Darren J. King - 31 Jan 2024 Form 4 Insider Report for M&T BANK CORP (MTB)

Footnote F1

Shares issued pursuant to vesting of performance-based restricted stock units, which were granted to the reporting person on January 31, 2022 and January 31, 2023, under the 2019 M&T Bank Corporation Equity Incentive Compensation Plan (the "Plan") and vested upon achievement of performance goals for the applicable performance periods.

Footnote F2

The performance-based restricted stock units were granted under the Plan, and therefore the reporting person paid no price for the performance-based restricted stock units

Footnote F3

Shares withheld for taxes upon the settlement in shares of performance-based restricted stock units previously granted to the reporting person.

Footnote F4

These shares are owned by the son of the reporting person through a custodial account under the Uniform Transfers to Minors Act for which the reporting person is custodian.

Footnote F5

The information presented is as of December 31, 2023.

Footnote F6

The option vests ratably on the first, second and third anniversary of the grant date.

Footnote F7

The option was granted under the Plan, and therefore the reporting person paid no price for the option.

Footnote F8

The reported phantom common stock units are held by the reporting person in a plan account maintained by M&T Bank Corporation under the M&T Bank Corporation Leadership Retirement Savings Plan and represent a like number of shares of M&T Bank Corporation common stock. The phantom common stock units are payable in cash and distributed in accordance with the terms of the plan. The reported phantom common stock units also include units acquired through the dividend reinvestment feature of the plan.