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Annual Reports Annual Report 2011. See definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. No awards have been granted since then, and no future awards will be granted under the 2003 SIP. You are leaving a Wells Fargo site and entering a website that Wells Fargo does not control. Information in response to this Item 1A can be found in this report on pages 2-6 and in the 2016 Annual Report to Stockholders under "Financial Review – Risk Factors." 2016 ANNUAL REPORT Dear Fellow Shareholders, Since 1852, Wells Fargo has worked to earn customers’ trust by meeting their financial needs and helping them succeed financially, while maintaining the highest standards of integrity. Incorporated by reference to Exhibit 10(a) to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2013. Selecione Cancele para permanecer en esta página o Continúe para ver nuestra página principal en español. All shares were repurchased under an authorization covering up to 350 million shares of common stock approved by the Board of Directors and publicly announced by the Company on January 26, 2016. Share Editor’s note: In a letter published March 16 in the 2016 Wells Fargo Annual Report (PDF), CEO Tim Sloan reviews the company’s financial performance and details how Wells Fargo is working to rebuild trust with stakeholders. The Company maintains a variety of retirement plans for its team members and typically is a net issuer of shares of common stock to these plans. Transfer of Funds from Subsidiary Banks. Wells Fargo Bonus Plan, as amended effective January 1, 2015. Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports, are available for free at www.wellsfargo.com/about/investor-relations/filings as soon as reasonably practicable after they are electronically filed with or furnished to the Securities and Exchange Commission (SEC). 0 likes. Next Annual Report 2011 Next ... You are leaving this Wells Fargo website. Amendment to Amended and Restated Wachovia Corporation 2003 Stock Incentive Plan, effective February 24, 2009. Incorporated by reference to Exhibit 10(e) to the Company's Annual Report on Form 10-K for the year ended December 31, 2015. That information is incorporated into this item by reference. The 2016 Annual Report to Stockholders includes financial information and descriptions of these operating segments. Securities firms and insurance companies that elect to become financial holding companies may acquire banks and other financial institutions. Through the DIF, the FDIC insures the deposits of our banks up to prescribed limits for each depositor and funds the DIF through assessments on member banks. Regulatory Approval. We could have issued the number of shares of our common stock indicated in the following table pursuant to distributions of deferred compensation benefits. Ms. Modjtabai has served with the Company or its predecessors for 23 years. As of December 31, 2016 , we provided banking, insurance, investments, mortgage and consumer and commercial finance through more than 8,600 locations under ownership and lease agreements. 964. We continue to maintain our status as a bank holding company for purposes of other FRB regulations. Amendment to Directors Stock Compensation and Deferral Plan, effective January 24, 2012. Additional information in response to this Item 12 can be found in the Company's 2017 Proxy Statement under "Ownership of Our Common Stock – Directors and Executive Officers – Director and Executive Officer Stock Ownership Table" and "Ownership of Our Common Stock – Principal Stockholders." Wells Fargo annual revenue for 2017 was $97.741B, a 3.79% increase from 2016. In 2012, Wells Fargo extended $16 billion in net new loan commitments to U.S. small businesses (primarily those with annual revenues of less than $20 million)— up … Information in response to this Item 9A can be found in the, 2016 Annual Report to Stockholders under "Controls and. Annual Reports Historic annual reports of Wells Fargo Bank (1969-2013) are available for download. Incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed December 1, 2016. The final rule, which became effective on July 1, 2016, imposes on insured depository institutions with $10 billion or more in assets, such as Wells Fargo, a surcharge of 4.5 cents per $100 of their assessment base, after making certain adjustments. Wells Fargo & Company (NYSE:WFC) today reported Retail Banking customer activity data for November 2016. Incorporated by reference to Exhibit 10(c) to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 1999. At December 31, 2016 , Wells Fargo Bank, N.A. Incorporated by reference to Exhibit 10(a) to the Company's Annual Report on Form 10-K for the year ended December 31, 2012. Click the button below to request a report when hardcopies become available. Mr. Carroll has served with the Company or its predecessors for 35 years. In addition, the FRB closely monitors capital levels of the institutions it supervises and may require such institutions to modify capital levels based on FRB determinations. The Directors of Wells Fargo & Company listed below have duly executed powers of attorney empowering James H. Quigley to sign this document on their behalf. The amount