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Wells Fargo Finance LLC announced the issuance of $20.51 million in Trigger Callable Contingent Yield Notes, fully guaranteed by Wells Fargo & Company, as detailed in a pricing supplement filed on July 27, 2026. These notes are tied to the lowest performing index among the Russell 2000, S&P 500, and EURO STOXX 50, with maturity set for January 28, 2030. The structured notes feature principal-at-risk elements and contingent coupon payments contingent on the performance of all three indices.
Key Highlights
- Trading symbol: NYSE: WFC-PZ
- Wells Fargo Finance LLC issued $20.51 million in structured notes with trade date July 24, 2026, and settlement date July 28, 2026
- Notes mature on January 28, 2030, with final valuation on January 24, 2030; initial index values: Russell 2000 at 2,929.999, S&P 500 at 7,411.98, EURO STOXX 50 at 6,280.94
- Original offering price of $10.00 per note, minimum investment $1,000; estimated pricing value was $9.81 per note
Details of Structured Notes and Principal-at-Risk Features
Wells Fargo Finance LLC issued $20.51 million in Trigger Callable Contingent Yield Notes, backed by an unconditional guarantee from Wells Fargo & Company. Priced on July 24, 2026, and settled July 28, 2026, the notes require a minimum investment of $1,000, equivalent to 100 notes at $10.00 each. Distribution agents included Wells Fargo Securities, LLC and UBS Financial Services Inc., with UBS receiving a combined discount of $205,100 from the proceeds.
The notes are unsecured debt with a unique risk profile: investors face downside risk linked to the worst-performing index and limited upside potential. If any of the three indices fall below their respective downside thresholds at maturity, investors incur principal losses proportional to that index's negative return. The documents explicitly warn investors they "may lose a significant portion or all of your principal" and bear "full downside exposure" to the lowest performing index. No dividends or appreciation participation is provided.
Contingent Coupon Structure and Observation Periods
Coupon payments are contingent and paid quarterly, dependent on all three indices remaining above their coupon barriers during each observation period. The Russell 2000 carries a contingent coupon rate of 13.00% per annum; coupon rates for the S&P 500 and EURO STOXX 50 are not individually specified. If any index closes below its coupon barrier on any trading day within an observation period, no coupon is paid for that quarter.
Coupon barriers are set at 70% of each index's initial value. Observation periods occur quarterly, with optional redemption dates starting six months post-issuance. This structure exposes investors to the risk of forfeiting coupon payments if any index breaches its barrier, regardless of other indices’ performance. The filing notes that "a decline in the value of one Underlier may negatively affect your return and will not be offset or mitigated by a lesser decline or any potential increase in the value of any other Underlier."
Downside Thresholds and Final Valuation Process
At maturity on January 28, 2030, repayment depends on all three indices closing above their downside thresholds on January 24, 2030. These thresholds are set at 60% of each index's initial value: 1,757.999 for Russell 2000, 4,447.19 for S&P 500, and 3,768.56 for EURO STOXX 50. If all indices meet or exceed these levels, investors receive full principal plus any final contingent coupon.
If any index closes below its threshold, investors receive less than principal, potentially zero, calculated as principal multiplied by one plus the negative return of the worst-performing index. For example, a 35% decline in the Russell 2000 alone would result in investors receiving 65% of their principal. This downside risk applies only to holders at maturity; early redemption results in principal plus accrued coupons.
Issuer’s Optional Redemption Rights and Early Call Feature
Wells Fargo Finance LLC may redeem the notes in full on any quarterly optional redemption date after six months from settlement. If exercised, investors receive principal plus any contingent coupon due, with no further payments. This feature benefits the issuer by allowing calls during favorable market conditions, potentially limiting investor gains, while poor performance may lead to notes maturing and exposing investors to full downside risk. Optional redemption dates may be postponed, though reasons are not specified.
Underlying Indices and Initial Pricing Values
The notes are linked to three diversified equity indices: Russell 2000 (small-cap U.S. equities) at 2,929.999, S&P 500 (large-cap U.S. equities) at 7,411.98, and EURO STOXX 50 (blue-chip European equities) at 6,280.94. The notes’ performance is dictated by the lowest performing index, adding structural complexity.
CUSIP and ISIN identifiers are 95005F861 and US95005F8611 respectively. The notes are not listed on any exchange or quotation system, resulting in limited liquidity. Investors are advised to carefully assess risk tolerance given the notes’ complexity and illiquidity.
Estimated Pricing Value and Cost Considerations
Wells Fargo Securities, LLC estimated the notes’ value at $9.81 per note at pricing on July 24, 2026, 19 cents below the $10.00 offering price. The filing clarifies this estimate does not represent actual profit or resale price, indicating embedded costs and limited secondary market liquidity.
Agent discounts totaled $205,100, yielding net proceeds of $20.30 million to Wells Fargo Finance. The valuation gap reflects option features such as issuer redemption rights and contingent coupon/principal structures, compensating the issuer for associated risks.
Credit Risk and Guarantee Details
Though fully guaranteed by Wells Fargo & Company, payments remain subject to credit risk of both Wells Fargo Finance LLC and its parent. Investors have no recourse to securities underlying the indices. The notes are not bank deposits and are not insured by the FDIC or any government agency.
The guarantee provides credit protection beyond unguaranteed notes but exposes investors to Wells Fargo’s credit risk alongside structured product risks. The filing does not discuss credit ratings or compare these notes to other Wells Fargo debt.
Risk Warnings and Market Observations
The pricing supplement highlights significant risks and complexity, noting investors may receive few or no contingent coupons due to strict barrier conditions. Daily observation during coupon periods means a single breach by any index cancels that quarter’s coupon.
Final index values are observed only on the maturity valuation date, requiring investors to hold to maturity to realize contingent principal repayment. These features create a risk profile distinct from traditional fixed-income securities, demanding thorough understanding.
Registration and Regulatory Information
The notes were issued under Rule 424(b)(2) with registration numbers 333-292881 and 333-292881-01, supported by supplements and prospectuses dated February 13, 2026. Investors should review all related documents alongside this pricing supplement.
The filing includes standard SEC disclaimers noting no approval or disapproval of the notes by regulatory bodies and warns against false claims. These structured notes, while registered, are complex derivatives requiring careful investor evaluation.
