Current Report Filing (8-k)
July 25 2016 - 1:53PM
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): July 25, 2016
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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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. 333-195697) filed by Wells Fargo & Company with the Securities and Exchange Commission.
On July 25, 2016, Wells Fargo & Company issued $600,000,000 Floating Rate Notes Due July 26, 2016 (the
Floating Rate Notes) and $3,000,000,000 2.10% Notes Due July 26, 2016 (the Fixed Rate Notes and, together with the Floating Rate Notes, the Notes).
The purpose of this Current Report is to file with the Securities and Exchange Commission (i) the Underwriting Agreement
for the Notes, (ii) the form of each of the Floating Rate Notes and the Fixed Rate Notes and (iii) the opinion of Faegre Baker Daniels LLP regarding the Notes.
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1.1
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Underwriting Agreement dated July 18, 2016 between the Company and the Representative named therein.
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4.1
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Form of Floating Rate Note Due July 26, 2021.
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4.2
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Form of 2.10% Fixed Rate Note Due July 26, 2021.
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5.1
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Opinion of Faegre Baker Daniels LLP regarding the Notes.
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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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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: July 25, 2016
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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
Senior Vice President and
Assistant Treasurer
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[Form 8-K]
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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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1.1
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Underwriting Agreement dated July 18, 2016 between the Company and the Representative named therein.
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Electronic
Transmission
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4.1
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Form of Floating Rate Note Due July 26, 2021.
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Electronic
Transmission
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4.2
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Form of 2.10% Fixed Rate Note Due July 26, 2021.
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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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23.1
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Consent of Faegre Baker Daniels LLP. (included as part of Exhibit 5.1)
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