Fleming Allysun C 4

What Happened

• Allysun C. Fleming, Executive Vice President of Comerica Incorporated (CMA), executed multiple equity transactions on January 27, 2026. Fleming exercised stock options (derivative conversions) totaling 2,988 shares (1,646 shares at $71.16 = $117,129 and 1,342 shares at $53.96 = $72,414; total cash paid about $189,543). Fleming then sold 8,864 shares in the open market at a weighted average price of $94.47 for gross proceeds of approximately $837,382. In addition, Fleming was granted awards totaling 14,780 shares (5,280 + 4,485 + 5,015) consisting of restricted stock units and performance restricted stock units (RSUs/PRSU), reported with $0 purchase price.

Key Details

• Transaction date: January 27, 2026.
• Sales: 8,864 shares sold, weighted average price $94.47 (range $94.13–$94.58); gross proceeds ≈ $837,382 (footnote offers to provide per-price breakdown on request).
• Option exercises: 1,646 shares @ $71.16 ($117,129) and 1,342 shares @ $53.96 ($72,414); combined cash paid ≈ $189,543.
• Awards received: 14,780 RSU/PRSU shares awarded (no cash paid).
• Filings/timeliness: Form 4 filed Jan 29, 2026 for Jan 27 transactions—appears timely (filed within the usual 2-business-day window).
• Shares owned after transaction: Not explicitly stated in the transaction lines; filing notes that totals include shares from employee plans, dividend reinvestment and RSUs as of Jan 27, 2026 (see footnote F1).

Context

• Derivative transactions: The filing shows option exercises (code M). Some derivative entries are recorded as disposed at $0, which reflects conversion/settlement mechanics tied to the exercises rather than a separate cash sale price. Fleming’s exercised shares were at least partially sold in the open market (cashless outcome).
• Awards: Footnotes indicate performance RSUs (SELTPP Units) from 2024 and 2025 were certified in connection with the issuer’s previously disclosed proposed merger with Fifth Third (footnotes F3, F4); other awards are standard long-term incentive restricted stock units (F5).
• Investor takeaway: The filing documents both a sale (realized proceeds ~ $837K) and new long-term awards; purchases/awards can be a more informative signal than routine sales, but these filings are factual records and do not state any insider intent.