M&T Bank (MTB) 8-K Regulation FD Disclosure

BancAnalysts Association of Boston

Conference Presentation

November 4, 2016

Exhibit 99.1

2

Disclaimer

This presentation contains forward-

looking statements within the meaning of the Private Securities Litigation Reform Act of

1995 giving M&T Bank Corporation’s (“M&T”) expectations or predictions of future financial or business performance or

conditions. Forward-looking statements are typically identified by words such as “believe,” “expect,” “anticipate,” “intend,”

“target,” “estimate,” “continue,” “positions,” “prospects” or “potential,” by future conditional verbs such as “will,” “would,”

“should,” “could” or “may”, or by variations of such words or by similar expressions.  These forward-looking statements are

subject to numerous assumptions, risks and uncertainties which change over time. 

Forward-looking statements speak only as of the date they are made and we assume no duty to update forward-looking

statements.  Actual results may differ materially from current projections. Forward-looking statements involve known and

unknown risks and uncertainties.  A number of factors, many of which are beyond M&T’s control, could cause our actual

results, events or developments, or industry results to be materially different from any future results, events or developments

expressed, implied or anticipated by such forward-looking statements and so our business and financial condition and results

of operations could be materially and adversely affected.  In addition to factors previously disclosed in M&T’s reports filed

with

the U.S. Securities and Exchange Commission (the “SEC”) and those identified elsewhere in this document, the following

factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance:

changes in asset quality and credit risk; the inability to sustain revenue and earnings growth; changes in interest rates and

capital markets; inflation; customer acceptance of M&T products and services; customer borrowing, repayment, investment

and deposit practices; customer disintermediation; the introduction, withdrawal, success and timing of business initiatives;

competitive pressures; the inability to realize cost savings, revenues or other benefits,  or to implement integration plans and

other consequences associated with mergers, acquisitions and divestitures; general economic conditions and weakening in the

economy; deteriorating credit quality; political developments, wars or other hostilities may disrupt or increase volatility in

securities markets or other economic conditions; changes in accounting policies or procedures; significant litigation; and the

impact, extent and timing of technological changes, capital management activities, and other actions of the Federal Reserve

Board and other legislative and regulatory actions and reforms.

Annualized, pro forma, projected and estimated numbers are used for illustrative purpose only, are not forecasts and may not

reflect actual results.

3

Introduction

4

Who is M&T Bank Corporation?

Top 20 US-based commercial bank holding company

Have grown substantially from $2 billion in assets in 1983 to $127 billion at September

30, 2016

17,090 employees across 803 domestic branches in eight states and Washington DC

3.7 million customers representing 5.9 million accounts

$78 billion of assets under management

(1)

Lowest

percentage

credit

losses

among

the

large

money-center

/

superregional

banks

through the financial crisis

1 of only 2 commercial banks (out of 20) in S&P 500 not to reduce its dividend

M&T

has

not

posted

a

quarterly

loss

going

back

to

1976

–

161

quarters

All

data

as

of

third

quarter

2016.

1 –

Includes affiliated manager.

5

Key Ratios

Notes:

1 –

The Efficiency Ratio and Pre-tax, Pre-provision Earnings are non-GAAP financial measures.  A reconciliation of GAAP to non-GAAP financial measures is available in the

appendix.  The Efficiency Ratio reflects non-interest expense (excluding amortization expense associated with intangible assets and merger-related expenses) as a percentage of

fully taxable equivalent net interest income and non-interest revenues (excluding gains or losses from securities transactions and merger-related gains).

2 –

Excludes merger-related gains and expenses and amortization expense associated with intangible assets.

