STOCK TITAN

M&T Bank (NYSE: MTB) vice chair sells 23,358 shares under Rule 10b5-1 plan

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

M&T Bank Corporation Vice Chairman Kevin J. Pearson exercised stock options and sold shares. He exercised options to acquire 13,296 shares of common stock at an exercise price of $164.54 per share and 10,062 shares at $190.78 per share. On the same date, he executed open-market sales of 4,636 shares at a weighted average price of $226.7029 and 18,722 shares at a weighted average price of $225.2047, pursuant to a Rule 10b5-1 trading plan adopted on March 5, 2026.

In addition, he holds 3,493 shares of common stock indirectly through a 401(k) plan and 3,783 phantom common stock units indirectly through a supplemental 401(k) plan, which track an equal number of M&T Bank common shares and are payable in cash under the plan terms. The information presented is as of March 31, 2026.

Positive

  • None.

Negative

  • None.
Insider PEARSON KEVIN J
Role Vice Chairman
Sold 23,358 shs ($5.27M)
Type Security Shares Price Value
Exercise Option (right to buy) 10,062 $0.00 --
Exercise Option (right to buy) 13,296 $0.00 --
Exercise Common Stock 10,062 $190.78 $1.92M
Exercise Common Stock 13,296 $164.54 $2.19M
Sale Common Stock 18,722 $225.2047 $4.22M
Sale Common Stock 4,636 $226.7029 $1.05M
holding Phantom Common Stock Units -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Option (right to buy) — 0 shares (Direct, null); Common Stock — 56,169 shares (Direct, null); Phantom Common Stock Units — 3,783 shares (Indirect, By Supplemental 401(k) Plan); Common Stock — 3,493 shares (Indirect, By 401(k) Plan)
Footnotes (1)
  1. The reported transaction occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 5, 2026. This transaction was executed in multiple trades at prices ranging from $225.00 to $225.67. 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. This transaction was executed in multiple trades at prices ranging from $226.16 to $227.12. 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. The information presented is as of March 31, 2026. 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. The reported phantom common stock units are held by the reporting person in a plan account maintained by M&T Bank Corporation under the M&T Bank Corporation Leadership Retirement Savings Plan and represent a like number of shares of M&T Bank Corporation common stock. The phantom common stock units are payable in cash and distributed in accordance with the terms of the plan. The reported phantom common stock units also include units acquired through the dividend reinvestment feature of the plan.
Open-market sale 1 4,636 shares at $226.7029 Common Stock sale on 2026-06-09
Open-market sale 2 18,722 shares at $225.2047 Common Stock sale on 2026-06-09
Option exercise 1 13,296 shares at $164.54 Common Stock option exercise code M on 2026-06-09
Option exercise 2 10,062 shares at $190.78 Common Stock option exercise code M on 2026-06-09
Indirect 401(k) holding 3,493 shares Common Stock held by 401(k) Plan, as of March 31, 2026
Phantom units holding 3,783 units Phantom Common Stock Units in supplemental 401(k) plan
Rule 10b5-1 trading plan regulatory
"The reported transaction occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 5, 2026."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Phantom Common Stock Units financial
"The reported phantom common stock units are held by the reporting person in a plan account maintained by M&T Bank Corporation under the M&T Bank Corporation Leadership Retirement Savings Plan"
Leadership Retirement Savings Plan financial
"maintained by M&T Bank Corporation under the M&T Bank Corporation Leadership Retirement Savings Plan and represent a like number of shares of M&T Bank Corporation common stock."
equity incentive compensation plan financial
"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."
An equity incentive compensation plan is a company program that pays employees, managers or directors with shares or rights to buy shares so their financial rewards rise with the company’s value—like giving team members a stake in the house they’re helping maintain. Investors care because these plans change how many shares exist (dilution), create ongoing expense and influence management’s motivation, all of which can affect future earnings and stock price.
weighted average sale price financial
"The price reported above reflects the weighted average sale price."
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SEC Form 4
FORM 4UNITED 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).
X
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*
PEARSON KEVIN J

(Last)(First)(Middle)
ONE LIGHT STREET

(Street)
BALTIMORE MARYLAND 21202

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
M&T BANK CORP [ MTB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Vice Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/09/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/09/2026M(1)10,062A$190.7856,169D
Common Stock06/09/2026M(1)13,296A$164.5469,465D
Common Stock06/09/2026S(1)18,722D$225.2047(2)50,743D
Common Stock06/09/2026S(1)4,636D$226.7029(3)46,107D
Common Stock3,493IBy 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Option (right to buy)$190.7806/09/2026M10,062 (5)01/31/2028Common Stock10,062$0(6)0D
Option (right to buy)$164.5406/09/2026M13,296 (5)01/31/2029Common Stock13,296$0(6)0D
Phantom Common Stock Units(7) (7) (7)Common Stock3,7833,783IBy Supplemental 401(k) Plan(4)
Explanation of Responses:
1. The reported transaction occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 5, 2026.
2. This transaction was executed in multiple trades at prices ranging from $225.00 to $225.67. 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.
3. This transaction was executed in multiple trades at prices ranging from $226.16 to $227.12. 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.
4. The information presented is as of March 31, 2026.
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.
7. The reported phantom common stock units are held by the reporting person in a plan account maintained by M&T Bank Corporation under the M&T Bank Corporation Leadership Retirement Savings Plan and represent a like number of shares of M&T Bank Corporation common stock. The phantom common stock units are payable in cash and distributed in accordance with the terms of the plan. The reported phantom common stock units also include units acquired through the dividend reinvestment feature of the plan.
Remarks:
By: Stephen T. Wilson (Attorney-In-Fact)06/11/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider activity did M&T Bank (MTB) report for Kevin J. Pearson?

M&T Bank reported that Vice Chairman Kevin J. Pearson exercised stock options and sold common shares. He exercised options for 23,358 shares and sold 23,358 shares in open-market transactions, all recorded on the same transaction date.

How many M&T Bank (MTB) shares did Kevin J. Pearson sell and at what prices?

Kevin J. Pearson sold 4,636 M&T Bank common shares at a weighted average price of $226.7029 and 18,722 shares at $225.2047. Both transactions were classified as open-market or private sales on the same transaction date.

What stock options did Kevin J. Pearson exercise at M&T Bank (MTB)?

He exercised options to acquire 13,296 M&T Bank common shares at an exercise price of $164.54 per share and 10,062 shares at $190.78 per share. These option exercises were reported as derivative exercise or conversion transactions.

Was Kevin J. Pearson’s M&T Bank (MTB) share sale part of a Rule 10b5-1 plan?

Yes. A footnote states the reported transaction occurred automatically under a Rule 10b5-1 trading plan adopted by Kevin J. Pearson on March 5, 2026. Such pre-arranged plans indicate the trade timing was scheduled in advance.

What indirect holdings does Kevin J. Pearson have in M&T Bank (MTB)?

He indirectly holds 3,493 M&T Bank common shares through a 401(k) plan and 3,783 phantom common stock units through a supplemental 401(k) plan. The phantom units mirror an equal number of common shares but are payable in cash under plan terms.

What are M&T Bank (MTB) phantom common stock units reported for Kevin J. Pearson?

The phantom common stock units represent a like number of M&T Bank common shares in a Leadership Retirement Savings Plan account. They are payable in cash, follow dividend reinvestment features, and are distributed according to the plan’s terms.