M&T Bank (NYSE: MTB) CFO awarded shares and options in equity plan

Rhea-AI Filing Summary

M&T Bank Corporation Senior Executive Vice President and CFO Daryl N. Bible reported equity compensation activity. On January 30, 2026, he acquired 3,352 shares of common stock at $0, issued upon vesting of performance-based restricted stock units under the 2019 Equity Incentive Compensation Plan after achievement of performance goals.

On the same date, 1,472 common shares were withheld at $221.57 per share to cover taxes related to those vested units, leaving him with 30,010 common shares held directly. He also received an option to buy 3,145 shares at an exercise price of $221.57, granted at $0 cost under the plan and vesting in equal installments on the first, second and third anniversaries of the grant date, resulting in 3,145 options held directly.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Bible Daryl N.

Role Sr. EVP & CFO

Type	Security	Shares	Price	Value
Grant/Award	Option (right to buy)	3,145	$0.00	--
Grant/Award	Common Stock	3,352	$0.00	--
Tax Withholding	Common Stock	1,472	$221.57	$326K

Holdings After Transaction: Option (right to buy) — 3,145 shares (Direct); Common Stock — 31,482 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, 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 period. 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. 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^*

Bible Daryl N.

(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. EVP & CFO

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)		3,352	A(1)	$0(2)	31,482	D
Common Stock	01/30/2026		F(3)		1,472	D	$221.57	30,010	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		3,145		(4)	01/30/2036	Common Stock	3,145	$0(5)	3,145	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, 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 period.

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

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

5. 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 did M&T Bank (MTB) CFO Daryl Bible report in this Form 4?

M&T Bank CFO Daryl Bible reported routine equity compensation. He received 3,352 common shares from vested performance-based restricted stock units and an option for 3,145 shares, while 1,472 shares were withheld to cover taxes on the vesting.

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

After these transactions, Daryl Bible directly owns 30,010 M&T Bank common shares. This reflects the 3,352 shares issued from vested performance-based restricted stock units, net of 1,472 shares withheld to satisfy tax obligations tied to that equity compensation settlement.

What stock option grant did the M&T Bank (MTB) CFO receive?

The CFO received an option to buy 3,145 M&T Bank common shares at an exercise price of $221.57. The option was granted at no cost under the 2019 Equity Incentive Compensation Plan and vests in three equal annual installments starting one year after grant.

Why were 1,472 M&T Bank (MTB) shares reported as a disposition at $221.57?

The 1,472-share disposition reflects shares withheld for taxes at $221.57 per share. These shares were retained by the company to cover tax obligations arising when performance-based restricted stock units settled in shares for the CFO, rather than representing an open-market sale.

What are performance-based restricted stock units in this M&T Bank (MTB) filing?

The performance-based restricted stock units were equity awards granted in 2024 and 2025 under M&T Bank's 2019 Equity Incentive Compensation Plan. They vested only after performance goals were achieved, then settled in 3,352 common shares, for which the CFO paid no purchase price.

Does the M&T Bank (MTB) CFO pay for the equity granted in this Form 4?

The CFO did not pay a purchase price for either the performance-based restricted stock units or the stock option. Both awards were granted under the 2019 Equity Incentive Compensation Plan at a stated price of $0, consistent with typical executive equity compensation structures.