and timing of stock repurchases will be based on various factors, including our capital requirements, the number of shares we expect to issue for employee benefit plans and acquisitions, market conditions (including the trading price of our stock), and regulatory and legal considerations. We generally distribute amounts allocated to the common stock option in shares of common stock. Equity Compensation Plan Information  (1), Equity compensation plans approved by security holders, Equity compensation plans not approved by security holders. We are subject to Sarbanes-Oxley because we are required to file periodic reports with the SEC under the Securities Exchange Act of 1934. ... Exhibit 13 (Financials) of the 2016 Annual Report (PDF) Q3 2016. In addition, the FRB's enhanced supervision regulations for large BHCs, like Wells Fargo, impose capital distribution restrictions, including on the payment of dividends, upon the occurrence of capital, stress test, risk management, or liquidity risk management triggers. The following table shows Company repurchases of the warrants for each calendar month in the quarter ended December 31, 2016. A significant source of funds to pay dividends on our common and preferred stock and principal and interest on our debt is dividends from the Parent's subsidiaries. Part I – Items 1, 1A, 2 and 3; Part II – Items 5, 6, 7, 2. In addition to ensuring that the DIF reserve ratio reaches the statutory minimum of 1.35% by September 30, 2020, the FDIC Board has also finalized a comprehensive, long-range plan for DIF management, whereby the DRR has been targeted at 2%. Cancel Continue Annual Report 2007 - Wells Fargo History Deferral elections were irrevocable once made. Information in response to this Item 14 can be found in the Company's 2017 Proxy Statement under "Audit Matters – Item 4 – Appointment of Independent Registered Public Accounting Firm for 2017 – KPMG Fees" and "Audit Matters – Item 4 – Appointment of Independent Registered Public Accounting Firm for 2017 – Audit and Examination Committee Pre-Approval Policies and Procedures." Incorporated by reference to Exhibit 10(b) to the Company's Current Report on Form 8-K filed April 26, 2013. This page includes all SEC registration details as well as a list of all documents (S-1, Prospectus, Current Reports, 8-K, 10K, Annual Reports) filed by Wells Fargo Securities, Llc. FRB approval is generally not required for us to acquire a company (other than a bank holding company, bank or savings association) engaged in activities that are financial in nature or incidental to activities that are financial in nature, as determined by the FRB. Read more. September 29, 2016 6 Figure 2: Wells Fargo Cross-Sell Ratio 1998 - Q2 2016 20 Sources: Wells Fargo annual reports. Incorporated by reference to Exhibit 10(a) to the Company's Annual Report on Form 10-K for the year ended December 31, 2015. They are also available for free on the SEC's website at www.sec.gov . Wells Fargo revenue for the twelve months ending September 30, 2020 was $85.438B, a 18.57% decline year-over-year. The Board of Directors has determined, in its business judgment, that each member of the Audit and Examination Committee is financially literate, as required by NYSE rules, and that each of Messrs. Baker, Peña and Quigley and Ms. Swenson qualifies as an "audit committee financial expert" as defined by SEC regulations. Filed November 3, 2016. Also, loans and extensions of credit to affiliates generally are required to be secured by qualifying collateral. They also face increased competition from nonbank institutions such as brokerage houses, private equity firms and online lending companies, as well as from financial services subsidiaries of commercial and manufacturing companies. Economic, market and political conditions during the past few years have led to a significant amount of legislation and regulation in the U.S. and abroad affecting the financial services industry, as well as heightened expectations and scrutiny of financial services companies from banking regulators. Amended and Restated SouthTrust Corporation Additional Retirement Benefit Plan (Pension) effective July 15, 1992, Addendum thereto dated April 20, 1994, and Amendment 2008-1 thereto dated December 29, 2008. Prior FRB approval is required before we may acquire the beneficial ownership or control of more than 5% of the voting shares or substantially all of the assets of a bank holding company, bank or savings association. Senior Executive Vice President and Chief Financial Officer. Incorporated by reference to Exhibit 10(a) to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2015. Wells Fargo & Company does not currently have any hardcopy reports on AnnualReports.com. We have three operating segments for management reporting purposes: Community Banking; Wholesale Banking; and Wealth and Investment Management. In general, covered transactions include loans and other extensions of credit, investments and asset purchases, as well as certain other transactions involving the transfer of value from a subsidiary bank to an affiliate or for the benefit of an affiliate. For information about the restrictions applicable to the Parent's subsidiary banks, see Note 3 (Cash, Loan and Dividend