Form of Medium-Term Notes, Series K, Principal at Risk Securities



 Exhibit 4.1 

[Face of Note] 

Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation
(“DTC”), to the Company or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as requested by an authorized representative
of DTC (and any payment is made to Cede & Co. or such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the
registered owner hereof, Cede & Co., has an interest herein. 
  

	 CUSIP NO. 94986RWX5 
	
FACE AMOUNT: $                   
      


 REGISTERED NO.          

WELLS FARGO & COMPANY 

MEDIUM-TERM NOTE, SERIES K 

Due Nine Months or More From Date of Issue 

Principal at Risk Securities Linked to a Global Equity Index Basket 

due May 28, 2019 

WELLS FARGO & COMPANY, a corporation duly organized and existing under the laws of the State of Delaware (hereinafter
called the “Company,” which term includes any successor corporation under the Indenture hereinafter referred to), for value received, hereby promises to pay to CEDE & Co., or registered assigns, an amount equal to the
Redemption Amount (as defined below), in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts, on the Stated Maturity Date. The “Initial Stated Maturity
Date” shall be May 28, 2019. If the Final Calculation Day (as defined below) is not postponed, the Initial Stated Maturity Date will be the “Stated Maturity Date.” If the Final Calculation Day is postponed, the
“Stated Maturity Date” shall be the later of (i) the Initial Stated Maturity Date and (ii) the third Business Day (as defined below) after the Final Calculation Day as postponed. This Security shall not bear any interest.

 Any payments on this Security at Maturity will be made against presentation of this Security at the office or agency of
the Company maintained for that purpose in the City of Minneapolis, Minnesota and at any other office or agency maintained by the Company for such purpose. 

“Face Amount” shall mean, when used with respect to this Security, the amount set forth on the face of this
Security as its “Face Amount.” 







 Determination of Redemption Amount 

The “Redemption Amount” of this Security will equal: the Principal at Risk Amount plus the Averaging
Return Amount (if any). 
 All calculations with respect to the Redemption Amount will be rounded to the nearest one hundred-thousandth,
with five one-millionths rounded upward (e.g., 0.000005 would be rounded to 0.00001); and the Redemption Amount will be rounded to the nearest cent, with one-half cent rounded upward. 

The “Principal at Risk Amount” will equal: 

 

	 	•	 	 If the Final Ending Level is greater than or equal to the Threshold Level: the Face Amount; or 



 

	 	•	 	 If the Final Ending Level is less than the Threshold Level: 



 

											
			 Face Amount  x  
		 		Final Ending Level		 		   x  Multiplier

				 		Starting Level		 	

 The “Averaging Return Amount” of this Security will equal: 

 

	 	•	 	 If the Average Ending Level is greater than the Starting Level: 



 

											
			 Face Amount  x  
		 		Average Ending Level – Starting Level		 		   x  Participation Rate ; or

				 		Starting Level		 	

  

	 	•	 	 If the Average Ending Level is less than or equal to the Starting Level: $0 



“Basket” shall mean a basket comprised of the following Basket Components, with the return of each Basket
Component having the weighting noted parenthetically: S&P 500® Index (70%); MSCI EAFE® Index (15%); S&P MidCap 400® Index (8%); MSCI Emerging Markets Index (4%); and Russell 2000® Index (3%). 

“Basket Component” shall mean each of the S&P
500® Index, the MSCI EAFE® Index, the S&P MidCap 400® Index, the MSCI
Emerging Markets Index and the Russell 2000® Index. 
 The
“Pricing Date” shall mean May 22, 2015. 
 The “Starting Level” is 100. 

The “Closing Level” of a Basket Component on any Trading Day means the official closing level of that Basket
Component reported by the relevant index sponsor on such Trading Day, as obtained by the Calculation Agent on such Trading Day from the licensed third-party market data vendor contracted by the Calculation Agent at such time; in particular, taking
into account the decimal precision and/or rounding convention employed by such licensed third-party 

  
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market data vendor on such date, subject to the provisions set forth below under “Discontinuance of a Basket Component; Alteration of Method of Calculation” and “Market Disruption
Events.” 
 The “Final Ending Level” will be equal to the product of (i) 100 and (ii) an
amount equal to 1 plus the sum of: (A) 70% of the Final Component Return of the S&P 500 Index; (B) 15% of the Final Component Return of the MSCI EAFE Index; (C) 8% of the Final Component Return of the S&P MidCap 400 Index;
(D) 4% of the Final Component Return of the MSCI Emerging Markets Index; and (E) 3% of the Final Component Return of the Russell 2000 Index. 

