Current Report Filing (8-k)
August 31 2016 - 3:42PM
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): August 31, 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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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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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. 333-202840) filed by Wells Fargo & Company with the Securities and Exchange Commission.
On August 31, 2016, Wells Fargo & Company issued the following Medium-Term Notes, Series K:
(i) Principal at Risk Securities Linked to the Lowest Performing of the S&P 500
®
Index and the Russell 2000
®
Index due
August 31, 2026, (ii) Principal at Risk Securities Linked to the Lowest Performing of the EURO STOXX 50
®
Index and the Russell
2000
®
Index due August 31, 2026, (iii) Principal at Risk Securities Linked to the Lowest Performing of the Russell 2000
®
Index and the EURO STOXX 50
®
Index due August 31, 2026, (iv) Principal at Risk Securities Linked to the S&P 500
®
Index
due August 29, 2031, (v) Principal at Risk Securities Linked to the iShares
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MSCI EAFE ETF due August 31, 2018 and (vi) Principal at Risk Securities Linked to the S&P
500
®
Index due August 31, 2018 (collectively, the Notes).
The purpose of this Current Report is to file with the Securities and Exchange Commission the form of Note related to each
issuance and the opinion of Faegre Baker Daniels LLP regarding the Notes.
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4.1
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Form of Medium-Term Notes, Series K, Principal at Risk Securities Linked to the Lowest Performing of the
S&P 500
®
Index and the Russell 2000
®
Index due August 31, 2026.
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4.2
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Form of Medium-Term Notes, Series K, Principal at Risk Securities Linked to the Lowest Performing of the
EURO STOXX 50
®
Index and the Russell 2000
®
Index due August 31, 2026.
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4.3
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Form of Medium-Term Notes, Series K, Principal at Risk Securities Linked to the Lowest Performing of the
Russell 2000
®
Index and the EURO STOXX 50
®
Index due August 31, 2026.
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4.4
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Form of Medium-Term Notes, Series K, Principal at Risk Securities Linked to the S&P 500
®
Index due August 29, 2031.
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4.5
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Form of Medium-Term Notes, Series K, Principal at Risk Securities Linked to the iShares
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MSCI EAFE ETF due August 31, 2018.
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4.6
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Form of Medium-Term Notes, Series K, Principal at Risk Securities Linked to the S&P 500
®
Index due August 31, 2018.
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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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WELLS FARGO & COMPANY
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DATED: August 31, 2016
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/s/ Neal A. Blinde
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Neal A. Blinde
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Executive Vice President and Treasurer
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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 K, Principal at Risk Securities Linked to the Lowest Performing of the S&P 500
®
Index and the Russell 2000
®
Index due August 31, 2026.
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Electronic Transmission
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4.2
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Form of Medium-Term Notes, Series K, Principal at Risk Securities Linked to the Lowest Performing of the EURO STOXX 50
®
Index and the Russell 2000
®
Index due August 31, 2026.
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Electronic Transmission
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4.3
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Form of Medium-Term Notes, Series K, Principal at Risk Securities Linked to the Lowest Performing of the Russell 2000
®
Index and the EURO STOXX 50
®
Index due August 31, 2026.
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Electronic Transmission
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4.4
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Form of Medium-Term Notes, Series K, Principal at Risk Securities Linked to the S&P 500
®
Index due August 29, 2031.
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Electronic Transmission
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4.5
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Form of Medium-Term Notes, Series K, Principal at Risk Securities Linked to the iShares
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MSCI EAFE ETF due August 31, 2018.
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Electronic Transmission
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4.6
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Form of Medium-Term Notes, Series K, Principal at Risk Securities Linked to the S&P 500
®
Index due August 31, 2018.
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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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4
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