Terms

Series

Series DD Non-Cumulative Perpetual Class A Preferred Stock

Liquidation Preference

$25.00

Coupon Rate

4.25%

Rate Type

Fixed

Annual Dividend

$1.06

Payment Frequency

Quarterly

Cumulative

No

Perpetual

Yes

Convertible

No

Callable

Yes

First Call Date

September 15, 2026

First Call Price

$25.00

Redemption Notice Period

40 days

Capital Stack Ranking

Junior To: All Debt Obligations And Liabilities Of Wells Fargo & Company; Pari Passu With: Parity Preferred Stock (E.G., Series Aa, Series Bb, Series Cc Preferred Stock); Senior To: Common Stock, Junior Preferred Stock

Regulatory (Basel III) Call

Yes

Tax Classification

Qualified Dividend

Qualifies for QDI

Yes

Qualifies for DRD

Yes

Depositary Share Fraction

0.001

Shares Offered

50,000,000

Prospectus Summary

Wells Fargo & Company is offering 50,000,000 depositary shares (NYSE: WFCPrD), each representing a 1/1,000th interest in a share of its Non-Cumulative Perpetual Class A Preferred Stock, Series DD, with a liquidation preference of $25 per depositary share and a fixed coupon of 4.25% per annum ($1.0625 annually or ~$0.2656 per quarter). The first optional redemption date is September 15, 2026. Critically, this stock is non-cumulative: if the board does not declare a dividend for any quarter, that payment is permanently forfeited — investors have no claim to missed dividends in future periods. As a holding company obligation, Series DD ranks senior to Wells Fargo's common stock and any junior preferred, and pari passu with other outstanding preferred series (AA, BB, CC). It is structurally subordinated to all debt and liabilities of both the holding company and its bank subsidiaries, meaning creditors are paid first in any liquidation. A regulatory capital treatment event call is included: if a change in law or regulation causes more than an insubstantial risk that the preferred will no longer qualify as Tier 1 capital, Wells Fargo may redeem the entire series at par prior to September 15, 2026 — a meaningful risk if capital rules evolve. All redemptions require prior Federal Reserve approval. At the $25 offering price, the effective yield is 4.25%. Dividends are paid quarterly on March 15, June 15, September 15, and December 15, with the record date set as the last business day of the preceding calendar month. For individual U.S. investors, dividends are expected to qualify for the preferential 15%/20% qualified dividend income (QDI) rate; corporate holders may be eligible for the dividends-received deduction (DRD). Dividend payments can be interrupted without penalty: if Wells Fargo has not set aside full dividends on Series DD for the current period, it is blocked from paying dividends on or repurchasing common stock or junior preferred — but missed Series DD dividends themselves are simply lost, not deferred.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If Wells Fargo has not declared and paid (or set aside) full dividends on the Series DD Preferred Stock for the current period, it cannot pay dividends on or repurchase common stock or any junior preferred stock, and cannot redeem parity stock except on a pro rata basis.

Other Preferreds from Wells Fargo & Company

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 63 (Strong)