Shareholder Vote

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): April 29, 2025 WELLS FARGO & COMPANY (Exact name of registrant as specified in its charter) Delaware   001-02979   No. 41-0449260 (State or Other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)              420 Montgomery Street , San Francisco , California 94104 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 415 - 371-2921     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)) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of Each Exchange on Which Registered Common Stock, par value $1-2/3 WFC New York Stock Exchange ( NYSE ) 7.5% Non-Cumulative Perpetual Convertible Class A Preferred Stock, Series L WFC.PRL NYSE Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series Y WFC.PRY NYSE Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series Z WFC.PRZ NYSE Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series AA WFC.PRA NYSE Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series CC WFC.PRC NYSE Depositary Shares, each representing a 1/1000th interest in a share of Non-Cumulative Perpetual Class A Preferred Stock, Series DD WFC.PRD NYSE Guarantee of Medium-Term Notes, Series A, due October 30, 2028 of Wells Fargo Finance LLC WFC/28A NYSE 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. o Item 5.07     Submission of Matters to a Vote of Security Holders. The Company held its annual meeting of shareholders on April 29, 2025 (“2025 Annual Meeting”). At the 2025 Annual Meeting, shareholders elected the 13 director nominees nominated by the Board as each director nominee received a greater number of votes cast “for” his or her election than votes cast “against” his or her election, as reflected below. In addition, shareholders approved, on an advisory basis, the compensation of the Company’s named executives as disclosed in the Proxy Statement, and ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2025. The four shareholder proposals presented at the 2025 Annual Meeting described below did not receive majority support. The final voting results for each item presented at the 2025 Annual Meeting are set forth below. Voting results are, when applicable, reported by rounding fractional share voting up or down to the nearest round number. Election of Director Nominees DIRECTOR FOR % 1 AGAINST ABSTENTIONS BROKER NON-VOTES Steven D. Black 2,485,452,210  97.51% 63,565,703  11,935,591  291,297,408  Mark A. Chancy 2,509,387,741  98.44% 39,720,701  11,845,062  291,297,408  Celeste A. Clark 2,473,931,496  97.06% 75,055,835  11,966,173  291,297,408  Theodore F. Craver, Jr. 2,488,103,170  97.61% 60,983,083  11,867,251  291,297,408  Richard K. Davis 2,499,290,349  98.05% 49,731,068  11,932,087  291,297,408  Fabian T. Garcia 2,520,404,238  98.87% 28,896,445  11,652,821  291,297,408  Wayne M. Hewett 2,444,777,142  95.91% 104,249,806  11,926,556  291,297,408  CeCelia G. Morken 2,482,922,064  97.43% 65,505,971  12,525,469  291,297,408  Maria R. Morris 2,453,829,683  96.21% 96,769,924  10,353,897  291,297,408  Felicia F. Norwood 2,503,843,802  98.18% 46,355,245  10,754,457  291,297,408  Ronald L. Sargent 2,312,550,836  90.91% 231,093,504  17,309,164  291,297,408  Charles W. Scharf 2,508,907,788  98.44% 39,867,046  12,178,670  291,297,408  Suzanne M. Vautrinot 2,487,496,376  97.53% 62,987,255  10,469,873  291,297,408  Advisory Vote to Approve Executive Compensation (Say on Pay) FOR % 2 AGAINST ABSTENTIONS BROKER NON-VOTES 2,367,075,302  92.43% 178,734,946  15,143,256  291,297,408  Ratify the Appointment of KPMG LLP as the Company’s Independent Registered Public Accounting Firm for 2025 FOR % 2 AGAINST ABSTENTIONS BROKER NON-VOTES 2,692,904,503  94.41% 149,445,241  9,901,168  —  _________________________________ 1 Votes cast for the proposal as a percentage of total votes cast for and against. 2 Votes cast for the proposal as a percentage of total votes cast for and against and abstentions. Shareholder Proposal – Annual Report on Prevention of Workplace Harassment and Discrimination FOR % 2 AGAINST ABSTENTIONS BROKER NON-VOTES 387,372,669  15.13% 2,144,633,205  28,947,630  291,297,408  Shareholder Proposal – Annual Report on Congruency of Political Spending and Corporate Values  FOR % 2 AGAINST ABSTENTIONS BROKER NON-VOTES 285,664,310  11.15% 2,247,614,847  27,674,347  291,297,408  Shareholder Proposal – Energy Supply Ratio  FOR % 2 AGAINST ABSTENTIONS BROKER NON-VOTES 453,887,990  17.72% 2,069,315,238  37,750,276  291,297,408  Shareholder Proposal – Report on Respecting Indigenous Peoples’ Rights  FOR % 2 AGAINST ABSTENTIONS BROKER NON-VOTES 305,990,431  11.95% 2,222,665,081  32,297,992  291,297,408  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.   Dated: May 2, 2025 WELLS FARGO & COMPANY By:  /s/ EMMA M. BAILEY Emma M. Bailey Executive Vice President, Deputy General Counsel and Secretary