% on 2/5/2027. 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.
  • [F6]These RSRs vest in three installments: 59% on 2/5/2025, 35% on 2/5/2026, and 6% on 2/5/2027. 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.
  • [F7]These RSRs vest in three installments: one-third on 2/5/2026, 2/5/2027, and 2/5/2028. 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
Bridget E. Engle, by Meghan Daly, as Attorney-in-Fact|2026-02-09

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT