Comerica (NYSE: CMA) EVP James Carr details Form 4 stock award

Rhea-AI Filing Summary

Comerica Inc. Executive Vice President James McGregor Carr reported equity award activity in company common stock. On January 15, 2026, he acquired 1,439 shares at $0, representing performance restricted stock units (SELTPP Units) granted on January 24, 2023 that vest after a three-year performance period ending December 31, 2025.

On the same date, 702 shares were withheld at $91.51 per share to cover taxes due on the vesting of these SELTPP Units. After these transactions, Carr directly owned 33,959 shares of Comerica common stock, including shares from employee stock plans, dividend reinvestment, and restricted stock units as of January 15, 2026.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

CARR JAMES MCGREGOR

(Last) (First) (Middle)

1717 MAIN STREET

MC 6507

(Street)

DALLAS TX 75201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COMERICA INC [ CMA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice Pres.

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/15/2026		A		1,439(1)	A	$0	34,661(2)	D
Common Stock	01/15/2026		F		702(3)	D	$91.51	33,959(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents performance restricted stock units ("SELTPP Units") granted to the reporting person on January 24, 2023. The SELTPP Units are settled in stock and vest in one installment following certification of results for a three-year performance period ending on December 31, 2025.

2. Includes shares acquired through employee stock plans, shares purchased with reinvested dividends and restricted stock units as of January 15, 2026.

3. Reflects shares withheld for taxes on shares payable on vesting of SELTPP Units.

Remarks:

	/s/ Steven Franklin, on behalf of J. McGregor Carr through Power of Attorney	01/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Comerica (CMA) executive James McGregor Carr report?

James McGregor Carr, an Executive Vice President of Comerica Inc., reported equity award activity in company common stock on January 15, 2026. He received shares from the vesting of performance restricted stock units and had some shares withheld to cover taxes.

How many Comerica (CMA) shares did James McGregor Carr acquire in the Form 4 filing?

Carr acquired 1,439 shares of Comerica common stock at $0 per share. These shares came from the vesting of performance restricted stock units (SELTPP Units) that were originally granted on January 24, 2023.

Why were some Comerica (CMA) shares withheld in James McGregor Carr’s Form 4?

The filing shows 702 shares of Comerica common stock with a transaction code "F", reflecting shares withheld at $91.51 per share. According to the footnote, these shares were withheld to cover taxes on shares payable upon vesting of the SELTPP performance units.

What are SELTPP Units referenced in the Comerica (CMA) Form 4 for James McGregor Carr?

The SELTPP Units are performance restricted stock units granted to Carr on January 24, 2023. They are settled in stock and vest in one installment after results are certified for a three-year performance period ending on December 31, 2025.

How many Comerica (CMA) shares does James McGregor Carr own after the reported transactions?

Following the January 15, 2026 transactions, Carr directly beneficially owned 33,959 shares of Comerica common stock. This amount includes shares acquired through employee stock plans, shares purchased with reinvested dividends, and restricted stock units as of that date.

Is James McGregor Carr a director or major shareholder of Comerica (CMA)?

According to the filing, James McGregor Carr is an Officer of Comerica Inc. with the title Executive Vice President. He is not listed as a director or a 10% owner in this Form 4.