FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Powell Scott
2. Issuer Name and Ticker or Trading Symbol

WELLS FARGO & COMPANY/MN [ WFC ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
SEVP & Chief Operating Officer
(Last)          (First)          (Middle)

30 HUDSON YARDS
3. Date of Earliest Transaction (MM/DD/YYYY)

1/28/2023
(Street)

NEW YORK, NY 10001
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $1 2/3 Par Value 1/28/2023  M  34169.5979 (1)A$0 108005.5979 D  
Common Stock, $1 2/3 Par Value 1/28/2023  F  14214.5979 D$46.12 93791 D  
Common Stock, $1 2/3 Par Value         2139.29 (2)I Through 401(k) Plan 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Right  (3)1/28/2023  M     34169.5979   (4) (4)Common Stock, $1 2/3 Par Value 34169.5979 $0 34168.5191 D  

Explanation of Responses:
(1) Number of shares represents a Restricted Share Right ("RSR") vesting on January 28, 2023. Original grant date was January 28, 2020. This vesting represents 20% of the original amount of RSRs granted (plus dividend equivalents reinvested in additional RSRs).
(2) Reflects share equivalent of units in the Wells Fargo ESOP Fund under the 401(k) Plan (the "Plan") as of December 30, 2022, as if investable cash equivalents held by the Plan were fully invested in Wells Fargo & Company (the "Company") common stock.
(3) Each RSR represents a contingent right to receive one share of Company common stock.
(4) These RSRs vest in four installments: 40% on 1/28/2021, and 20% on 1/28/2022, 1/28/2023 and 1/28/2024. 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.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Powell Scott
30 HUDSON YARDS
NEW YORK, NY 10001


SEVP & Chief Operating Officer

Signatures
Scott E. Powell, by Janet McGinness, as Attorney-in-fact1/31/2023
**Signature of Reporting PersonDate


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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