Franco Larry E. 4

What Happened

• Larry E. Franco, Executive Vice President of Comerica Inc. (CMA), reported a disposition of 10,641 shares of Comerica common stock on Feb 1, 2026. The Form 4 lists a price of $0.00 because the shares were converted as part of Comerica’s merger with Fifth Third Bancorp. Using the merger conversion ratio (1.8663 Fifth Third shares per Comerica share) and Fifth Third’s prior-close price of $50.22, the 10,641 Comerica shares equate to about 19,859 Fifth Third shares, with an estimated value of roughly $997,000.

Key Details

• Transaction date: February 1, 2026 (Effective Time of the merger).
• Form 4 filed: February 3, 2026 (Period of report: Feb 1, 2026).
• Reported transaction: Disposition to issuer (Code D); 10,641 Comerica shares; reported price $0.00.
• Conversion details: merger conversion ratio 1.8663 Fifth Third shares per Comerica share (per filing footnote); Fifth Third closing price used for estimate: $50.22.
• Shares owned after transaction: 0 Comerica common shares (reporting person no longer beneficially owns Comerica stock).
• Related note: Equity awards held by the reporting person were converted into equivalent Fifth Third awards or Fifth Third common stock per the merger agreement (footnote).

Context

• This was not an open-market sale driven by the insider: the disposition reflects the mandatory conversion of Comerica shares in the completed merger with Fifth Third (so the Form 4 shows $0.00 price). The filing documents conversion mechanics and resulting ownership changes; it does not, by itself, indicate bullish or bearish trading intent.