Wells Fargo Launches 20-Year Callable Medium-Term Notes with 6% Fixed Annual Interest Rate Due 2046

Details on Wells Fargo's Medium-Term Notes Series AA Offering

Wells Fargo & Company has filed an amended and restated pricing supplement detailing the terms of its Series AA Medium-Term Notes, a 20-year unsecured senior debt instrument. The notes are issued under the prospectus and supplement dated February 13, 2026, which provide the comprehensive disclosure framework for this offering. This issuance reflects Wells Fargo's ongoing strategy to optimize its capital structure and liquidity through the debt capital markets, targeting institutional and qualified individual investors seeking intermediate-term fixed income exposure.

As a diversified financial services firm managing significant liabilities and capital needs across banking, investment banking, wealth management, and insurance, Wells Fargo leverages medium-term debt offerings to maintain leverage ratios and fund operations and strategic initiatives. The callable feature provides flexibility to refinance the notes at more favorable rates if market conditions improve.

Fixed Interest Rate and Payment Schedule

The notes pay a fixed 6.00% annual interest, disbursed each July 31 starting in 2027 through maturity or earlier redemption. Interest accrues from the issue date of July 31, 2026, ensuring investors receive full compensation whether held to maturity or called early. Each note has a principal amount of $1,000, with payments made in U.S. dollars. Upon maturity on July 31, 2046, holders will receive $1,000 plus any accrued interest unless redeemed earlier by Wells Fargo.

This fixed coupon provides predictable cash flows but exposes investors to opportunity costs if market rates rise above 6.00%. The annual July payment schedule offers consistency throughout the 20-year term.

Pricing and Distribution for Investors

The initial offering price is $1,000 per note, with Wells Fargo Securities, LLC acting as distribution agent and receiving up to a $30.00 per note selling concession. Net proceeds to Wells Fargo are approximately $970 per note before expenses. For institutional and fee-based advisory accounts, offering prices may range between $970 and $1,000 depending on market conditions and negotiated terms. Dealers may waive some or all of the selling concession based on market dynamics at order submission.

The total offering size has not been disclosed. Wells Fargo Securities acts as principal in distribution, presenting potential conflicts of interest, which are disclosed in the prospectus supplement along with the issuer's hedging strategies and compensation arrangements.

Redemption Rights and Maturity Terms

Wells Fargo may redeem the notes in full (not partially) at 100% of principal plus accrued interest on annual optional redemption dates each July 31 from 2027 through 2045, subject to regulatory approval. This provides 19 potential call dates over the 20-year term, with the final redemption opportunity one year before maturity. Redemption notices will be given 5 to 30 days prior to the redemption date as specified in the prospectus supplement.

The callable feature allows Wells Fargo to refinance if interest rates fall below the 6.00% coupon, while protecting investors from unexpected calls through notice periods and fixed annual call dates. Investors cannot force repayment and must hold notes until maturity or call.

Unsecured Senior Debt and Credit Risk Profile

The notes are unsecured senior obligations of Wells Fargo & Company, not backed by collateral, exposing investors to the issuer's credit risk. In case of default, investors could lose part or all of their investment. These notes rank equally with other unsecured senior debt but are subordinate to secured borrowings. Investors rely on Wells Fargo's creditworthiness over the 20-year term.

Importantly, these notes are not deposits or insured by the FDIC or any government agency, distinguishing them from bank deposit products despite Wells Fargo's extensive banking operations. This lack of deposit insurance highlights the capital market nature of the notes and the credit risk borne by investors.

Registration and Regulatory Details

Registered under the Securities Act of 1933 with Registration No. 333-292881, the offering is documented through a three-part disclosure including the pricing supplement dated July 20, 2026, the prospectus supplement, and the prospectus both dated February 13, 2026. The pricing supplement governs in case of any inconsistencies.

No regulatory body, including the SEC or state commissions, has approved or disapproved the notes or their disclosures. The offering is conducted under Wells Fargo's shelf registration, allowing continuous issuance without separate registration. Any redemption requires regulatory approval due to Wells Fargo's status as a regulated bank holding company.

Liquidity and Transferability Considerations

The notes will not be listed on any exchange or quotation system, limiting liquidity for investors wishing to sell before maturity. Secondary trading, if any, will be over-the-counter with limited pricing transparency. Investors should expect illiquidity and plan to hold notes until maturity or redemption.

Issued in $1,000 denominations (CUSIP 95001DR77), the notes facilitate institutional purchases but restrict minimum investments. Illiquidity means early sales may require accepting significant discounts.

Interest Rate Risk and Comparative Returns

The fixed 6.00% coupon sets investor returns assuming no default or early redemption. However, rising market interest rates above 6.00% would reduce secondary market values, while falling rates increase call risk and cap price appreciation. Investors face opportunity costs if alternative investments offer higher yields during the holding period.

The prospectus details interest calculation and redemption criteria. Investors should assess interest rate outlooks and opportunity costs given the 20-year term and illiquidity. The annual interest payments provide steady cash flow but limit reinvestment flexibility.

Additional Risks Beyond Traditional Debt

Wells Fargo highlights risks beyond standard credit risk in the pricing supplement, referencing an extensive "Risk Factors" section in the prospectus supplement starting on page S-5. These include operational, regulatory, reputational, and strategic risks inherent in Wells Fargo's diversified financial services model and recent regulatory scrutiny. Such risks may impact the company's ability to meet debt obligations.

The callable feature introduces refinancing risk, and the 20-year term exposes investors to inflation risk, potentially eroding real returns. Prospective investors should carefully review all risk disclosures and consult financial advisors to determine suitability.

Document Access and Further Information

Full disclosure is available in the prospectus supplement and prospectus dated February 13, 2026, filed with the SEC and accessible via the EDGAR database at www.sec.gov. These documents provide detailed information on the notes, distribution plan, conflicts of interest, and risk factors. The prospectus also includes Wells Fargo's business overview, financial condition, and capital structure.

The pricing supplement incorporates by reference Wells Fargo's SEC filings containing audited financials and management analysis. Defined terms align with the prospectus supplement. In case of discrepancies, the pricing supplement governs the current offering's terms. Investors should treat it as the primary source for specific offering details while consulting the prospectus documents for comprehensive background and risk information.