COMERICA INC — Director's Dealing 2003

Mar 18, 2003

4 1 k75472fe4.htm STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP e4 PAGEBREAK

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

FORM 4

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

o Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

| 1. | 2. | Issuer Name and Ticker or
Trading Symbol | | | | I.R.S. Identification
Number of Reporting Person, if an entity (Voluntary) | |
| --- | --- | --- | --- | --- | --- | --- | --- |
| Fulton, J. Michael (Last) (First) (Middle) | | Comerica Incorporated
(CMA) | | | | | |
| Comerica
Bank-California 333 W. Santa Clara Street (Street) | 4. | Statement for
Month/Day/Year | | | 5. | If Amendment, Date of Original (Month/Day/Year) | |
| | | March 14, 2003 | | | | | |
| | 6. | Relationship of Reporting Person(s) to
Issuer (Check All Applicable) | | | 7. | Individual or Joint/Group
Filing (Check
Applicable Line) | |
| San Jose, CA 95113 (City) (State) (Zip) | | o | Director | o | 10% Owner | x | Form Filed by One Reporting Person |
| | | x | Officer (give title
below) | | | o | Form Filed by More than One Reporting
Person |
| | | o | Other (specify
below) | | | | |
| | | | President and CEO, Comerica
Bank-California | | | | |

| 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 4(b)(v). |

PAGEBREAK

| Title of Security (Instr. 3) | Transaction Date (Month/Day/Year) | Transaction Code (Instr.
8) | 4. | Securities Acquired (A) or Disposed
of (D) (Instr. 3, 4 and 5) | | 5. | Amount of Sec- urities
Beneficially Owned Following Reported
Trans- action(s) (Instr. 3 and 4) | Ownership Form: Direct (D) or Indirect
(I) (Instr. 4) | Nature
of Indirect Beneficial Ownership (Instr. 4) |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | Code | V | Amount | (A) or (D) | Price | | | |
| Common Stock | 3/14/03 | A | | 3,000 (A) | A | | 39,317 (1) | D | |
| Common Stock | | | | | | | 7,454 (2) | I | 401 (k) Plan |

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| Title of Derivative Security (Instr.
3) | Conversion or Exercise Price of
Derivative Security | Transaction Code (Instr.
8) | 5. | Number of Derivative
Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and
5) | |
| --- | --- | --- | --- | --- | --- |
| | | Code | V | (A) | (D) |
| Employee Stock Option (Right to Buy) | $18.00 | | | | |
| Employee Stock Option (Right to Buy) | $18.59 | | | | |
| Employee Stock Option (Right to Buy) | $25.42 | | | | |
| Employee Stock Option (Right to Buy) | $40.25 | | | | |
| Employee Stock Option (Right to Buy) | $71.58 | | | | |
| Employee Stock Option (Right to Buy) | $66.81 | | | | |
| Employee Stock Option (Right to Buy) | $41.50 | | | | |
| Employee Stock Option (Right to Buy) | $51.43 | | | | |
| Employee Stock Option (Right to Buy) | $63.20 | | | | |

Page 3 PAGEBREAK

| Date Exercisable and Expiration
Date (Month/Day/Year) | 7. | Title and Amount of Underlying Securities (Instr. 3 and 4) | 8. | Number of Derivative
Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
| --- | --- | --- | --- | --- |
| Date Exercisable | Expiration Date | Title | Amount or Number
of Shares | |
| (3) | 4/19/2004 | Common Stock | 9,488 | 9,488 |
| (4) | 4/18/2005 | Common Stock | 13,500 | 13,500 |
| (5) | 4/14/2006 | Common Stock | 12,000 | 12,000 |
| (6) | 4/20/2007 | Common Stock | 15,000 | 15,000 |
| (7) | 3/20/2008 | Common Stock | 25,000 | 25,000 |
| (8) | 3/19/2009 | Common Stock | 25,000 | 25,000 |
| (9) | 3/17/2010 | Common Stock | 18,000 | 18,000 |
| (10) | 5/2/2011 | Common Stock | 16,200 | 16,200 |
| (11) | 4/17/2012 | Common Stock | 25,800 | 25,800 |

Explanation of Responses:

(A) Shares acquired under the Company’s long term incentive plan. Shares will vest on March 14, 2008.

(1) Includes shares acquired in the Corporation’s employee stock purchase plan and pursuant to the Corporation’s other stock plans as of December 31, 2002.

(2) As of December 31, 2002.

(3) These options vested in four equal annual installments beginning on January 20, 1995.

(4) These options vested in four equal annual installments beginning on January 19, 1996.

(5) These options vested in four equal annual installments beginning on January 17, 1997.

(6) These options vested in four equal annual installments beginning on January 20, 1998.

(7) These options vested in four equal annual installments beginning on January 15, 1999.

(8) These options vested in four equal annual installments beginning on January 14, 2000.

(9) These options vests in four equal annual installments beginning on January 19, 2001.

(10) These options vests in four equal annual installments beginning on January 22, 2002.

(11) These options vests in four equal annual installments beginning on January 21, 2003.

/s/ Carol H. Rodriguez	March 17, 2003
**Signature
of Reporting Person Carol H. Rodriguez, on behalf of J. Michael Fulton	Date

| ** | 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. |

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