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COMERICA INC Director's Dealing 2017

Mar 2, 2017

30676_dirs_2017-03-02_b5f1e9ef-7d1c-430b-835c-dcd455a8c77a.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COMERICA INC /NEW/ (CMA)
CIK: 0000028412
Period of Report: 2017-02-28

Reporting Person: Guilfoile Peter William (Executive Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2017-02-28 Common Stock A 3108 Acquired 19269 Direct
2017-02-28 Common Stock F 1304 $71.28 Disposed 17965 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option (Right to Buy) $39.16 2020-07-27 Common Stock (625) 625 Direct
Employee Stock Option (Right to Buy) $39.10 2021-01-25 Common Stock (1225) 1225 Direct
Employee Stock Option (Right to Buy) $29.60 2022-01-24 Common Stock (2750) 2750 Direct
Employee Stock Option (Right to Buy) $33.79 2023-01-22 Common Stock (3300) 3300 Direct
Employee Stock Option (Right to Buy) $49.51 2024-01-21 Common Stock (1578) 1578 Direct
Employee Stock Option (Right to Buy) $42.32 2025-01-27 Common Stock (2270) 2270 Direct
Employee Stock Option (Right to Buy) $32.97 2026-01-26 Common Stock (3515) 3515 Direct
Employee Stock Option (right to buy) $67.66 2027-01-24 Common Stock (1925) 1925 Direct

Footnotes

F1: On January 21, 2014, a "target" award of 3,090 performance restricted stock units ("SELTPP units") was granted to the reporting person pursuant to Comerica Incorporated's long-term incentive plan. The SELTPP units are settled in stock and vest in one installment following a certification of results for a three-year performance period. The performance period ended on December 31, 2016, and on February 28, 2017, the SELTPP units vested upon Comerica's Governance, Compensation and Nominating Committee certification that (1) performance was achieved at 100.6% based upon satisfaction of a three-year average adjusted return on common equity performance goal and (2) the negative total shareholder return modifier of 10 percentage points would not be applied based upon satisfaction of a relative total shareholder return goal.

F2: Includes shares acquired through employee stock plans and shares purchased with reinvested dividends as of February 28, 2017.

F3: The options vest in four equal annual installments (based on the original grant amount) beginning on the date indicated in this column.