What option grant did Rene F. Jones exercise related to M&T Bank (MTB) stock?

The Form 4 discloses an option (right to buy) on M&T Bank common stock with an exercise price of $164.54 per share. On January 8, 2026 , Jones exercised 22,215 option units , resulting in the acquisition of 22,215 shares of common stock. The option was granted under an equity incentive compensation plan , and the derivative security is shown with a price of $0 to the reporting person.

Why does the M&T Bank CEO Form 4 show a transaction code "F" at $214.58 per share?

The Form 4 reports a common stock transaction on January 8, 2026 with code "F" , covering 19,015 shares at $214.58 per share. Code F typically indicates shares withheld by the issuer to satisfy tax obligations upon the vesting of equity or exercise of options, consistent with these shares being treated as a disposition while adjusting the insider's net holdings.

M&T Bank (MTB) CEO Rene F. Jones exercises options, reports tax share withholding

Q: What insider transactions did M&T Bank (MTB) CEO Rene F. Jones report?

The filing shows that Rene F. Jones , Chairman of the Board and CEO of M&T Bank Corporation , exercised an option for 22,215 shares of common stock on January 8, 2026 and acquired the same number of shares at an exercise price of $164.54 per share. The filing also reports a disposition of 19,015 shares at $214.58 per share, coded as an "F" transaction.

Q: How many M&T Bank (MTB) shares does Rene F. Jones hold after these transactions?

After the reported transactions on January 8, 2026 , Rene F. Jones directly beneficially owns 97,464.79 shares of M&T Bank common stock. The filing also shows indirect ownership of 1,067.2177 shares for each of two daughters and 6,074 shares through a 401(k) plan.

Q: What indirect M&T Bank (MTB) shareholdings are reported for Rene F. Jones?

The filing lists indirect ownership of 1,067.2177 shares of common stock for each of two daughters, held through custodial accounts under the Uniform Gifts to Minors Act for which Rene F. Jones is custodian. It also reports 6,074 shares of common stock held through a 401(k) plan , with information presented as of December 31, 2025 .

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

M&T Bank Corporation Chairman and CEO Rene F. Jones reported several equity transactions in company stock. On January 8, 2026, he exercised an employee stock option for 22,215 shares of common stock at an exercise price of $164.54 per share, and acquired the same number of shares. The filing shows that 19,015 shares of common stock were disposed of at $214.58 per share, consistent with shares being withheld to cover taxes, leaving him with 97,464.79 shares of M&T Bank common stock held directly.

The option exercise, coded as an "M" transaction, was reported at a derivative security price of $0, reflecting that the option was granted under an equity incentive compensation plan. The transactions occurred automatically under a Rule 10b5-1 trading plan adopted on September 9, 2025. In addition to direct holdings, the filing notes indirect ownership of 1,067.2177 shares for each of two daughters through custodial accounts, and 6,074 shares through a 401(k) plan, with the information presented as of December 31, 2025.

Insider Trade Summary

22,215 shares exercised/converted

Mixed 6 txns

Insider JONES RENE F

Role Chairman of the Board and CEO

Type	Security	Shares	Price	Value
Exercise	Option (right to buy)	22,215	$0.00	--
Grant/Award	Common Stock	22,215	$164.54	$3.66M
Tax Withholding	Common Stock	19,015	$214.58	$4.08M
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Option (right to buy) — 0 shares (Direct); Common Stock — 116,479.79 shares (Direct); Common Stock — 1,067.218 shares (Indirect, By Daughter #1)

Footnotes (1)

The reported transaction occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 9, 2025. Includes a fractional share credited for the period between October 1, 2025 and December 31, 2025 through participation in the M&T Bank Corporation Dividend Reinvestment Plan. These shares are owned by the daughter of the reporting person through a custodial account under the Uniform Gifts to Minors Act for which the reporting person is custodian. The information presented is as of December 31, 2025. Currently exercisable. 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.

Form 4 Insider Transactions: What Each Field Means →

01/12/2026 - 04:16 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
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^*

JONES RENE F

(Last)

(First)

(Middle)

ONE M&T PLAZA

(Street)

BUFFALO

14203-2399

(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
X	Officer (give title below)	Other (specify below)
	Chairman of the Board and CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/08/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/08/2026		A		22,215	A	$164.54	116,479.79	D⁽¹⁾
Common Stock	01/08/2026		F		19,015	D	$214.58	97,464.79	D⁽¹⁾
Common Stock								1,067.2177⁽²⁾	I	By Daughter #1⁽³⁾
Common Stock								1,067.2177⁽²⁾	I	By Daughter #2⁽³⁾
Common Stock								6,074	I	By 401(k) Plan⁽⁴⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option (right to buy)	$164.54	01/08/2026		M			22,215	⁽⁵⁾	01/31/2029	Common Stock	22,215	$0⁽⁶⁾	0	D

Explanation of Responses:

1. The reported transaction occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 9, 2025.

2. Includes a fractional share credited for the period between October 1, 2025 and December 31, 2025 through participation in the M&T Bank Corporation Dividend Reinvestment Plan.

3. These shares are owned by the daughter of the reporting person through a custodial account under the Uniform Gifts to Minors Act for which the reporting person is custodian.

4. The information presented is as of December 31, 2025.

5. Currently exercisable.

6. 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)	01/12/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did M&T Bank (MTB) CEO Rene F. Jones report?

The filing shows that Rene F. Jones, Chairman of the Board and CEO of M&T Bank Corporation, exercised an option for 22,215 shares of common stock on January 8, 2026 and acquired the same number of shares at an exercise price of $164.54 per share. The filing also reports a disposition of 19,015 shares at $214.58 per share, coded as an "F" transaction.

How many M&T Bank (MTB) shares does Rene F. Jones hold after these transactions?

After the reported transactions on January 8, 2026, Rene F. Jones directly beneficially owns 97,464.79 shares of M&T Bank common stock. The filing also shows indirect ownership of 1,067.2177 shares for each of two daughters and 6,074 shares through a 401(k) plan.

What is the significance of the Rule 10b5-1 trading plan in the MTB CEOs Form 4?

The filing explains that the reported transaction occurred automatically under a Rule 10b5-1 trading plan adopted by Rene F. Jones on September 9, 2025. Such plans allow insiders to pre-schedule trades according to set instructions, which can help separate trading activity from day-to-day discretionary decisions.

What indirect M&T Bank (MTB) shareholdings are reported for Rene F. Jones?

The filing lists indirect ownership of 1,067.2177 shares of common stock for each of two daughters, held through custodial accounts under the Uniform Gifts to Minors Act for which Rene F. Jones is custodian. It also reports 6,074 shares of common stock held through a 401(k) plan, with information presented as of December 31, 2025.