SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Bailey Corey R

(Last)

(First)

(Middle)

1717 MAIN STREET

(Street)

DALLAS

75201

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/25/2023

3. Issuer Name and Ticker or Trading Symbol
COMERICA INC /NEW/ [ CMA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Executive Vice President

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	23,093⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (right to buy)	01/27/2016⁽²⁾	01/27/2025	Common Stock	1,857	$42.32	D
Employee Stock Option (right to buy)	01/26/2017⁽²⁾	01/26/2026	Common Stock	2,510	$32.97	D
Employee Stock Option (right to buy)	01/23/2019⁽²⁾	01/23/2028	Common Stock	520	$95.25	D
Employee Stock Option (right to buy)	01/22/2020⁽²⁾	01/22/2029	Common Stock	643	$80.17	D
Employee Stock Option (right to buy)	01/28/2021⁽²⁾	01/28/2030	Common Stock	1,362	$63.15	D
Employee Stock Option (right to buy)	01/26/2022⁽²⁾	01/26/2031	Common Stock	1,490	$60.12	D
Employee Stock Option (right to buy)	01/25/2023⁽²⁾	01/25/2032	Common Stock	1,440	$92.58	D
Employee Stock Option (right to buy)	01/24/2024⁽²⁾	01/24/2033	Common Stock	1,560	$71.16	D

Explanation of Responses:

1. Includes shares acquired through employee stock plans, shares purchased with reinvested dividends and restricted stock units as of July 25, 2023.

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

Remarks:

Ex 24 - Power of Attorney

	/s/ Nicole V. Gersch, on behalf of Corey R. Bailey through Power of Attorney	07/31/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.