Webster Financial (NYSE: WBS) posts Q1 2026 profit as Banco Santander buyout advances

Rhea-AI Filing Summary

Webster Financial Corporation reported first-quarter 2026 net income applicable to common stockholders of $239.3 million, or $1.50 per diluted share, up from $1.30 a year earlier. Adjusted diluted EPS, excluding transaction and restructuring items and an FDIC special assessment benefit, was $1.57.

Total revenue was $735.9 million, supported by net interest income of $634.4 million and non-interest income of $101.5 million. Loans and leases reached $57.2 billion and deposits $69.0 billion, both higher than a year ago, while net interest margin was 3.36% and the efficiency ratio 46.83%.

Asset quality remained solid, with net charge-offs at 0.29% of average loans and leases and non-performing loans and leases at 0.91% of total. The common equity tier 1 ratio was 11.42% and tangible common equity ratio 7.39%. Due to its proposed acquisition by Banco Santander, Webster will not hold an earnings call and will no longer provide a forward-looking financial outlook.

Under the transaction agreement, Webster stockholders will receive $48.75 in cash plus 2.0548 Banco Santander ordinary shares (in the form of ADRs) for each Webster share, with closing anticipated in the second half of 2026, subject to stockholder and regulatory approvals.

Positive

• Strong profitability and earnings growth: Net income applicable to common stockholders reached $239.3 million with diluted EPS of $1.50 and adjusted EPS of $1.57, both higher than a year earlier, supported by stable net interest margin and solid revenue.
• Well-capitalized with attractive takeout terms: The common equity tier 1 ratio of 11.42% and tangible common equity ratio of 7.39% indicate robust capital, while the agreed Banco Santander transaction provides $48.75 in cash plus 2.0548 shares per Webster share, subject to approvals.

Negative

• Rising past-due loans and higher borrowings: Past-due loans and leases increased to $148.8 million from $66.5 million at December 31, 2025, and total borrowings rose to $5.6 billion from $4.3 billion, signaling some incremental funding and credit-risk pressure despite overall solid asset quality.

Insights

Banking sector equity analyst

Webster posts solid Q1 profits while progressing toward Banco Santander acquisition.

Webster delivered Q1 2026 diluted EPS of $1.50 and adjusted EPS of $1.57, with revenue of $735.9 million. Loan and deposit balances grew year over year, and net interest margin held at 3.36%, indicating resilient core banking performance in a competitive rate environment.

Credit costs stayed manageable: the provision for credit losses was $54.0 million, down from $77.5 million a year ago, while net charge-offs fell and non-performing loans and leases were 0.91% of total. Capital remained strong, with a common equity tier 1 ratio of 11.42% and tangible common equity ratio of 7.39%, supporting both growth and the pending deal.

The proposed cash-and-stock acquisition by Banco Santander offers $48.75 in cash plus 2.0548 Banco Santander ordinary shares (via ADRs) per Webster share, with closing targeted for the second half of 2026 subject to approvals. The company has suspended forward-looking guidance and is foregoing an earnings call as it focuses on integration planning and completing the transaction.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Diluted EPS: $1.50 per share Adjusted diluted EPS: $1.57 per share Net income to common: $239.3 million +5 more

8 metrics

Diluted EPS $1.50 per share Quarter ended March 31, 2026

Adjusted diluted EPS $1.57 per share Excludes transaction expenses, restructuring costs and FDIC assessment benefit in Q1 2026

Net income to common $239.3 million Quarter ended March 31, 2026

Total revenue $735.9 million Quarter ended March 31, 2026; sum of net interest and non-interest income

Loans and leases $57.2 billion Period-end balance at March 31, 2026

Deposits $69.0 billion Period-end balance at March 31, 2026

Common equity tier 1 ratio 11.42% Preliminary as of March 31, 2026

Santander deal consideration $48.75 cash + 2.0548 shares Per Webster share in proposed Banco Santander transaction

Key Terms

net interest margin, common equity tier 1 ratio, FDIC special assessment, efficiency ratio, +2 more

6 terms

net interest margin financial

"Net interest margin of 3.36 percent, up 1 basis point from prior quarter"

Net interest margin measures how much a bank earns from lending and investing compared with what it pays for funding, expressed as a percentage of its interest-earning assets. Think of it like a grocery store’s markup: it shows the gap between buying cost and selling price per dollar of goods — here, the cost is interest paid and the sale is interest received. Investors watch it because a higher margin usually means a bank is more profitable and better at managing interest rate and credit conditions.

common equity tier 1 ratio financial

"Common equity tier 1 ratio of 11.42 percent"

The common equity tier 1 ratio is a measure of a bank's financial strength, showing how much high-quality core capital it has compared to its total risk-weighted assets. Think of it as a safety buffer or cushion that helps ensure the bank can withstand economic shocks. For investors, a higher ratio indicates a stronger, more resilient bank, making it a key indicator of its financial health.

FDIC special assessment regulatory

"a benefit related to the FDIC special assessment"

A FDIC special assessment is a one-time or temporary charge the Federal Deposit Insurance Corporation can levy on insured banks to replenish the fund that protects depositors after unexpected losses. Think of it as an emergency invoice that raises a bank’s costs, which can reduce profits, eat into capital used for lending, and therefore matter to investors watching bank earnings, dividend capacity, and share price.

efficiency ratio financial

"Efficiency ratio of 46.83 percent"

A measure of how much a company spends to produce each dollar of revenue, usually shown as operating expenses divided by revenue and expressed as a percentage. Think of it as a household’s budget: a lower percentage means more of each dollar earned stays as profit, while a higher number means costs are eating into returns. Investors use it to judge cost control and compare how efficiently companies turn revenue into earnings, especially in banks and financial firms.

health savings accounts financial

"one of the leading bank administrators of health savings accounts"

A health savings account is a specialized savings tool that allows individuals to set aside money tax-free to pay for healthcare expenses. Think of it as a personal health wallet that helps manage medical costs more efficiently and saves money on taxes. For investors, it can be a valuable way to prepare for future healthcare needs while reducing overall expenses.

allowance for credit losses financial

"The allowance for credit losses on loans and leases represented 1.28 percent of total loans and leases"

Allowance for credit losses is a reserve set aside by a financial institution to cover potential losses from borrowers who may not repay their loans. It acts like a safety net, helping the institution prepare for loans that might turn sour. For investors, it signals how cautious the institution is about the quality of its loans and potential risks to its financial health.

Earnings Snapshot

Net income applicable to common stockholders: $239.3 million · Guidance included

Q1 2026

Net income applicable to common stockholders $239.3 million vs $220.4 million in Q1 2025

Diluted EPS $1.50 vs $1.30 in Q1 2025

Adjusted diluted EPS $1.57 excludes transaction and restructuring items and FDIC benefit

Total revenue $735.9 million includes net interest and non-interest income for Q1 2026

Guidance

In light of the proposed transaction with Banco Santander, Webster will no longer provide a forward-looking financial outlook.

Understanding 8-K Material Events →

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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 28, 2026

 _________________________ 

WEBSTER FINANCIAL CORPORATION

 _________________________________________

(Exact name of registrant as specified in its charter)

Delaware

001-31486

06-1187536

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

200 Elm Street, Stamford, Connecticut 06902

(Address and zip code of principal executive offices)

203-578-2202

(Registrant’s telephone number, including area code)

______________________________________________________________________________

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:

☐ 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, par value $0.01 per share			WBS			New York Stock Exchange
Depositary Shares, each representing 1/1000th interest in a share of 5.25% Series F Non-Cumulative Perpetual Preferred Stock			WBS-PrF			New York Stock Exchange
Depositary Shares, each representing 1/40th interest in a share of 6.50% Series G Non-Cumulative Perpetual Preferred Stock			WBS-PrG			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 2.02 Results of Operations and Financial Condition

On April 28, 2026, Webster Financial Corporation (the Company) issued a press release reporting its results of operations for the quarter ended March 31, 2026. That press release is attached hereto as Exhibit 99.1.

Information contained herein, including Exhibit 99.1, shall not be deemed filed for the purposes of the Securities Exchange Act of 1934, nor shall such information or Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such a filing.

Due to the proposed transaction with Banco Santander, S.A., the Company will not conduct an earnings conference call or webcast.

Item 9.01 Financial Statements and Exhibits

(d)Exhibits.

Exhibit Number						Description
99.1						Press release dated April 28, 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, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

									WEBSTER FINANCIAL CORPORATION
									(Registrant)
Date: April 28, 2026									/s/ Kristen Antonopoulos
									Kristen Antonopoulos
									Chief Accounting Officer

Exhibit 99.1

WEBSTER REPORTS

FIRST QUARTER 2026 EPS OF $1.50; ADJUSTED EPS OF $1.57

STAMFORD, Conn., April 28, 2026 - Webster Financial Corporation (“Webster”) (NYSE: WBS), the holding company for Webster Bank, N.A., today announced net income applicable to common stockholders of $239.3 million, or $1.50 per diluted share, for the quarter ended March 31, 2026, compared to $220.4 million, or $1.30 per diluted share, for the quarter ended March 31, 2025.

First quarter 2026 results include Transaction expenses, strategic restructuring costs, and a benefit related to the FDIC special assessment. Excluding these items, adjusted earnings per diluted share would have been $1.571 for the quarter ended March 31, 2026.

On February 3, 2026, Webster entered into a transaction agreement with Banco Santander, S.A. (“Banco Santander”), under which Banco Santander will acquire Webster in a cash and stock transaction (the “Transaction”).

“Webster’s financial results reflect our colleagues’ commitment to execution amidst a dynamic economic environment,” said John R. Ciulla, Chairman and Chief Executive Officer. “Our proposed transaction with Banco Santander will enhance our ability to support our clients and the communities we serve, while unlocking new opportunities for growth. We are making significant progress planning for the integration of two highly complementary banking organizations.”

Highlights for the first quarter of 2026:

•Revenue2 of $735.9 million

•Period end loans and leases balance of $57.2 billion, up $0.7 billion, or 1.2 percent from prior quarter

•Period end deposits balance of $69.0 billion, up $0.3 billion, or 0.4 percent, from prior quarter.

•Provision for credit losses of $54.0 million

•Return on average assets of 1.16 percent

•Return on average tangible common equity of 16.18 percent1

•Net interest margin of 3.36 percent, up 1 basis point from prior quarter

•Common equity tier 1 ratio of 11.42 percent3

•Efficiency ratio of 46.83 percent1

•Tangible common equity ratio of 7.39 percent1

“Webster’s distinctive franchise continues to produce strong profitability, capital generation, and growth,” said Neal Holland, Senior Executive Vice President and Chief Financial Officer. “Loans, deposits, and tangible book value per share exhibited solid growth both linked-quarter and year-over-year.”

1 See “Non-GAAP to GAAP Reconciliations” section beginning on page 20.

2 Total revenue reflects the sum of Net interest income and Non-interest income.

3 Presented as preliminary for March 31, 2026.

1

Under the terms of the transaction agreement, Webster’s common stockholders will receive $48.75 in cash and 2.0548 Banco Santander ordinary shares, which will be delivered in the form of American Depository Receipts, for each Webster share. The completion of the Transaction is subject to customary conditions, including the receipt of Webster stockholder approval and required regulatory approvals, and is anticipated to close in the second half of 2026. In light of the proposed Transaction with Banco Santander, Webster will no longer provide a forward-looking financial outlook.

Consolidated financial performance:

Quarterly net interest income compared to the first quarter of 2025:

•Net interest income was $634.4 million, compared to $612.2 million.

•Net interest margin was 3.36 percent, compared to 3.48 percent. The yield on interest-earning assets decreased by 26 basis points, and the cost of deposits and interest-bearing liabilities decreased by 18 basis points.

•Average interest-earning assets totaled $78.3 billion, an increase of $5.5 billion, or 7.5 percent.

•Average loans and leases totaled $57.1 billion, an increase of $4.5 billion, or 8.6 percent.

•Average deposits totaled $69.5 billion, an increase of $4.5 billion, or 7.0 percent.

Quarterly provision for credit losses:

•The provision for credit losses was $54.0 million, compared to $42.0 million in the prior quarter, and $77.5 million a year ago.

•Net charge-offs were $41.2 million, compared to $49.5 million in the prior quarter, and $55.0 million a year ago. The ratio of net charge-offs to average loans and leases was 0.29 percent, compared to 0.35 percent in the prior quarter, and 0.42 percent a year ago.

•The allowance for credit losses on loans and leases represented 1.28 percent of total loans and leases, compared to 1.27 percent at December 31, 2025, and 1.34 percent at March 31, 2025.

