[Form 4] COMERICA INC Insider Trading Activity

Rhea-AI Filing Summary

Comerica Inc. (CMA) reported an insider equity transaction by Senior EVP and CFO James J. Herzog. On 10/28/2025, he exercised employee stock options to acquire 584 shares at $32.97 and had 381 shares withheld at $77.63 for exercise price and tax obligations.

Following these transactions, he directly held 33,382 common shares. In addition, 28,838 shares were held indirectly via the Herzog Living Trust. The exercised options were from a grant originally dated 01/26/2017 with an expiration of 01/26/2026.

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

OMB Number:			3235-0287
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hours per response:			0.5

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^*

Herzog James J

(Last) (First) (Middle)

1717 MAIN STREET

MC 6500

(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)
	Senior EVP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
10/28/2025

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	10/28/2025		M		584	A	$32.97	33,763(1)	D
Common Stock	10/28/2025		F		381(2)	D	$77.63	33,382(1)	D
Common Stock								28,838	I	Herzog Living Trust

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
Employee Stock Option (right to buy)	$32.97	10/28/2025		M			584	01/26/2017(3)	01/26/2026	Common Stock	584	$32.97	0	D
Employee Stock Option (right to buy)	$67.66							01/24/2018(3)	01/24/2027	Common Stock	912		912	D
Employee Stock Option (right to buy)	$95.25							01/23/2019(3)	01/23/2028	Common Stock	905		905	D
Employee Stock Option (right to buy)	$80.17							01/22/2020(3)	01/22/2029	Common Stock	1,240		1,240	D
Employee Stock Option (right to buy)	$63.15							01/28/2021(3)	01/28/2030	Common Stock	2,495		2,495	D
Employee Stock Option (right to buy)	$56.79							02/25/2021(3)	02/25/2030	Common Stock	4,060		4,060	D
Employee Stock Option (right to buy)	$60.12							01/26/2022(3)	01/26/2031	Common Stock	5,655		5,655	D
Employee Stock Option (right to buy)	$92.58							01/25/2023(3)	01/25/2032	Common Stock	4,820		4,820	D
Employee Stock Option (right to buy)	$71.16							01/24/2024(3)	01/24/2033	Common Stock	6,345		6,345	D
Employee Stock Option (right to buy)	$53.96							01/23/2025(3)	01/23/2034	Common Stock	7,910		7,910	D

Explanation of Responses:

1. Includes shares acquired through employee stock plans, shares purchased with reinvested dividends, restricted stock units and stock units held pursuant to a deferred compensation plan as of October 28, 2025.

2. Reflects shares withheld for payment of exercise price and to satisfy tax withholding obligations.

3. The options vest in four equal annual installments (based on the original grant amount) beginning on the date indicated in this column.

Remarks:

Ex. 24 - Power of Attorney

	/s/ Nicole V. Gersch, on behalf of James J. Herzog through Power of Attorney	10/29/2025
	** 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) report for its CFO?

On 10/28/2025, CFO James J. Herzog exercised options to acquire 584 shares at $32.97, with 381 shares withheld at $77.63 for exercise price and taxes.

How many Comerica (CMA) shares does the CFO hold after the transaction?

He directly held 33,382 common shares after the reported transactions, and 28,838 shares were held indirectly via the Herzog Living Trust.

Which option grant did the Comerica (CMA) CFO exercise?

An employee stock option with a $32.97 exercise price from a grant dated 01/26/2017, expiring on 01/26/2026, covering 584 shares.

Why were 381 shares disposed of in the Form 4?

The filing notes they reflect shares withheld to pay the exercise price and satisfy tax withholding obligations.

What is the CFO’s role and relationship to Comerica (CMA)?

He is an Officer, serving as Senior EVP and CFO of Comerica Inc.