The “Average Ending Level” will be equal to the product of (i) 100 and (ii) an amount equal to 1
plus the sum of: (A) 70% of the Average Component Return of the S&P 500 Index; (B) 15% of the Average Component Return of the MSCI EAFE Index; (C) 8% of the Average Component Return of the S&P MidCap 400 Index; (D) 4% of
the Average Component Return of the MSCI Emerging Markets Index; and (E) 3% of the Average Component Return of the Russell 2000 Index. 

The “Threshold Level” is 85, which is equal to 85% of the Starting Level. 

The “Participation Rate” is 150.36%. 

The “Multiplier” is equal to the Starting Level divided by the Threshold Level. 

The “Final Component Return” of a Basket Component will be equal to: 

Final Component Level – Initial Component Level 

Initial Component Level 
 where, 

 

	 	•	 	 the “Initial Component Level” is the Closing Level of such Basket Component on the Pricing Date, as set forth below; and



  

	 	•	 	 the “Final Component Level” will be the Closing Level of such Basket Component on the Final Calculation Day.



 The “Average Component Return” of a Basket Component will be equal to: 

Average Component Level – Initial Component Level 

Initial Component Level 
 where, 

 

	 	•	 	 the “Initial Component Level” is the Closing Level of such Basket Component on the Pricing Date, as set forth below; and



  

	 	•	 	 the “Average Component Level” will be the arithmetic average of the Closing Levels of such Basket Component on the Calculation
Days (quarterly, beginning February 2018). 



  
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 The “Initial Component Levels” of the Basket Components are the
Closing Levels of the Basket Components on the Pricing Date and are as follows: S&P 500 Index (2126.06); MSCI EAFE Index (1935.25); S&P MidCap 400 Index (1541.56); MSCI Emerging Markets Index (1037.62); and Russell 2000 Index (1252.224).

 “Index Sponsor” shall mean the sponsor or publisher of a Basket Component. 

“Business Day” shall mean a day, other than a Saturday or Sunday, that is neither a legal holiday nor a day
on which banking institutions are authorized or required by law or regulation to close in New York, New York. 
 The
“Calculation Days” shall be the 22nd day of each February, May, August and November, commencing February 22, 2018 and ending May 22, 2019. If any such day is not a
Trading Day with respect to any Basket Component, that Calculation Day for all Basket Components will be postponed to the next succeeding day that is a Trading Day with respect to all Basket Components. A Calculation Date is also subject to
postponement due to the occurrence of a Market Disruption Event (as defined below). The “Final Calculation Day” is May 22, 2019. If a Market Disruption Event occurs or is continuing with respect to any Basket Component on any
Calculation Day, then such Calculation Day for such Basket Component will be postponed to the first succeeding Trading Day for such Basket Component on which a Market Disruption Event for such Basket Component has not occurred and is not continuing;
however, if such first succeeding Trading Day has not occurred as of the eighth Trading Day for such Basket Component after the originally scheduled Calculation Day, that eighth Trading Day shall be deemed to be the Calculation Day. If a Calculation
Day has been postponed eight Trading Days for a Basket Component after the originally scheduled Calculation Day for such Basket Component and a Market Disruption Event occurs or is continuing with respect to such Basket Component on such eighth
Trading Day, the Calculation Agent will determine the Closing Level of such Basket Component on such eighth Trading Day in accordance with the formula for and method of calculating the Closing Level of such Basket Component last in effect prior to
commencement of the Market Disruption Event, using the closing price (or, with respect to any relevant security, if a Market Disruption Event has occurred with respect to such security, its good faith estimate of the value of such security at
(i) with respect to the S&P 500 Index, the S&P MidCap 400 Index or the Russell 2000 Index, the Scheduled Closing Time of the Relevant Stock Exchange for such security or, if earlier, the actual closing time of the regular trading
session of such Relevant Stock Exchange or (ii) with respect to the MSCI EAFE Index and the MSCI Emerging Markets Index, the time at which the official Closing Level of the Basket Component is calculated and published by the relevant Index
Sponsor) on such date of each security included in such Basket Component. As used herein, “closing price” means, with respect to any security on any date, the Relevant Stock Exchange traded or quoted price of such security as of
(i) with respect to the S&P 500 Index, the S&P MidCap 400 Index or the Russell 2000 Index, the Scheduled Closing Time of the Relevant Stock Exchange for such security or, if earlier, the actual closing time of the regular trading
session of such Relevant Stock Exchange or (ii) with respect to the MSCI EAFE Index and the MSCI Emerging Markets Index, the time at which the official Closing Level of such Basket Component is calculated and published by the relevant Index
Sponsor. Notwithstanding a postponement of a Calculation Day for a particular 

