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M&T Bank 8-K Report, Regulation FD Disclosure (Dec 9, 2025)

Reports
Regulation FD·Exhibits & Filings
Filing Date
Filed December 9, 2025
Period End
December 9, 2025
In the record · 2016–202610-K1110-Q338-K161

MTB filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 161 current reports (8-K) between 2016 and 2026.

  1. Deal closed8-K · Jan ’16Jan ’16
  2. Leadership change8-K · Jun ’22Jun ’22
  3. Leadership change8-K · Jun ’24Jun ’24

01—Abstract

Summary

Summary of the 8-K filed December 9, 2025. Cited figures are marked; the original filing is the authoritative source.

On December 9, 2025, M&T Bank Corporation posted a Fourth Quarter 2025 investor presentation to its Investor Relations website and furnished it as Exhibit 99.1 under Regulation FD (Item 7.01).

The filing states that the presentation may be used in conversations with investors and analysts, and that the information is not deemed "filed" for purposes of Section 18 of the Exchange Act. The presentation itself is the substance of the filing and is a Q4 2025 outlook and performance review. The presentation's 4Q25 outlook projects taxable-equivalent net interest income of $1.8 billiona (+/-), a net interest margin of 3.70% (+/-), fee income of $670 to $690 million, GAAP expenses of $1,350 to $1,370 million, and net charge-offs of 40 to 50 basis points of average loans, with FY2025 net charge-offs expected below 40 basis points.

It also expects average loans of $137 to $138 billionb, average deposits of $163 to $164 billion, and a CET1 capital ratio of 10.75% to 11.00%, with share repurchase flexibility. Year-to-date 3Q25 figures show a net interest margin of 3.66%, an efficiency ratio of 56.3%, a net operating return on tangible common equity of 15.07%, and a CET1 ratio of 10.99%. The presentation also highlights credit trends and a disclosure on Tricolor Holdings, LLC, a subprime auto lender that filed for Chapter 7 bankruptcy on September 10, 2025.

The company states that neither Wilmington Trust nor M&T Bank has credit exposure to Tricolor, that Wilmington Trust served in custodian and trustee roles on certain Tricolor facilities, and that it is not possible at this time to estimate any potential liability. Criticized C&I and CRE loans declined $584 million quarter over quarter to $7.8 billionc at 3Q25.

02—Key points

Key Highlights

  1. 4Q25 outlook: taxable-equivalent net interest income of $1.8 billion (+/-) and net interest margin of 3.70% (+/-), reflecting two rate cuts in 4Q25 (October and December).
  2. 4Q25 fee income guidance of $670 to $690 million, citing continued strength in trust, mortgage banking and service charges; YTD 3Q25 noninterest income was $2.0 billion.
  3. GAAP expense guidance of $1,350 to $1,370 million, with expenses increasing due to professional services.
  4. Credit: 4Q25 net charge-offs guided at 40 to 50 basis points of average loans, with FY2025 net charge-offs expected below 40 basis points; criticized C&I and CRE loans fell $584 million quarter over quarter to $7.8 billion.
  5. Capital: CET1 ratio expected at 10.75% to 11.00% in 4Q25; quarterly dividend increased from $1.35 to $1.50 per share in 3Q25; 4Q25 preferred dividend of $39 million reflects the October Series K issuance.
  6. Tricolor Holdings, LLC bankruptcy (filed September 10, 2025): the company states neither Wilmington Trust nor M&T has credit exposure, but Wilmington Trust held custodian and trustee roles on certain related facilities, and it cannot yet estimate potential liability.
  7. Strategic priorities include building the New England and Long Island markets, simplifying operations, and developing risk management capabilities.

03—Questions

Frequently Asked Questions

  1. What did M&T disclose in this 8-K filing?

    M&T furnished an investor presentation dated December 9, 2025 as Exhibit 99.1 under Item 7.01 (Regulation FD). The filing states the presentation may be used in investor and analyst conversations and that it is not deemed filed under Section 18 of the Exchange Act.

  2. What is M&T's 4Q25 outlook?

    The presentation guides to taxable-equivalent net interest income of $1.8 billion (+/-), a net interest margin of 3.70% (+/-), fee income of $670 to $690 million, GAAP expenses of $1,350 to $1,370 million, and net charge-offs of 40 to 50 basis points of average loans. It also projects average loans of $137 to $138 billion and average deposits of $163 to $164 billion.

  3. How strong is M&T's capital position?

    The company expects a CET1 capital ratio of 10.75% to 11.00% in 4Q25 and cites share repurchase flexibility. As of 9/30/2025, the presentation shows a CET1 ratio of 10.99% and a CET1 ratio including AOCI of 11.1%, with a 13 basis point positive impact from including AOCI. Tangible common equity to tangible assets was 8.79%.

  4. What is M&T's exposure to Tricolor Holdings?

    The presentation states that neither Wilmington Trust nor M&T Bank has credit exposure to Tricolor, which filed for Chapter 7 bankruptcy on September 10, 2025. Wilmington Trust served in certain custodian and trust capacities for multiple Tricolor warehouse facilities and securitizations, and the company is reviewing those transactions. It states it is not currently possible to estimate any potential legal, regulatory or other liability.

  5. How are M&T's credit trends?

    Net charge-offs were 0.42% of loans in 3Q25 and nonaccrual loans were $2,161 million or 1.58% of loans... Criticized C&I and CRE loans decreased $584 million quarter over quarter to $7.8 billion, with 96% of criticized accrual loans current. The company expects FY2025 net charge-offs below 40 basis points.

04—Continue

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