•The allowance for credit losses on loans and leases represented 140 percent of non-performing loans and leases, compared to 144 percent at December 31, 2025, and 126 percent at March 31, 2025.

Quarterly non-interest income compared to the first quarter of 2025:

•Total non-interest income was $101.5 million, compared to $92.6 million, an increase of $8.9 million. The increase is primarily driven by increased client hedging activities, the change in the credit valuation adjustment, increased revenues from Ametros, higher deposit service fees, and the acquisition of SecureSave, partially offset by lower loan prepayment and syndication fees.

2

Quarterly non-interest expense compared to the first quarter of 2025:

•Total non-interest expense was $379.1 million, compared to $343.6 million, an increase of $35.5 million. Total non-interest expense includes $9.1 million in Transaction expenses, $3.6 million in strategic restructuring costs, and a $0.7 million benefit related to the FDIC special assessment. Excluding those items, total non-interest expense increased $23.5 million. The increase is primarily driven by higher compensation and benefits costs.

Quarterly income taxes compared to the first quarter of 2025:

•Income tax expense was $56.5 million, compared to $56.7 million, and the effective tax rate was 18.7 percent, compared to 20.0 percent. Despite an increase in pre-tax income for the quarter ended March 31, 2026, income tax expense decreased $0.2 million, primarily due to the recognition of higher net discrete tax benefits related to stock-based compensation, as compared to a year ago. The decrease in the effective tax rate was also primarily due to the recognition of those higher net discrete tax benefits.

Investment securities:

•Total investment securities, net, were $18.4 billion, compared to $18.0 billion at December 31, 2025, and $17.7 billion at March 31, 2025. The carrying value includes $560.1 million of net unrealized losses on available-for-sale securities, compared to $457.5 million at December 31, 2025, and $580.4 million at March 31, 2025. The carrying value does not include $876.9 million of net unrealized losses on the held-to-maturity portfolio, compared to $801.1 million at December 31, 2025, and $893.3 million at March 31, 2025.

Loans and leases:

•Total loans and leases were $57.2 billion, compared to $56.6 billion at December 31, 2025, and $53.1 billion at March 31, 2025. Compared to December 31, 2025, commercial loans and leases increased by $393.0 million, commercial real estate loans increased by $234.2 million, residential mortgages increased by $0.4 million, and consumer loans increased by $23.7 million. Compared to March 31, 2025, commercial loans and leases increased by $2.4 billion, commercial real estate loans increased by $1.2 billion, residential mortgages increased by $477.0 million, and consumer loans increased by $121.8 million.

•Loan originations for the portfolio were $3.7 billion, compared to $4.5 billion in the prior quarter, and $2.7 billion a year ago.

3

Asset quality:

•Total non-performing loans and leases were $522.5 million, compared to $500.7 million at December 31, 2025, and $564.4 million at March 31, 2025. The ratio of total non-performing loans and leases to total loans and leases was 0.91 percent, compared to 0.88 percent at December 31, 2025, and 1.06 percent at March 31, 2025.

•Past due loans and leases were $148.8 million, compared to $66.5 million at December 31, 2025, and $87.2 million at March 31, 2025. The increase from the prior quarter is primarily driven by commercial real estate, commercial non-mortgage, and residential mortgages. The increase from a year ago is primarily driven by commercial real estate and residential mortgages.

Deposits and borrowings:

•Total deposits were $69.0 billion, compared to $68.8 billion at December 31, 2025, and $65.6 billion at March 31, 2025. The ratio of core deposits to total deposits1 was 90.4 percent, compared to 87.5 percent at December 31, 2025, and 88.5 percent at March 31, 2025. The loan to deposit ratio was 82.9 percent, compared to 82.3 percent at December 31, 2025, and 80.9 percent at March 31, 2025.

•Total borrowings were $5.6 billion, compared to $4.3 billion at December 31, 2025, and $3.9 billion at March 31, 2025.

Capital:

•The return on average common stockholders’ equity and the return on average tangible common stockholders’ equity1 were 10.35 percent and 16.18 percent, respectively, compared to 10.91 percent and 17.10 percent, respectively, in the prior quarter, and 9.94 percent and 15.93 percent, respectively, a year ago.

•The tangible equity1 and tangible common equity1 ratios were 7.74 percent and 7.39 percent, respectively, compared to 7.77 percent and 7.42 percent, respectively, at December 31, 2025, and 7.80 percent and 7.43 percent, respectively, at March 31, 2025.

•The common equity tier 1 ratio2 was 11.42 percent, compared to 11.20 percent at December 31, 2025, and 11.25 percent at March 31, 2025.

•Book value per common share and tangible book value per common share1 were $57.33 and $37.59, respectively, compared to $57.12 and $37.20, respectively, at December 31, 2025, and $52.91 and $33.97, respectively, at March 31, 2025.

1 See “Non-GAAP to GAAP Reconciliations” section beginning on page 20.

2 Presented as preliminary for March 31, 2026, and actual for the remaining periods.

4

Reportable segments:

Commercial Banking

Webster’s Commercial Banking segment delivers financial solutions nationally to a wide range of companies, investors, government entities, and other public and private institutions. Commercial Banking helps its clients achieve their business and financial goals with expertise in Commercial Real Estate, Middle Market, Sponsor and Specialty Finance, Verticals and Regional Banking, Asset Based Lending and Commercial Services, and Treasury Management. Commercial Banking’s Private Banking team also pairs holistic wealth solutions, including tailored lending, with commercial banking services. At March 31, 2026, Commercial Banking had $44.4 billion in loans and leases and $17.8 billion in deposits, as well as a combined $2.8 billion in assets under administration (“AUA”) and assets under management (“AUM”).

Commercial Banking Operating Results:

															Percent
			Three months ended March 31,												Favorable/
(In thousands)			2026						2025						(Unfavorable)
Net interest income			$	326,977					$	319,123								2.5		%
Non-interest income			32,169						28,958									11.1
Operating revenue			359,146						348,081									3.2
Non-interest expense			118,321						106,582									(11.0)
Pre-tax, pre-provision net revenue			$	240,825					$	241,499								(0.3)		%
															Percent
			March 31,												Increase/
(In thousands)			2026						2025						(Decrease)
Loans and leases			$	44,387,462					$	40,790,670								8.8		%
Deposits			17,839,627						16,572,502									7.6
AUA / AUM (off-balance sheet)			2,775,639						2,957,462									(6.1)

Pre-tax, pre-provision net revenue decreased $0.7 million, to $240.8 million, in the quarter as compared to a year ago. Net interest income increased $7.9 million, to $327.0 million, primarily driven by higher average loan and deposit balances, partially offset by a lower net spread on loans and leases. Non-interest income increased $3.2 million, to $32.2 million, primarily driven by increased client hedging activity and direct investment gains, partially offset by lower loan syndication and prepayment fees. Non-interest expense increased $11.7 million, to $118.3 million, primarily driven by higher compensation and benefits costs, increased investments in technology and operational process improvements, and higher loan workout expenses.