  
 4 








 
Basket Component due to a Market Disruption Event with respect to such Basket Component, the originally scheduled Calculation Day will remain the Calculation Day for any Basket Component not
affected by a Market Disruption Event. 
 “Calculation Agent Agreement” shall mean the Calculation Agent
Agreement dated as of March 18, 2015 between the Company and the Calculation Agent, as amended from time to time. 

“Calculation Agent” shall mean the Person that has entered into the Calculation Agent Agreement with the
Company providing for, among other things, the determination of the the Average Ending Level, the Final Ending Level and the Redemption Amount, which term shall, unless the context otherwise requires, include its successors under such Calculation
Agent Agreement. The initial Calculation Agent shall be Wells Fargo Securities, LLC. Pursuant to the Calculation Agent Agreement, the Company may appoint a different Calculation Agent from time to time after the initial issuance of this Security
without the consent of the Holder of this Security and without notifying the Holder of this Security. 
 Certain Definitions 

A “Trading Day” with respect to the S&P 500 Index, the S&P MidCap 400 Index and the Russell 2000
Index means a day, as determined by the Calculation Agent, on which (i) the Relevant Stock Exchanges with respect to each security underlying such Basket Component are scheduled to be open for trading for their respective regular trading
sessions and (ii) each Related Futures or Options Exchange is scheduled to be open for trading for its regular trading session. 

A “Trading Day” with respect to the MSCI EAFE Index and the MSCI Emerging Markets Index means a day, as
determined by the Calculation Agent, on which (i) the relevant Index Sponsor is scheduled to publish the level of such Basket Component and (ii) each Related Futures or Options Exchange is scheduled to be open for trading for its regular
trading session. 
 The “Relevant Stock Exchange” for any security underlying any Basket Component means
the primary exchange or quotation system on which such security is traded, as determined by the Calculation Agent. 
 The
“Related Futures or Options Exchange” for any Basket Component means an exchange or quotation system where trading has a material effect (as determined by the Calculation Agent) on the overall market for futures or options contracts
relating to such Basket Component. 
 Discontinuance Of A Basket Component; Alteration Of Method Of Calculation 

If an Index Sponsor discontinues publication of a Basket Component, and such Index Sponsor or another entity publishes a
successor or substitute equity index that the Calculation Agent determines, in its sole discretion, to be comparable to such Basket Component (a “Successor Basket Component”), then, upon the Calculation Agent’s notification of
that determination to the Trustee and the Company, the Calculation Agent will substitute the Successor Basket Component as calculated by the relevant Index Sponsor or any other entity and 

  
 5 








 
calculate the Closing Level of such Basket Component as described above. Upon any selection by the Calculation Agent of a Successor Basket Component, the Company will cause notice to be given to
the Holder of this Security. 
 In the event that an Index Sponsor discontinues publication of a Basket Component prior to,
and the discontinuance is continuing on, a Calculation Day and the Calculation Agent determines that no Successor Basket Component is available at such time, the Calculation Agent will calculate a substitute Closing Level for such Basket Component
in accordance with the formula for and method of calculating such Basket Component last in effect prior to the discontinuance, but using only those securities that comprised such Basket Component immediately prior to that discontinuance. If a
Successor Basket Component is selected or the Calculation Agent calculates a level as a substitute for such Basket Component, the Successor Basket Component or level will be used as a substitute for such Basket Component for all purposes, including
the purpose of determining whether a Market Disruption Event exists. 
 If on a Calculation Day the Index Sponsor of
a Basket Component fails to calculate and announce the level of such Basket Component, the Calculation Agent will calculate a substitute Closing Level of such Basket Component in accordance with the formula for and method of calculating such Basket
Component last in effect prior to the failure, but using only those securities that comprised such Basket Component immediately prior to that failure; provided that, if a Market Disruption Event occurs or is continuing on such day, then the
provisions set forth above under the definition of “Calculation Day” shall apply in lieu of the foregoing. 

