0001209191-15-079919.txt : 20151112 0001209191-15-079919.hdr.sgml : 20151112 20151112203607 ACCESSION NUMBER: 0001209191-15-079919 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20151101 FILED AS OF DATE: 20151112 DATE AS OF CHANGE: 20151112 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 CORPORATE 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: SALAMONE DENIS J CENTRAL INDEX KEY: 0001206752 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09861 FILM NUMBER: 151226608 MAIL ADDRESS: STREET 1: C/O HUDSON CITY BANCORP, INC. STREET 2: WEST 80 CENTURY ROAD CITY: PARAMUS STATE: NJ ZIP: 07652 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2015-11-01 0 0000036270 M&T BANK CORP MTB 0001206752 SALAMONE DENIS J 440 HILLCREST ROAD RIDGEWOOD NJ 07450 1 0 0 0 Common Stock 112722 D Common Stock 12460 I By ESOP Common Stock 1100 I By PIB Option (right to buy) 151.86 2016-07-20 Common Stock 94533 D Option (right to buy) 163.99 2017-01-25 Common Stock 28360 D Option (right to buy) 186.72 2018-01-24 Common Stock 31511 D Option (right to buy) 143.17 2019-01-22 Common Stock 25209 D Option (right to buy) 156.14 2020-01-18 Common Stock 15755 D Option (right to buy) 113.06 2020-11-01 Common Stock 16394 D Acquired pursuant to the Agreement and Plan of Merger by and among M&T Bank Corporation ("M&T"), Wilmington Trust Corporation, a wholly owned subsidiary of M&T, and Hudson City Bancorp, Inc. ("Hudson City"), dated August 27, 2012, as amended (the "Merger Agreement"), under which the reporting person elected to receive 0.08403 of a share of M&T common stock for certain shares of Hudson City common stock held by the reporting person, subject to the proration and allocation procedures set forth in the Merger Agreement. Includes 20,493 shares of M&T common stock received upon the vesting of certain Deferred Stock Units for Hudson City common stock in accordance with the terms of the Merger Agreement. Shares allocated for the benefit of the reporting person under the Hudson City Employee Stock Ownership Plan ("ESOP"). Shares held by the reporting person through the Hudson City Profit Incentive Bonus Plan ("PIB"). Currently exercisable. Under the terms of the Merger Agreement, the outstanding and unexercised stock options to acquire Hudson City common stock were converted into stock options to acquire M&T common stock adjusted to reflect the exchange ratio applicable to Hudson City common stock. By: Brian R. Yoshida, Esq. (Attorney-In-Fact) 2015-11-12 EX-24.3_614467 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., Karla Braun-Kolbe, Esq., Jean Svoboda, Esq., and Cindy Algase Gradl, Esq. 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 6th day of November, 2015. /s/ Denis J. Salamone Denis J. Salamone