Wells Fargo & Company 2022 Long-Term Incentive Plan Amendment

Wells Fargo & Company held its annual shareholder meeting on April 28, 2026, where shareholders approved an amendment and restatement of the Company's 2022 Long-Term Incentive Plan. The plan aims to attract, retain, and reward employees, officers, and directors by motivating them to achieve company goals and drive shareholder value. The amendment, effective upon shareholder approval, outlines various award types including Performance Shares, Restricted Stock, Stock Awards, Restricted Share Rights, Options, and Stock Appreciation Rights. The plan administrator, the Committee, has broad discretion in granting awards, determining terms, and interpreting the plan's provisions. Shareholder approval was also obtained for the appointment of KPMG LLP as the independent registered public accounting firm for 2026. Several shareholder proposals, including those related to board independence, majority voting, energy supply ratios, and reporting on various risks, did not receive majority support. The total number of shares issuable under the plan is capped, with provisions for adjustments in case of stock splits or other corporate actions. The plan's duration is set for ten years from the restatement date, with specific provisions for Incentive Stock Options.