-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Jd8KdLc329/FiAMRqiKdQY8bKLUbzkl7KNh1vSX3KdGFqAeV9WQBnVPei2UbNSqz hXlk5+kKiFa0qq0sbL0Czg== 0001209191-05-003998.txt : 20050120 0001209191-05-003998.hdr.sgml : 20050120 20050120201112 ACCESSION NUMBER: 0001209191-05-003998 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050118 FILED AS OF DATE: 20050120 DATE AS OF CHANGE: 20050120 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: M&T BANK CORP CENTRAL INDEX KEY: 0000036270 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 160968385 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: C/O CORPORATE REPORTING STREET 2: ONE M&T PLAZA 5TH FLOOR CITY: BUFFALO STATE: NY ZIP: 14203 BUSINESS PHONE: 7168425390 MAIL ADDRESS: STREET 1: C/O CORPORAE REPORTING STREET 2: ONE M&T PLAZA 5TH FLR CITY: BUFFALO STATE: NY ZIP: 14203 FORMER COMPANY: FORMER CONFORMED NAME: FIRST EMPIRE STATE CORP DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WILMERS ROBERT G CENTRAL INDEX KEY: 0001164543 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09861 FILM NUMBER: 05539814 BUSINESS ADDRESS: STREET 1: FIRST EMPIRE STATE CORP STREET 2: ONE M&T PLAZA CITY: BUFFALO STATE: NY ZIP: 14240 BUSINESS PHONE: 7168425445 MAIL ADDRESS: STREET 1: C/O M&T BANK STREET 2: 350 PARK AVENUE, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 4 1 doc4.xml FORM 4 SUBMISSION X0202 4 2005-01-18 0 0000036270 M&T BANK CORP MTB 0001164543 WILMERS ROBERT G ONE M&T PLAZA BUFFALO NY 14203-2399 1 1 0 0 Chairman, President & C.E.O. Common Stock 2004-11-19 5 G 0 E 14000 D 3408173 D Common Stock 2004-12-24 5 G 0 E 69000 D 3339173 D Common Stock 2005-01-18 4 M 0 200000 14.00 A 3539173 D Common Stock 2005-01-18 4 F 0 112846 101.80 D 3426327 D Common Stock 2005-01-19 4 S 0 4300 101.65 D 3422027 D Common Stock 2005-01-19 4 S 0 100 101.75 D 3421927 D Common Stock 2005-01-20 4 S 0 57454 100.00 D 3364473 D Common Stock 2005-01-20 4 S 0 200 100.01 D 3364273 D Common Stock 2005-01-20 4 S 0 2400 100.02 D 3361873 D Common Stock 2005-01-20 4 S 0 100 100.04 D 3361773 D Common Stock 2005-01-20 4 S 0 1000 100.05 D 3360773 D Common Stock 2005-01-20 4 S 0 600 100.06 D 3360173 D Common Stock 2005-01-20 4 S 0 13000 100.10 D 3347173 D Common Stock 2005-01-20 4 S 0 600 100.13 D 3346573 D Common Stock 2005-01-20 4 S 0 400 100.14 D 3346173 D Common Stock 2005-01-20 4 S 0 3800 100.20 D 3342373 D Common Stock 2005-01-20 4 S 0 1500 100.24 D 3340873 D Common Stock 2005-01-20 4 S 0 500 100.28 D 3340373 D Common Stock 2005-01-20 4 S 0 1200 100.29 D 3339173 D Common Stock 2005-01-20 5 G 0 E 110 D 3339063 D Common Stock 39225 I By 401(k) Plan Common Stock 214540 I GRAT #5 Common Stock 224766 I GRAT #6 Common Stock 400000 I See footnote Common Stock 99333 I See footnote Common Stock 2004-06-25 5 G 0 E 900 D 190280 I See footnote Common Stock 2004-11-15 5 G 0 E 1950 D 188330 I See footnote Common Stock 2004-12-13 5 G 0 E 700 D 187630 I See footnote Common Stock 2004-06-25 5 G 0 E 4800 D 112507 I See footnote Common Stock 2004-12-24 5 G 0 E 22000 A 134507 I See footnote Option (right to buy) 14.00 2005-01-18 4 M 0 200000 D 2005-01-18 Common Stock 200000 0 D Phantom Common Stock Units Common Stock 2963 I Supplemental 401(k) Plan The reported transaction involves a transfer of securities by gift for which no payment of consideration was received by the reporting person. The GRATs (see (5) below), the West Ferry Foundation (see (8) below), the Roche Foundation (see (7) below), the St. Simon Charitable Foundation (see (9) below), the Interlaken Foundation (see (2) in the reporting person's second of two filings today) and the reporting person are members of a "group," as such term is used in Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, which claims beneficial ownership of more than 5% of the outstanding shares of the Common Stock of M&T Bank Corporation. The reporting person, as a Trustee of the West Ferry Foundation and the GRATs, and as a director and President of each of the Roche Foundation, the St. Simon Charitable Foundation and the Interlaken Foundation previously filed Form 3 reports on behalf of the West Ferry Foundation, the Roche Foundation, the St. Simon Charitable Foundation, the Interlaken Foundation and each GRAT. (Please note that footnote (2) is continued in footnote (3) due to system limitatio ns.) (Please note that footnote (3) is a continuation of footnote (2).) The holdings of and transactions in the Common Stock of M&T Bank Corporation for the West Ferry Foundation, the Roche Foundation, the St. Simon Charitable Foundation, the Interlaken Foundation and each GRAT are reported in the reporting person?s individual Form 4 report in reliance on the Commission staff?s position in D?Ancona & Pflaum (February 18, 1992). Separate reports therefore are not filed on behalf of the West Ferry Foundation, the Roche Foundation, the St. Simon Charitable Foundation, the Interlaken Foundation or either GRAT. The information presented is as of December 31, 2004. The indicated shares are held by Grantor Retained Annuity Trusts No's. 5 and 6, respectively, under indentures dated July 23, 1993 (individually, a "GRAT" and collectively, the "GRATs"). The reporting person is a trustee of each GRAT and holds sole voting and dispositive power over the shares held by the GRATs. The indicated shares are held by a limited liability company of which the reporting person is the sole member. The indicated shares are held by the Roche Foundation, a Delaware not-for-profit, non-stock corporation in which the reporting person has no pecuniary interest. The reporting person is the sole director and president of the Roche Foundation and holds sole voting and dispositive power over the shares held by it. The indicated shares are held by the West Ferry Foundation, a charitable trust in which the reporting person has no pecuniary interest. The reporting person is the trustee of the West Ferry Foundation and holds sole voting and dispositive power over the shares held by it. The indicated shares are held by the St. Simon Charitable Foundation, a Delaware not-for-profit, non-stock corporation in which the reporting person has no pecuniary interest. The reporting person is a director and President of the St. Simon Charitable Foundation and holds voting and dispositive power over the shares held by it. The reported transaction involves a transfer of securities by gift for which no consideration was paid. Currently exercisable. The option was granted under an employee stock option plan maintained by M&T Bank Corporation, and therefore the reporting person paid no price for the option. 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. This is the first of two Form 4 filings by the reporting person to report the reporting person's transactions that occurred on January 18, 19 and 20, 2005. Multiple Form 4 filings are required due to SEC system limitations that do not allow more than 30 transactions to be reported in Table I. By: Brian R. Yoshida, Esq. (Attorney-In-Fact) 2005-01-20 -----END PRIVACY-ENHANCED MESSAGE-----