Rosenberg Jason M. 4
4 · WELLS FARGO & COMPANY/MN · Filed Feb 9, 2026
Research Summary
AI-generated summary of this filing
Wells Fargo SEVP Jason Rosenberg Receives Restricted Stock Award
What Happened
Jason M. Rosenberg, Senior EVP & Head of Public Affairs at Wells Fargo (WFC), had 4,265.243 restricted share rights (RSRs) vest on February 5, 2026. The RSRs converted to shares at $0 exercise price. To cover tax withholding, 1,416.847 shares were surrendered (disposed) at an effective withholding value of $93.14 per share, totaling $131,965. After withholding, Rosenberg received a net 2,848.396 shares.
Key Details
- Transaction date: 2026-02-05; Form 4 filed 2026-02-09 (filed on the required deadline).
- RSR conversion: 4,265.243 shares acquired at $0.00 (exercise/conversion of derivative).
- Tax withholding: 1,416.847 shares disposed at $93.14/share for $131,965 (payment of tax liability).
- Net shares received from this vesting: 2,848.396 shares.
- Footnotes: Original RSR grant date 1/28/2025; this vesting is one-third of the grant (plus reinvested dividend equivalents). RSRs vest in three installments (2/5/2026, 2/5/2027, 2/5/2028). Reporting person agreed to hold required shares while employed and for one year after retirement under the Company’s Stock Ownership Policy.
- Filing timeliness: Transaction reported on the Form 4 filed 2/9/2026, which meets the two-business-day filing requirement.
Context
This was a standard equity award vesting event (RSRs converting to common stock) with routine share withholding to satisfy tax obligations — not an open-market purchase or discretionary sale. RSRs are a contingent right to receive shares; the withholding reduces the number of shares actually delivered to the insider.
Insider Transaction Report
- Exercise/Conversion
Common Stock, $1 2/3 Par Value
[F1]2026-02-05+4,265.243→ 13,848.393 total - Tax Payment
Common Stock, $1 2/3 Par Value
2026-02-05$93.14/sh−1,416.847$131,965→ 12,431.546 total - Exercise/Conversion
Restricted Share Right
[F2][F3]2026-02-05−4,265.243→ 8,530.487 total→ Common Stock, $1 2/3 Par Value (4,265.243 underlying)
Footnotes (3)
- [F1]Number of shares represents a Restricted Share Right ("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).
- [F2]Each RSR represents a contingent right to receive one share of Wells Fargo & Company (the "Company") common stock.
- [F3]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.