M&T Bank (NYSE: MTB) EVP Wisler reports stock awards, tax withholding and options

Rhea-AI Filing Summary

M&T Bank Corporation senior executive vice president Michael A. Wisler reported equity awards and related tax withholding transactions. On January 30, 2026, he received 2,467 shares of common stock at $0 upon vesting of performance-based restricted stock units granted between January 2023 and January 2025 under the 2019 Equity Incentive Compensation Plan. To cover taxes on these settlements, 1,057 shares were withheld at $221.57 per share, leaving him with 6,626.444 common shares held directly.

He was also granted an option (right to buy) covering 1,774 shares of common stock at an exercise price of $221.57 per share, expiring January 30, 2036. This option, granted at no cost under the same equity plan, vests in three equal annual installments on the first, second, and third anniversaries of the grant date.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Wisler Michael A.

Role Sr. Executive Vice President

Type	Security	Shares	Price	Value
Grant/Award	Option (right to buy)	1,774	$0.00	--
Grant/Award	Common Stock	2,467	$0.00	--
Tax Withholding	Common Stock	1,057	$221.57	$234K

Holdings After Transaction: Option (right to buy) — 1,774 shares (Direct); Common Stock — 7,683.444 shares (Direct)

Footnotes (1)

1. Shares issued pursuant to vesting of performance-based restricted stock units, which were granted to the reporting person on January 31, 2023, January 31, 2024 and January 31, 2025, under the M&T Bank Corporation 2019 Equity Incentive Compensation Plan (the " Equity Plan") and vested upon achievement of performance goals for the applicable performance periods. The performance-based restricted stock units were granted under the Equity Plan, and therefore the reporting person paid no price for the performance-based restricted stock units. Includes 151.467 shares credited for the period between January 1, 2025 and December 31, 2025, through participation in the M&T Bank Corporation Dividend Reinvestment Plan. Shares withheld for taxes upon the settlement in shares of performance-based restricted stock units previously granted to the reporting person. The option vests ratably on the first, second and third anniversary of the grant date. The option was granted under the Equity Plan, and therefore the reporting person paid no price for the option.

Form 4 Insider Transactions: What Each Field Means →

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^*

Wisler Michael A.

(Last) (First) (Middle)

ONE M&T PLAZA

(Street)

BUFFALO NY 14203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
M&T BANK CORP [ MTB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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	01/30/2026		A(1)		2,467	A(1)	$0(2)	7,683.444(3)	D
Common Stock	01/30/2026		F(4)		1,057	D	$221.57	6,626.444	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
Option (right to buy)	$221.57	01/30/2026		A		1,774		(5)	01/30/2036	Common Stock	1,774	$0(6)	1,774	D

Explanation of Responses:

1. Shares issued pursuant to vesting of performance-based restricted stock units, which were granted to the reporting person on January 31, 2023, January 31, 2024 and January 31, 2025, under the M&T Bank Corporation 2019 Equity Incentive Compensation Plan (the " Equity Plan") and vested upon achievement of performance goals for the applicable performance periods.

2. The performance-based restricted stock units were granted under the Equity Plan, and therefore the reporting person paid no price for the performance-based restricted stock units.

3. Includes 151.467 shares credited for the period between January 1, 2025 and December 31, 2025, through participation in the M&T Bank Corporation Dividend Reinvestment Plan.

4. Shares withheld for taxes upon the settlement in shares of performance-based restricted stock units previously granted to the reporting person.

5. The option vests ratably on the first, second and third anniversary of the grant date.

6. The option was granted under the Equity Plan, and therefore the reporting person paid no price for the option.

Remarks:

	By: Stephen T. Wilson (Attorney-In-Fact)	02/03/2026
	** 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 transactions did Michael A. Wisler report for M&T Bank (MTB)?

Michael A. Wisler reported vesting of 2,467 performance-based restricted stock units into common shares and a grant of options for 1,774 shares. He also reported 1,057 common shares withheld to cover taxes, resulting in 6,626.444 common shares held directly afterward.

How many M&T Bank (MTB) shares does Michael A. Wisler own after this Form 4?

After these transactions, Michael A. Wisler directly holds 6,626.444 M&T Bank common shares. This reflects 2,467 shares issued upon performance-based restricted stock unit vesting, offset by 1,057 shares withheld for taxes, as reported in the non-derivative transaction table.

What equity awards did Michael A. Wisler receive from M&T Bank (MTB)?

He received 2,467 common shares at no cost from vesting of performance-based restricted stock units granted in 2023, 2024, and 2025 under the 2019 Equity Incentive Compensation Plan. He was also granted an option to buy 1,774 common shares at an exercise price of $221.57 per share.

Why were 1,057 M&T Bank (MTB) shares surrendered in Michael A. Wisler’s filing?

The 1,057 M&T Bank common shares were withheld to satisfy tax obligations on the settlement of previously granted performance-based restricted stock units. The filing classifies this as a disposition at $221.57 per share, reducing his directly held common shares to 6,626.444 afterward.

How do Michael A. Wisler’s new stock options at M&T Bank (MTB) vest?

His option for 1,774 M&T Bank common shares vests in three equal annual installments. The vesting occurs on the first, second, and third anniversaries of the January 30, 2026 grant date, with the option expiring on January 30, 2036, according to the footnote disclosure.

Were Michael A. Wisler’s M&T Bank (MTB) equity awards granted at a purchase price?

No, both the performance-based restricted stock units and the stock option were granted under M&T Bank’s 2019 Equity Incentive Compensation Plan at no grant price. The filing notes that he paid no price for the units or for the option itself at the time of grant.