Comerica (CMA) EVP Bailey reports stock award and tax share withholding

Rhea-AI Filing Summary

Comerica Inc. Executive Vice President Corey R. Bailey reported equity compensation activity involving the company’s common stock. On January 15, 2026, Bailey acquired 3,032 shares of common stock at $0 per share, representing stock delivered upon vesting of previously granted performance restricted stock units (SELTPP Units). On the same date, 1,274 shares were disposed of at $91.51 per share, reflecting shares withheld to cover taxes due on the vesting. After these transactions, Bailey directly beneficially owned 30,225 shares of Comerica common stock 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^*

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)
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		3,032(1)	A	$0	31,499(2)	D
Common Stock	01/15/2026		F		1,274(3)	D	$91.51	30,225(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 Corey R. Bailey 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 transaction did Comerica (CMA) report for Corey R. Bailey?

Comerica reported that Executive Vice President Corey R. Bailey received 3,032 shares of common stock upon vesting of performance restricted stock units and had 1,274 shares withheld to cover taxes on January 15, 2026.

How many Comerica (CMA) shares did Corey R. Bailey own after the reported Form 4 transactions?

Following the reported transactions on January 15, 2026, Corey R. Bailey directly beneficially owned 30,225 shares of Comerica common stock.

What does the share acquisition at $0 in the Comerica (CMA) Form 4 mean?

The acquisition of 3,032 shares at $0 per share represents stock delivered upon vesting of previously granted SELTPP performance restricted stock units that are settled in Comerica common stock.

Why were 1,274 Comerica (CMA) shares disposed of at $91.51 in this filing?

The disposition of 1,274 shares at $91.51 per share reflects shares withheld for taxes on shares payable upon vesting of the SELTPP performance restricted stock units.

What are SELTPP Units mentioned in the Comerica (CMA) insider filing?

SELTPP Units are performance restricted stock units granted on January 24, 2023, which are settled in stock and vest in one installment after certification of results for a three-year performance period ending on December 31, 2025.

Is Corey R. Bailey a director or officer of Comerica (CMA)?

Corey R. Bailey is reported as an officer of Comerica Inc. with the title Executive Vice President, and is not reported as a director or 10% owner.