CHAUSSE MELINDA A. 4

What Happened
Melinda A. Chausse, Senior EVP & Chief Credit Officer of Comerica (CMA), exercised stock options on 2026-01-22. She acquired 1,365 shares at $80.17 (cost $109,432) and 1,582 shares at $92.58 (cost $146,462), for a total of 2,947 shares acquired and $255,894 paid. The company withheld 2,757 shares to cover the exercise price and tax withholding (reported value $261,832), resulting in a net increase of 190 shares retained by Chausse (net value ≈ $18,044 using the $94.97 withholding price).

Key Details

• Transaction date: 2026-01-22; Form 4 filed 2026-01-23 (timely, within SEC 2-business-day window).
• Option exercises: 1,365 shares @ $80.17 ($109,432) and 1,582 shares @ $92.58 ($146,462).
• Withheld for exercise/taxes: 2,757 shares @ $94.97 = $261,832 (transaction code F).
• Derivative cancellation entries (M) at $0 reflect conversion/cancellation of the exercised options.
• Net shares retained after withholding: +190 shares (2,947 acquired − 2,757 withheld); net retained value ≈ $18,044 at $94.97.
• Footnotes: F1 notes inclusion of shares from employee plans/RSUs/dividend reinvestment as of Jan 22, 2026; F2 confirms withholding to satisfy exercise price and tax obligations; F3 indicates these options vest in four equal annual installments.

Context
This was an option exercise with net share settlement (company withheld shares to cover cost and taxes), a common, typically routine insider transaction. It is a small net purchase (190 shares retained) rather than an outright market buy or sale. Filing was timely; the transaction does not, by itself, indicate a change in company outlook.