WELLS FARGO & COMPANY/MN0000072971falseNYSE00000729712025-01-282025-01-280000072971us-gaap:CommonStockMember2025-01-282025-01-280000072971wfc:A7.5NonCumulativePerpetualConvertibleClassAPreferredStockSeriesLMember2025-01-282025-01-280000072971wfc:NonCumulativePerpetualClassAPreferredStockSeriesYMember2025-01-282025-01-280000072971wfc:NonCumulativePerpetualClassAPreferredStockSeriesZMember2025-01-282025-01-280000072971wfc:NonCumulativePerpetualClassAPreferredStockSeriesAAMember2025-01-282025-01-280000072971wfc:NonCumulativePerpetualClassAPreferredStockSeriesCCMember2025-01-282025-01-280000072971wfc:NonCumulativePerpetualClassAPreferredStockSeriesDDMember2025-01-282025-01-280000072971wfc:GuaranteeofMediumTermNotesSeriesAdueOctober302028ofWellsFargoFinanceLLCMember2025-01-282025-01-28

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): January 28, 2025

WELLS FARGO & COMPANY
(Exact name of registrant as specified in its charter)
Delaware 001-02979 No. 41-0449260
(State or Other Jurisdiction
of Incorporation)
 (Commission File
Number)
 (IRS Employer
Identification No.)
            
420 Montgomery Street, San Francisco, California 94104
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: 1-415-371-2921


    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
        Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
        Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
        Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
        Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol
Name of Each Exchange
on Which Registered
Common Stock, par value $1-2/3
WFC
New York Stock
Exchange
(NYSE)
7.5% Non-Cumulative Perpetual Convertible Class A Preferred Stock, Series L
WFC.PRL
NYSE
Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series Y
WFC.PRY
NYSE
Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series Z
WFC.PRZ
NYSE
Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series AA
WFC.PRA
NYSE
Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series CC
WFC.PRC
NYSE
Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series DD
WFC.PRD
NYSE
Guarantee of Medium-Term Notes, Series A, due October 30, 2028 of Wells Fargo Finance LLC
WFC/28A
NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b‑2).
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o



Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 30, 2025, Wells Fargo & Company (the “Company”) announced that Jon Weiss, Co-CEO of Corporate & Investment Banking (“CIB”), had informed the Company of his intention to retire. Mr. Weiss will step down as Co-CEO of CIB effective immediately and will retire from the Company on June 1, 2025. Fernando Rivas, who joined the Company in May 2024 as Co-CEO of CIB, will become CIB’s sole CEO effective immediately.

The Company’s news release announcing Mr. Weiss’s retirement is attached to this report as Exhibit 99.1 and is incorporated by reference into this Item 5.02.


Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits
    
Exhibit No.DescriptionLocation
Filed herewith.
104Cover Page Interactive Data File.Embedded within the Inline XBRL document.




SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Dated:January 30, 2025WELLS FARGO & COMPANY
By: /s/ EMMA M. BAILEY
Emma M. Bailey
Executive Vice President,
Deputy General Counsel and Secretary



Exhibit 99.1

wfclogo.jpg



News Release | January 30, 2025
Jon Weiss, Co-CEO of Corporate & Investment Banking, to Retire from Wells Fargo

Fernando Rivas takes over as CEO of Corporate & Investment Banking, effective immediately

SAN FRANCISCO – January 30, 2025 – Wells Fargo & Company (NYSE: WFC) announced today that Jon Weiss, Co-CEO of Corporate & Investment Banking (CIB), has informed the company of his intention to retire. Weiss, who has been with Wells Fargo for nearly 20 years, will step down as Co-CEO effective immediately and will formally retire on June 1, 2025. Fernando Rivas, who joined Wells Fargo in May 2024 as Co-CEO of CIB, will become CIB’s sole CEO.

“Jon has a long and distinguished track record of success in financial services, and he has made a lasting impact on Wells Fargo,” said Charlie Scharf, Wells Fargo’s CEO. “Since Jon started leading CIB in early 2020, CIB net income is approximately 40% higher, revenue is approximately 35% higher and the business is well positioned for future growth. His banking expertise is matched only by the strength of his character, his commitment to excellence and his care for the people he’s worked with throughout his 45-year career. We are a better and stronger company because of Jon’s leadership, and we wish him the very best in his future endeavors.”