3 –

Years prior to 2011 not restated for change of accounting policy for LIHTC

4 –

Annual

PPNR

to

RWA

calculated

using

a

trailing

12

month

average

5 –

Preliminary

(5)

(5)

(5)

(5)

2010

2011

2012

2013

2014

2015

2Q'16

3Q'16

Superior Pre-Credit Earnings

Net Interest Margin

3.84%

3.73%

3.73%

3.65%

3.31%

3.14%

3.13%

3.05%

Efficiency Ratio –

Tangible

(1)(3)

53.71%

59.49%

55.28%

55.98%

59.29%

57.98%

55.06%

55.92%

PPNR

(1)(3)

1,461

1,531

1,796

1,951

1,766

1,845

562

597

PPNR to RWA

(1)(3)(4)

2.28%

2.26%

2.43%

2.61%

2.35%

2.14%

2.35%

2.43%

Strong Credit Metrics

Allowance to Loans (As At)

1.74%

1.51%

1.39%

1.43%

1.38%

1.09%

1.10%

1.09%

Net Charge-Offs to Loans

0.67%

0.47%

0.30%

0.28%

0.19%

0.19%

0.11%

0.19%

Focused on Returns

Net Operating Return on:

Tangible Assets

(1) (2)

1.17%

1.26%

1.40%

1.47%

1.23%

1.18%

1.18%

1.18%

Tangible Common Equity

(1) (2)

18.95%

17.96%

19.42%

17.79%

13.76%

13.00%

12.68%

12.77%

Consistent Capital Generation

Tangible Common Equity to Tangible Assets

6.19%

6.40%

7.20%

8.39%

8.11%

8.69%

8.87%

8.55%

Tier 1 Common Capital Ratio

6.51%

6.86%

7.57%

9.22%

9.83%

NA

NA

NA

Common Equity Tier 1 Ratio

NA

NA

NA

NA

NA

11.08%

11.01%

10.78%

Tier 1 Capital Ratio

9.47%

9.67%

10.22%

12.00%

12.47%

12.68%

12.29%

12.04%

Balance Sheet (As At)

Loans to Deposits

104.39%

101.18%

101.46%

95.46%

90.60%

95.14%

93.53%

91.35%

Securities to Assets

10.51%

9.85%

7.32%

10.33%

13.44%

12.75%

12.08%

11.62%

6

Focus on Returns Drives M&T’s Operating Model

M&T primarily measures performance using ROTCE throughout the cycle

ROTCE focus provides consistent decision-making framework for evaluating:

Lending decisions

Allocation of capital to business units

Acquisitions

Return capital in excess of requirements to shareholders

Low volatility in credit, PPNR, and ROTCE

Outperformance in profitability metrics, particularly in stressed environments

Low cost of capital

Results

Model

7

NCOs / Average Loans

Low

Volatility

Model

–

20

Year

History

Versus

Peer

Banks

Pre-tax Pre-provision Net Revenue (PPNR)

MTB

Peers

Difference

Median

0.27%

0.44%

(0.17%)

Maximum

5

1.18%

2.84%

(1.66%)

NCO / Average Loans Ratio (2Q96 to 2Q16):

MTB

Peers

Difference

Median

2.77%

2.57%

+0.20%

Minimum

5

2.09%

1.75%

+0.34%

PPNR / RWA Ratio (2Q96 to 2Q16):

Notes:

1 –

Blue dots on above charts represent peer banks. The peer bank list is in the appendix.

2 –

Loss volatility is calculated as standard deviation of net charge offs to average loans.

3 –

PPNR excludes  securities gains/losses, extraordinary items, and amortization of intangibles and goodwill impairment.

4 –

PPNR

volatility

is

calculated

as

the

standard

deviation

of

QoQ

change

in

PPNR

as

a

percent

of

average

risk-weighted

assets

with

PPNR

calculated

using

the

trailing

4-quarters

and

average risk-weighted assets estimated by taking a 5 quarter rolling average of period end balances.

5 –

Peer maximum and minimums represent the maximum/minimum of the quarterly peer medians. 

Source: SNL Financial.

