M&T Bank (MTB) EVP exercises 1,053 options and sells 1,053 shares

Rhea-AI Filing Summary

M&T Bank Corporation Sr. Executive Vice President Woodrow Tracy S. reported an option exercise and share sale involving company stock. On February 11, 2026, he exercised an option for 1,053 shares of common stock at an exercise price of $138.10 per share and then sold 1,053 shares of common stock at $234.21 per share in an open-market transaction. Following these transactions, he directly owned 8,234 shares of M&T Bank common stock. The option was granted under M&T Bank Corporation’s equity incentive compensation plan and carried no separate purchase price for the option itself.

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^*

Woodrow Tracy S.

(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)
02/11/2026

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	02/11/2026		M		1,053	A	$138.1	9,287	D
Common Stock	02/11/2026		S		1,053	D	$234.21	8,234	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)	$138.1	02/11/2026		M			1,053	(1)	01/31/2034	Common Stock	1,053	$0(2)	1,053	D

Explanation of Responses:

1. Currently exercisable.

2. The option was granted under an equity incentive compensation plan maintained by M&T Bank Corporation, and therefore the reporting person paid no price for the option.

Remarks:

	By: Stephen T. Wilson (Attorney-In-Fact)	02/12/2026
	** 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 M&T Bank (MTB) report for Woodrow Tracy S.?

M&T Bank’s Sr. Executive Vice President Woodrow Tracy S. exercised options for 1,053 common shares and sold 1,053 shares in an open-market trade. These transactions were reported as occurring on February 11, 2026, in a Form 4 insider trading disclosure.

How many M&T Bank (MTB) shares did the executive sell, and at what price?

He sold 1,053 shares of M&T Bank common stock at a reported price of $234.21 per share. The sale followed an option exercise for the same number of shares, as detailed in the Form 4 filing for February 11, 2026.

What was the option exercise detail in the M&T Bank (MTB) Form 4 filing?

The executive exercised an option (right to buy) covering 1,053 M&T Bank common shares with an exercise price of $138.10 per share. The option was currently exercisable and originated from an equity incentive compensation plan maintained by M&T Bank Corporation.

How many M&T Bank (MTB) shares does the insider own after the reported transactions?

After the reported transactions, the Sr. Executive Vice President directly owned 8,234 shares of M&T Bank common stock. This figure reflects his holdings following the February 11, 2026 option exercise and subsequent sale of 1,053 shares disclosed in the Form 4.

Did the M&T Bank (MTB) executive pay for the stock option itself?

He did not pay a separate price for the option itself. According to the disclosure, the option was granted under M&T Bank Corporation’s equity incentive compensation plan, meaning the reporting person paid no purchase price for receiving the option grant.

What role does Woodrow Tracy S. hold at M&T Bank (MTB) in this Form 4?

In the Form 4, Woodrow Tracy S. is identified as a Sr. Executive Vice President of M&T Bank Corporation. He is reported as an officer but not a director or 10% owner, and the filing covers his personal, direct holdings in common stock and options.