STOCK TITAN

CMA insider: CFO holds 33,382 direct shares, 28,838 via trust

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

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.

Positive

  • None.

Negative

  • None.
Insider Herzog James J
Role Senior EVP and CFO
Type Security Shares Price Value
Exercise Employee Stock Option (right to buy) 584 $32.97 $19K
Exercise Common Stock 584 $32.97 $19K
Tax Withholding Common Stock 381 $77.63 $30K
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Employee Stock Option (right to buy) — 0 shares (Direct); Common Stock — 33,763 shares (Direct); Common Stock — 28,838 shares (Indirect, Herzog Living Trust)
Footnotes (1)
  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. Reflects shares withheld for payment of exercise price and to satisfy tax withholding obligations. The options vest in four equal annual installments (based on the original grant amount) beginning on the date indicated in this column.
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
Estimated average burden
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.