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富国银行美股招股说明书(2026-08-05版)

2026-08-05 美股招股说明书 John
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Registration Nos. 333-292881 and 333-292881-01 Subject To Completion, dated August 5, 2026PRICING SUPPLEMENT No. 125 dated August, 2026(To Product Supplement No. 1 dated February 13, 2026,Market Measure Supplement No. 1 dated February 13, 2026,Prospectus Supplement dated February 13, 2026and Prospectus dated February 13, 2026)Wells Fargo Finance LLC Medium-Term Notes, Series B Principal at Risk Securities Linked to the Lowest Performing of the Russell 2000®Index and theEURO STOXX 50®Index due August 22, 2030■Linkedto thelowest performingofthe Russell2000®Index and the EURO STOXX 50® Index (each referred to as an “Underlier”)■Unlike ordinary debt securities, the securities do not provide for fixed payments of interest, do not repay a fixed amount of principal at stated maturityand are subject to potential automatic call prior to stated maturity upon the terms described below. Whether the securities pay a contingent coupon,whether the securities are automatically called prior to stated maturity and, if they are not automatically called, whether you receive the face amountof your securities at stated maturity, will depend, in each case, on the closing value of the lowest performing Underlier on the relevant calculation day.The lowest performing Underlier on any calculation day is the Underlier that has the lowest closing value on that calculation day as a percentage ofits starting value■Contingent Coupon.The securities will pay a contingent coupon on a quarterly basis until the earlier of stated maturity or automatic call if,and only if, the closing value of the lowest performing Underlier on the calculation day for that quarter is greater than or equal to its coupon threshold value.However, if the closing value of the lowest performing Underlier on a calculation day is less than its coupon threshold value, you will not receive anycontingent coupon for the relevant quarter. If the closing value of the lowest performing Underlier is less than its coupon threshold value on everycalculation day, you will not receive any contingent coupons throughout the entire term of the securities. The coupon threshold value for eachUnderlier is equal to 65% of its starting value. The contingent coupon rate will be determined on the pricing date and will be at least 8.00% perannum■Automatic Call.If the closing value of the lowest performing Underlier on any of the quarterly calculation days scheduled to occur from February 2027 to May 2030, inclusive, is greater than or equal to its starting value, the securities will be automatically called for the face amount plus a finalcontingent coupon payment■Potential Loss of Principal.If the securities are not automatically called prior to stated maturity, you will receive the face amount at stated maturity if, ■Your return on the securities will dependsolelyon the performance of the Underlier that is the lowest performing Underlier on each calculation day.You will not benefit in any way from the performance of the better performing Underlier. Therefore, you will be adversely affected ifeither Underlierperforms poorly, even if the other Underlier performs favorably■All payments on the securities are subject to credit risk, and you will have no ability to pursue any securities included in either Underlier for payment; if Wells FargoFinance LLC, as issuer, and Wells Fargo & Company, as guarantor, default on their obligations, you could lose some or all of yourinvestment Thecurrent estimated value of the securities is approximately $962.00 per security. While the estimated value of the securities at pricing maydiffer from the estimated value set forth above, we do not expect it to differ significantly absent a material change in market conditions or otherrelevant factors. In no event will the estimated value of the securities on the pricing date be less than $932.00 per security. The estimated valueof the securities was determined for us by Wells Fargo Securities, LLC using its proprietary pricing models. It is not an indication of actual profitto us or to Wells Fargo Securities, LLC or any of our other affiliates, nor is it an indication of the price, if any, at which Wells Fargo Securities,LLC or any other person may be willing to buy the securities from you at any time after issuance. See “Estimated Value of the Securities” in thispricing supplement.The securities have complex features and investing in the securities involves risks not associated with an investment in conventional debt securities.See“Selected Risk Considerations”beginning on page PRS-11 herein and“Risk Factors”beginning on page PS-5 of theaccompanying product supplement.The securities are the unsecured obligations of Wells Fargo Finance LLC, and, accordingly, all payments are subject to credit risk. If Wells Fargo Finance LLC, as issuer, and Wells Fargo & Company, as guarantor, default on their obligations, you could lose some or all of your investment.The securities are not savings accounts, deposits or othe