Hranicky Kyle G 4

What Happened
Kyle G. Hranicky, Senior Executive Vice President of Wells Fargo & Company (WFC), had restricted share rights (RSRs) vest on February 5, 2026. A total of 34,829.863 shares were converted/issued (three separate vesting events) and 12,643.18 of those shares were surrendered/withheld to satisfy tax obligations at a per-share valuation of $93.14, resulting in roughly $1,177,586 in tax withholding proceeds. The underlying transactions are conversions of RSRs (derivative exercises, code M) with share withholding for taxes (code F).

Key Details

• Transaction date: February 5, 2026; Form 4 filed February 9, 2026 (timely within required business days).
• Shares vested/converted (acquired): 34,829.863 shares (three RSR vesting events: 13,767.120; 11,519.885; 9,542.858).
• Shares withheld/sold for taxes (disposed): 12,643.180 shares (5,618.958; 3,089.285; 3,934.937) at $93.14 each; total value ≈ $1,177,586.
• Net new shares retained after withholding: ~22,186.683 shares (34,829.863 acquired − 12,643.18 withheld).
• Footnotes: These were Restricted Share Rights (RSRs) from multiple grant dates (Jan 24, 2023; Jan 23, 2024; Jan 28, 2025). Vesting represented one‑third of each original grant (plus reinvested dividend equivalents). Each RSR converts to one share (F8). The reporting person agreed to hold shares while employed and for one year after retirement per the Company’s Stock Ownership Policy (F10/F11/F9).
• Filing timeliness: Filed Feb 9, 2026 for Feb 5 transaction—within the standard two business‑day Form 4 window (not noted as late).

Context
These entries are vesting of restricted share awards (not open‑market purchases or discretionary sales). The conversion/issuance is recorded as derivative exercise (M) at $0 because RSRs convert into shares; the F code reflects shares surrendered/withheld to cover tax liabilities (a common, routine administrative step). This activity signals receipt of compensation rather than a directional bet on the stock.