If at any time an Index Sponsor makes a material change in the formula for or the method of calculating a Basket Component, or
in any other way materially modifies a Basket Component (other than a modification prescribed in that formula or method to maintain such Basket Component in the event of changes in constituent stock and capitalization and other routine events),
then, from and after that time, the Calculation Agent will, at the close of business in New York, New York, on each date that the Closing Level of such Basket Component is to be calculated, calculate a substitute Closing Level of such Basket
Component in accordance with the formula for and method of calculating such Basket Component last in effect prior to the change, but using only those securities that comprised such Basket Component immediately prior to that change. Accordingly, if
the method of calculating such Basket Component is modified so that the level of such Basket Component is a fraction or a multiple of what it would have been if it had not been modified, then the Calculation Agent will adjust such Basket Component
in order to arrive at a level of such Basket Component as if it had not been modified. 
 Market Disruption Events 

A “Market Disruption Event” means, with respect to the S&P 500 Index, the S&P MidCap 400 Index or the
Russell 2000 Index, any of the following events as determined by the Calculation Agent in its sole discretion: 
  

	 	(A)	 The occurrence or existence of a material suspension of or limitation imposed on trading by the Relevant Stock Exchanges or otherwise relating to
securities which then comprise 20% or more of the level of such Basket Component or any Successor Basket Component at any time during the one-hour period that ends at 



  
 6 









	 	 
the Close of Trading on that day, whether by reason of movements in price exceeding limits permitted by those Relevant Stock Exchanges or otherwise. 



 

	 	(B)	 The occurrence or existence of a material suspension of or limitation imposed on trading by any Related Futures or Options Exchange or otherwise in
futures or options contracts relating to such Basket Component or any Successor Basket Component on any Related Futures or Options Exchange at any time during the one-hour period that ends at the Close of Trading on that day, whether by reason of
movements in price exceeding limits permitted by the Related Futures or Options Exchange or otherwise. 


  

	 	(C)	 The occurrence or existence of any event, other than an early closure, that materially disrupts or impairs the ability of market participants in
general to effect transactions in, or obtain market values for, securities that then comprise 20% or more of the level of such Basket Component or any Successor Basket Component on their Relevant Stock Exchanges at any time during the one-hour
period that ends at the Close of Trading on that day. 


  

	 	(D)	 The occurrence or existence of any event, other than an early closure, that materially disrupts or impairs the ability of market participants in
general to effect transactions in, or obtain market values for, futures or options contracts relating to such Basket Component or any Successor Basket Component on any Related Futures or Options Exchange at any time during the one-hour period that
ends at the Close of Trading on that day. 


  

	 	(E)	 The closure on any Exchange Business Day of the Relevant Stock Exchanges on which securities that then comprise 20% or more of the level of such
Basket Component or any Successor Basket Component are traded or any Related Futures or Options Exchange prior to its Scheduled Closing Time unless the earlier closing time is announced by the Relevant Stock Exchange or Related Futures or Options
Exchange, as applicable, at least one hour prior to the earlier of (1) the actual closing time for the regular trading session on such Relevant Stock Exchange or Related Futures or Options Exchange, as applicable, and (2) the submission
deadline for orders to be entered into the Relevant Stock Exchange or Related Futures or Options Exchange, as applicable, system for execution at such actual closing time on that day. 



 

	 	(F)	 The Relevant Stock Exchange for any security underlying such Basket Component or Successor Basket Component or any Related Futures or Options
Exchange fails to open for trading during its regular trading session. 


 For purposes of determining
whether a Market Disruption Event has occurred with respect to the S&P 500 Index, the S&P MidCap 400 Index or the Russell 2000 Index: 
  

	 	(1)	 the relevant percentage contribution of a security to the level of such Basket Component or any Successor Basket Component will be based on a
comparison of (x)



  
 7 









	 	 
the portion of the level of such Basket Component attributable to that security and (y) the overall level of such Basket Component or Successor Basket Component, in each case immediately
before the occurrence of the Market Disruption Event; 


  