5

Healthcare Financial Services

Webster’s Healthcare Financial Services segment includes HSA Bank and Ametros. HSA Bank is one the country’s largest providers of employee benefits solutions, including being one of the leading bank administrators of health savings accounts, emergency savings accounts, and flexible spending account administration services in 50 states. Ametros, the nation’s largest professional administrator of medical insurance claim settlements, helps individuals manage their ongoing medical care through their CareGuard service and proprietary technology platform. At March 31, 2026, Healthcare Financial Services had $17.2 billion in total footings, comprising $10.7 billion in deposits and $6.5 billion in AUA through linked investment accounts.

Healthcare Financial Services Operating Results:

															Percent
			Three months ended March 31,												Favorable/
(In thousands)			2026						2025						(Unfavorable)
Net interest income			$	100,033					$	96,361								3.8		%
Non-interest income			34,222						29,390									16.4
Operating revenue			134,255						125,751									6.8
Non-interest expense			61,752						55,720									(10.8)
Pre-tax, pre-provision net revenue			$	72,503					$	70,031								3.5		%
			March 31,												Percent
(In thousands)			2026						2025						Increase
Number of accounts			3,616						3,482									3.8		%
Deposits			$	10,733,013					$	10,245,003								4.8
Linked investment accounts (off-balance sheet)			6,460,633						5,108,311									26.5
Total footings			$	17,193,646					$	15,353,314								12.0

Pre-tax, pre-provision net revenue increased $2.5 million, to $72.5 million, in the quarter as compared to a year ago. Net interest income increased $3.7 million, to $100.0 million, primarily driven by higher deposit balances, partially offset by lower deposit spreads. Non-interest income increased $4.8 million, to $34.2 million, primarily driven by increased revenues from Ametros, higher interchange fees, and the acquisition of SecureSave. Non-interest expense increased $6.0 million, to $61.8 million, also primarily driven by the acquisition of SecureSave, as well as higher compensation and benefits costs, marketing costs, and other expenses.

6

Consumer Banking

Webster’s Consumer Banking segment delivers customized financial solutions to individuals, families, and small to mid-sized businesses through its experienced relationship managers and wealth advisors across 195 banking centers located throughout the Northeast. Consumer Banking offers a full suite of deposit, lending, treasury management, and wealth management solutions. Consumer Banking also provides a fully digital banking experience through its mobile banking app and BrioDirect. At March 31, 2026, Consumer Banking had $12.9 billion in loans and $27.4 billion in deposits, as well as $7.4 billion in AUA.

Consumer Banking Operating Results:

															Percent
			Three months ended March 31,												Favorable/
(In thousands)			2026						2025						(Unfavorable)
Net interest income			$	208,323					$	202,064								3.1		%
Non-interest income			23,189						26,204									(11.5)
Operating revenue			231,512						228,268									1.4
Non-interest expense			126,267						122,656									(2.9)
Pre-tax, pre-provision net revenue			$	105,245					$	105,612								(0.3)		%
															Percent
			March 31,												Increase/
(In thousands)			2026						2025						(Decrease)
Loans			$	12,854,090					$	12,266,777								4.8		%
Deposits			27,444,754						27,797,351									(1.3)
AUA (off-balance sheet)			7,360,092						7,433,931									(1.0)

Pre-tax, pre-provision net revenue decreased $0.4 million, to $105.2 million, in the quarter as compared to a year ago. Net interest income increased $6.2 million, to $208.3 million, primarily driven by higher average loan balances and a higher interest rate spread on loans, partially offset by lower average deposit balances and a lower interest rate spread on deposits. Non-interest income decreased $3.0 million, to $23.2 million, primarily driven by lower investment services income and non-recurring gains from investment portfolio sales a year ago. Non-interest expense increased $3.6 million, to $126.3 million, primarily driven by higher compensation and benefits costs and operational support costs, partially offset by decreased investments in technology and lower occupancy and equipment costs.

7

***

Webster Financial Corporation (“Webster”) (NYSE:WBS) is the holding company for Webster Bank, N.A. (“Webster Bank”). Headquartered in Stamford, CT, Webster is a values-driven organization with approximately $86 billion in total consolidated assets. Webster Bank is a commercial bank that provides a wide range of financial products and services to businesses, individuals, and families across three differentiated lines of business: Commercial Banking, Healthcare Financial Services, and Consumer Banking. While its core footprint spans the Northeast from the New York metropolitan area to Rhode Island and Massachusetts, certain businesses operate in extended geographies. Webster Bank is a member of the FDIC and an equal housing lender. For more information about Webster, including past press releases and the latest annual report, visit the Webster website at www.websterbank.com.

