Comerica (NYSE: CMA) EVP discloses 746-share tax withholding move

Rhea-AI Filing Summary

Comerica Inc. Executive Vice President Corey R. Bailey reported an automatic share withholding related to equity compensation. On 12/29/2025, 746 shares of common stock were disposed of at $87.95 per share under transaction code “F,” meaning the shares were withheld to cover taxes on the vesting of restricted stock units rather than sold in the open market.

After this tax-related transaction, Bailey beneficially owned 28,467 shares of Comerica common stock directly, including shares acquired through employee stock plans, dividend reinvestment, and restricted stock units as of December 29, 2025.

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^*

Bailey Corey R

(Last) (First) (Middle)

1717 MAIN STREET

(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 President

3. Date of Earliest Transaction (Month/Day/Year)
12/29/2025

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	12/29/2025		F		746(1)	D	$87.95	28,467(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. Reflects aggregate shares withheld for taxes on shares payable on vesting of Restricted Stock Units.

2. Includes shares acquired through employee stock plans, shares purchased with reinvested dividends and restricted stock units as of December 29, 2025.

Remarks:

	/s/ Steven Franklin, on behalf of Corey R. Bailey through Power of Attorney	12/30/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Comerica (CMA) report for Corey R. Bailey?

Comerica reported that Executive Vice President Corey R. Bailey had 746 shares of common stock withheld on 12/29/2025 to cover taxes on vested restricted stock units.

At what price were Corey R. Bailey’s Comerica (CMA) shares withheld for taxes?

The 746 shares of Comerica common stock were valued at $87.95 per share when they were withheld to satisfy tax obligations.

How many Comerica (CMA) shares does Corey R. Bailey own after the reported transaction?

Following the tax withholding, Corey R. Bailey beneficially owned 28,467 shares of Comerica common stock directly as of December 29, 2025.

Was the Comerica (CMA) insider transaction an open-market sale?

No. The filing states that the 746 shares reflect shares withheld for taxes upon vesting of restricted stock units, not an open-market sale.

What types of Comerica (CMA) shares are included in Corey R. Bailey’s reported holdings?

Bailey’s 28,467 shares include shares acquired through employee stock plans, reinvested dividends, and restricted stock units as of December 29, 2025.

What is Corey R. Bailey’s role at Comerica (CMA)?

Corey R. Bailey is identified as an Executive Vice President of Comerica Inc. in the filing.