	 	(2)	 the “Close of Trading” on any Trading Day for such Basket Component or any Successor Basket Component means the Scheduled Closing
Time of the Relevant Stock Exchanges with respect to the securities underlying such Basket Component or Successor Basket Component on such Trading Day; provided that, if the actual closing time of the regular trading session of any such Relevant
Stock Exchange is earlier than its Scheduled Closing Time on such Trading Day, then (x) for purposes of clauses (A) and (C) of the definition of “Market Disruption Event” above, with respect to any security underlying such
Basket Component or Successor Basket Component for which such Relevant Stock Exchange is its Relevant Stock Exchange, the “Close of Trading” means such actual closing time and (y) for purposes of clauses (B) and (D) of the
definition of “Market Disruption Event” above, with respect to any futures or options contract relating to such Basket Component or Successor Basket Component, the “Close of Trading” means the latest actual closing time of the
regular trading session of any of the Relevant Stock Exchanges, but in no event later than the Scheduled Closing Time of the Relevant Stock Exchanges; 


  

	 	(3)	 the “Scheduled Closing Time” of any Relevant Stock Exchange or Related Futures or Options Exchange on any Trading Day for such
Basket Component or any Successor Basket Component means the scheduled weekday closing time of such Relevant Stock Exchange or Related Futures or Options Exchange on such Trading Day, without regard to after hours or any other trading outside the
regular trading session hours; and 


  

	 	(4)	 an “Exchange Business Day” means any Trading Day for such Basket Component or any Successor Basket Component on which each
Relevant Stock Exchange for the securities underlying such Basket Component or any Successor Basket Component and each Related Futures or Options Exchange are open for trading during their respective regular trading sessions, notwithstanding any
such Relevant Stock Exchange or Related Futures or Options Exchange closing prior to its Scheduled Closing Time. 



A “Market Disruption Event” means, with respect to the MSCI EAFE Index or the MSCI Emerging Markets Index,
any of (A), (B), (C) or (D) below, as determined by the Calculation Agent in its sole discretion: 
  

	 	(A)	 Any of the following events occurs or exists with respect to any security included in such Basket Component or any Successor Basket Component, and
the aggregate of all securities included in such Basket Component or Successor Basket Component with respect to which any such event occurs comprise 20% or more of the level of such Basket Component or Successor Basket Component:



  

	 	•	 	 a material suspension of or limitation imposed on trading by the Relevant Stock Exchange for such security or otherwise at any time during the
one-



  
 8 









	 	 
hour period that ends at the Scheduled Closing Time for the Relevant Stock Exchange for such security on that day, whether by reason of movements in price exceeding limits permitted by the
Relevant Stock Exchange or otherwise; 


  

	 	•	 	 any event, other than an early closure, that materially disrupts or impairs the ability of market participants in general to effect transactions
in, or obtain market values for, such security on its Relevant Stock Exchange at any time during the one-hour period that ends at the Scheduled Closing Time for the Relevant Stock Exchange for such security on that day; or 



 

	 	•	 	 the closure on any Exchange Business Day of the Relevant Stock Exchange for such security prior to its Scheduled Closing Time unless the earlier
closing is announced by such Relevant Stock Exchange at least one hour prior to the earlier of (i) the actual closing time for the regular trading session on such Relevant Stock Exchange and (ii) the submission deadline for orders to be
entered into the Relevant Stock Exchange system for execution at the Scheduled Closing Time for such Relevant Stock Exchange on that day. 


  

	 	(B)	 Any of the following events occurs or exists with respect to futures or options contracts relating to such Basket Component or any Successor Basket
Component: 


  

	 	•	 	 a material suspension of or limitation imposed on trading by any Related Futures or Options Exchange or otherwise at any time during the one-hour
period that ends at the close of trading on such Related Futures or Options Exchange on that day, whether by reason of movements in price exceeding limits permitted by the Related Futures or Options Exchange or otherwise; 



 

	 	•	 	 any event, other than an early closure, that materially disrupts or impairs the ability of market participants in general to effect transactions
in, or obtain market values for, futures or options contracts relating to such Basket Component or Successor Basket Component on any Related Futures or Options Exchange at any time during the one-hour period that ends at the close of trading on such
Related Futures or Options Exchange on that day; or 


  

	 	•	 	 the closure on any Exchange Business Day of any Related Futures or Options Exchange prior to its Scheduled Closing Time unless the earlier closing
time is announced by such Related Futures or Options Exchange at least one hour prior to the earlier of (i) the actual closing time for the regular trading session on such Related Futures or Options Exchange and (ii) the submission
deadline for orders to be entered into the Related Futures or Options Exchange system for execution at the close of trading for such Related Futures or Options Exchange on that day. 