Restrictions) to Financial Statements included in the 2016 Annual Report to Stockholders. As a bank holding company that has elected to become a financial holding company pursuant to the BHC Act, we may affiliate with securities firms and insurance companies and engage in other activities that are financial in nature or incidental or complementary to activities that are financial in nature. Our subsidiary national banks, and their subsidiaries, are subject to regulation and examination primarily by the Office of the Comptroller of the Currency (OCC) and also by the Federal Deposit Insurance Corporation (FDIC), the FRB, the Consumer Financial Protection Bureau (CFPB), the SEC and the Commodities Futures Trading Commission (CFTC). Description of Wells Fargo Bank, N.A. For financial reporting, their fiscal year ends on December 31st. Wells Fargo has provided this link for your convenience, but does not endorse and is not responsible for the content, links, privacy policy, or security policy of this website. The plan offered a number of earnings options, including one based on our common stock with dividends reinvested. Wells Fargo & Company Annual Report 2014 Culture counts. That information is incorporated into this item by reference. The policies of the FRB may have a material effect on our business, results of operations and financial condition. Our state-chartered bank is subject to primary federal regulation and examination by the FDIC and, in addition, is regulated and examined by its state banking department. Wells Fargo has provided this link for your convenience, but does not endorse and is not responsible for the content, links, privacy policy, or security policy of this website. Warrants are repurchased under the authorization covering up to $1 billion in warrants approved by the Board of Directors (ratified and approved on June 22, 2010). Our other nonbank subsidiaries may be subject to the laws and regulations of the federal government and/or the various states as well as foreign countries in which they conduct business. Parent Bank Holding Company. The following table shows Company repurchases of its common stock for each calendar month in the quarter ended December 31, 2016. There is no family relationship between any of the Company's executive officers or directors. Wells Fargo & Company is a corporation organized under the laws of Delaware and a financial holding company and a bank holding company registered under the Bank Holding Company Act of 1956, as amended (BHC Act). Until corrected, we could be prohibited from engaging in any new activity or acquiring companies engaged in activities that are not closely related to banking under the BHC Act without prior FRB approval. Amended and Restated Wachovia Corporation Savings Restoration Plan. Senior Executive Vice President and Chief Financial Officer since May 2014; President and Chief Executive Officer (Wells Fargo Securities, LLC) from November 2009 to May 2014. regulated by the SEC, the Financial Industry Regulatory Authority (FINRA) and, in some cases, the CFTC and the Municipal Securities Rulemaking Board, and state securities regulators. Next Annual Report 2009 Next Annual Report 2009. If we fail to correct any such condition within a prescribed period, the FRB could order us to divest our banking subsidiaries or, in the alternative, to cease engaging in. Documents Incorporated by Reference in Form 10-K, 1. This assessment was 0.58% of the assessable deposit base for first quarter 2016 , and was 0.56% for the second, third and fourth quarters of 2016. Incorporated by reference to Exhibit 10(b) to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2003. 357. views. The financial services industry is also likely to become more competitive as further technological advances enable more companies to provide financial services. Securities registered pursuant to Section 12(g) of the Act: Dividend Equalization Preferred Shares, no par value. Foreign subsidiaries of our national bank subsidiaries may be subject to the laws and regulations of the foreign countries in which they conduct business. XBRL Taxonomy Extension Definitions Linkbase Document. Incorporated by reference to Exhibit 10(g) to the Company's Annual Report on Form 10-K for the year ended December 31, 1992. Norwest Corporation Directors' Stock Deferral Plan . It has been a busy time as I’ve been working to get to know the company and working with the senior team to understand both our opportunities and our challenges. § 1350. Visit our corporate archives for Wells Fargo Annual Reports. Director Compensation Program, effective January 1, 2015. Amendment to Directors Stock Compensation and Deferral Plan, effective April 1, 2013. investment options. Information in response to this Item 6 can be found in the 2016  Annual Report to Stockholders under "Financial Review" in Table 1. Incorporated by reference to Exhibit 10(a) to the Company's Annual Report on Form 10-K for the year ended December 31, 2014. 