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 2, 2013
WELLS FARGO & COMPANY
(Exact name of registrant as specified in its charter)
| Delaware | 001-2979 | No. 41-0449260 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 420 Montgomery Street, San Francisco, California | 94163 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s 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:
| ¨ | 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)) |
Item 8.01 Other Events
On January 2, 2013, Wells Fargo & Company (the “Company”) submitted redemption notices to the property trustee for each trust listed below, which will result in the redemption of the securities identified below on the date specified for each security. The redemption price for each security will be equal to 100% of the principal amount of the securities plus accumulated and unpaid distributions in the amount specified below. Payment of scheduled distributions prior to the redemption date will not be affected.
Under applicable regulatory capital guidelines issued by bank regulatory agencies, upon notice of redemption, the Capital Securities will no longer qualify as Tier 1 capital for the Company. This redemption is consistent with the capital plan the Company submitted to the Federal Reserve Board and the actions the Company previously announced on March 13, 2012, and will be funded with excess cash currently available to the Company.
| Trust |
Security |
Principal Amount |
Accumulated |
CUSIP |
NYSE |
Redemption |
Trustee/Paying Agent | |||||||
| Wells Fargo Capital VII | 5.85% Trust Preferred Securities (TRUPS®) | $500, 000,000 ($25 per Security) |
$.0121875 | 94979B204 | WPK | February 4, 2013 | The Bank of New York Mellon Trust Company, N.A. (Trustee)
Wells Fargo Bank, N.A. Corporate Trust Services (Paying Agent) | |||||||
| Wells Fargo Capital VIII | 5.625% Trust Preferred Securities | $200,000,000 ($25 per Security) |
$.01171875 | 94979D200 | GWF | February 4, 2013 | The Bank of New York Mellon Trust Company, N.A. (Trustee)
Wells Fargo Bank, N.A. Corporate Trust Services (Paying Agent) | |||||||
| Wells Fargo Capital IX | 5.625% Trust Originated Preferred Securities (TOPrSSM) | $500,000,000 ($25 per Security) |
$.12890625 | 94979P203 | JWF | February 4, 2013 | The Bank of New York Mellon Trust Company, N.A. (Trustee)
Wells Fargo Bank, N.A. Corporate Trust Services (Paying Agent) | |||||||
The address of the Paying Agent is as follows:
Wells Fargo Bank, N.A.
Corporate Trust Services
625 Marquette Ave.
11th Floor, MAC N9311-110
Minneapolis, MN 55479
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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.
| WELLS FARGO & COMPANY | ||
| DATED: January 2, 2013 | /s/ Barbara S. Brett | |
| Barbara S. Brett Senior Vice President and Assistant Treasurer | ||
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