Wells Fargo Issues $3.17 Million Fixed Rate Callable Notes Due 2033 With 5% Annual Interest Rate

Fixed Rate Note Structure and Maturity Timeline

Wells Fargo's newly issued notes carry a principal amount of $1,000 per note and feature a fixed annual interest rate of 5%. The notes will mature on July 20, 2033, providing investors with a seven-year investment horizon. The company structured semi-annual interest payments to occur on the 20th day of January and July each year, with the first payment scheduled for January 20, 2027. This regular payment schedule gives investors predictable income distributions throughout the note's term.

At maturity, assuming Wells Fargo does not exercise its redemption rights earlier, note holders will receive cash payment equal to $1,000 per note plus any accrued and unpaid interest. The notes are available in denominations of $1,000 and any integral multiples thereof, allowing for flexible investment sizing. The pricing supplement indicates that notes will not be listed on any securities exchange or automated quotation system, positioning them as securities designed primarily for buy-and-hold investment strategies.

Optional Redemption Rights and Callable Features

Wells Fargo retains the right to redeem the notes in whole, though not in part, beginning January 20, 2028, which represents 18 months after the issue date. The bank may exercise this redemption option on semi-annual intervals—specifically on the 20th day of January and July—through January 20, 2033. If Wells Fargo chooses to redeem the notes, it will pay 100% of their principal amount plus any accrued and unpaid interest up to the redemption date. The company must provide note holders with notice between five and thirty days prior to any redemption date.

The callable structure creates potential risk for investors, as Wells Fargo is more likely to exercise its redemption right during periods when prevailing market interest rates decline below the notes' 5% coupon rate. The disclosure states that the issuer's decision to redeem will be influenced by interest rate movements relative to the rates it would pay on comparable conventional fixed-rate non-redeemable debt. If redemption occurs, investors may not be able to reinvest redemption proceeds in notes offering equivalent yield. Any redemption may be subject to prior regulatory approval, adding an additional condition to the company's redemption flexibility.

Credit Risk and Unsecured Debt Status

The notes are unsecured obligations of Wells Fargo & Company, meaning they are not backed by specific collateral or assets pledged to secure repayment. All payments of principal and interest are subject directly to Wells Fargo's creditworthiness and ability to meet its obligations. The disclosure explicitly states that if Wells Fargo defaults on its obligations, investors could lose some or all of their investment. This credit risk distinguishes the notes from secured debt instruments and makes Wells Fargo's financial condition and operational stability relevant factors for prospective investors.

The notes are not savings accounts, deposits, or other obligations of any depository institution, and they carry no protection from the Federal Deposit Insurance Corporation, the Deposit Insurance Fund, or any other governmental agency. This absence of deposit insurance protection means investors bear full reliance on Wells Fargo's ability and willingness to honor its debt obligations. The company's financial performance, regulatory capital ratios, earnings quality, and management decisions regarding capital allocation will directly affect the safety of this investment.

Offering Price, Distribution Terms, and Agent Compensation

Wells Fargo priced the notes at $1,000 per note for most investors, though the disclosure allows for variable pricing for certain classes of buyers. Eligible institutional investors and investors purchasing through fee-based advisory accounts may pay prices ranging from a minimum of $986.00 to a maximum of $1,000 per note, depending on market conditions and negotiated terms at the time of purchase. This variable pricing structure reflects a foregone selling concession for such institutional and advisory-account purchasers compared to standard retail offerings.

Wells Fargo Securities, LLC, a wholly owned subsidiary of Wells Fargo & Company, served as the sole agent for distributing the notes and acted as principal in the offering. The agent received a maximum discount of $14.00 per note, from which it could allow selected dealers selling concessions of up to $14.00 per note depending on market conditions. Based on the pricing supplement, the total agent discount across the $3.17 million offering amounted to $36,479.82, resulting in net proceeds to Wells Fargo of $3,133,520.18. This compensation structure is typical for debt securities distributions and reflects underwriting costs and dealer incentives.

Interest Rate Environment and Comparative Yield Considerations

The 5% annual interest rate attached to these notes represents Wells Fargo's cost of borrowing for a seven-year fixed-rate debt instrument as of July 2026. This coupon rate serves as an important reference point for investors evaluating whether the notes' yield compensates adequately for the credit risk, call risk, and opportunity cost of committing capital for seven years. The disclosure notes that interest rates may change significantly over the notes' term and that it is impossible to predict future interest rate movements. Consequently, the fixed 5% rate may prove more or less attractive than returns available on alternative investments as market conditions evolve.

