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Comerica (CMA) credit chief reports RSU vesting and 2,998-share tax withholding

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Comerica Inc. executive Form 4 reports stock-based compensation activity. Sr EVP & Chief Credit Officer Melinda A. Chausse reported two transactions in Comerica common stock on January 15, 2026. She acquired 5,918 shares at $0 per share, representing performance restricted stock units (SELTPP Units) granted in 2023 that vested after completion of a three-year performance period ending December 31, 2025 and were settled in stock. On the same date, 2,998 shares at $91.51 per share were withheld to cover taxes due on the vesting of restricted stock units and SELTPP Units. After these transactions, she directly beneficially owned 64,603 shares, including amounts from employee stock plans, dividend reinvestment, and restricted stock units as of January 15, 2026.

Positive

  • None.

Negative

  • None.
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*
CHAUSSE MELINDA A.

(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)
Sr EVP & Chief Credit 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 5,918(1) A $0 67,601(2) D
Common Stock 01/15/2026 F 2,998(3) D $91.51 64,603(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 aggregate shares withheld for taxes on shares payable on vesting of Restricted Stock Units and SELTPP Units.
Remarks:
/s/ Steven Franklin on behalf of Melinda A. Chausse 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 Melinda A. Chausse?

The filing shows that Sr EVP & Chief Credit Officer Melinda A. Chausse received 5,918 Comerica common shares from vested performance restricted stock units and had 2,998 shares withheld to cover taxes, all dated January 15, 2026.

What do the 5,918 Comerica (CMA) shares reported as acquired represent?

The 5,918 shares reported as acquired at $0 per share represent vested performance restricted stock units (SELTPP Units) that were granted on January 24, 2023 and settled in stock after a three-year performance period ending December 31, 2025.

Why were 2,998 Comerica (CMA) shares reported as disposed of at $91.51?

The 2,998 shares disposed of at $91.51 per share reflect shares withheld for taxes in connection with the vesting of Restricted Stock Units and SELTPP Units, rather than an open-market sale.

How many Comerica (CMA) shares does Melinda A. Chausse own after these transactions?

After the reported grant and tax withholding on January 15, 2026, Melinda A. Chausse directly beneficially owned 64,603 shares of Comerica common stock.

Are Melinda A. Chausse’s Comerica (CMA) shares held directly or indirectly?

The Form 4 indicates that her 64,603 Comerica common shares following the transactions are held with direct ownership, and the total includes shares from employee stock plans, dividend reinvestment, and restricted stock units as of January 15, 2026.

What role does Melinda A. Chausse hold at Comerica (CMA)?

Melinda A. Chausse is reported as an officer of Comerica Inc., serving as Senior Executive Vice President & Chief Credit Officer.

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