8-K 1 d8k.htm FORM 8-K Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


FORM 8-K

 


CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (date of earliest event reported): April 25, 2006

 


WELLS FARGO & COMPANY

(Exact Name of Registrant as Specified in Its Charter)

 


 

Delaware   001-02979   No. 41-0449260

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

420 Montgomery Street, San Francisco, California 94104

(Address of Principal Executive Offices) (Zip Code)

1-866-878-5865

(Registrant’s Telephone Number, Including Area Code)

 


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



Item 8.01. Other Events.

The Company held its annual meeting of stockholders on April 25, 2006. At the meeting, stockholders elected all 14 of the directors nominated by the Board of Directors and ratified the appointment of KPMG LLP as independent auditors for 2006. Each director received a greater number of votes “for” his or her election than votes “withheld” from his or her election. Stockholders rejected the four stockholder proposals as follows:

Stockholder Proposal Regarding a Director Election By-Law Amendment

 

For   Against   Abstentions  

Broker

Non-Votes

454,167,038   709,041,544   21,078,013   203,657,030

Stockholder Proposal Regarding Separation of Board Chair and CEO Positions

 

For   Against   Abstentions  

Broker

Non-Votes

421,603,315   745,948,187   16,735,093   203,657,030

Stockholder Proposal Regarding Director Compensation

 

For   Against   Abstentions  

Broker

Non-Votes

86,270,060   1,072,684,460   25,332,075   203,657,030

Stockholder Proposal Regarding a Report on Home Mortgage Disclosure Act (HMDA) data

 

For   Against   Abstentions  

Broker

Non-Votes

77,931,149   991,896,026   114,459,420   203,657,030


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

Dated: May 1, 2006   WELLS FARGO & COMPANY
  By:  

/s/ Laurel A. Holschuh

    Laurel A. Holschuh
    Senior Vice President and Secretary