Patterson Ellen R 4

What Happened Ellen R. Patterson, Senior EVP and General Counsel of Wells Fargo & Company, had a Performance Share award settle on March 5, 2026. A total of 97,258.975 performance shares converted to common stock (exercise/conversion). To cover tax withholding, 49,639.454 shares were disposed at $83.93 per share, totaling $4,166,239. The net increase to her holdings from this settlement was 47,619.521 shares.

Key Details

• Transaction date: March 5, 2026; Form 4 filed March 9, 2026 (timely).
• Conversion: 97,258.975 performance shares exercised/settled (no cash exercise price).
• Tax withholding/sale: 49,639.454 shares disposed at $83.93 each = $4,166,239.
• Net shares received (after withholding): 97,258.975 − 49,639.454 = 47,619.521 shares added to her holdings.
• Footnotes: Award granted Jan 24, 2023 for the three-year performance period ending Dec 31, 2025 (including reinvested dividend equivalents); each Performance Share is a contingent right to one share; the award is exempt under Rule 16b-3(d). As a condition of the grant, Patterson agreed to hold required Company shares while employed and for one year after retirement.
• No indication this was an open-market sale for investment reasons — the disposition was for tax withholding.

Context This was a settlement of performance-based equity (not a market buy or voluntary sale). It's common for vested awards to be settled into stock with a portion withheld or sold to satisfy tax obligations (a form of cashless settlement). Such transactions reflect compensation vesting, not necessarily a change in insider sentiment.