  
 9 









	 	(C)	 The relevant Index Sponsor fails to publish the level of such Basket Component or any Successor Basket Component (other than as a result of the
relevant Index Sponsor having discontinued publication of such Basket Component or Successor Basket Component and no Successor Basket Component being available). 



 

	 	(D)	 Any Related Futures or Options Exchange fails to open for trading during its regular trading session. 



For purposes of determining whether a Market Disruption Event has occurred with respect to the MSCI EAFE Index or the MSCI
Emerging Markets Index: 
  

	 	(1)	 the relevant percentage contribution of a security included in such Basket Component or any Successor Basket Component to the level of such Basket
Component will be based on a comparison of (x) the portion of the level of such Basket Component attributable to that security to (y) the overall level of such Basket Component, in each case using the official opening weightings as
published by the relevant Index Sponsor as part of the market opening data; 


  

	 	(2)	 the “Scheduled Closing Time” of any Relevant Stock Exchange or Related Futures or Options Exchange on any Trading Day means the
scheduled weekday closing time of such Relevant Stock Exchange or Related Futures or Options Exchange on such Trading Day, without regard to after hours or any other trading outside the regular trading session hours; and 



 

	 	(3)	 an “Exchange Business Day” means any Trading Day on which (i) the relevant Index Sponsor publishes the level of such Basket
Component or any Successor Basket Component and (ii) each Related Futures or Options Exchange is open for trading during its regular trading session, notwithstanding any Related Futures or Options Exchange closing prior to its Scheduled Closing
Time. 


 Calculation Agent 

The Calculation Agent will determine the Average Ending Level, the Final Ending Level and the Redemption Amount. In addition,
the Calculation Agent will (i) determine if adjustments are required to the Closing Level of a Basket Component under the circumstances described in this Security, (ii) if publication of a Basket Component is discontinued, select a
Successor Basket Component or, if no Successor Basket Component is available, determine the Closing Level of such Basket Component under the circumstances described in this Security, and (iii) determine whether a Market Disruption Event has
occurred. 
 The Company covenants that, so long as this Security is Outstanding, there shall at all times be a Calculation
Agent (which shall be a broker-dealer, bank or other financial institution) with respect to this Security. 

  
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 All determinations made by the Calculation Agent with respect to this Security
will be at the sole discretion of the Calculation Agent and, in the absence of manifest error, will be conclusive for all purposes and binding on the Company and the Holder of this Security. 

Redemption and Repayment 

This Security is not subject to redemption at the option of the Company or repayment at the option of the Holder hereof prior
to May 28, 2019. This Security is not entitled to any sinking fund. 
 Acceleration 

If an Event of Default, as defined in the Indenture, with respect to this Security shall occur and be continuing, the
Redemption Amount (calculated as set forth in the next sentence) of this Security may be declared due and payable in the manner and with the effect provided in the Indenture. The amount payable to the Holder hereof upon any acceleration permitted
under the Indenture will be equal to the Redemption Amount hereof calculated as provided herein; provided, however, that the Redemption Amount will be calculated using (i) for purposes of determining the Final Ending Level, the Closing Levels
of each Basket Component on the date of acceleration and (ii) for purposes of determining the Average Ending Level, (A) the Closing Levels of each Basket Component determined on the Calculation Day(s) that occurred before the date of
acceleration and (B) the Closing Levels of each Basket Component on each of the Trading Days for such Basket Component leading up to and including the date of acceleration in such number equal to the number of Calculation Days scheduled to
occur on or after the date of acceleration. 
  

 

Reference is hereby made to the further provisions of this Security set forth on the reverse hereof, which further provisions
shall for all purposes have the same effect as if set forth at this place. 
 Unless the certificate of authentication
hereon has been executed by the Trustee referred to on the reverse hereof by manual signature or its duly authorized agent under the Indenture referred to on the reverse hereof by manual signature, this Security shall not be entitled to any benefit
under the Indenture or be valid or obligatory for any purpose. 
 [The remainder of this page has been left intentionally blank] 

  
 11 








 IN WITNESS WHEREOF, the Company has caused this instrument to be duly executed
under its corporate seal. 
 DATED:
                         
  

					
	WELLS FARGO & COMPANY
		
	By:		 
			 
			Its:		 


 [SEAL] 
  

					
	Attest:		 
			 
			Its:		 


  

			
	 TRUSTEE’S CERTIFICATE OF

AUTHENTICATION
 This is one of the Securities of the

series designated therein described
 in the within-mentioned Indenture.

