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Exhibit 10(c)
WELLS FARGO &
COMPANY
LONG-TERM INCENTIVE COMPENSATION
PLAN
STOCK AWARD
AGREEMENT
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Name:
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David A.
Hoyt
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Grant
Date(s):
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See Section 2
below
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I.D. Number:
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[Redacted]
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Number of
Shares:
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See Section 3
below
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1.
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Award. Wells Fargo & Company (the
“Company”) has awarded you Stock Awards for shares of
Wells Fargo & Company common stock (“Shares”)
in payment of a portion of your Annual Base Salary (as defined
below) as provided in this Award Agreement. Each Stock Award
entitles you to receive a number of Shares determined as of each
Grant Date (as defined below) pursuant to Section 3 below and
subject to the other terms and conditions set forth in the
Company’s Long-Term Incentive Compensation Plan (the
“Plan”) and this Award Agreement.
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Your “Annual Base
Salary” earned for 2009 and for any year thereafter shall be
$3,866,667 unless otherwise determined from time to time by the
Board of Directors of the Company or the Committee in its
discretion, and shall be paid in cash and Shares. A total of 81.90%
of your Annual Base Salary, net of applicable tax withholdings and
deductions, shall be paid to you in Shares (“Annual Stock
Base Salary”) pursuant to the terms of this Award Agreement.
The amount of Annual Base Salary payable for each pay period ending
on or after August 15, 2009 (“Net Pay Periods”),
net of applicable tax withholdings and deductions, in accordance
with established Company payroll procedures is referred to herein
as your “Net Pay Period Base Salary.”
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2.
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Grant
Date. For purposes of
this Award Agreement, each “Grant Date” for a Stock
Award shall be the pay end date for each pay period beginning with
the pay end date for the pay period ending on August 15, 2009,
and continuing consistent with the Company’s established
payroll procedures until this Award Agreement is terminated or
amended by the Committee in its discretion. Stock Awards will be
granted only to the extent you have accrued Base Salary during the
relevant pay period.
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3.
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Number of
Shares. The number of
Shares awarded hereunder on each Grant Date shall be determined by
dividing the Net Pay Period Base Salary payable in Shares as
calculated below by the Fair Market Value on the Grant Date (or the
immediately preceding date if the New York Stock Exchange
(“NYSE”)
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