Media Contact

Alice Ferreira, 203-578-2610

acferreira@websterbank.com

Investor Contact

Emlen Harmon, 212-309-7646

eharmon@websterbank.com

8

Forward-Looking Statements

This press release contains statements that constitute “forward-looking statements” within the meaning of, and subject to the protections of, the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as “achieve,” “anticipate,” “assume,” “believe,” “could,” “deliver,” “drive,” “enhance,” “estimate,” “expect,” “focus,” “future,” “goal,” “grow,” “guidance,” “intend,” “may,” “might,” “plan,” “position,” “potential,” “predict,” “project,” “opportunity,” “outlook,” “should,” “strategy,” “target,” “trajectory,” “trend,” “will,” “would,” and other similar words and expressions or the negative of such terms or other comparable terminology. Examples of forward-looking statements include, but are not limited to: statements about Webster’s business strategy, goals, and objectives; outlook for future growth; and future common stock dividends, common stock repurchases, and other uses of capital. Forward-looking statements are based on Webster’s current expectations and assumptions regarding its business, the economy, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict, and in many cases, are beyond Webster’s control. Webster’s actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Factors that could cause Webster’s actual results to differ from those discussed in any forward-looking statements include, but are not limited to: risks related to the proposed Transaction with Banco Santander including, among others, (1) the risk that the cost savings, synergies, and other benefits from the acquisition may not be fully realized or may take longer than anticipated to be realized, including as a result of changes in, or problems arising from, general economic and market conditions, interest and exchange rates, monetary policy, laws and regulations and their enforcement, and the degree of competition in the geographic and business areas in which Webster and Banco Santander operate; (2) the failure of the closing conditions in the Transaction Agreement by and among Webster, Banco Santander, and a wholly owned subsidiary of Webster providing for the Transaction to be satisfied, or any unexpected delay in closing the Transaction or the occurrence of any event, change, or other circumstances that could delay the Transaction or could give rise to the termination of the Transaction Agreement; (3) the outcome of any legal or regulatory proceedings or governmental inquiries or investigations that may be currently pending or later instituted against us, Banco Santander, or the combined company; (4) the possibility that the Transaction does not close when expected, or at all, because required regulatory, stockholder, or other approvals and other conditions to closing are not received or satisfied on a timely basis, or at all (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the proposed Transaction); (5) disruption to the parties’ businesses as a result of the announcement and pendency of the Transaction; (6) the costs associated with the anticipated length of time of the pendency of the Transaction, including the restrictions contained in the definitive Transaction Agreement on the ability of the Company to operate its business outside the ordinary course during the pendency of the Transaction; (7) risks related to management and oversight of the expanded business and operations of the combined company following the closing of the proposed Transaction; (8) the risk that the integration of our operations with Banco Santander’s will be materially delayed, or will be more costly or difficult than expected, or that the parties are otherwise unable to successfully integrate each party’s businesses into the other’s businesses; (9) the possibility that the Transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; (10) reputational risk and potential adverse reactions of Webster’s or Banco Santander’s customers, employees, vendors, contractors, or other business partners, including those resulting from the announcement or completion of the Transaction; (11) the dilution caused by Banco Santander’s issuance of additional Banco Santander ordinary shares and corresponding American Depository Receipts in connection with the Transaction; (12) the possibility that any announcements relating to the Transaction could have adverse effects on the market price of Webster’s common stock, Banco Santander ordinary shares, and corresponding American Depository Receipts; (13) a material adverse change in Webster’s condition or Banco Santander’s condition; (14) the extent to which our or Banco Santander’s businesses perform consistent with management’s expectations; (15) Webster’s and Banco Santander’s ability to take advantage of growth opportunities and implement targeted initiatives in the timeframe and on the terms currently expected; (16) the possibility that the combined company is subject to additional regulatory requirements as a result of the proposed Transaction of expansion of the combined company’s business operations following the proposed Transaction; Webster’s ability to successfully execute its business plan and strategic initiatives, and manage any risks or uncertainties; continued regulatory changes or other risk mitigation efforts taken by government agencies in response to the risk to safety and soundness in the banking industry; volatility in Webster’s stock price due to investor sentiment and perception of the banking industry; local, regional, national, and international economic conditions or macroeconomic instability (including any economic slowdown or recession, inflation, monetary fluctuation, tariff increases, interest rate changes, credit loss trends, unemployment, changes in housing or securities markets, or other factors) and the impact of the same on Webster or its customers; volatility, disruption, or

9

uncertainty in national and international financial and commodity markets, including as a result of tensions, violent confrontations, and other geopolitical developments; the impact of unrealized losses in Webster’s financial instruments, including in Webster’s available-for-sale securities portfolio and held-to-maturity securities portfolio; changes in laws and regulations, or existing laws and regulations that Webster becomes subject to, including those concerning banking, taxes, dividends, securities, insurance, cybersecurity, and healthcare administration, with which Webster must comply; adverse conditions in the securities markets that could lead to impairment in the value of Webster’s securities portfolio; possible changes in governmental monetary and fiscal policies, or any leadership changes of those determining such policies, including, but not limited to, Federal Reserve policies in connection with continued inflationary pressures; the effects of any restructurings, staff reductions, or other disruptions in the U.S. federal government or in agencies regulating or otherwise impacting Webster’s business; the direct or indirect impact of any new regulatory, policy, or enforcement developments resulting from the policies or actions of the current U.S. presidential administration, including trade deals, changes in tariffs and other protectionist trade policies, any reciprocal and/or retaliatory tariffs by foreign countries, and any uncertainties related thereto; the timely development and acceptance of any new products and services, and the perceived value of those products and services by customers; changes in deposit flows, consumer spending, borrowings, and savings habits; Webster’s ability to implement new technologies and maintain secure and reliable information and technology systems; the effects, including reputational damage, of any cybersecurity threats, attacks or disruptions, fraudulent activity, or other data breaches or security events, including those involving Webster’s third-party vendors and service providers; issues with the performance of Webster’s counterparties and third-party vendors; Webster’s ability to increase market share and control expenses; changes in the competitive environment among banks, financial holding companies, and other traditional and non-traditional financial service providers; Webster’s ability to maintain adequate sources of funding and liquidity; possible downgrades in Webster’s credit ratings; limitations on Webster’s ability to receive dividends from its subsidiaries; Webster’s ability to attract, develop, motivate, and retain skilled employees; changes in loan demand or real estate values; changes in the mix of loan geographies, sectors, or types and the level of non-performing assets, charge-offs, and delinquencies; changes in Webster’s estimates of current expected credit losses based upon periodic review under relevant regulatory and accounting requirements; the effect of changes in accounting policies and practices applicable to Webster, including impacts of recently adopted accounting guidance; legal and regulatory developments, including due to judicial decisions, the initiation or resolution of legal proceedings or regulatory or other governmental inquiries, the results of regulatory examinations or reviews, disruptions at regulatory agencies, government funding or other issues; Webster’s ability to navigate differing environmental, social, governmental, and sustainability concerns among federal and state governmental administrations and judicial decisions, Webster’s stakeholders, and other activists that may arise from Webster’s business activities; Webster’s ability to assess and monitor the effect of evolving uses of artificial intelligence on its business and operations; the occurrence of natural disasters, severe weather events, and public health crises, and any governmental or societal responses thereto; the impact of any of the foregoing on the business or credit quality of Webster’s customers; and the other factors that are described in Webster’s Annual Report on Form 10-K for the year ended December 31, 2025, as amended, and subsequent filings with the U.S. Securities and Exchange Commission. Any forward-looking statement made by Webster in this release speaks only as of the date on which it is made. Factors or events that could cause Webster’s actual results to differ may emerge from time to time, and it is not possible for Webster to predict all of them. Webster undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

10

Non-GAAP Financial Measures

In addition to results presented in accordance with GAAP, this press release contains certain non-GAAP financial measures, including the efficiency ratio, the return on average tangible common stockholders’ equity, the tangible equity ratio, the tangible common equity ratio, tangible book value per common share, core deposits, adjusted return on average assets, adjusted return on average tangible common stockholders’ equity, adjusted return on average common stockholders’ equity, adjusted pre-tax net income, adjusted net income applicable to common stockholders, and adjusted diluted earnings per share (“EPS”). A reconciliation of each non-GAAP financial measure to the most comparable GAAP financial measure is included in the accompanying selected financial highlights table.

