UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): ~~February~~March 1130, 2026

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M&T BANK CORPORATION

(Exact name of registrant as specified in its charter)

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	New York
(State or other jurisdiction of incorporation)
1-9861 (Commission File Number)		16-0968385 (I.R.S. Employer Identification Number)

One M&T Plaza, Buffalo, New York		14203
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (716) 635-4000

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class	Trading Symbols	Name of Each Exchange on Which Registered
Common Stock, $.50 par value	MTB	New York Stock Exchange
Perpetual Fixed-to-Floating RateNon-Cumulative Preferred Stock, Series H	MTBPrH	New York Stock Exchange
Perpetual Fixed Rate Non-CumulativePreferred Stock, Series J	MTBPrJ	New York Stock Exchange
Perpetual Fixed Rate Non-CumulativePreferred Stock, Series K	MTBPrK	New York Stock Exchange
Perpetual Fixed Rate Non-Cumulative Preferred Stock, Series K	MTBPrK	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 78.01. ~~Regulation~~Other ~~FD Disclosure.~~Events

On ~~February~~March 1130, 2026, M&T Bank Corporation (“M&T”) ~~posted~~announced anthat ~~investor~~its ~~presentation~~Board of Directors authorized a share repurchase program to ~~its~~repurchase ~~website.~~up Ato ~~copy~~$5.0 billion of M&T common stock, $0.50 par value per share, on the ~~presentation~~open ismarket ~~attached~~or asin ~~Exhibit~~privately ~~99.1~~negotiated ~~hereto~~transactions. The ~~From~~exact ~~time~~number toof ~~time~~shares, ~~M&T~~timing ~~may~~for ~~use~~such ~~this~~repurchases, ~~presentation~~and inthe ~~conversations~~price ~~with~~and ~~investors~~terms at and ~~analysts.~~on ~~The~~which ~~presentation~~such ~~can~~repurchases are to be ~~found~~made onwill ~~the~~be ~~Investor~~at ~~Relations~~the ~~page~~discretion of M&T’s ~~website~~and atsubject irto regulatory limitations.~~mtb~~ The authorization replaces and terminates the prior $4.~~com/events-presentations~~0 billion share repurchase program authorized by the Board of Directors in January 2025.

~~The~~A ~~information~~copy ~~in this Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed to be “filed” for purposes~~ of ~~Section 18 of~~ the ~~Securities~~press ~~Exchange~~release ~~Act~~with ~~of 1934 (~~the ~~"Exchange~~announcement ~~Act"),~~is orattached ~~otherwise~~hereto ~~subject~~as toExhibit ~~the~~99.1 ~~liability~~and ofis ~~such section, nor shall it be deemed~~ incorporated byherein ~~reference in any filing of M&T under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated~~ by ~~specific~~ reference ~~in such filing~~.

Item 9.01 - Financial Statements and Exhibits

(d) The following exhibits are being filed herewith:

Exhibit No.						Exhibit Description
99.1						~~M&T~~News ~~Bank~~Release ~~Corporation presentation~~ dated ~~February~~March 1130, 2026
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

M&T BANK CORPORATION

Date:

~~February~~March 1130, 2026

By:

/s/ Daryl N. Bible

Daryl N. Bible

Senior Executive Vice President and Chief Financial Officer

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