27 on Fortune’s 2016 rankings of America’s largest corporations. The Parent is also subject to the disclosure and regulatory requirements of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, both as administered by the SEC. In January 2016, our Board of Directors authorized the repurchase of 350 million shares of our common stock. In addition, if the FRB finds that the Company or any one of our subsidiary banks is not well capitalized or well managed, we would be required to enter into an agreement with the FRB to comply with all applicable capital and management requirements and which may contain additional limitations or conditions. Learn more about Wells Fargo’s financial performance with access to annual reports, earnings, presentations and more. 3 likes. Description of the Company's Non-Employee Director Equity Compensation Program, effective January 1, 2016. A depository institution's treatment for purposes of the prompt corrective action provisions will depend upon how its capital levels compare to various capital measures and certain other factors, as established by regulation. No future stock awards or deferrals may be made under this plan. At December 31, 2016 , Wells Fargo Bank, N.A. Our subsidiary banks, including Wells Fargo Bank, N.A., are members of the Deposit Insurance Fund (DIF) maintained by the FDIC. For the 2003 SIP, consists of 6,281,339 shares subject to options. Mr. Loughlin has served with the Company or its predecessors for 35 years. Senior Executive Vice President (Wholesale Banking) since November 2016; Executive Vice President (Commercial Banking Services Group) from January 2016 to November 2016; Executive Vice President (Commercial Banking, f/k/a Middle Market Banking) from May 2009 to January 2016. Incorporated by reference to Exhibit 10(b) to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2014. Previous Annual Report 2007 Previous Annual Report 2007. Incorporated by reference to Exhibit 10(d) to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2011. Nonbank Subsidiaries. The OCC may order an assessment of the Parent if the capital of one of its national bank subsidiaries were to become impaired. From time to time, it also purchases shares of common stock from these plans to accommodate team member preferences. Incorporated by reference to Exhibit 10(b) to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2016. Incorporated by reference to Exhibit 10(s) to the Company's Annual Report on Form 10-K for the year ended December 31, 2014. The "Stock Performance" section of the 2016 Annual Report to Stockholders provides stockholder return comparisons and is incorporated herein by reference. Under the Deferred Compensation Plan eligible team members may defer receipt of salary, bonuses and certain other compensation subject to the terms of the plan. Under the Riegle-Neal Interstate Banking and Branching Act (Riegle-Neal Act), a bank holding company may acquire banks in states other than its home state, subject to any state requirement that the bank has been organized and operating for a minimum period of time, not to exceed five years, and the requirement that the bank holding company not control, prior to or following the proposed acquisition, more than 10% of the total amount of deposits of insured depository institutions nationwide or, unless the acquisition is the bank holding company's initial entry into the state, more than 30% of such deposits in the state (or such lesser or greater amount set by the state). The FRB has a policy that a BHC is expected to act as a source of financial and managerial strength to each of its subsidiary banks and, under appropriate circumstances, to commit resources to support each such subsidiary bank. Many of these competitors enjoy fewer regulatory constraints and some may have lower cost structures. implemented in the future, affect our reported capital ratios and net risk-adjusted assets. The Company's consolidated financial statements, including the notes thereto, and the report of the independent registered public accounting firm thereon, are set forth in the 2016 Annual Report to Stockholders, and are incorporated into this item by reference. in the months ahead. Mr. Levy has served with the Company for 14 years. See the "Capital Management" section in the 2016  Annual Report to Stockholders for additional information about our common stock and warrant repurchases. Incorporated by reference to Exhibit 10(f) to the Company's Annual Report on Form 10-K for the year ended December 31, 2007. The weighted average exercise price per share of our common stock of the outstanding options was $218.89. The Sarbanes-Oxley Act of 2002 (Sarbanes-Oxley) implemented a broad range of corporate governance and accounting measures to increase corporate responsibility, to provide for enhanced penalties for accounting and auditing improprieties at publicly traded companies, and to protect investors by improving the accuracy and reliability of disclosures under federal securities laws. Our top priority remains rebuilding the trust of our customers, team members, communities, regulators, and shareholders. NMLSR ID 399801, Notice of Change to a Virtual-only Annual Meeting of Shareholders (PDF), Excerpt from Form 8-K dated March 28, 2019 (PDF), Conference Call with Analysts (March 28, 2019) - Transcript (PDF), Wells Fargo – Transforming for the Future (PDF), Wells Fargo: Committed to our Vision & Values and Focused on our Goals (PDF), Key Findings from Board Investigation, Action Plan Update, and