PEARSON KEVIN J 4
4 · M&T BANK CORP · Filed Feb 3, 2026
Research Summary
AI-generated summary of this filing
M&T (MTB) Vice Chair Kevin Pearson Receives Award, Sells 2,253 Shares
What Happened
Kevin J. Pearson, Vice Chairman of M&T Bank Corporation (MTB), received shares when performance-based restricted stock units (RSUs) vested and had a portion of shares withheld to cover taxes. On January 30, 2026 he was issued 6,125 shares and a separate settlement of 3,915 shares (total 10,040 shares) at $0.00 per share (RSU settlement). Simultaneously, 2,253 shares were disposed/withheld to satisfy tax withholding at $221.57 per share, generating proceeds/value of $499,197.
Key Details
- Transaction date: January 30, 2026; Form 4 filed February 3, 2026 (timely filing).
- Acquisitions: 6,125 shares (A) and 3,915 shares (A, derivative) settled at $0.00 (performance-based RSUs).
- Disposal: 2,253 shares (F) withheld/sold for taxes at $221.57/share = $499,197.
- Shares owned after transaction: not specified in this Form 4; the filing notes holdings information as of December 31, 2025 (footnote F4).
- Notable footnotes: RSUs were granted Jan 31 of 2023, 2024 and 2025 and vested upon achievement of performance goals (F1); the RSUs carried no purchase price (F2); shares were withheld for taxes upon settlement (F3). The filing also includes unrelated notes about options/phantom stock units held in retirement plans (F5–F7).
Context
These transactions reflect routine vesting of performance-based RSUs and tax withholding rather than an open-market investment decision. The shares were issued as compensation (no purchase price) and a portion was withheld/sold to cover tax obligations — common practice for RSU settlements.
Insider Transaction Report
- Award
Common Stock
[F1][F2]2026-01-30+6,125→ 46,974 total - Tax Payment
Common Stock
[F3]2026-01-30$221.57/sh−2,253$499,197→ 44,721 total - Award
Option (right to buy)
[F6][F5]2026-01-30+3,915→ 3,915 totalExercise: $221.57Exp: 2036-01-30→ Common Stock (3,915 underlying)
- 3,493(indirect: By 401(k))
Common Stock
[F4] - 3,756(indirect: By 401(k))
Phantom Common Stock Units
[F7][F4]→ Common Stock (3,756 underlying)
Footnotes (7)
- [F1]Shares issued pursuant to vesting of performance-based restricted stock units, which were granted to the reporting person on January 31, 2023, January 31, 2024 and January 31, 2025, under the M&T Bank Corporation 2019 Equity Incentive Compensation Plan (the " Equity Plan") and vested upon achievement of performance goals for the applicable performance periods.
- [F2]The performance-based restricted stock units were granted under the Equity Plan, and therefore the reporting person paid no price for the performance-based restricted stock units.
- [F3]Shares withheld for taxes upon the settlement in shares of performance-based restricted stock units previously granted to the reporting person.
- [F4]The information presented is as of December 31, 2025.
- [F5]The option vests ratably on the first, second and third anniversary of the grant date.
- [F6]The option was granted under the Equity Plan, and therefore the reporting person paid no price for the option.
- [F7]The reported phantom common stock units are held by the reporting person in a plan account maintained by M&T Bank Corporation under the M&T Bank Corporation Leadership Retirement Savings Plan and represent a like number of shares of M&T Bank Corporation common stock. The phantom common stock units are payable in cash and distributed 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.