SEC Form 4 · accession 0001209191-17-062952
M&T BANK CORP · MTB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert G Wilmers
Officer — Chairman of the Board and CEO · Director
Period of report
Nov 27, 2017
Accepted (ET)
Nov 29, 2017 · 8:55 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000036270
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | holding | — | — | — | 2,214,016 | D | ||
| Common StockF1 | holding | — | — | — | 57,439 | I | By 401 (k) Plan | |
| Common StockF2 | holding | — | — | — | 0 | I | 1999 Family Trust | |
| Common StockF2 | holding | — | — | — | 0 | I | 2000 Family Trust | |
| Common StockF3 | holding | — | — | — | 400,000 | I | See footnote | |
| Common StockF4 | holding | — | — | — | 390,809 | I | See footnote | |
| Common StockF5 | holding | — | — | — | 409,062 | I | See footnote | |
| Common StockF6,F7 | holding | — | — | — | 2,654,816 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom Common Stock UnitsF1,F8 | — | holding | — | — | — | — | — | Common Stock | — | 5,949 | I |
Explanation of responses
- F1The information presented is as of September 30, 2017.
- F2On November 27, 2017, the reporting person resigned as trustee of the Robert G. Wilmers 1999 Family Trust and the Robert G. Wilmers 2000 Family Trust and is no longer required to report transactions or holdings of shares owned by such trusts.
- F3The indicated shares are held by a limited liability company of which the reporting person is the sole member.
- F4The indicated shares are held by Roche Foundation, Inc., a Delaware not-for-profit, non-stock corporation in which the reporting person has no pecuniary interest. The reporting person is the sole director and president of Roche Foundation, Inc. and holds sole voting and dispositive power over the shares held by it.
- F5The indicated shares are held by the Interlaken Foundation, a Delaware not-for-profit, non-stock corporation in which the reporting person has no pecuniary interest. The reporting person is a director and President of the Interlaken Foundation and holds voting and dispositive power over the shares held by it.
- F6On March 3, 2017, 628,064 shares were distributed gratuitously by Mallarme Investments Limited ("Mallarme") to a limited liability company that the reporting person has no pecuniary interest in and does not hold any voting or dispositive power over the shares held by it, and as a result is not required to report transactions or holdings of shares owned by this limited liability company.
- F7On May 31, 2017, Mallarme distributed gratuitously 2,654,816 shares to Voltaire Holdings, LLC, a limited liability company whose sole shareholder is Mallarme Trust, an English law trust that the reporting person is sole trustee of and the beneficiaries of which are the reporting person's sister and sister's descendants. The reporting person has no pecuniary interest in these shares and disclaims beneficial ownership thereof. The inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of these shares for purposes of Section 16 or for any other purpose.
- F8The 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.