Comerica (CMA) EVP Ortiz logs 2,633-share grant and tax withholding

Rhea-AI Filing Summary

Comerica Inc. executive Mauricio A. Ortiz, EVP & Chief Accounting Officer, reported equity award activity in company stock. On January 15, 2026, he acquired 2,633 shares of common stock at $0, representing the stock settlement of previously granted performance restricted stock units (SELTPP Units) tied to a three-year performance period ending on December 31, 2025. On the same date, 1,123 shares were disposed of at $91.51 per share to cover taxes due upon vesting of those units. After these transactions, Ortiz directly beneficially owned 15,565 shares of Comerica common stock, which include 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^*

Ortiz Mauricio A

(Last) (First) (Middle)

1717 MAIN STREET MC 6506

(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)
	EVP & Chief Accounting Officer

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		2,633(1)	A	$0	16,688(2)	D
Common Stock	01/15/2026		F		1,123(3)	D	$91.51	15,565(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 Mauricio A. Ortiz 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 activity did Comerica (CMA) report for Mauricio A. Ortiz?

The filing shows that Mauricio A. Ortiz, EVP & Chief Accounting Officer of Comerica Inc. (CMA), acquired 2,633 shares of common stock from the vesting of performance-based restricted stock units and had 1,123 shares withheld to cover taxes on January 15, 2026.

How many Comerica (CMA) shares does Mauricio A. Ortiz own after the Form 4 transactions?

Following the reported transactions, Mauricio A. Ortiz directly beneficially owned 15,565 shares of Comerica common stock as of January 15, 2026.

What do the 2,633 Comerica (CMA) shares reported as acquired represent?

The 2,633 shares reported as acquired at $0 represent performance restricted stock units (SELTPP Units) that were granted on January 24, 2023 and settled in stock after completion of a three-year performance period ending on December 31, 2025.

Why were 1,123 Comerica (CMA) shares disposed of at $91.51 on January 15, 2026?

The 1,123 shares of Comerica common stock reported as disposed of at $91.51 per share reflect shares withheld to satisfy tax obligations arising from the vesting and share settlement of the SELTPP Units.

Are Mauricio A. Ortiz’s Comerica (CMA) holdings direct or indirect after this Form 4?

After the reported transactions, all 15,565 shares of Comerica common stock are listed as held under direct ownership by Mauricio A. Ortiz.

What types of shares are included in Mauricio A. Ortiz’s total Comerica (CMA) holdings?

Ortiz’s 15,565-share position includes shares acquired through employee stock plans, shares purchased with reinvested dividends, and restricted stock units as of January 15, 2026.