Wells Fargo Finance Launches $5.2M Trigger Callable Contingent Yield Notes Linked to Nasdaq-100, Russell 2000, and S&P 500

Details and Terms of the Structured Note Offering

Wells Fargo Finance LLC issued these notes as unsecured debt obligations, fully and unconditionally guaranteed by Wells Fargo & Company. Priced on July 24, 2026, and settled on July 28, 2026, the notes were offered at $10.00 each with a minimum investment of $1,000. Wells Fargo Securities LLC and UBS Financial Services Inc. served as distribution agents, with Wells Fargo Securities receiving a $0.15 per note agent discount. After deducting $78,675 in agent discounts, the company netted proceeds of $5,166,325 from the $5,245,000 offering.

The notes mature on April 26, 2030, with the final valuation date set for April 24, 2030. Quarterly observation and optional redemption dates commence six months post-issuance. Wells Fargo Securities valued the notes at $9.70 each using proprietary models at pricing, noting this estimated value does not indicate issuer profit or secondary market prices.

Conditional Coupon Structure and Payment Terms

The notes feature a quarterly contingent coupon with a stated annual rate of 12.71%, payable only if, during each observation period, the Nasdaq-100, Russell 2000, and S&P 500 indices close at or above their coupon barriers every eligible trading day. Coupon barriers are set at 70% of each index's initial value as of the trade date. If any index closes below its barrier on any eligible day within an observation period, no coupon is paid for that period.

Investors should note the risk of receiving few or no coupons, as payment requires all three indices to meet their barriers simultaneously. No offsetting gains from one index against losses in another are allowed, and no dividends or index appreciation participation is provided. Investors receive only the specified coupon if conditions are met, or no coupon if any barrier is breached.

Principal Risk and Final Valuation Exposure

The notes carry full principal risk tied to the lowest performing index among the three. If Wells Fargo Finance LLC does not redeem early and all indices close at or above their downside thresholds on April 24, 2030, investors receive full principal plus any final coupon. Downside thresholds are 60% of each index's initial value. Should any index fall below its threshold, principal repayment is reduced proportionally to the worst-performing index's negative return.

Initial index values at trade date were: Nasdaq-100 at 28,128.34, Russell 2000 at 2,929.999, and S&P 500 at 7,411.98. Corresponding downside thresholds are 16,877.00 for Nasdaq-100, 1,757.999 for Russell 2000, and 4,447.19 for S&P 500. Any drop below these levels on the final valuation date results in principal loss without compensation from better-performing indices.

Issuer’s Optional Redemption and Early Termination Rights

Wells Fargo Finance LLC may redeem the notes in full, but not partially, on any optional redemption date starting quarterly after six months from issuance, subject to postponement per the pricing supplement. Early redemption returns principal plus any contingent coupon due on the redemption date, ending further payments.

This early redemption option means investors cannot be certain the notes will remain until April 2030 maturity, introducing reinvestment risk if redeemed during lower interest rate environments. No predetermined redemption price beyond principal plus accrued coupon is disclosed, implying early redemption at par.

Credit Risk and Guarantee Details

Payments depend on the creditworthiness of Wells Fargo Finance LLC as issuer and Wells Fargo & Company as guarantor. Defaults by either could result in loss of principal and interest. The notes are unsecured and not backed by collateral or reserve accounts. Investors have no claims on the underlying indices’ securities, as the notes are linked to index performance only.

These notes are not deposits or insured by FDIC or any governmental agency, relying solely on the credit strength of Wells Fargo entities. Recovery in default scenarios depends on investors’ status as unsecured creditors in bankruptcy or resolution proceedings.

Limited Secondary Market Liquidity and Valuation Risks

The notes will not be listed on any exchange or automated quotation system, limiting liquidity and potentially restricting investors’ ability to sell before maturity. The estimated value of $9.70 per note at issuance does not guarantee secondary market prices, signaling possible wide bid-ask spreads or difficulty finding buyers.

Investors needing liquidity before April 2030 face substantial exit challenges beyond the issuer’s optional redemption right. The filing’s disclaimers emphasize that initial pricing is for reference only and not indicative of future trading prices.

Index Selection and Performance Linkage

The notes are linked to three major U.S. equity indices: Nasdaq-100 (NDX), Russell 2000 (RTY), and S&P 500 (SPX). Nasdaq-100 focuses on large-cap tech stocks, Russell 2000 covers small-cap stocks, and S&P 500 represents large-cap stocks across sectors. The least performing index determines coupon payments and principal repayment, creating asymmetric risk where diversification does not mitigate losses from a single index’s decline.

Initial index values set the basis for coupon barriers and downside thresholds. No dividends or appreciation participation is granted, offering conditional income with zero upside beyond the coupon.

Risk Profile and Investor Suitability

The filing highlights the notes’ complexity and risks beyond conventional debt securities. The 12.71% annualized coupon reflects significant risk, as investors may receive few or no coupons and risk substantial principal loss if market conditions worsen. Losses can be total if downside thresholds are breached.

Market risk applies daily during observation periods, with no offsetting gains allowed. Principal repayment depends solely on the worst-performing index at maturity, adding timing and commitment risk. Investors should carefully assess their risk tolerance, investment horizon, and financial situation before investing.

Regulatory Filings and Disclosure Framework

The pricing supplement was filed under Rule 424(b)(2) and forms part of a broader disclosure package including registration numbers 333-292881 and 333-292881-01, Product Supplement No. 1, Market Measure Supplement No. 1, Prospectus Supplement, and base Prospectus all dated February 13, 2026. Full terms and conditions are detailed across these documents.

The filing states that neither the SEC nor any state securities commission has approved or disapproved the notes or verified the disclosure’s accuracy. Any contrary representation constitutes a criminal offense. Investors should review all related documents to fully understand the notes’ terms.