Sec Form 4 Filing - King Darren J @ M&T BANK CORP - 2018-01-31

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
King Darren J
2. Issuer Name and Ticker or Trading Symbol
M&T BANK CORP [ MTB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
E.V.P./Chief Financial Officer
(Last) (First) (Middle)
ONE M&T PLAZA
3. Date of Earliest Transaction (MM/DD/YY)
01/31/2018
(Street)
BUFFALO, NY14203
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 01/31/2018 A( 1 ) 1,537 A ( 1 ) $ 0 ( 2 ) 44,645.39 D
Common Stock 01/31/2018 F( 3 ) 753 D $ 190.78 43,892.39 D
Common Stock 386 I By Son ( 4 )
Common Stock 386 I By Daughter ( 5 )
Common Stock 386 I By Daughter ( 5 )
Common Stock 2,199 I By 401(k) Plan ( 6 )
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 (MM/DD/YY) 3A. Dee med Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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 01/31/2018 A 6,038 ( 7 ) 01/31/2028 Common Stock 6,038 $ 0 ( 8 ) 6,038 D
Phantom Common Stock Units ( 9 ) ( 9 ) ( 9 ) Common Stock ( 9 ) 133 I Supplemental 401(k) Plan ( 6 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
King Darren J
ONE M&T PLAZA
BUFFALO, NY14203
E.V.P./Chief Financial Officer
Signatures
By: Brian R. Yoshida, Esq.(Attorney-In-Fact) 02/02/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares issued pursuant to vesting of performance-based restricted stock units that were granted to the reporting person on January 31, 2017, upon achievement of performance goals under the 2009 M&T Bank Corporation Equity Incentive Compensation Plan.
( 2 )The performance-based restricted stock units were granted under an equity incentive compensation plan maintained by M&T Bank Corporation, and therefore the reporting person paid no price for the performance-based restricted stock units.
( 3 )Shares withheld for taxes upon the settlement in shares of performance-based restricted stock units previously granted to the reporting person.
( 4 )These shares are owned by the son of the reporting person through a custodial account under the Uniform Transfers to Minors Act for which the reporting person is custodian.
( 5 )These shares are owned by the daughter of the reporting person through a custodial account under the Uniform Transfers to Minors Act for which the reporting person is custodian.
( 6 )The information presented is as of December 29, 2017.
( 7 )The option granted includes a total of 6,038 shares. 2,012 of the shares are exercisable on or after January 31, 2019; an additional 2,013 of the shares are exercisable on or after January 31, 2020; and the remaining 2,013 shares are exercisable on or after January 29, 2021.
( 8 )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.
( 9 )The reported phantom common stock units are held by the reporting person in an excess benefit plan account maintained by M&T Bank Corporation and represent a like number of shares of M&T Bank Corporation common stock. The phantom common stock units may only be settled in cash upon distribution 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.

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