X0306 4 2012-11-02 0 0000036270 M&T BANK CORP MTB 0001245767 CZARNECKI MARK J ONE M&T PLAZA BUFFALO NY 14203-2399 0 1 0 0 President Common Stock 2012-11-02 4 A 0 390 0.00 A 112766.88 D Common Stock 2012-11-02 4 F 0 155 103.55 D 112611.88 D Common Stock 2012-11-05 4 S 0 24898 102.8164 D 87713.88 D Phantom Common Stock Units Common Stock 82 I Supplemental 401(k) Plan The reported transaction involves an award of fully vested restricted stock issued under the M&T Bank Corporation 2009 Equity Incentive Compensation Plan and represents a portion of the reporting person's salary. The restricted stock was granted under an equity incentive compensation plan maintained by M&T Bank Corporation, and therefore the reporting person paid no price for the restricted stock. This transaction was executed in multiple trades at prices ranging from $102.35 to $103.1. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. The reported phantom common stock units are held by the reporting person in an excess benefit plan account maintained by M&T Bank Corporation and represent a like number of shares of M&T Bank Corporation common stock. The phantom common stock units may only be settled in cash upon distribution 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. The information presented is as of September 30, 2012. By: Andrea R. Kozlowski, Esq. (Attorney-In-Fact) 2012-11-06