MTB insider updates holdings after 6,000-share stock sale

Rhea-AI Filing Summary

M&T Bank Corporation (MTB)11/25/2025, the reporting person sold 6,000 shares of M&T Bank common stock at a weighted average price of $190.0629 per share, executed in multiple trades between $190.00 and $190.50. After this transaction, the director directly holds 19,013 shares of common stock.

In addition to direct ownership, the filing shows 17,070 shares held indirectly through the director's spouse. A further 18,398 shares are held by the Sadler Family Foundation, a charitable trust where the director serves as trustee and has voting and dispositive power but no pecuniary interest. Another 31,295 shares are held by a Grantor Retained Annuity Trust, where the director is trustee and reports beneficial ownership while disclaiming it beyond his economic interest.

11/26/2025 - 02:17 PM

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
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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^*

SADLER ROBERT E JR

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/25/2025

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								19,013	D
Common Stock	11/25/2025		S		6,000	D	$190.0629(1)	17,070	I	By Wife
Common Stock								18,398	I	See footnote(2)
Common Stock								31,295	I	By GRAT(3)

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. This transaction was executed in multiple trades at prices ranging from $190.00 to $190.50. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

2. The indicated shares are held by the Sadler Family Foundation, a charitable trust in which the reporting person has no pecuniary interest. The reporting person is a trustee of the Sadler Family Foundation and holds voting and dispositive power over the shares held by it.

3. The indicated shares are held by a Grantor Retained Annuity Trust ("GRAT") of which the reporting person is trustee and of which the reporting person and his descendants are beneficiaries. The reporting person continues to report the beneficial ownership of all of the M&T Bank Corporation common stock held by the GRAT but disclaims beneficial ownership except to the extent of his pecuniary interest therein.

Remarks:

	By: Stephen T. Wilson (Attorney-In-Fact)	11/26/2025
	** 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) disclose in this Form 4?

The filing reports that a director of M&T Bank Corporation sold 6,000 shares of common stock on 11/25/2025 at a weighted average price of $190.0629 per share, executed in multiple trades between $190.00 and $190.50.

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

Following the reported transaction, the director directly owns 19,013 shares of M&T Bank common stock.

What indirect M&T Bank (MTB) holdings are reported for the director and related parties?

Indirectly, the filing shows 17,070 shares held by the director's spouse, 18,398 shares held by the Sadler Family Foundation, and 31,295 shares held by a Grantor Retained Annuity Trust.

What is the Sadler Family Foundation’s role in the M&T Bank (MTB) holdings?

The Sadler Family Foundation is a charitable trust that holds 18,398 M&T Bank shares. The director is a trustee with voting and dispositive power over these shares but has no pecuniary interest in them.

How does the Grantor Retained Annuity Trust (GRAT) relate to M&T Bank (MTB) shares?

A Grantor Retained Annuity Trust holds 31,295 shares of M&T Bank common stock. The director is trustee and reports beneficial ownership of these shares but disclaims beneficial ownership except to the extent of his pecuniary interest.

Was the M&T Bank (MTB) insider sale executed in a single trade or multiple trades?

The sale was executed in multiple trades at prices ranging from $190.00 to $190.50 per share; the reported $190.0629 is the weighted average sale price.