Low credit losses and stable PPNR throughout the cycle, including in stress

MTB

0.0%

0.2%

0.4%

0.6%

0.8%

1.0%

0.0%

0.2%

0.4%

0.6%

0.8%

1.0%

1.2%

Volatility (20Y Standard Deviation)

2

MTB

0%

1%

2%

3%

4%

5%

0%

5%

10%

15%

Volatility (20Y Standard Deviation)

4

1

8

17.8%

10.9%

12.4%

9.5%

11.2%

-91.2%

-22.9%

-12.2%

-22.8%

-15.2%

-2.6%

-44.8%

Max

Min

Median

Consistently Profitable Throughout the Cycle

Notes: ROTCE range is from 2007-2015 annuals and Q3 2016 YTD. Volatility is calculated as standard deviation of ROTCE.  Net operating income and average tangible

common equity calculations are found in the appendix.

Source: SNL Financial.

Return

on

Tangible

Common

Equity:

2007

–

Q3

2016

YTD

ROTCE

Volatility

7.8%

4.0%

3.5%

5.5%

3.1%

32.4%

13.2%

8.6%

12.8%

12.4%

4.4%

17.4%

9

Focus on Returns Supports Outperformance

Notes: Years prior to 2011 not restated for LIHTC. Refer to appendix for peer group list and GAAP reconciliation.

Source: SNL Financial.

MTB 3Q 2016:

2.43%

MTB 3Q 2016:

3.05%

MTB 3Q 2016:

0.19%

PPNR to RWA %

Net Interest margin %

Net Operating Efficiency Ratio%

NCOs  to Average Loans %

MTB 3Q 2016:

55.92%

MTB

Peer Maximum

Peer Median

Peer Minimum

MTB

Peer Maximum

Peer Median

Peer Minimum

MTB

Peer Maximum

Peer Median

Peer Minimum

MTB

Peer Maximum

Peer Median

Peer Minimum

10

Capacity for Increased Return of Capital

Tier 1 Common Ratio

CET1 Ratio

CCAR Non-Objection:

2015 capital growth for M&T supported by Hudson City acquisition

Increased capital return post-Hudson City

N/A

2013 Q4

2014 Q4

2015 Q4

2016 Q3

Peer 1

11.22%

Peer 7

11.92%

Peer 7

12.22%

Peer 7

12.00%

Peer 2

11.21%

Peer 2

11.65%

MTB

11.08%

Peer 2

11.10%

Peer 3

10.90%

Peer 1

11.17%

Peer 4

11.07%

Peer 4

10.93%

Peer 4

10.82%

Peer 4

11.04%

Peer 1

10.94%

MTB

10.78%

Peer 5

10.64%

Peer 6

10.89%

Peer 2

10.93%

Peer 5

10.68%

Peer 6

10.47%

Peer 8

10.61%

Peer 6

10.64%

Peer 6

10.62%

Peer 7

10.18%

Peer 5

10.50%

Peer 5

10.54%

Peer 10

10.16%

Peer 8

9.87%

Peer 3

10.23%

Peer 8

10.25%

Peer 8

10.06%

Peer 9

9.82%

MTB

9.83%

Peer 9

9.96%

Peer 9

9.77%

Peer 10

9.45%

Peer 11

9.72%

Peer 10

9.82%

Peer 1

9.55%

Peer 11

9.38%

Peer 10

9.65%

Peer 3

9.79%

Peer 11

9.48%

MTB

9.22%

Peer 9

9.60%

Peer 11

9.55%

Peer 3

9.09%

Notes: (1) September 30, 2016 ratios reflect preliminary results based on earnings disclosures and 10-Q filings.

Source: SNL Financial.

1

11

Opportunities

12

Today’s Agenda

Seize local market opportunities as they present themselves

Build M&T presence in key geographies –

e.g., New Jersey

Grow capital-efficient, fee-based businesses to complement lending-focused

businesses

13

50%

19%

Upstate NY

Rest of Footprint

New Customer Growth

Focused front line sales efforts

across middle market, small

business, and retail

Media support from brand, TV,

print, and direct mail

Customer incentives –

focused on

active accounts

New Customer Growth: 3Q 2016 vs. 3Q 2015

Note: Represents change in number of new customers opening checking accounts during quarter.