Webster believes that certain non-GAAP financial measures provide investors with information useful in understanding its financial position, results of operations, the strength of its capital position, and overall business performance. These non-GAAP financial measures are used by Webster for performance measurement purposes, as well as for internal planning and forecasting, and by securities analysts, investors, and other interested parties to assess peer company operating performance. Webster believes that this presentation, together with the accompanying reconciliations, provides investors with a more complete understanding of the factors and trends affecting its business and allows investors to view its performance in a manner similar to management.

The efficiency ratio represents the costs expended to generate a dollar of revenue and is calculated excluding certain non-operational items and certain non-recurring transactions or events. The return on average tangible common stockholders’ equity is calculated using net income less preferred stock dividends, adjusted for the tax-effected amortization of intangible assets, as a percentage of average stockholders’ equity less average preferred stock and average goodwill and other intangible assets. The tangible equity ratio represents stockholders’ equity less goodwill and other intangible assets (“tangible stockholders’ equity”) divided by total assets less goodwill and other intangible assets (“tangible assets”). The tangible common equity ratio represents stockholders’ equity less preferred stock and goodwill and other intangible assets (“tangible common stockholders’ equity”) divided by tangible assets. Tangible book value per common share represents tangible common stockholders’ equity divided by the number of common shares outstanding at the end of the reporting period. Core deposits reflect total deposits less certificates of deposit and brokered certificates of deposit. The adjusted return on average assets, adjusted return on average tangible common stockholders’ equity, adjusted return on average common stockholders’ equity, adjusted pre-tax net income, adjusted net income applicable to common stockholders, and adjusted diluted EPS are calculated excluding certain non-recurring transactions or events, which have been tax-effected, as applicable.

These non-GAAP financial measures should not be considered a substitute for GAAP-basis financial measures. Because non-GAAP financial measures are not standardized, it may not be possible to compare these with other companies that present financial measures having the same or similar names. Webster strongly encourages investors to review its consolidated financial statements in their entirety and to not rely on any single financial measure.

Refer the tables beginning on page 20 for Non-GAAP to GAAP reconciliations.

NO OFFER OR SOLICITATION

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the “Securities Act”). By making this communication available, no advice or recommendation is being given to buy, sell or otherwise deal in any securities or investments whatsoever.

ADDITIONAL INFORMATION ABOUT THE TRANSACTION AND WHERE TO FIND IT

Banco Santander filed a registration statement on Form F-4 (File No. 333-294235) with the Securities and Exchange Commission (“SEC”) on March 12, 2026, and an amendment on April 20, 2026, to register the ordinary shares of Banco Santander underlying the Banco Santander American Depository Shares that will be issued to Webster stockholders in connection with the proposed Transaction. The registration statement includes a proxy statement of Webster that also constitutes a prospectus of Banco Santander. The registration statement was declared effective on

11

April 22, 2026. Banco Santander filed a prospectus on April 23, 2026, and Webster filed a definitive proxy statement on April 23, 2026. Webster commenced mailing of the definitive proxy statement/prospectus to Webster’s stockholders on or about April 24, 2026.

INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM F-4 AND THE PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT ON FORM F-4, AS WELL AS ANY OTHER RELEVANT DOCUMENTS THAT HAVE BEEN OR WILL BE FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE REGISTRATION STATEMENT ON FORM F-4 AND THE PROXY STATEMENT/PROSPECTUS AND ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION REGARDING WEBSTER, BANCO SANTANDER, THE TRANSACTION AND RELATED MATTERS.

Investors and security holders may obtain free copies of these documents and other documents filed with the SEC by Webster or Banco Santander through the website maintained by the SEC at https://www.sec.gov or by contacting the investor relations department of Webster or Banco Santander at:

Webster Financial Corporation						Banco Santander, S.A.
200 Elm Street						Ciudad Grupo Santander
Stamford, Connecticut 06902 Attention: Investor Relations eharmon@websterbank.com						28660 Boadilla del Monte Spain Attention: Investor Relations investor@gruposantander.com
(212) 309-7646						+34 912899239

PARTICIPANTS IN THE SOLICITATION

Webster, Banco Santander and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of Webster in connection with the Transaction under the rules of the SEC. Information regarding the directors and executive officers of Webster and Banco Santander is set forth in (i) Webster’s Amendment to No. 1 to its Annual Report on Form 10-K for the year ending December 31, 2025, including under the headings entitled “Director Independence”, “Non-Employee Director Compensation and Stock Ownership Guidelines”, “Compensation and Human Resources Committee Interlocks and Insider Participation”, “Executive Compensation”, “2025 Pay Versus Performance” and “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters”, which was filed with the SEC on April 24, 2026 and is available at https://www.sec.gov/ix?doc=/Archives/edgar/data/0000801337/000080133726000011/wbs-20251231.htm, and (ii) Banco Santander’s Annual Report on Form 20-F for the year ending December 31, 2025, including under the headings entitled “Directors and Senior Management”, “Compensation”, “Share Ownership” and “Majority Shareholders and Related Party Transactions”, which was filed with the SEC on February 27, 2026 and is available at https://www.sec.gov/Archives/edgar/data/san-20251231.htm/000089147826000030/0000891478-26-000030-index.html. To the extent holdings of each of Webster’s or Banco Santander’s securities by its directors or executive officers have changed since the amounts set forth in Webster’s definitive proxy statement for its 2025 Annual Meeting of Stockholders and in Banco Santander’s Annual Report on Form 20-F for the year ending December 31, 2025, such changes have been or will be reflected on Webster’s Statements of Change in Ownership on Form 4 filed with the SEC. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, are contained in the definitive proxy statement/prospectus of Webster and Banco Santander and other relevant materials filed with the SEC, as well as any amendments or supplements to those documents that have been or will be filed with the SEC. You may obtain free copies of these documents through the website maintained by the SEC at https://www.sec.gov.