Our Path Forward (April 12, 2017) (PDF), CNBC Interview Transcripts (April 10, 2017) (PDF), Board Investigation Findings (April 10, 2017) (PDF), CEO Town Hall (March 21, 2017) – News Release and Transcript (PDF), Highlights of Board and Company Actions in Response to Sales Practices (PDF). "Financial in nature" activities include securities underwriting, dealing and market making; sponsoring mutual funds and investment companies; insurance underwriting and agency; merchant banking; and activities that the FRB, in consultation with the Secretary of the U.S. Treasury, determines to be financial in nature or incidental to such financial activity. President since November 2015 and Chief Executive Officer since October 2016; Chief Operating Officer from November 2015 to October 2016; Senior Executive Vice President (Wholesale Banking) from May 2014 to November 2015; Senior Executive Vice President and Chief Financial Officer from February 2011 to May 2014. Information in response to this Item 11 can be found in the Company's 2017 Proxy Statement under "Corporate Governance – Additional Information – Compensation Committee Interlocks and Insider Participation," under "Corporate Governance – Director Compensation," under "Information About Related Persons – Related Person Transactions," and under "Executive Compensation – Compensation Committee Report," "Executive Compensation – Compensation Discussion & Analysis," "Executive Compensation – Executive Compensation Tables," and "Executive Compensation – Compensation Governance and Risk Management." Our brokerage subsidiaries are. We have made foundational changes We treat amounts deferred by a participant as if invested in the earnings options selected by the participant, and determine the deferred compensation benefit payable to the participant based on the performance of those earnings options. Incorporated by reference to Exhibit 10(f) to the Company's Annual Report on Form 10-K for the year ended December 31, 2011. Because we are a financial holding company, if any of our subsidiary banks receives a rating under the Community Reinvestment Act of 1977, as amended (CRA), of less than satisfactory, we will be prohibited, until the rating is raised to satisfactory or better, from engaging in new activities or acquiring companies other than bank holding companies, banks or savings associations, except that we could engage in new activities, or acquire companies engaged in activities, that are closely related to banking under the BHC Act. Additional information in response to this Item 2 can be found in the 2016 Annual Report to Stockholders under "Financial Statements – Notes to Financial Statements – Note 7 (Premises, Equipment, Lease Commitments and Other Assets)." In the event of the "liquidation or other resolution" of an insured depository institution, the claims of deposits payable in the United States (including the claims of the FDIC as subrogee of insured depositors) and certain claims for administrative expenses of the FDIC as a receiver will have priority over other general unsecured claims against the institution. The 2016 Wells Fargo Annual Report includes CEO Tim Sloan’s first annual letter to shareholders. A participant can elect one time to defer commencement of distribution of his or her deferral account if the election is made sufficiently in advance of the original distribution commencement date and the new distribution commencement date is sufficiently beyond the original distribution commencement date. The Quarterly Financial Data table of the 2016 Annual Report to Stockholders provides the quarterly prices of, and quarterly dividends paid on, the Company's common stock for the two-year period ended December 31, 2016 , and is incorporated herein by reference. The Patriot Act has significant implications for depository institutions, brokers, dealers and other businesses involved in the transfer of money. supplementary leverage ratio requirements for large BHCs, like Wells Fargo, and their insured depository institutions. Amended and Restated Wachovia Corporation Deferred Compensation Plan for Non-Employee Directors. Mr. Sloan has served with the Company or its predecessors for 29 years. Unless modified or revoked by the Board, this authorization does not expire. WELLS FARGO STABLE RETURN FUNDS F, N, N15, N25, N35, N60, TR, I, I25, I35 Table of Contents Page Independent Auditors’ Report 1 Financial Statements Wells Fargo Stable Return Fund F 3 Wells Fargo Stable Return Fund N 7 Wells Fargo Stable Return Fund N15 11 Wells Fargo Stable Return Fund N25 15 Wells Fargo Stable Return Fund N35 19 These capital rules, among other things, establish required minimum ratios relating capital to different categories of assets and exposures. was the Company's principal subsidiary with assets of $1.7 trillion, or 89% of the Company's assets. From time to time, the FRB and the Federal Financial Institutions Examination Council (FFIEC) propose changes and amendments to, and issue interpretations of, risk-based capital guidelines and related reporting instructions. For the other plans, consists of 5,669,600 shares of common stock issuable upon distribution of deferred compensation benefits. 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