Sommers Barry 4

4 · WELLS FARGO & COMPANY/MN · Filed Feb 27, 2026

AI-generated summary of this filing

Updated Feb 27, 2026

Wells Fargo (WFC) Sr. EVP Barry Sommers Receives Performance Award

What Happened

Barry Sommers, Senior Executive Vice President of Wells Fargo & Company (WFC), was granted 100,480.352 share equivalents on February 26, 2026. The filing reports these as a derivative award at $0.00 per share (acquisition value $0).
This award represents performance‑based and ESOP/401(k) share equivalents rather than an open‑market purchase or sale; such grants are generally routine compensation, not direct cash purchases.

Key Details

Transaction date: 2026-02-26; Filing date: 2026-02-27 (timely).
Reported transaction: Grant/Award (code A) — 100,480.352 shares @ $0.00 (derivative).
Shares owned after transaction: not specified in the filing.
Notable footnotes:
- F1: These reflect share equivalents in the Wells Fargo ESOP Fund under the 401(k) Plan as of Jan 30, 2026, assuming cash equivalents were invested in WFC stock.
- F2: Each Performance Share is a contingent right to receive one share of common stock.
- F3: The amount reflects 2023 Performance Shares (including reinvested dividend equivalents) determined by performance for the 3‑year period ended Dec 31, 2025; award is exempt under Rule 16b‑3(d). Sommers agreed to hold required shares while employed and for one year after retirement.

Context

This is a derivative/performance award (not an open‑market buy or sale). It stems from prior Performance Share grants and ESOP accounting; the filing reports the contingent share equivalent rather than an immediate cash value.
Such awards are common forms of executive compensation and do not by themselves indicate insider buying or selling intent.

Form 4

Period: 2026-02-26

Sr. Executive Vice President

Transactions

Award
2023 Performance Shares
[F2][F3]
2026-02-26+100,480.352→ 100,480.352 total
→ Common Stock, $1 2/3 Par Value (100,480.352 underlying)

Holdings

Footnotes (3)

[F1]Reflects share equivalent of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of January 30, 2026, as if investable cash equivalents held by the Plan were fully invested in Wells Fargo & Company (the "Company") common stock.
[F2]Each Performance Share represents a contingent right to receive one share of Company common stock.
[F3]Represents the number of 2023 Performance Shares (including reinvested dividend equivalents) determined based on financial performance for the three-year performance period ended December 31, 2025 pursuant to the terms and conditions of a Performance Share award granted on January 24, 2023, which is exempt under Rule 16b-3(d). 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

Barry Sommers, by Meghan Daly, as Attorney-in-Fact|2026-02-27

1 file