M&T Bank CEO sells 19,396 shares at $239.35

M&T Bank Corp’s CEO exercised 16,770 options and sold 19,396 shares under a pre-arranged Rule 10b5‑1 trading plan.

Rhea-AI Filing Summary

M&T BANK CORP (MTB) reported that Chairman and CEO Rene F. Jones exercised stock options and carried out related share transactions on September 14, 2026. He exercised options for 16,770 options with a conversion price of $190.78 per share, receiving an equal number of common shares and eliminating this option position.

On the same date, 15,101 common shares were delivered or withheld at $239.48 per share for payment of exercise price or tax liability, and 19,396 common shares were sold at $239.35 per share, all pursuant to a Rule 10b5-1 trading plan adopted on June 12, 2026. Indirect holdings reported include 1,067.2331 shares for each of two daughters through custodial and related accounts and 6,157 shares in a 401(k) plan as of June 30, 2026.

Insider Trade Summary 10b5-1

Exercise and sale activity reported; no spread calculated

Exercise and Sale 7 txns

Insider JONES RENE F

Role Chairman of the Board and CEO

Sold 19,396 shs ($4.64M)

Approx. gross sale proceeds $4.64M

Approx. exercise cost $3.20M

Type	Security	Shares	Price	Value
Exercise	Option (right to buy) F6, F5	16,770	$0.00	$0.00
Exercise	Common Stock F1	16,770	$190.78	$3.20M
Exercise Price or Tax Liability	Common Stock F1	15,101	$239.48	$3.62M
Sale	Common Stock F1	19,396	$239.35	$4.64M
holding	Common Stock F2	--	--	--
holding	Common Stock F2, F3	--	--	--
holding	Common Stock F4	--	--	--

Holdings After Transaction: Option (right to buy) — 0 contracts (Direct); Common Stock — 103,830.79 shares (Direct); Common Stock — 1,067.2331 shares (Indirect, By Daughter #1); Common Stock — 1,067.2331 shares (Indirect, By Daughter #2); Common Stock — 6,157 shares (Indirect, By 401(k) Plan)

Footnotes (6)

1. F1. The reported transaction occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 12, 2026.
2. F2. Includes a fractional share credited for the period between January 1, 2026 and June 30, 2026 through participation in the M&T Bank Corporation Dividend Reinvestment Plan.
3. F3. 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. F4. The information presented is as of June 30, 2026.
5. F5. Currently exercisable.
6. F6. 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.

Key Figures

Options exercised: 16,770 options Option exercise price: $190.78 per share Shares delivered/withheld for exercise price or tax: 15,101 shares +5 more

8 metrics

Options exercised 16,770 options Options to buy M&T Bank common stock exercised on September 14, 2026

Option exercise price $190.78 per share Conversion price for the 16,770 options exercised

Shares delivered/withheld for exercise price or tax 15,101 shares Common shares delivered or withheld at $239.48 per share

Exercise price or tax coverage price $239.48 per share Price used for the 15,101 shares delivered or withheld

Shares sold 19,396 shares Common shares sold on September 14, 2026

Sale price $239.35 per share Price for the 19,396 common shares sold

Indirect holdings per daughter 1,067.2331 shares Common stock held for each of two daughters

401(k) plan holdings 6,157 shares Common stock held through a 401(k) plan as of June 30, 2026

Key Terms

Rule 10b5-1 trading plan, Dividend Reinvestment Plan, Uniform Gifts to Minors Act, equity incentive compensation plan

4 terms

Rule 10b5-1 trading plan regulatory

"reported transaction occurred automatically pursuant to a Rule 10b5-1 trading plan"

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.

Dividend Reinvestment Plan financial

"fractional share credited ... through participation in the M&T Bank Corporation Dividend Reinvestment Plan"

A dividend reinvestment plan lets shareholders automatically use cash dividends to buy more shares of the same company instead of receiving the money. It matters to investors because it turns regular payouts into a steady way to grow ownership and take advantage of compound returns—like having your savings automatically buy additional slices of a pie over time—while often reducing transaction costs and smoothing purchase timing.

Uniform Gifts to Minors Act regulatory

"custodial account under the Uniform Gifts to Minors Act for which the reporting person is custodian"

equity incentive compensation plan financial

"option was granted under an equity incentive compensation plan maintained by M&T Bank Corporation"

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did MTB’s CEO Rene F. Jones do in this Form 4 filing?

Rene F. Jones exercised 16,770 stock options at $190.78 per share into common stock, then had 15,101 shares delivered or withheld to cover exercise price or tax liability and sold 19,396 shares at $239.35 per share on September 14, 2026.

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

Rene F. Jones sold 19,396 shares of M&T Bank common stock on September 14, 2026 at a price of $239.35 per share, according to the Form 4 filing.

Were the MTB transactions by the CEO made under a Rule 10b5-1 trading plan?

Yes. A footnote states the reported transactions occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by Rene F. Jones on June 12, 2026.

What options did the MTB CEO exercise in this Form 4?

He exercised 16,770 options to buy M&T Bank common stock at a $190.78 per share exercise price. The options were granted under an equity incentive compensation plan, and the filing notes he paid no price for the option itself.

How many MTB shares were used to cover exercise price or tax obligations?

The filing reports that 15,101 common shares were delivered or withheld at $239.48 per share for payment of the option exercise price or tax liability in connection with the September 14, 2026 transactions.

What indirect M&T Bank (MTB) share holdings for the CEO are shown?

Indirect holdings reported include 1,067.2331 shares for each of two daughters through custodial and related accounts and 6,157 shares held through a 401(k) plan, with this information presented as of June 30, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/16/2026 - 03:57 PM Accepted by SEC EDGAR 09/16/2026 - 03:57 PM Learn about SEC filing dates

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).

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^*

JONES RENE F

(Last) (First) (Middle)

ONE M&T PLAZA

(Street)

BUFFALO NEW YORK 14203-2399

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman of the Board and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/14/2026		M(1)		16,770	A	$190.78	138,327.79	D
Common Stock	09/14/2026		F(1)		15,101	D	$239.48	123,226.79	D
Common Stock	09/14/2026		S(1)		19,396	D	$239.35	103,830.79	D
Common Stock								1,067.2331(2)	I	By Daughter #1
Common Stock								1,067.2331(2)	I	By Daughter #2(3)
Common Stock								6,157	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Option (right to buy)	$190.78	09/14/2026		M			16,770	(5)	01/31/2028	Common Stock	16,770	$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 June 12, 2026.

2. Includes a fractional share credited for the period between January 1, 2026 and June 30, 2026 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 June 30, 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.

Remarks:

	By: Stephen T. Wilson (Attorney-In-Fact)	09/16/2026
	** 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.
* Form 4: SEC 1474 (03-26)