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WEBSTER FINANCIAL CORPORATION Selected Financial Highlights
			Three Months Ended
(In thousands, except per share and ratio data)			March 31, 2026						December 31, 2025						September 30, 2025						June 30, 2025						March 31, 2025
Income and performance ratios:
Net income			$	246,231					$	255,820					$	261,217					$	258,848					$	226,917
Net income applicable to common stockholders			239,274						248,701						254,051						251,695						220,367
Earnings per common share - diluted			1.50						1.55						1.54						1.52						1.30
Return on average assets (annualized)			1.16		%				1.23		%				1.27		%				1.29		%				1.15		%
Return on average tangible common stockholders' equity (annualized) (1)			16.18						17.10						17.64						17.96						15.93
Return on average common stockholders’ equity (annualized)			10.35						10.91						11.23						11.31						9.94
Non-interest income as a percentage of total revenue (2)			13.79						15.19						13.77						13.22						13.14
Asset quality:
Allowance for credit losses on loans and leases			$	733,434					$	719,411					$	727,897					$	722,046					$	713,321
Non-performing assets			524,418						502,156						545,327						537,050						564,708
Allowance for credit losses on loans and leases / total loans and leases			1.28		%				1.27		%				1.32		%				1.35		%				1.34		%
Net charge-offs / average loans and leases (annualized)			0.29						0.35						0.28						0.27						0.42
Non-performing loans and leases / total loans and leases			0.91						0.88						0.99						1.00						1.06
Non-performing assets / total loans and leases plus other real estate owned and repossessed assets			0.92						0.89						0.99						1.00						1.06
Allowance for credit losses on loans and leases / non-performing loans and leases			140.36						143.69						133.82						135.08						126.39
Other ratios:
Tangible equity (1)			7.74		%				7.77		%				7.86		%				7.82		%				7.80		%
Tangible common equity (1)			7.39						7.42						7.50						7.46						7.43
Tier 1 Risk-Based Capital (3)			11.91						11.69						11.89						11.86						11.76
Total Risk-Based Capital (3)			13.89						13.67						14.68						14.05						13.96
Common equity tier 1 Risk-Based Capital (3)			11.42						11.20						11.39						11.35						11.25
Stockholders’ equity / total assets			11.19						11.29						11.37						11.40						11.47
Net interest margin			3.36						3.35						3.40						3.44						3.48
Efficiency ratio (1)			46.83						46.95						45.79						45.40						45.79
Equity and share related:
Common stockholders’ equity			$	9,289,670					$	9,208,257					$	9,178,698					$	9,053,638					$	8,920,175
Book value per common share			57.33						57.12						55.69						54.19						52.91
Tangible book value per common share (1)			37.59						37.20						36.42						35.13						33.97
Common stock closing price			69.42						62.94						59.44						54.60						51.55
Dividends and equivalents declared per common share			0.40						0.40						0.40						0.40						0.40
Common shares outstanding			162,049						161,216						164,817						167,083						168,594
Weighted-average common shares outstanding - basic			159,534						160,261						164,138						165,884						169,182
Weighted-average common shares - diluted			159,850						160,597						164,456						166,131						169,544

(1)See “Non-GAAP to GAAP Reconciliations” section beginning on page 20.

(2)Total revenue reflects the sum of Net interest income and Non-interest income.

(3)Presented as preliminary for March 31, 2026, and actual for the remaining periods.

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WEBSTER FINANCIAL CORPORATION Consolidated Balance Sheets
(In thousands)			March 31, 2026						December 31, 2025						March 31, 2025
Assets:
Cash and due from banks			$	353,234					$	370,748					$	421,124
Interest-bearing deposits			2,506,930						2,078,777						2,091,152
Investment securities:
Available-for-sale			10,581,263						10,009,500						9,360,097
Held-to-maturity, net			7,838,979						7,969,575						8,297,927
Total investment securities, net			18,420,242						17,979,075						17,658,024
Loans held for sale			14,478						14,886						63,849
Loans and leases:
Commercial			23,288,371						22,895,350						20,880,826
Commercial real estate			22,569,080						22,334,846						21,383,144
Residential mortgages			9,600,026						9,599,577						9,123,000
Consumer			1,791,065						1,767,337						1,669,253
Total loans and leases			57,248,542						56,597,110						53,056,223
Allowance for credit losses on loans and leases			(733,434)						(719,411)						(713,321)
Total loans and leases, net			56,515,108						55,877,699						52,342,902
Federal Home Loan Bank and Federal Reserve Bank stock			431,395						356,411						350,702
Deferred tax assets, net			186,604						195,740						249,395
Premises and equipment, net			428,182						432,035						422,425
Goodwill and other intangible assets, net			3,197,981						3,210,756						3,193,132
Cash surrender value of life insurance policies			1,292,770						1,271,457						1,255,074
Accrued interest receivable and other assets			2,237,664						2,286,079						2,231,971
Total assets			$	85,584,588					$	84,073,663					$	80,279,750
Liabilities and Stockholders’ Equity:
Deposits:
Demand			$	9,847,077					$	10,082,854					$	10,139,131
Interest-bearing checking			11,932,682						10,760,496						9,741,569
Health savings accounts			9,446,895						9,184,452						9,180,889
Money market			24,332,087						23,196,747						21,517,733
Savings			6,841,135						6,964,946						7,473,515
Certificates of deposit			5,848,150						6,078,549						6,036,144
Brokered certificates of deposit			791,690						2,491,769						1,486,248
Total deposits			69,039,716						68,759,813						65,575,229
Securities sold under agreements to repurchase			69,756						596,738						83,395
Federal Home Loan Bank advances			4,810,619						2,980,718						2,910,011
Long-term debt			738,312						739,454						907,410
Accrued expenses and other liabilities			1,352,536						1,504,704						1,599,551
Total liabilities			76,010,939						74,581,427						71,075,596
Preferred stock			283,979						283,979						283,979
Common stockholders’ equity			9,289,670						9,208,257						8,920,175
Total stockholders’ equity			9,573,649						9,492,236						9,204,154
Total liabilities and stockholders’ equity			$	85,584,588					$	84,073,663					$	80,279,750

