[SCHEDULE 13G/A] M&T BANK CORP Amended Passive Investment Disclosure
FMR discloses 8.7% M&T Bank stake
FMR LLC and Abigail P. Johnson report beneficial ownership of 13,300,901.57 shares of M&T Bank Corp common stock, representing 8.7% of the class as of the 12/31/2025 event date.
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FMR LLC and Abigail P. Johnson report beneficial ownership of 13,300,901.57 shares of M&T Bank Corp common stock, representing 8.7% of the class as of the 12/31/2025 event date.
FMR LLC holds sole voting power over 9,731,317.92 shares and sole dispositive power over all 13,300,901.57 shares. Abigail P. Johnson is reported with sole dispositive power over the same amount, but no voting power. The filers certify the position is held in the ordinary course of business and not with the purpose of changing or influencing control.
FAQ
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What does the M&T Bank (MTB) Schedule 13G/A filed by FMR LLC report?
The Schedule 13G/A reports that FMR LLC beneficially owns 13,300,901.57 M&T Bank common shares, equal to 8.7% of the class. It reflects holdings as of the 12/31/2025 event date and confirms the position is held in the ordinary course of business.
How large is FMR LLC’s ownership stake in M&T Bank (MTB)?
FMR LLC reports beneficial ownership of 13,300,901.57 M&T Bank common shares, representing 8.7% of the outstanding class. The filing also states FMR has sole voting power over 9,731,317.92 shares and sole dispositive power over the full 13,300,901.57-share position.
What role does Abigail P. Johnson have in the M&T Bank (MTB) 13G/A filing?
Abigail P. Johnson is listed as a separate reporting person, with beneficial ownership of 13,300,901.57 M&T Bank shares, or 8.7% of the class. She is shown with no voting power but sole dispositive power over these shares, according to the Schedule 13G/A.
Does the FMR LLC Schedule 13G/A for M&T Bank (MTB) indicate an attempt to influence control?
The certification states the securities were acquired and are held in the ordinary course of business, not for changing or influencing control. It also notes they are not held in connection with any transaction having that purpose, other than activities solely tied to a specific nomination rule.
Who may receive dividends from FMR LLC’s M&T Bank (MTB) holdings?
The filing notes one or more other persons may have rights to receive dividends or sale proceeds from M&T Bank common stock. However, it states no single other person’s interest relates to more than five percent of the total outstanding common stock.
What voting and dispositive powers are reported for M&T Bank (MTB) shares in this 13G/A?
FMR LLC reports sole voting power over 9,731,317.92 M&T Bank shares and sole dispositive power over 13,300,901.57 shares. Abigail P. Johnson reports no voting power but sole dispositive power over 13,300,901.57 shares, with no shared voting or shared dispositive power disclosed.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
M&T BANK CORP
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
55261F104
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
55261F104
1
Names of Reporting Persons
FMR LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
9,731,317.92
6
Shared Voting Power
0.00
7
Sole Dispositive Power
13,300,901.57
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
13,300,901.57
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.7 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP No.
55261F104
1
Names of Reporting Persons
Abigail P. Johnson
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
13,300,901.57
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
13,300,901.57
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
8.7 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
M&T BANK CORP
(b)
Address of issuer's principal executive offices:
C/O LEGAL, ONE M&T PLAZA,BUFFALO,NY,USA,14203
Item 2.
(a)
Name of person filing:
FMR LLC
(b)
Address or principal business office or, if none, residence:
245 Summer Street, Boston, Massachusetts 02210
(c)
Citizenship:
Not applicable
(d)
Title of class of securities:
COMMON STOCK
(e)
CUSIP No.:
55261F104
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
13300901.57
(b)
Percent of class:
8.7 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Please see the responses to Items 5 and 6 on the cover page.
(ii) Shared power to vote or to direct the vote:
0.00
(iii) Sole power to dispose or to direct the disposition of:
13300901.57
(iv) Shared power to dispose or to direct the disposition of:
0.00
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
One or more other persons are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the COMMON STOCK of M&T BANK CORP. No one other person's interest in the COMMON STOCK of M&T BANK CORP is more than five percent of the total outstanding COMMON STOCK.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See attached Exhibit 99.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
FMR LLC
Signature:
Stephanie J. Brown
Name/Title:
Duly authorized under Power of Attorney effective as of January 3, 2023, by and on behalf of FMR LLC and its direct and indirect subsidiaries*
Date:
02/04/2026
Abigail P. Johnson
Signature:
Stephanie J. Brown
Name/Title:
Duly authorized under Power of Attorney effective as of January 26, 2023, by and on behalf of Abigail P. Johnson**
Date:
02/04/2026
Comments accompanying signature: * This power of attorney is incorporated herein by reference to Exhibit 24 to the Schedule 13G filed by FMR LLC on January 10, 2023, accession number: 0000315066-23-000003. ** This power of attorney is incorporated herein by reference to Exhibit 24 to the Schedule 13G filed by FMR LLC on January 31, 2023, accession number: 0000315066-23-000038.