Investors considering these notes should evaluate the 5% yield against current and expected future returns on comparable debt instruments, equity investments, and other asset classes. The disclosure specifically cautions that the amount of interest received may be less than the return achievable through other investments, particularly if market interest rates rise above 5% during the notes' term. The relatively long seven-year maturity extends this yield-comparison risk across a substantial time horizon, making duration and reinvestment risk material considerations in an investment decision.

Medium-Term Notes Series AA Program Framework

These notes represent part of Wells Fargo's broader Medium-Term Notes, Series AA program, which allows the company to issue debt securities across a range of terms, rates, and structures. The use of a series framework provides Wells Fargo operational and regulatory efficiency in accessing debt capital markets repeatedly without requiring separate SEC registration for each issuance. The prospectus dated February 13, 2026, and prospectus supplement dated February 13, 2026, establish the general terms and conditions applicable to all notes issued under this series, with the pricing supplement dated July 16, 2026, providing specific terms for this particular offering.

The series structure is registered under SEC registration number 333-292881 and governed by Rule 424(b)(2) filing requirements, ensuring compliance with securities law disclosure obligations. To the extent that information in the pricing supplement differs from information in the prospectus supplement or base prospectus, the disclosure states that the pricing supplement controls. This hierarchy of documents reflects the principle that specific issuance terms take precedence over general program terms when conflicts arise.

Risks Associated With Extended Maturity and Interest Rate Movements

The notes' seven-year term to maturity, subject to Wells Fargo's optional redemption after 18 months, exposes investors to extended interest rate risk. Should prevailing market rates decline significantly below the 5% coupon, the notes' value in secondary trading would increase, but Wells Fargo would likely exercise its redemption option, limiting upside capture. Conversely, if market rates rise substantially above 5%, the notes' secondary market value would decline, leaving investors with a below-market yield or facing potential losses if forced to liquidate before maturity.

The disclosure cautions that purchasing notes with longer terms carries risks not present in shorter-duration instruments. Extended duration increases sensitivity to inflation, changes in real interest rates, and shifts in market credit spreads. The notes' lack of listing on any securities exchange or automated quotation system means that secondary market liquidity may be limited, potentially making it difficult or costly for investors seeking to exit positions before maturity without Wells Fargo's redemption.

Regulatory Approval Contingency and Distribution Mechanics

The pricing supplement indicates that any redemption of the notes by Wells Fargo may be subject to prior regulatory approval. This language reflects banking regulators' authority over Wells Fargo's capital management and debt issuance practices. Regulatory requirements or constraints could potentially affect the timing or execution of Wells Fargo's optional redemptions, introducing an additional layer of uncertainty regarding the notes' effective maturity profile. Investors should recognize that regulatory intervention or guidance affecting Wells Fargo's capital position could influence the company's redemption decisions.

Wells Fargo will provide notice to note holders between five and thirty days prior to any redemption date, in accordance with the manner and procedures described in the accompanying prospectus supplement. This notice window allows investors sufficient time to understand the implications of redemption but provides limited opportunity to adjust portfolio positioning in response. The company's use of Wells Fargo Securities as the sole distribution agent, combined with the subsidiary's principal capacity in the offering, ensures direct control over the distribution process and pricing mechanics throughout the offering period.

CUSIP Identifier and Investment Administration

The notes carry the CUSIP number 95001DQY9, which serves as the standard identifier for trade settlement, record-keeping, and portfolio administration purposes. This identifier enables efficient trading and custodial handling through standard market infrastructure, regardless of the notes' off-exchange status. The CUSIP allows institutional investors to track and manage the notes within portfolio accounting systems and facilitates communication between market participants regarding specific securities positions and transactions.

The original pricing date of July 16, 2026, and issue date of July 20, 2026, establish the formal timeline for the offering. The four-day period between pricing and issue allows time for document preparation, regulatory review, and settlement logistics. Investors purchasing during this window and subsequently receiving the notes on July 20, 2026, begin accruing interest immediately, with the first full interest payment scheduled for January 20, 2027.