富国银行美股招股说明书(2026-05-21版)

Wells Fargo & CompanyMedium-Term Notes, Series AA$25,000,000Fixed Rate Callable NotesNotes dueMay 1, 2031 The notes have a term of approximately 5 years, subject to our right to redeem the notes on the optional redemption dates beginning approximately 2 yearsafter issuance. The notes pay interest semi-annually at a fixed per annum rate, as set forth below. All payments on the notes are subject to the credit risk ofWells Fargo & Company. If Wells Fargo & Company defaults on its obligations, you could lose some or all of your investment. The notes will not be listed onany exchange and are designed to be held to maturity.Terms of the Notes Issuer:Wells Fargo & Company (“Wells Fargo”) Original Offering Price:$1,000 per note. References in this pricing supplement to a “note” are to a note with a principal amount of $1,000.May 20, 2026. May 1, 2031. The notes are subject to redemption by Wells Fargo prior to the stated maturity date as set forth below under “OptionalRedemption.” The notes are not subject to repayment at the option of any holder of the notes prior to the stated maturity date.Unless redeemed prior to stated maturity by Wells Fargo, a holder will be entitled to receive on the stated maturity date a cash paymentin U.S. dollars equal to $1,000 per note, plus any accrued and unpaid interest. Semi-annually on the last calendar day of each May and November, commencing November 30, 2026 to and including November 30,2030, and on the stated maturity date, unless earlier redeemed. With respect to an interest payment date, the period from, and including, the immediately preceding interest payment date (or, in thecase of the first interest period, the issue date) to, but excluding, that interest payment date.5.00% per annum. See “Description of Notes—Interest and Principal Payments” and “—Fixed Rate Notes” in the prospectus supplement for a discussion of the manner in which interest on the notes will be calculated, accrued and paid. Optional Redemption:The notes are redeemable by Wells Fargo, in whole but not in part, on the optional redemption dates, at 100% of their principal amountplus accrued and unpaid interest to, but excluding, the redemption date. Any redemption may be subject to prior regulatory approval.Wells Fargo will give notice to the holders of the notes at least 5 days and not more than 30 days prior to the date fixed for redemptionin the manner described in the accompanying prospectus supplement under “Description of Notes—Redemption and Repayment.”Optional Redemption Dates:Semi-annually on the last calendar day of each May and November, commencing May 31, 2028 and ending November 30, 2030.Listing:The notes will not be listed on any securities exchange or automated quotation system. Denominations: CUSIP Number:Investing in the notes involves risks not associated with an investment in conventional debt securities. See “Selected Risk Considerations” on page PRS-3 herein and “Risk Factors” beginning on page S-5 of the accompanying prospectus supplement. The notes are unsecured obligations of Wells Fargo, and all payments on the notes are subject to the credit risk of Wells Fargo. If Wells Fargodefaults on its obligations, you could lose some or all of your investment. The notes are not savings accounts, deposits or other obligations of adepository institution and are not insured by the Federal Deposit Insurance Corporation, the Deposit Insurance Fund or any other governmentalagency. ADDITIONAL INFORMATION ABOUT THE ISSUER AND THE NOTES The notes are senior unsecured debt securities of Wells Fargo & Company and are part of aseries entitled “Medium-Term Notes, Series AA.” All payments on the notes are subject to the credit risk of Wells Fargo. You should read this pricing supplement together with the prospectus supplement datedFebruary 13, 2026 and the prospectus dated February 13, 2026 for additional informationabout the notes. To the extent that disclosure in this pricing supplement is inconsistent withthe disclosure in the prospectus supplement or prospectus, the disclosure in this pricing You may access the prospectus supplement and prospectus on the SEC websiteiwww.sec.govas follows (or if such address has changed, by reviewing our filings for the relevant date onthe SEC website): Prospectus Supplement dated February 13, 2026: https://www.sec.gov/Archives/edgar/data/72971/000183988226009699/seriestaa-424b2_021326.htm Prospectus dated February 13, 2026:https://www.sec.gov/Archives/edgar/data/72971/000183988226009692/standalone-424b2_021326.htm SELECTED RISK CONSIDERATIONS Your investment in the notes will involve risks not associated with an investment inconventional debt securities. You should carefully consider the risk factors set forth below andthe “Risk Factors” section of the accompanying prospectus supplement as well as the otherinformation contained in the prospectus supplement and prospectus, including the documents Risks Relating To The Notes Generally The Amou