SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Tracy Woodrow S.

(Last)

(First)

(Middle)

ONE M&T PLAZA

(Street)

BUFFALO

14203

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/16/2020

3. Issuer Name and Ticker or Trading Symbol
M&T BANK CORP [ MTB ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Executive Vice President

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,440⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Option (right to buy)	⁽²⁾	01/31/2028	Common Stock	376	190.78	D
Option (right to buy)	⁽³⁾	01/31/2029	Common Stock	505	164.54	D
Option (right to buy)	⁽⁴⁾	02/05/2030	Common Stock	517	173.04	D

Explanation of Responses:

1. The reported holding includes multiple awards of restricted stock units of which 240 shares will vest on January 31, 2021; 101 shares will vest on February 5, 2021; 122 shares will vest on January 31, 2022; 101 shares will vest on February 5, 2022; and the remaining 101 shares will vest on February 5, 2023.

2. The option granted includes a total of 376 shares. 250 of the shares are currently exercisable; and the remaining 126 shares are exercisable on or after January 31, 2021.

3. The option granted includes a total of 505 shares. 168 of the shares are currently exercisable; an additional 168 of the shares are exercisable on or after January 31, 2021; and the remaining 169 shares are exercisable on or after January 31, 2022.

4. The option granted includes a total of 517 shares. 172 of the shares are exercisable on or after February 5, 2021; an additional 172 of the shares are exercisable on or after February 5, 2022; and the remaining 173 shares are exercisable on or after February 5, 2023.

Remarks:

Exhibit List: Exhibit 24 Power of Attorney

	By: Stephen T. Wilson, Esq. (Attorney-In-Fact)	06/25/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.