0001209191-11-031016.txt : 20110525 0001209191-11-031016.hdr.sgml : 20110525 20110525173739 ACCESSION NUMBER: 0001209191-11-031016 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110516 FILED AS OF DATE: 20110525 DATE AS OF CHANGE: 20110525 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FOLEY DONALD E CENTRAL INDEX KEY: 0001014326 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09861 FILM NUMBER: 11872014 MAIL ADDRESS: STREET 1: C/O WILMINGTON TRUST COMPANY STREET 2: 1100 N. MARKET ST., RODNEY SQUARE NO. CITY: WILMINGTON STATE: DE ZIP: 19890 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 3 1 doc3.xml FORM 3 SUBMISSION X0203 3 2011-05-16 0 0000036270 M&T BANK CORP MTB 0001014326 FOLEY DONALD E 1100 NORTH MARKET STREET RODNEY SQUARE NORTH WILMINGTON DE 19890 1 0 0 0 Common Stock 751 D Phantom Stock Units Common Stock 394.9208 D Stock Units Common Stock 317.2101 D Acquired pursuant to the Agreement and Plan of Merger (the "Merger Agreement") among M&T Bank Corporation, MTB One, Inc. and Wilmington Trust Corporation ("Wilmington Trust") pursuant to which the reporting person, as a shareholder of Wilmington Trust, received 0.051372 of a share of issuer common stock for each share of Wilmington Trust held by the reporting person at the time of the consummation of the merger, subject to the proration and allocation procedures set forth in the Merger Agreement. The reported phantom stock units resulted from the conversion of existing phantom stock units received by the reporting person under a director fee plan maintained by Wilmington Trust, which was acquired by M&T Bank Corporation on May 16, 2011. The phantom stock units may be settled in cash upon a distribution in accordance with the terms of the plan. The reported stock units resulted from the conversion of existing stock units received by the reporting person under a director fee plan maintained by Wilmington Trust, which was acquired by M&T Bank Corporation on May 16, 2011, and represent a like number of shares of M&T Bank Corporation common stock. The stock units may be settled in shares of M&T Bank Corporation common stock under the Wilmington Trust Amended and Restated 2005 Long-Term Incentive Plan and the Wilmington Trust Amended and Restated 2009 Long-Term Incentive Plan upon a distribution in accordance with the terms of the plans. By: Andrea R. Kozlowski, Esq. (Attorney-In-Fact) 2011-05-25 EX-24.3_379870 2 poa.txt POA DOCUMENT POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Drew J. Pfirrman, Esq., Brian R. Yoshida, Esq., Andrea R. Kozlowski, Esq., Marie King, Corporate Secretary, and Jessica A. Hartman, Shareholder Relations Administrator signing singly, the undersigned's true and lawful attorney-in-fact to: (1)prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC; (2)execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director or affiliate of M&T Bank Corporation (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, and any other forms or reports the undersigned may be required to file in connection with the undersigned's ownership, acquisition or disposition of securities of the Company; and (3)do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, or other form or reports including any amendment or amendments thereto, and timely file such form or report with the SEC and any stock exchange or similar authority; and (4)take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to the Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 17th day of May, 2011. /s/ Donald E. Foley Donald E. Foley