	
	 CITIBANK, N.A.,

      as Trustee

		
	By:		 
			Authorized Signature
	
	OR
	
	 WELLS FARGO BANK, N.A.,

  as Authenticating Agent for the Trustee

		
	By:		 
			Authorized Signature


  
 12 








 [Reverse of Note] 

WELLS FARGO & COMPANY 

MEDIUM-TERM NOTE, SERIES K 

Due Nine Months or More From Date of Issue 

Principal at Risk Securities Linked to a Global Equity Index Basket 

due May 28, 2019 

This Security is one of a duly authorized issue of securities of the Company (herein called the
“Securities”), issued and to be issued in one or more series under an indenture dated as of July 21, 1999, as amended or supplemented from time to time (herein called the “Indenture”), between the Company and
Citibank, N.A., as Trustee (herein called the “Trustee,” which term includes any successor trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the
respective rights, limitations of rights, duties and immunities thereunder of the Company, the Trustee and the Holders of the Securities, and of the terms upon which the Securities are, and are to be, authenticated and delivered. This Security is
one of the series of the Securities designated as Medium-Term Notes, Series K, of the Company, which series is limited to an aggregate principal amount or face amount, as applicable, of $25,000,000,000 or the equivalent thereof in one or more
foreign or composite currencies. The amount payable on the Securities of this series may be determined by reference to the performance of one or more equity-, commodity- or currency-based indices, exchange traded funds, securities, commodities,
currencies, statistical measures of economic or financial performance, or a basket comprised of two or more of the foregoing, or any other market measure or may bear interest at a fixed rate or a floating rate. The Securities of this series may
mature at different times, be redeemable at different times or not at all, be repayable at the option of the Holder at different times or not at all and be denominated in different currencies. 

Article Sixteen of the Indenture shall not apply to this Security. 

The Securities are issuable only in registered form without coupons and will be either
(a) book-entry securities represented by one or more Global Securities recorded in the book-entry system maintained by the Depositary or (b) certificated
securities issued to and registered in the names of, the beneficial owners or their nominees. 
 The Company agrees, to the
extent permitted by law, not to voluntarily claim the benefits of any laws concerning usurious rates of interest against a Holder of this Security. 

Modification and Waivers 

The Indenture permits, with certain exceptions as therein provided, the amendment thereof and the modification of the rights
and obligations of the Company and the rights of the Holders of the Securities of each series to be affected under the Indenture at any time by the Company and the 

  
 13 








 
Trustee with the consent of the Holders of a majority in principal amount of the Securities at the time Outstanding of all series to be affected, acting together as a class. The Indenture also
contains provisions permitting the Holders of a majority in principal amount of the Securities of all series at the time Outstanding affected by certain provisions of the Indenture, acting together as a class, on behalf of the Holders of all
Securities of such series, to waive compliance by the Company with those provisions of the Indenture. Certain past defaults under the Indenture and their consequences may be waived under the Indenture by the Holders of a majority in principal amount
of the Securities of each series at the time Outstanding, on behalf of the Holders of all Securities of such series. Solely for the purpose of determining whether any consent, waiver, notice or other action or Act to be taken or given by the Holders
of Securities pursuant to the Indenture has been given or taken by the Holders of Outstanding Securities in the requisite aggregate principal amount, the principal amount of this Security will be deemed to be equal to the amount set forth on the
face hereof as the “Face Amount” hereof. Any such consent or waiver by the Holder of this Security shall be conclusive and binding upon such Holder and upon all future Holders of this Security and of any Security issued upon the
registration of transfer hereof or in exchange herefor or in lieu hereof, whether or not notation of such consent or waiver is made upon this Security. 

Defeasance 

Section 403 and Article Fifteen of the Indenture and the provisions of clause (ii) of Section 401(1)(B) of the
Indenture, relating to defeasance at any time of (a) the entire indebtedness on this Security and (b) certain restrictive covenants and certain Events of Default, upon compliance by the Company with certain conditions set forth therein,
shall not apply to this Security. The remaining provisions of Section 401 of the Indenture shall apply to this Security. 
 Authorized
Denominations 
 This Security is issuable only in registered form without coupons in denominations of $1,000 or any
amount in excess thereof which is an integral multiple of $1,000. 
 Registration of Transfer 

Upon due presentment for registration of transfer of this Security at the office or agency of the Company in the City of
Minneapolis, Minnesota, a new Security or Securities of this series, with the same terms as this Security, in authorized denominations for an equal aggregate Face Amount will be issued to the transferee in exchange herefor, as provided in the
Indenture and subject to the limitations provided therein and to the limitations described below, without charge except for any tax or other governmental charge imposed in connection therewith. 

