Current Report Filing (8-k)
May 22 2017 - 3:59PM
Edgar (US Regulatory)
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): May 22, 2017
WELLS FARGO & COMPANY
(Exact name of registrant as specified in its charter)
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Delaware
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001-2979
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No. 41-0449260
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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420 Montgomery Street, San Francisco, California 94104
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code: 1-866-249-3302
Not applicable
(Former
name or former address, if changed since last report)
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:
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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. ☐
Item 9.01.
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Financial Statements and Exhibits
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Exhibits are filed herewith in
connection with the Registration Statement on
Form S-3
(File No. 333-216234) filed by Wells Fargo & Company with the Securities and Exchange Commission.
On May 22, 2017, Wells Fargo & Company issued $3,000,000,000 Medium-Term Notes, Series Q,
Fixed-to-Floating Rate Notes (the Notes).
The purpose of this Current Report is to file with the Securities
and Exchange Commission (i) the form of the Notes and (ii) the opinions of Faegre Baker Daniels LLP regarding the Notes.
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4.1
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Form of Medium-Term Notes, Series Q, Fixed-to-Floating Rate Notes.
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5.1
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Opinion of Faegre Baker Daniels LLP regarding the Notes.
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8.1
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Opinion of Faegre Baker Daniels LLP regarding tax matters.
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23.1
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Consent of Faegre Baker Daniels LLP (included as part of Exhibit 5.1).
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23.2
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Consent of Faegre Baker Daniels LLP (included as part of Exhibit 8.1).
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2
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.
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DATED: May 22, 2017
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WELLS FARGO & COMPANY
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By
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/s/ Barbara S. Brett
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Barbara S. Brett
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Senior Vice President and Assistant Treasurer
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[Form 8-K]
3
Index to Exhibits
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Exhibit No.
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Description
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Method of Filing
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4.1
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Form of Medium-Term Notes, Series Q, Fixed-to-Floating Rate Notes.
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Electronic Transmission
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5.1
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Opinion of Faegre Baker Daniels LLP regarding the Notes.
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Electronic Transmission
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8.1
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Opinion of Faegre Baker Daniels LLP regarding tax matters.
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Electronic Transmission
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23.1
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Consent of Faegre Baker Daniels LLP (included as part of Exhibit 5.1).
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23.2
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Consent of Faegre Baker Daniels LLP (included as part of Exhibit 8.1).
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