Van Beurden Saul 4

What Happened

• Saul Van Beurden, Senior Executive Vice President of Wells Fargo (WFC), had three tranches of Restricted Share Rights (RSRs) vest on Feb 5, 2026. A total of 52,757.453 shares vested (20,878.191; 18,877.167; 13,002.095).
• To satisfy tax withholding, 24,082.325 shares were surrendered at $93.14 per share, totaling $2,243,028. Net shares delivered to Van Beurden after withholding: 28,675.128 shares.
• Transaction codes: M = exercise/conversion of derivative (vesting of RSRs); F = shares withheld to pay taxes.

Key Details

• Transaction date: 2026-02-05; Form 4 filed: 2026-02-09 (reports the Feb 5 vesting).
• Per-footnotes: the three vested RSR tranches were one-third installments of original grants dated Jan 24, 2023; Jan 23, 2024; and Jan 28, 2025 (each RSR = contingent right to 1 share).
• Withholding price used for tax payment: $93.14/share; total tax withholding value: $2,243,028.
• Net new shares received (vested minus shares withheld): 28,675.128.
• Holding requirement: as a condition of the grants, the reporting person agreed to hold required shares while employed and for one year after retirement (per company Stock Ownership Policy).

Context

• These were vesting/settlement transactions (not open-market purchases or sales). The RSRs converted to shares and some were withheld to cover tax liabilities (a common administrative step, coded F).
• This filing reflects routine equity compensation vesting rather than an outright sale or market purchase; such vesting increases the insider’s stake but withheld shares reduce the net delivery.