14

60%

36%

19%

Consumer Growth

(# Checking Accounts)

Business Bank Loans ($)

Commercial Bank Loans ($)

Building New Jersey Presence

Strong growth rates –

from a low

base

Balance sheet repositioning

continues and will persist through

2017 into 2018

Loan portfolio transitioning

from residential mortgage to

commercial

Deposit mix shift

New Jersey Growth: 3Q 2016 vs. 2Q 2016

Note:

Represents

change

in

number

of

new

customers

opening

checking

accounts

during

quarter

(growth

rate

not

annualized)

and

quarter-end

loan

balances

(loan

growth

rates

are

annualized).

15

Average Earning Asset Trends

2Q 2016

3Q 2016

Q/Q Change

($ in billions)

Balance

Balance

% (Anlzd)

Residential

Mortgages

$24.9

$24.1

(13%)

Other Loans

$63.3

$64.7

+9%

Total Loans

$88.2

$88.7

+3%

Investment Securities

$14.9

$14.4

(15%)

Other Earning Assets

$8.8

$9.8

+44%

Total Earning Assets

$111.9

$112.9

+4%

Other earning assets primarily comprised of cash on deposit at the Fed;

Variability affects earning assets and NIM, with limited NII impact

Note:

1 –

Values may not foot due to rounding.

16

($ in billions)

Trust-Related

Supports

trust fee income

Trust demand deposits-received in a fiduciary or administrative capacity in

connection with capital markets transactions -

short duration and high turnover

prohibit long term investment

Mortgage Escrow

Supports

servicing fee income

Mortgage servicing escrow deposits -

monthly cash payments received from

mortgagors; aggregated and remitted to bondholders in a lump sum -

short duration

and high turnover prohibit long term investment

LCR Requirements

/

Excess Liquidity

Other

cash and securities held for liquidity/LCR purposes

Core deposits deemed to have a high likelihood of outflow during a liquidity crisis

(as defined by the LCR rule) held as ultra-short duration asset

Liquidity held at Fed pending reinvestment into longer duration HQLA

Total Other Earning

Assets

Q3

2016 Average:

$9.8 billion

LTM Range:

$6.2 –

$9.8 billion

Fee Businesses and Liquidity Requirements Drive Cash Balances

17

Illustrative

Example

–

Change

in

Other

Earning

Assets

Increase of $1 billion in non-interest bearing trust-related deposits

Funds held at the Federal Reserve earning 50 basis points

Deposits support trust and servicing fee income

Capital efficient with low regulatory capital requirements

Illustrative Example

($ in millions)

Average Earning

Assets

Net Interest

Income

Net Interest

Margin

3Q16

Actuals

$112,864

$865.1

3.05%

Increased Trust

Deposits

$1,000

$1.3

(0.02%)

Net of Increase

$113,864

$866.4

3.03%

%  Change

+0.9%

+0.1%

Variability

in

trust

and

escrow

deposits

affects

net

interest

margin,

with

limited

impact

to

net interest income

18

Long-term Shareholder Outperformance

19

2.80

2.10

7.74

6.07

$0.00

$1.00

$2.00

$3.00

$4.00

$5.00

$6.00

$7.00

$8.00

$9.00

Dividends

GAAP EPS

Impact of Amortization and Merger-related expenses

Earnings & Dividend Growth: 1983-2015

20

Stock

Closing Price at

Return

9/30/2016

3/31/1983

CAGR

Rank

Company Name

Ticker

($)

($)

(%)

1

M&T Bank Corporation

MTB

116.10

1.34

14.3

2

State Street Corporation

STT

69.63

1.06

13.3

3

U.S. Bancorp

USB

42.89

0.92

12.2

4

Northern Trust Corporation

NTRS

67.99

1.51

12.0

6

Wells Fargo & Company

WFC

44.28

1.18

11.4

23

—

—

3.7

Median

—

—

8.7

MTB Price @ Median Growth Rate

21.95

1.34

8.7

Of the largest 100 banks operating in 1983, only 23 remain today.

