Notice of Annual Meeting and Proxy Statement Wells Fargo & Company 2021 Annual Meeting of Shareholders Letter to our Shareholders from our Chief Executive Officer March 16, 2021 Dear Fellow Shareholders, We are pleased to invite you to attend Wells Fargo’s 2021 Annual Meeting of Shareholders to be held on April 27, 2021, at 10 a.m. Eastern time, via live webcast at www.virtualshareholdermeeting.com/WFC2021. The annual meeting provides our shareholders with the opportunity to ask questions about matters to be voted on at the meeting and the Company’s business, to consider matters described in the proxy statement, and to receive an update on the Company’s performance and activities. The matters to be considered at the annual meeting include the election of directors, an advisory vote to approve the 2020 compensation of named executive officers, the ratification of the appointment of the Company’s independent registered public accounting firm for 2021, and shareholder proposals. Your vote is important to us. Please vote as soon as possible by one of the methods described in your proxy materials, even if you plan to attend the virtual annual meeting. The notice and proxy statement provide you with information about how you can attend the virtual annual meeting and vote your shares. Please read the proxy statement for more information. Thank you for your continued investment in and support of Wells Fargo. Sincerely, Charles W. Scharf CEO 1 Letter to our Shareholders from our Chairman of the Board March 16, 2021 Dear Fellow Shareholders, I became Chairman of the Wells Fargo Board of Directors in March 2020, just days before the world began to recognize the severity of the COVID-19 pandemic. The impact of the pandemic on families, communities, and businesses has been substantial. The people of Wells Fargo have worked tirelessly to support our customers, employees, and communities by implementing a broad range of actions and initiatives. Despite the unprecedented circumstances, we have continued the work necessary to move Wells Fargo forward, including in response to the pandemic. As we approach the spring of 2021 and the availability of vaccines increases, we are hopeful that all of us can return to some degree of normality by the end of 2021. The Board named Charlie Scharf CEO in September 2019 and, since joining the Company in October 2019, Charlie has conducted an extensive review of the Company’s businesses, operating model, and strategy, and he has made significant changes to position the Company to be more efficient and effective. He has introduced a flatter organizational structure with improved reporting, elevated strong internal talent, brought in people from other organizations who have experience leading transformational change, and provided our management team with clear authority and responsibility. In consultation with the Board, Charlie has set clear priorities for the team and is driving our top priority — to continue strengthening the Company’s risk and control foundation and addressing outstanding regulatory matters — with a sense of urgency. A multiyear effort is underway to make Wells Fargo a better and more efficient company, including by reducing third-party spend, consolidating locations and operational platforms, focusing on identifying and developing our core businesses, and applying technology differently. Our businesses are working to leverage data more effectively to provide customers with useful guidance to enable them to make better-informed financial decisions, and to provide the tools that make doing business with Wells Fargo simpler, easier, and more convenient. The Board and its Human Resources Committee are fully engaged in overseeing Wells Fargo’s diversity, equity, and inclusion initiatives and human capital management to support management in its efforts to drive meaningful change. Progress in these areas was evaluated and taken into consideration by the Board and the Human Resources Committee as part of year-end compensation decisions for Charlie and our other executive officers. The Board and the Company have consistently acted to enhance our governance practices and transparency through disclosures in response to the perspectives of our shareholders and other stakeholders. The Board’s Corporate Responsibility Committee oversees the Company’s significant strategies, policies, and programs on social and public responsibility 2 matters, including environmental sustainability and climate change. The Board and the Corporate Responsibility Committee were actively engaged in the Company’s recent decision to set the ambitious goal of net-zero greenhouse gas emissions in the Company’s financed emissions by 2050. We continue to oversee and support management in the Company’s increased reporting on important ESG topics such as the publication earlier this year of the Company’s inaugural Task Force on Climate-Related Financial Disclosures report. Since becoming Chairman, I have spent a significant amount of time meeting with a number of our shareholders, and