Weiss started his career with Wells Fargo in 2005 in Investment Banking. In 2008, he became Co-Head of the Investment Banking & Capital Markets division and in 2014 he became President and Head of Wells Fargo Securities. In 2017, he was named Head of Wealth & Investment Management, a position he held until February 2020 when he was named CEO of Corporate & Investment Banking.

Weiss stated: “Over the past two decades, it has been my privilege to work with an outstanding group of colleagues and clients at one of America's great banking franchises. I am proud of the business we have built and the way we do business. Our Corporate & Investment Bank is exceptionally well positioned for continued success with Fernando at its helm. I know that he and our dedicated team will continue to grow the business and serve our clients well.”

About Wells Fargo
Wells Fargo & Company (NYSE: WFC) is a leading financial services company that has approximately $1.9 trillion in assets. We provide a diversified set of banking, investment and mortgage products and services, as well as consumer and commercial finance, through our four reportable operating segments: Consumer Banking and Lending, Commercial Banking, Corporate and Investment Banking, and Wealth & Investment Management. Wells Fargo ranked No. 34 on Fortune’s 2024 rankings of America’s largest corporations. In the communities we serve, the company focuses its social impact on building a sustainable, inclusive future for all by supporting housing affordability, small business growth, financial health, and a low-carbon economy. News, insights, and perspectives from Wells Fargo are also available at Wells Fargo Stories.

Additional information may be found at www.wellsfargo.com





LinkedIn: https://www.linkedin.com/company/wellsfargo

Cautionary Statement About Forward-Looking Statements
This news release contains forward-looking statements about our future financial performance and business. Because forward-looking statements are based on our current expectations and assumptions regarding the future, they are subject to inherent risks and uncertainties. Do not unduly rely on forward-looking statements as actual results could differ materially from expectations. Forward-looking statements speak only as of the date made, and we do not undertake to update them to reflect changes or events that occur after that date. For information about factors that could cause actual results to differ materially from our expectations, refer to our reports filed with the Securities and Exchange Commission, including the discussion under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the Securities and Exchange Commission and available on its website at www.sec.gov.


Contact Information
Media
Amy Hyland Jones, 704-315-9954
Amy.hylandjones@wellsfargo.com

Investor Relations
John Campbell, 415-396-0523
john.m.campbell@wellsfargo.com

News Release Category: WF-CF
###

2
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Document and Entity Information Document
Jan. 28, 2025
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Jan. 28, 2025
Entity Registrant Name WELLS FARGO & COMPANY/MN
Entity Central Index Key 0000072971
Amendment Flag false
Entity Incorporation, State or Country Code DE
Entity File Number 001-02979
Entity Tax Identification Number 41-0449260
Entity Address, Address Line One 420 Montgomery Street
Entity Address, City or Town San Francisco
Entity Address, State or Province CA
Entity Address, Postal Zip Code 94104
City Area Code 415
Local Phone Number 371-2921
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Pre-commencement Issuer Tender Offer false
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Common Stock, par value $1-2/3  
Entity Information [Line Items]  
Title of 12(b) Security Common Stock, par value $1-2/3
Trading Symbol WFC
Security Exchange Name NYSE
7.5% Non-Cumulative Perpetual Convertible Class A Preferred Stock, Series L [Member]  
Entity Information [Line Items]  
Title of 12(b) Security 7.5% Non-Cumulative Perpetual Convertible Class A Preferred Stock, Series L
Trading Symbol WFC.PRL
Security Exchange Name NYSE
Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series Y  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series Y
Trading Symbol WFC.PRY
Security Exchange Name NYSE
Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series Z  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series Z
Trading Symbol WFC.PRZ
Security Exchange Name NYSE
Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series AA  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series AA
Trading Symbol WFC.PRA
Security Exchange Name NYSE
Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series CC  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series CC
Trading Symbol WFC.PRC
Security Exchange Name NYSE
Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series DD  
Entity Information [Line Items]  
Title of 12(b) Security Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series DD
Trading Symbol WFC.PRD
Security Exchange Name NYSE
Guarantee of Medium-Term Notes, Series A, due October 30, 2028 of Wells Fargo Finance LLC [Member]  
Entity Information [Line Items]  
Title of 12(b) Security Guarantee of Medium-Term Notes, Series A, due October 30, 2028 of Wells Fargo Finance LLC
Trading Symbol WFC/28A
Security Exchange Name NYSE

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