Among the remaining, M&T ranks 1

st

in stock price growth

M&T Bank Corporation…a solid investment

(1)

1983

Stock

Prices

Source:

Compustat

and/or

Bigcharts.com

1

21

18.2% Annual rate of return since 1980

1

In the top 30 of the entire universe

2

of U.S. based stocks traded publicly since 1980

M&T Bank Corporation…a solid investment

(1)

CAGR calculated assuming reinvestment of dividends through September 30, 2016

(2)

Includes 587 U.S. based publically traded stocks

$2,127 invested in M&T in 1980 would be worth $1 million as of today

Rank

Company Name

Industry

Annual Return

1

Eaton Vance Corp.

Financials

23.1

2

L Brands, Inc.

Consumer Discretionary

22.4

3

TJX Companies, Inc.

Consumer Discretionary

22.1

4

Stryker Corporation

Health Care

21.9

5

Hasbro, Inc.

Consumer Discretionary

21.8

6

Valspar Corporation

Materials

20.8

7

Progressive Corporation

Financials

20.3

8

Mylan N.V.

Health Care

20.2

9

Wal-Mart Stores, Inc.

Consumer Staples

19.9

10

Gap, Inc.

Consumer Discretionary

19.9

11

Equifax Inc.

Industrials

19.8

12

Danaher Corporation

Health Care

19.8

13

Sherwin-Williams Company

Materials

19.5

14

State Street Corporation

Financials

19.5

15

Berkshire Hathaway Inc. Class A

Financials

19.4

16

Astronics Corporation

Industrials

19.3

17

Constellation Brands, Inc. Class B

Consumer Staples

19.1

18

Aflac Incorporated

Financials

18.8

19

Walgreens Boots Alliance Inc

Consumer Staples

18.8

20

Lowe's Companies, Inc.

Consumer Discretionary

18.5

21

RLI Corp.

Financials

18.5

22

Church & Dwight Co., Inc.

Consumer Staples

18.4

23

V.F. Corporation

Consumer Discretionary

18.3

24

Robert Half International Inc.

Industrials

18.3

25

M&T Bank Corporation

Financials

18.2

26

Graco Inc.

Industrials

18.2

27

Flowers Foods, Inc.

Consumer Staples

17.9

28

Tyson Foods, Inc. Class A

Consumer Staples

17.8

29

Sysco Corporation

Consumer Staples

17.7

30

HollyFrontier Corporation

Energy

17.5

22

Appendix and GAAP Reconciliations

23

Reconciliation of GAAP and Non-GAAP Measures

(1)

Years prior to 2011 not restated for change of accounting policy for LIHTC

Net Income

2010

2011

2012

2013

2014

2015

2Q16

3Q16

$ in millions

Net income

$736.2

$859.5

$1,029.5

$1,138.5

$1,066.2

$1,079.7

$336.0

$350.0

Intangible amortization*

35.3

37.6

37.0

28.6

20.7

16.2

6.9

5.9

Merger-related items*

(16.3)

(12.8)

6.0

7.5

-

60.8

7.6

-

Net operating income

$755.2

$884.3

$1,072.5

$1,174.6

$1,086.9

$1,156.6

$350.6

$355.9

PPNR

(1)

Net Income for EPS

$675.9

$781.8

$953.4

$1,062.5

$978.6

$987.7

$313.0

$327.0

Preferred Div., Amort. of Pref. Stock &

Unvested Stock Awards

$60.3

$77.7

$76.1

$75.9

$87.7

$92.0

$23.1

$23.0

Income Taxes

$356.6

$401.3

$562.5

$627.1

$576.0

$595.0

$194.1

$200.3

GAAP Pre-tax Income

$1,092.8

$1,260.8

$1,592.0

$1,765.6

$1,642.2

$1,674.7

$530.2

$550.3

Provision for credit losses

368.0

270.0

204.0

185.0

124.0

170.0

32.0

47.0

Pre-Tax, Pre-Provision Net Revenue

$1,460.8

$1,530.8

$1,796.0

$1,950.6

$1,766.2

$1,844.7

$562.2

$597.3

Earnings Per Share

Diluted earnings per share

$5.69

$6.35

$7.54

$8.20

$7.42

$7.18

$1.98

$2.10

Intangible amortization*

0.29

0.30

0.29

0.22

0.15

0.12

0.04

0.03

Merger-related items*

(0.14)

