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Get filing alertsWells Fargo raises $2.25B through new 6.125% preferred stock offering
Filed March 18, 2026 · Period ending March 16, 2026 · ~1 min read
Key Changes
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Wells Fargo sold 2.25 million depositary shares of newly created Series GG preferred stock on March 18, representing approximately $2.25 billion in capital raised. Each depositary share represents 1/25th interest in preferred stock with $25,000 liquidation preference.
Item 8.01 view on EDGAR → -
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The Series GG preferred stock carries a 6.125% fixed dividend rate that resets periodically. Dividends are non-cumulative, meaning unpaid dividends don't accumulate, and the shares are perpetual with no maturity date.
Item 5.03 verify on EDGAR → -
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Wells Fargo designated 90,000 authorized shares of Series GG preferred stock on March 16 through a Certificate of Designation filed with Delaware. The new series ranks senior to common stock in liquidation scenarios.
Item 5.03 verify on EDGAR → -
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Wells Fargo Securities, the company's own securities subsidiary, served as lead underwriter for the offering under an agreement dated March 11, 2026.
Item 1.01 view on EDGAR →
Summary
Wells Fargo completed a $2.25 billion capital raise through preferred stock, creating and selling a new Series GG class that pays 6.125% dividends. The bank authorized 90,000 shares with $25,000 liquidation preference each, then sold 2.25 million depositary shares representing fractional interests in those preferred shares. This is a standard regulatory capital management move for large banks.
For common shareholders, this preferred stock issuance strengthens the bank's capital position without diluting common equity ownership. However, the preferred dividends will be paid before any common dividends, creating a new ongoing claim on earnings of approximately $138 million annually at the stated rate.
Watch for Wells Fargo's next quarterly earnings report to see how management discusses the use of these proceeds and any impact on capital ratios. The perpetual nature and reset feature mean dividend costs could change over time based on interest rate movements.
Section-by-Section Diff
Event · Item 5.03 — Amendments to Articles of Incorporation or Bylaws
Item 5.03 — Amendments to Articles of Incorporation or Bylaws filed; see Key Changes for terms.
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On March 16, 2026, the Company filed with the Delaware Secretary of State a Certificate of Designation which, effective upon filing, designated a series of such Preferred Stock as “6.125% Fixed Rate Reset Non-Cumulative Perpetual Class A Preferred Stock, Series GG,” authorized 90,000 shares of Non-Cumulative Perpetual Class A Preferred Stock, Series GG, without par value and with a liquidation preference amount of $25,000 per share
Wells Fargo created a new series of preferred stock called Series GG with a 6.125% fixed rate that resets periodically. The company authorized 90,000 shares with each share having a liquidation preference of $25,000, meaning preferred shareholders would receive $25,000 per share before common shareholders in a liquidation scenario. This is a non-cumulative perpetual preferred stock, so dividends don't accumulate if unpaid and the shares have no maturity date.
Event · Item 9.01 — Financial Statements and Exhibits
Item 9.01 — Financial Statements and Exhibits filed; see Key Changes for terms.
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On March 18, 2026, the Company sold 2,250,000 Depositary Shares (the “Depositary Shares”), each Depositary Share representing a 1/25th interest in a share of the Company’s Series GG Preferred Stock.
Wells Fargo completed the sale of 2,250,000 depositary shares, with each share representing a 1/25th interest in the company's newly designated Series GG Preferred Stock. This capital raise through preferred equity increases the company's regulatory capital and provides funding without diluting common shareholders.
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Certificate of Designation of the Company dated March 16, 2026
Wells Fargo filed the Certificate of Designation on March 16, 2026, which formally establishes the rights, preferences, and terms of the Series GG Preferred Stock. This legal document defines dividend rates, redemption provisions, liquidation preferences, and other key terms governing the new preferred shares.
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Underwriting Agreement, dated March 11, 2026, among the Company and Wells Fargo Securities, LLC, as representative of the several underwriters named therein
The company entered into an underwriting agreement on March 11, 2026 with Wells Fargo Securities acting as lead underwriter for the preferred stock offering. The use of the company's own securities subsidiary as underwriter is a standard practice for large bank capital raises.
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Figures/quotes linked to EDGAR · Narrative written by AI · May 18, 2026 · How we verify