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WELLS FARGO& COMPANY (NYSE:WFC) Files An 8-K Submission of Matters to a Vote of Security Holders

WELLS FARGO& COMPANY (NYSE:WFC) Files An 8-K Submission of Matters to a Vote of Security Holders

Item5.07

Submission of Matters to a Vote of Security
Holders

Wells Fargo Company (the Company) held its annual meeting of
stockholders on April25, 2017. At the meeting, stockholders
elected all 15 of the directors nominated by the Board of
Directors as each director received a greater number of votes
cast for his or her election than votes cast against his or her
election as reflected below. In addition, stockholders approved,
on an advisory basis, the compensation of the Companys named
executives as disclosed in the Companys 2017 proxy statement;
voted, on an advisory basis, to have future votes on named
executives compensation every year; and ratified the appointment
of KPMG LLP as the Companys independent registered public
accounting firm for 2017. The stockholders did not approve the
six stockholder proposals presented at the meeting. The final
voting results for each item presented at the meeting are set
forth below.

Election of Director Nominees

DIRECTOR

FOR

%

AGAINST

ABSTENTIONS

BROKER

NON-VOTES

John D. Baker II

2,729,763,267 69.77 % 1,182,903,234 124,298,432 483,111,471

John S. Chen

2,745,927,486 70.18 % 1,166,755,750 124,282,395 483,110,773

Lloyd H. Dean

2,411,263,933 61.64 % 1,500,662,316 125,039,382 483,110,773

Elizabeth A. Duke

3,030,684,932 75.42 % 987,687,991 18,592,010 483,111,471

EnriqueHernandez,Jr.

2,109,344,577 52.53 % 1,905,974,532 21,645,824 483,111,471

Donald M. James

3,028,059,585 77.44 % 882,312,048 126,593,998 483,110,773

Cynthia H. Milligan

2,291,687,597 57.07 % 1,724,207,858 21,069,478 483,111,471

Karen B. Peetz

3,970,463,707 98.67 % 53,389,755 13,117,325 483,105,617

Federico F. Pea

2,160,445,629 53.77 % 1,857,518,897 19,000,407 483,111,471

James H. Quigley

2,625,203,822 65.35 % 1,392,143,104 19,618,008 483,111,471
Votes cast for the director nominee as a percentage of total
votes cast for and against.

2

Stephen W. Sanger

2,231,533,953 55.54 % 1,786,327,462 19,104,216 483,110,773

Ronald L. Sargent

3,966,653,965 98.59 % 56,692,796 13,624,026 483,105,617

Timothy J. Sloan

3,968,976,784 98.60 % 56,221,016 11,773,685 483,104,919

Susan G. Swenson

2,636,143,234 67.37 % 1,276,842,225 123,979,474 483,111,471

SuzanneM.Vautrinot

3,190,853,962 79.48 % 823,597,219 22,513,752 483,111,471

Advisory Resolution to Approve Executive
Compensation

FOR % AGAINST ABSTENTIONS

BROKER

NON-VOTES

3,875,615,146 96.00% 126,489,976 34,859,409 483,111,872

Advisory Proposal on the Frequency (Every 1, 2, or 3
Years) of Future Advisory Votes to Approve Executive
Compensation

EVERY YEAR % 2 YEARS 3 YEARS ABSTENTIONS

BROKER

NON-VOTES

3,706,594,433

91.82% 15,624,670 301,117,420 13,412,056 483,327,825

In accordance with the Board of Directors recommendation and the
voting results on this advisory proposal, the Company will hold
an annual advisory vote to approve the compensation of its named
executives.

Ratify the Appointment of KPMG LLP as Independent
Registered Public Accounting Firm for 2017

FOR % AGAINST ABSTENTIONS

BROKER

NON-VOTES

4,363,263,834

96.53% 141,085,305 15,726,843 422
Votes cast for the proposal as a percentage of total votes
cast for and against and abstentions.

3

Stockholder Proposal Retail Banking Sales Practices
Report

FOR % AGAINST ABSTENTIONS

BROKER

NON-VOTES

878,470,495 21.76% 3,132,915,951 25,585,461 483,104,497

Stockholder Proposal Cumulative Voting

FOR % AGAINST ABSTENTIONS

BROKER

NON-VOTES

334,453,464 8.28% 3,671,465,851 31,045,236 483,111,854

Stockholder Proposal Divesting Non-Core Business
Report

FOR % AGAINST ABSTENTIONS

BROKER

NON-VOTES

119,381,285 2.96% 3,859,845,235 57,742,831 483,107,054

Stockholder Proposal Gender Pay Equity
Report

FOR % AGAINST ABSTENTIONS

BROKER

NON-VOTES

606,997,671 15.04% 3,191,747,546 238,223,435 483,107,752

Stockholder Proposal Lobbying Report

FOR % AGAINST ABSTENTIONS

BROKER

NON-VOTES

331,678,458 8.22% 3,622,957,802 82,332,090 483,108,054

Stockholder Proposal Indigenous Peoples Rights
Policy

FOR % AGAINST ABSTENTIONS

BROKER

NON-VOTES

681,193,234 16.87% 3,102,417,791 253,358,325 483,107,054

4

About WELLS FARGO & COMPANY (NYSE:WFC)
Wells Fargo & Company is a bank holding company. The Company is a diversified financial services company. It has three operating segments: Community Banking, Wholesale Banking, and Wealth and Investment Management. The Company offers its services under three categories: personal, small business and commercial. It provides retail, commercial and corporate banking services through banking locations and offices, the Internet and other distribution channels to individuals, businesses and institutions in all 50 states, the District of Columbia and in other countries. It provides other financial services through its subsidiaries engaged in various businesses, including wholesale banking, mortgage banking, consumer finance, equipment leasing, agricultural finance, commercial finance, securities brokerage and investment banking, computer and data processing services, investment advisory services, mortgage-backed securities servicing and venture capital investment. WELLS FARGO & COMPANY (NYSE:WFC) Recent Trading Information
WELLS FARGO & COMPANY (NYSE:WFC) closed its last trading session down -0.16 at 54.28 with 13,978,030 shares trading hands.

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