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COMERICA INC Director's Dealing 2018

Mar 1, 2018

30676_dirs_2018-03-01_72798552-6ae9-4b79-879c-a783484cd522.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: 2018-02-27

Reporting Person: RITCHIE MICHAEL T (Executive Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2018-02-27 Common Stock A 6248 Acquired 21684 Direct
2018-02-27 Common Stock F 2800 $98.61 Disposed 18884 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option (right to buy) $49.51 2024-01-21 Common Stock (2592) 2592 Direct
Employee Stock Option (right to buy) $42.32 2025-01-27 Common Stock (1530) 1530 Direct
Employee Stock Option (right to buy) $32.97 2026-01-26 Common Stock (3199) 3199 Direct
Employee Stock Option (right to buy) $67.66 2027-01-24 Common Stock (2210) 2210 Direct
Employee Stock Option (right to buy) $95.25 2028-01-23 Common Stock (1715) 1715 Direct

Footnotes

F1: On January 27, 2015, a "target" award of 6,205 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, 2017, and on February 27, 2018, the SELTPP units vested upon Comerica's Governance, Compensation and Nominating Committee certification that (1) performance was achieved at 100.7% based upon satisfaction of a three-year average return on common equity excluding certain nonperformance items 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, shares purchased with reinvested dividends, restricted stock units and stock units held pursuant to a deferred compensation plan as of February 27, 2018.

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