EXHIBIT 99.4
AMENDMENT TO THE EMPLOYEE BENEFIT PLANS
SPONSORED BY XXXXX FARGO & COMPANY
WHEREAS, Xxxxx Fargo & Company and Norwest Corporation entered into an
Agreement and Plan of Merger, effective June 7, 1998 (the "Merger") and such
Merger shall become effective on November 2, 1998 (the "Effective Date");
WHEREAS, as a result of the Merger, Xxxxx Fargo & Company and its
affiliates shall be merged into a new subsidiary of Norwest Corporation and the
new subsidiary shall be known as WFC Holdings Corporation;
WHEREAS, prior to the Effective Date, Xxxxx Fargo & Company sponsored
certain employee benefit plans (the "Plans") for the benefit of certain
employees of Xxxxx Fargo & Company and its participating affiliates (the
"Participating Companies");
WHEREAS, on and after the Effective Date, WFC Holdings Corporation will
become the sponsor of the Plans and no pre-Merger service with Norwest
Corporation or its affiliates will count as credited service under the Plans
except as authorized under each Plan.
NOW THEREFORE, the plan documents for each Plan listed in Appendix A shall
be amended, as of the Effective Date, as follows:
1. The Company and Plan Sponsor, as such terms are defined by each Plan,
shall be WFC Holdings Corporation.
2. The amendment authority under each Plan shall reside with the Board of
Directors of WFC Holdings Corporation and where board action is not required by
the Plan, designated WFC Holdings Corporation personnel including but not
limited to the Director of Human Resources for WFC Holdings Corporation.
3. The entities set forth in Appendix B are WFC Holdings Corporation and
affiliates of WFC Holdings Corporation and shall be Participating Companies in
the Plans, as such term is defined by each Plan. In no event shall WFC Holding
Corporation's parent company or any other affiliates of WFC Holdings Corporation
be considered a Participating Company in the Plans.
4. No pre-Merger service with Norwest Corporation or its pre-Merger
affiliates shall count as service for purposes of eligibility, participation and
vesting in the Plans, except as authorized under each plan.
Xxxxx Fargo & Company
By:
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Xxxxxxxx X. Xxxxxxxx
Executive Vice President
and Director of Human Resources
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APPENDIX A
PARTICIPATING COMPANIES
WFC Holdings Corporation
Xxxxx Fargo Bank, National Association
Xxxxx Fargo Bank (Arizona), National Association
Xxxxx Fargo Bank (Texas), National Association
Xxxxx Fargo Bank HSBC Trade Bank, National Association
Xxxxx Fargo Capital Management, Inc.
Xxxxx Fargo Corporate Services, Inc.
Xxxxx Fargo Equity Capital Incorporated
Xxxxx Fargo Insurance Services
Xxxxx Fargo Leasing Corporation
Xxxxx Fargo Securities Inc.
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APPENDIX B
EMPLOYEE BENEFIT PLANS
Xxxxx Fargo & Company Tax Advantage and Retirement Plan
Xxxxx Fargo & Company Group Health Plan
Xxxxx Fargo & Company Group Health Plan for Dental Benefits
Xxxxx Fargo & Company Group Life Plan
Xxxxx Fargo & Company Long Term Disability Plan
Xxxxx Fargo & Company Medical Reimbursement Plan
Xxxxx Fargo & Company Long Term Care Insurance Plan
Xxxxx Fargo & Company Dependent Care Reimbursement Plan
Xxxxx Fargo & Company Employee Stock Purchase Plan
Benefit Restoration Program
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