UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 20, 2010

M&T BANK CORPORATION

 

(Exact name of registrant as specified in its charter)

New York

(State or other jurisdiction of incorporation)

1-9861		16-0968385
(Commission File Number)		(I.R.S. Employer Identification No.)

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

Registrant’s telephone number, including area code: (716) 842-5445

(NOT APPLICABLE)

(Former name or former address, if changed since last report)

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):

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

The 2010 Annual Meeting of Stockholders of M&T Bank Corporation was held on April 20, 2010. At the 2010 Annual Meeting, stockholders approved all of management’s proposals which included (i) the election of seventeen (17) directors, all of whom were then serving as directors of M&T Bank Corporation, for terms of one (1) year and until their successors are elected and qualified; (ii) the approval of the compensation of M&T Bank Corporation’s Named Executive Officers; and (iii) the ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of M&T Bank Corporation for the year ending December 31, 2010. Abstentions and broker non-votes were counted for purposes of determining whether a quorum was present, but were not treated as votes cast on a proposal. Therefore, abstentions and broker non-votes did not have the effect of a vote for or against such proposal and were not counted in determining the number of votes required for approval.

The following table reflects the tabulation of the votes with respect to each director who was elected at the 2010 Annual Meeting:

		Number of Votes
Nominee		For				Withheld				Broker Non-Vote
Brent D. Baird			96,846,409				1,154,857				10,002,628
Robert J. Bennett			97,432,977				568,289				10,002,628
C. Angela Bontempo			97,210,706				790,560				10,002,628
Robert T. Brady			85,827,146				12,174,120				10,002,628
Michael D. Buckley			96,787,369				1,213,897				10,002,628
T. Jefferson Cunningham III			97,540,255				461,011				10,002,628
Mark J. Czarnecki			97,402,067				599,199				10,002,628
Colm E. Doherty			97,386,570				614,696				10,002,628
Gary N. Geisel			97,344,966				656,300				10,002,628
Patrick W.E. Hodgson			97,340,446				660,820				10,002,628
Richard G. King			94,461,582				3,539,684				10,002,628
Jorge G. Pereira			96,742,332				1,258,934				10,002,628
Michael P. Pinto			97,430,163				571,103				10,002,628
Melinda R. Rich			97,549,734				451,532				10,002,628
Robert E. Sadler, Jr.			97,400,020				601,246				10,002,628
Herbert L. Washington			97,344,502				656,764				10,002,628
Robert G. Wilmers			97,230,938				770,328				10,002,628

The following table reflects the tabulation of the votes with respect to the approval of the compensation of M&T Bank Corporation’s Named Executive Officers:

Number of Votes
For		Against				Abstain
105,198,281			1,927,614				877,999

The following table reflects the tabulation of the votes with respect to the ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of M&T Bank Corporation for the year ending December 31, 2010:

Number of Votes
For		Against				Abstain
107,350,627			420,133				233,134

SIGNATURES

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