I have appreciated the opportunity to hear their feedback about Wells Fargo. We understand that the Company’s performance has suffered from both the effects of the pandemic and our historical issues. The Board, which has been largely reconstituted over the past several years – including with the addition of two new directors in 2020 with extensive banking expertise – is focused on helping the Company realize its full potential. We have a diverse group of skilled directors with fresh perspectives and significant experience who are dedicated to the Company’s success. There is a lot of work ahead, but we remain confident about the underlying strength of our Company’s franchise, the soundness and direction of our strategy to improve operational and financial performance, and the Company’s ability to achieve our goal of making Wells Fargo the preeminent provider of financial services in the U.S. On behalf of Wells Fargo, we would like to thank Don James, who is not standing for reelection this year and is retiring from our Board in April following more than a decade of service. We appreciate his contributions to Wells Fargo. We are pleased to invite you to attend our 2021 Annual Meeting of Shareholders on April 27, 2021, at 10 a.m. Eastern time. As in 2020, this year’s annual meeting will be held virtually in order to protect the health and safety of our shareholders, employees, directors, and other meeting participants. We had more participants and the opportunity to answer more questions at last year’s annual meeting than in previous years, and we again look forward to an informative and engaging meeting for our shareholders. Thank you for your continued investment in and support of Wells Fargo. Sincerely, Charles H. Noski Chairman of the Board 3 Meeting Information Date & Time Tuesday, April 27, 2021 10:00 a.m., EDT Virtual Meeting Access www.virtualshareholdermeeting.com/WFC2021 Notice of 2021 Annual Record Date February 26, 2021 Meeting of Shareholders Items of Business 1 Elect as directors the 12 nominees named in our proxy statement 2 Vote on an advisory resolution to approve executive compensation 3 Ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2021 4 Vote on four shareholder proposals (Items 4 – 7), if properly presented at the meeting and not previously withdrawn 5 Consider any other business properly brought before the meeting How to Vote Your vote is important! Please vote your shares by proxy prior to the meeting in one of the following ways or log into the meeting using your valid control number in your proxy materials to vote during the meeting. Please refer to page 123 of this proxy statement for additional voting and attendance information. By Internet By Phone By Mail By Mobile Device Visit the website listed in Call the toll-free voting Mail your completed and Scan the QR Barcode your notice of internet number in your voting signed proxy or on your voting materials availability of proxy materials voting instruction form materials or your proxy card or voting instruction form In the interest of the health and safety of our shareholders, employees, and communities and in light of the ongoing COVID-19 pandemic, our Board of Directors determined that the meeting will be held in a virtual-only format at: www.virtualshareholdermeeting.com/WFC2021. A list of our shareholders of record will be made available to shareholders during the annual meeting at: www.virtualshareholdermeeting.com/WFC2021. By Order of our Board of Directors, Anthony R. Augliera Deputy General Counsel and Corporate Secretary Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to be Held on April 27, 2021: Wells Fargo’s 2021 Proxy Statement and Annual Report to Shareholders for the year ended December 31, 2020 are available at: www.proxyvote.com. This notice and the accompanying proxy statement, 2020 annual report, and proxy card or voting instruction form were first made available to shareholders beginning on March 16, 2021. You may vote if you owned shares of our common stock at the close of business on February 26, 2021, the record date for notice of and voting at our annual meeting. Proxy Summary This summary highlights certain information contained in this proxy statement. You should read the entire proxy statement carefully before voting. Who We Are We are a leading U.S. financial services company that proudly serves consumers, small businesses, and middle- market and large companies. We partner with our customers to help them achieve their financial goals and with communities to make a positive impact. Our Strategic Pillars We are continuing the work to build a strong and consistent foundation. The following are foundational pillars on which we are focused. Operational Excellence and Customer Centric Risk and Control Technology and Strong Culture and Financial Strength Culture Innovation Management Conduct Team Our Leadership and Business Following our leadership transition, we are changing the way we run the Company and redefining parts of our culture to be more effective.