This Security is exchangeable for definitive Securities in registered form only if (x) the Depositary notifies the
Company that it is unwilling or unable to continue as Depositary for this Security or if at any time the Depositary ceases to be a clearing agency registered under the Securities Exchange Act of 1934, as amended, and a successor depositary is not
appointed within 90 days after the Company receives such notice or becomes aware of such ineligibility, (y) the Company in its sole discretion determines that this Security shall be exchangeable for definitive Securities in registered form
and notifies the Trustee thereof or (z) an Event of Default with respect to the Securities represented hereby has occurred and is continuing. If this Security is exchangeable 

  
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pursuant to the preceding sentence, it shall be exchangeable for definitive Securities in registered form, having the same date of issuance, Stated Maturity Date and other terms and of authorized
denominations aggregating a like amount. 
 This Security may not be transferred except as a whole by the Depositary to a
nominee of the Depositary or by a nominee of the Depositary to the Depositary or another nominee of the Depositary or by the Depositary or any such nominee to a successor of the Depositary or a nominee of such successor. Except as provided above,
owners of beneficial interests in this Global Security will not be entitled to receive physical delivery of Securities in definitive form and will not be considered the Holders hereof for any purpose under the Indenture. 

Prior to due presentment of this Security for registration of transfer, the Company, the Trustee and any agent of the Company
or the Trustee may treat the Person in whose name this Security is registered as the owner hereof for all purposes, whether or not this Security be overdue, and neither the Company, the Trustee nor any such agent shall be affected by notice to the
contrary. 
 Obligation of the Company Absolute 

No reference herein to the Indenture and no provision of this Security or the Indenture shall alter or impair the obligation
of the Company, which is absolute and unconditional, to pay the Redemption Amount at the times, place and rate, and in the coin or currency, herein prescribed, except as otherwise provided in this Security. 

No Personal Recourse 

No recourse shall be had for the payment of the Redemption Amount, or for any claim based hereon, or otherwise in respect
hereof, or based on or in respect of the Indenture or any indenture supplemental thereto, against any incorporator, stockholder, officer or director, as such, past, present or future, of the Company or any successor corporation, whether by virtue of
any constitution, statute or rule of law, or by the enforcement of any assessment or penalty or otherwise, all such liability being, by the acceptance hereof and as part of the consideration for the issuance hereof, expressly waived and released.

 Defined Terms 

All terms used in this Security which are defined in the Indenture shall have the meanings assigned to them in the Indenture
unless otherwise defined in this Security. 
 Governing Law 

This Security shall be governed by and construed in accordance with the law of the State of New York, without regard to
principles of conflicts of laws. 

  
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 ABBREVIATIONS 

The following abbreviations, when used in the inscription on the face of this instrument, shall be construed as though they
were written out in full according to applicable laws or regulations: 
  

					
	 TEN COM
		  -- 
		 as tenants in common

			
	 TEN ENT
		  -- 
		 as tenants by the entireties

			
	 JT TEN
		  -- 
		 as joint tenants with right

of survivorship and not
 as
tenants in common


  

									
	 UNIF GIFT MIN ACT
		  -- 
		 		 Custodian
		 
					(Cust)				(Minor)

  

	
	Under Uniform Gifts to Minors Act
	
	   

	(State)

 Additional abbreviations may also be used though not in the above list. 

FOR VALUE RECEIVED, the undersigned hereby sell(s) and transfer(s) unto 

 

	
	 Please Insert Social Security or
 Other
Identifying Number of Assignee

	
	   


  
  

 
  
  

 
 (PLEASE
PRINT OR TYPE NAME AND ADDRESS INCLUDING POSTAL ZIP CODE OF ASSIGNEE)


  
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 the within Security of WELLS FARGO & COMPANY and does hereby irrevocably constitute and
appoint                                      attorney to
transfer the said Security on the books of the Company, with full power of substitution in the premises. 
 Dated:
                         
  

	
	   



  

	
	   



 NOTICE: The signature to this assignment must correspond with the name as written upon the face of the
within instrument in every particular, without alteration or enlargement or any change whatever. 

  
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