SEC Form 4 · accession 0000028412-17-000058
COMERICA INC /NEW/ · CMA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael T Ritchie
Officer — Executive Vice President
Period of report
Feb 28, 2017
Accepted (ET)
Mar 2, 2017 · 4:41 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000028412
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 28, 2017 | A | 5,104 | $0.00 | A | 24,349 | D | |
| Common StockF2 | Feb 28, 2017 | F | 2,359 | $71.28 | D | 21,990 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F3 | $33.79 | holding | — | — | — | Jan 22, 2014 | Jan 22, 2023 | Common Stock | 2,000 | 2,000 | D |
| Employee Stock Option (right to buy)F3 | $49.51 | holding | — | — | — | Jan 21, 2015 | Jan 21, 2024 | Common Stock | 2,592 | 2,592 | D |
| Employee Stock Option (right to buy)F3 | $42.32 | holding | — | — | — | Jan 27, 2016 | Jan 27, 2025 | Common Stock | 3,060 | 3,060 | D |
| Employee Stock Option (right to buy)F3 | $32.97 | holding | — | — | — | Jan 26, 2017 | Jan 26, 2026 | Common Stock | 4,265 | 4,265 | D |
| Employee Stock Option (right to buy)F3 | $67.66 | holding | — | — | — | Jan 24, 2018 | Jan 24, 2027 | Common Stock | 2,210 | 2,210 | D |
Explanation of responses
- F1On January 21, 2014, a "target" award of 5,074 performance restricted stock units ("SELTPP units") was granted to the reporting person pursuant to Comerica Incorporated's long-term incentive plan. The SELTPP units are settled in stock and vest in one installment following a certification of results for a three-year performance period. The performance period ended on December 31, 2016, and on February 28, 2017, the SELTPP units vested upon Comerica's Governance, Compensation and Nominating Committee certification that (1) performance was achieved at 100.6% based upon satisfaction of a three-year average adjusted return on common equity performance goal and (2) the negative total shareholder return modifier of 10 percentage points would not be applied based upon satisfaction of a relative total shareholder return goal.
- F2Includes shares acquired through employee stock plans, shares purchased with reinvested dividends and stock units held pursuant to a deferred compensation plan as of February 28, 2017.
- F3The options vest in four equal annual installments (based on the original grant amount) beginning on the date indicated in this column.