Filed Pursuant to Rule 424(b)(2)
File No. 333-195697
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Title of Each Class of Securities Offered |
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Amount to be Registered |
Maximum Offering Price Per Security |
Maximum Aggregate Offering Price |
Amount of Registration Fee(1) | ||||
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Medium Term Notes, Series N, Floating Rate Notes |
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$750,000,000 | 100.00% | $750,000,000 | $87,150 | ||||
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| (1) | The total registration fee of $87.150 is calculated in accordance with Rule 457(r) of the Securities Act of 1933 (the “Securities Act”) and will be paid by wire transfer within the time required by Rule 456(b) of the Securities Act. |
Pricing Supplement No. 14 dated July 15, 2015
(to Prospectus Supplement dated May 30, 2014
and Prospectus dated May 5, 2014)
WELLS FARGO & COMPANY
Medium-Term Notes, Series N
Floating Rate Notes
| Aggregate Principal Amount Offered: |
$750,000,000 | |||
| Trade Date: | July 15, 2015 | |||
| Original Issue Date: | July 22, 2015 | |||
| Stated Maturity Date: | July 22, 2020; on the stated maturity date, the holders of the notes will be entitled to receive a cash payment in U.S. dollars equal to 100% of the principal amount of the notes plus any accrued and unpaid interest | |||
| Price to Public (Issue Price): | 100.00%, plus accrued interest, if any, from July 22, 2015 | |||
| Agent Discount (Gross Spread): |
0.35% | |||
| All-In Price (Net of Agent Discount): |
99.65%, plus accrued interest, if any, from July 22, 2015 | |||
| Net Proceeds: | $747,375,000 | |||
| Benchmark: | Three-month LIBOR | |||
| Base Rate: | LIBOR | |||
| Spread: | +88 basis points | |||
| Designated LIBOR Page: | Page LIBOR01 as displayed on Reuters or any successor service (or such other page as may replace Page LIBOR01 on that service or successor service) | |||
| Index Maturity: | Three months | |||
| Interest Reset Periods: | Quarterly | |||
| Interest Reset Dates: | Each January 22, April 22, July 22 and October 22, commencing October 22, 2015 and ending April 22, 2020 | |||
| Interest Payment Dates: | Each January 22, April 22, July 22 and October 22, commencing October 22, 2015 and at maturity | |||
| Initial Interest Rate: | Three-month LIBOR plus 0.88%, determined two London banking days prior to July 22, 2015 | |||
| Redemption: | The notes are not redeemable at the option of Wells Fargo & Company |
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| Listing: | None |
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| Principal Amount | ||||||
| Agent (Sole Bookrunner): | Wells Fargo Securities, LLC |
$ 690,000,000 | ||||
| Agents (Senior Co-Managers): | ANZ Securities, Inc. |
7,500,000 | ||||
| TD Securities (USA) LLC |
7,500,000 | |||||
| Agents (Co-Managers): | BB&T Capital Markets, a division of BB&T Securities, LLC |
3,750,000 | ||||
| Capital One Securities, Inc. |
3,750,000 | |||||
| Credit Agricole Securities (USA) Inc. |
3,750,000 | |||||
| Desjardins Securities Inc. |
3,750,000 | |||||
| ING Financial Markets LLC |
3,750,000 | |||||
| National Bank of Canada Financial Inc. |
3,750,000 | |||||
| RBS Securities Inc. |
3,750,000 | |||||
| Santander Investment Securities Inc. |
3,750,000 | |||||
| Agents (Junior Co-Managers): | Apto Partners, LLC |
3,750,000 | ||||
| Blaylock Beal Van, LLC |
3,750,000 | |||||
| Drexel Hamilton, LLC |
3,750,000 | |||||
| Siebert Brandford Shank & Co., L.L.C. |
3,750,000 | |||||
| Total: |
$ 750,000,000 | |||||
| Plan of Distribution: | On July 15, 2015, Wells Fargo & Company agreed to sell to the Agents, and the Agents agreed to purchase, the notes at a purchase price of 99.65%, plus accrued interest, if any, from July 22, 2015. The purchase price equals the issue price of 100.00% less a discount of 0.35% of the principal amount of the notes. |
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| Desjardins Securities Inc. is not a U.S. registered broker-dealer, and, therefore, will not affect any offers or sales of any notes in the United States or will do so only through one or more registered broker-dealers as permitted by the regulations of the Financial Industry Regulatory Authority, Inc. |
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| Certain U.S. Federal Income Tax Consequences: |
Tax considerations are discussed under “Certain U.S. Federal Income Tax Considerations” in the accompanying prospectus. |
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| CUSIP: | 94974BGN4 |
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