(0.10)

0.05

0.06

-

0.44

0.05

-

Diluted net operating

earnings per share

$5.84

$6.55

$7.88

$8.48

$7.57

$7.74

$2.07

$2.13

Efficiency Ratio

(1)

$ in millions

Non-interest expenses

$1,914.8

$2,441.9

$2,469.8

$2,587.9

$2,689.5

$2,822.9

$749.9

$752.4

less: intangible amortization

58.1

61.6

60.6

46.9

33.8

26.4

11.4

9.8

less: merger-related expenses

0.8

83.7

9.9

12.4

-

76.0

12.6

-

Non-interest operating expenses

$1,856.0

$2,296.6

$2,399.2

$2,528.6

$2,655.7

$2,720.5

$725.9

$742.6

Tax equivalent revenues

$3,399.6

$3,998.6

$4,292.2

$4,563.4

$4,479.4

$4,692.1

$1,318.6

$1,356.4

less: gain/(loss) on sale of securities

2.8

150.2

0.0

56.5

-

(0.1)

0.3

28.5

less: net OTTI losses recognized

(86.3)

(77.0)

(47.8)

(9.8)

-

-

-

-

less: merger-related gains

27.5

64.9

-

-

-

-

-

-

Denominator for efficiency ratio

$3,455.6

$3,860.5

$4,340.0

$4,516.7

$4,479.4

$4,692.2

$1,318.3

$1,327.9

Net operating efficiency ratio

53.7%

59.5%

55.3%

56.0%

59.3%

58.0%

55.1%

55.9%

*Net of tax

24

Reconciliation of GAAP and Non-GAAP Measures

Average Assets

2010

2011

2012

2013

2014

2015

2Q16

3Q16

$ in millions

Average assets

68,380

$  

73,977

$  

79,983

$  

83,662

$  

92,143

$  

101,780

$  

123,706

$   

124,725

$   

Goodwill

(3,525)

(3,525)

(3,525)

(3,525)

(3,525)

(3,694)

(4,593)

(4,593)

Core deposit and other

  intangible assets

(153)

(168)

(144)

(90)

(50)

(45)

(122)

(112)

Deferred taxes

29

43

42

27

15

16

48

44

Average tangible assets

64,731

$  

70,327

$  

76,356

$  

80,074

$  

88,583

$  

98,057

$    

119,039

$   

120,064

$   

Average Common Equity

$ in millions

Average common equity

7,367

$    

8,207

$    

8,834

$    

9,844

$    

10,905

$  

11,996

$    

15,145

$     

15,115

$     

Goodwill

(3,525)

(3,525)

(3,525)

(3,525)

(3,525)

(3,694)

(4,593)

(4,593)

Core deposit and other

  intangible assets

(153)

(168)

(144)

(90)

(50)

(45)

(122)

(112)

Deferred taxes

29

43

42

27

15

16

48

44

Average tangible common equity

3,718

$    

4,557

$    

5,207

$    

6,256

$    

7,345

$    

8,273

$      

10,478

$     

10,454

$     

25

BB&T Corporation

M&T Bank Corporation

PNC Financial Services Group, Inc.

Comerica Incorporated

Regions Financial Corporation

Fifth Third Bancorp

Wells Fargo & Company

SunTrust Banks, Inc.

Huntington Bancshares Incorporated

Zions Bancorporation

KeyCorp

M&T Peer Group

U.S. Bancorp