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COMERICA INC — Director's Dealing 2026
Feb 3, 2026
30676_dirs_2026-02-03_60de758c-11e9-4e8c-8ead-2a222901683c.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: COMERICA INC (CMA)
CIK: 0000028412
Period of Report: 2026-02-01
Reporting Person: RITCHIE MICHAEL T (Executive Vice President)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2026-02-01 | Common Stock | D | 58849 | — | Disposed | 0 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2026-02-01 | Employee Stock Option (right to buy) | $ | D | 2210 | Disposed | Common Stock (2210) | Direct | |
| 2026-02-01 | Employee Stock Option (right to buy) | $ | D | 1715 | Disposed | Common Stock (1715) | Direct | |
| 2026-02-01 | Employee Stock Option (right to buy) | $ | D | 2355 | Disposed | Common Stock (2355) | Direct | |
| 2026-02-01 | Employee Stock Option (right to buy) | $ | D | 4280 | Disposed | Common Stock (4280) | Direct | |
| 2026-02-01 | Employee Stock Option (right to buy) | $ | D | 3140 | Disposed | Common Stock (3140) | Direct | |
| 2026-02-01 | Employee Stock Option (right to buy) | $ | D | 2310 | Disposed | Common Stock (2310) | Direct | |
| 2026-02-01 | Employee Stock Option (right to buy) | $ | D | 2975 | Disposed | Common Stock (2975) | Direct |
Footnotes
F1: As previously disclosed in a Current Report on Form 8-K filed with the SEC on February 2, 2026, at 12:01 a.m. ET on February 1, 2026 (the "Effective Time"), the issuer completed its previously
announced merger with Fifth Third Bancorp ("Fifth Third"), and each share of the issuer's common stock, $5.00 par value per share, was converted into 1.8663 shares of Fifth Third common stock, no
par value ("Fifth Third Common Stock"). All transactions reflected herein are dispositions in connection with the merger. The closing price of Fifth Third Common Stock on the Nasdaq Stock Market LLC on the last trading day prior to the Effective Time was $50.22 per share.
F2: At the Effective Time, all equity awards held by the reporting person were converted to (i) an equivalent Fifth Third equity award or (ii) Fifth Third Common Stock, in accordance with the terms set
forth in the merger agreement, which was previously filed as Exhibit 2.1 to the Current Report on Form 8-K filed with the SEC on October 9, 2025 (the "Merger Agreement").
F3: As a result of the merger, the reporting person no longer beneficially owns, directly or indirectly, any shares of the issuer's common stock.
F4: At the Effective Time, each outstanding and unexercised stock option converted into a corresponding option with respect to Fifth Third Common Stock in accordance with the terms set forth in the Merger Agreement. All transactions are exempt from Section 16(b) pursuant to Rule 16b-3(e).