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WEBSTER FINANCIAL CORPORATION Consolidated Statements of Income
						Three Months Ended March 31,
(In thousands, except per share data)						2026						2025
Interest Income:
Interest and fees on loans and leases						$	776,610					$	755,117
Interest on investment securities						193,100						194,469
Loans held for sale						18						15
Other interest and dividends						24,551						23,886
Total interest income						994,279						973,487
Interest Expense:
Deposits						316,624						326,383
Borrowings						43,252						34,912
Total interest expense						359,876						361,295
Net interest income						634,403						612,192
Provision for credit losses						54,000						77,500
Net interest income after provision for credit losses						580,403						534,692
Non-interest Income:
Deposit service fees						41,515						38,895
Loan and lease related fees						15,414						17,621
Wealth and investment services						7,209						7,789
Cash surrender value of life insurance policies						8,644						7,992
Gain on sale of investment securities, net						—						220
Other income						28,681						20,089
Total non-interest income						101,463						92,606
Non-interest Expense:
Compensation and benefits						222,906						198,645
Occupancy						19,486						19,717
Technology and equipment						49,631						47,719
Intangible assets amortization						9,186						9,237
Marketing						4,699						4,027
Professional and outside services						22,542						17,226
Deposit insurance						16,300						16,345
Other expense						34,359						30,728
Total non-interest expense						379,109						343,644
Income before income taxes						302,757						283,654
Income tax expense						56,526						56,737
Net income						246,231						226,917
Preferred stock dividends						(4,163)						(4,163)
Income allocated to participating securities						(2,794)						(2,387)
Net income applicable to common stockholders						$	239,274					$	220,367
Weighted-average common shares outstanding - basic						159,534						169,182
Weighted-average common shares - diluted						159,850						169,544
Earnings per Common Share:
Basic						$	1.50					$	1.30
Diluted						1.50						1.30

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WEBSTER FINANCIAL CORPORATION Five Quarter Consolidated Statements of Income
			Three Months Ended
(In thousands, except per share data)			March 31, 2026						December 31, 2025						September 30, 2025						June 30, 2025						March 31, 2025
Interest Income:
Interest and fees on loans and leases			$	776,610					$	793,570					$	794,668					$	775,203					$	755,117
Interest on investment securities			193,100						200,024						201,321						197,766						194,469
Loans held for sale			18						205						3,988						7						15
Other interest and dividends			24,551						25,333						28,325						27,611						23,886
Total interest income			994,279						1,019,132						1,028,302						1,000,587						973,487
Interest Expense:
Deposits			316,624						344,078						355,504						339,738						326,383
Borrowings			43,252						42,201						41,131						39,667						34,912
Total interest expense			359,876						386,279						396,635						379,405						361,295
Net interest income			634,403						632,853						631,667						621,182						612,192
Provision for credit losses			54,000						42,000						44,000						46,500						77,500
Net interest income after provision for credit losses			580,403						590,853						587,667						574,682						534,692
Non-interest Income:
Deposit service fees			41,515						38,486						39,576						40,934						38,895
Loan and lease related fees			15,414						19,010						16,404						17,657						17,621
Wealth and investment services			7,209						7,775						7,640						7,779						7,789
Cash surrender value of life insurance policies			8,644						8,520						7,535						9,172						7,992
Gain on sale of investment securities, net			—						—						—						—						220
Other income			28,681						39,559						29,751						19,115						20,089
Total non-interest income			101,463						113,350						100,906						94,657						92,606
Non-interest Expense:
Compensation and benefits			222,906						214,137						209,036						199,930						198,645
Occupancy			19,486						19,359						19,003						19,337						19,717
Technology and equipment			49,631						49,443						47,520						45,932						47,719
Intangible assets amortization			9,186						9,008						8,966						9,093						9,237
Marketing			4,699						6,827						4,953						5,171						4,027
Professional and outside services			22,542						21,767						17,815						18,394						17,226
Deposit insurance			16,300						3,979						15,621						15,061						16,345
Other expense			34,359						58,717						33,755						32,796						30,728
Total non-interest expense			379,109						383,237						356,669						345,714						343,644
Income before income taxes			302,757						320,966						331,904						323,625						283,654
Income tax expense			56,526						65,146						70,687						64,777						56,737
Net income			246,231						255,820						261,217						258,848						226,917
Preferred stock dividends			(4,163)						(4,163)						(4,162)						(4,162)						(4,163)
Income allocated to participating securities			(2,794)						(2,956)						(3,004)						(2,991)						(2,387)
Net income applicable to common stockholders			$	239,274					$	248,701					$	254,051					$	251,695					$	220,367
Weighted-average common shares outstanding - basic			159,534						160,261						164,138						165,884						169,182
Weighted-average common shares - diluted			159,850						160,597						164,456						166,131						169,544
Earnings per Common Share:
Basic			$	1.50					$	1.55					$	1.55					$	1.52					$	1.30
Diluted			1.50						1.55						1.54						1.52						1.30

16

WEBSTER FINANCIAL CORPORATION Consolidated Average Balances, Interest, Average Yields/Rates, and Net Interest Margin on a Fully Tax-equivalent Basis
			Three Months Ended March 31,
									2026																		2025
(Dollars in thousands)			Average Balance						Interest Income/Expense						Average Yield/Rate						Average Balance						Interest Income/Expense						Average Yield/Rate
Assets:
Interest-earning assets:
Loans and leases			$	57,106,092					$	789,336					5.53		%				$	52,568,406					$	766,388					5.84		%
Investment securities			18,626,911						195,731						4.20						18,113,958						196,809						4.35
Federal Home Loan and Federal Reserve Bank stock			381,312						4,498						4.78						323,982						3,954						4.95
Interest-bearing deposits			2,206,596						20,053						3.64						1,819,496						19,932						4.38
Loans held for sale			14,100						18						0.50						28,732						15						0.21
Total interest-earning assets			78,335,011						$	1,009,636					5.16		%				72,854,574						$	987,098					5.42		%
Non-interest-earning assets			6,761,702																		6,410,395
Total assets			$	85,096,713																	$	79,264,969
Liabilities and Stockholders’ Equity:
Interest-bearing liabilities:
Demand			$	10,120,435					$	—					—		%				$	10,280,570					$	—					—		%
Interest-bearing checking			11,288,211						45,269						1.63						9,709,820						40,899						1.71
Health savings accounts			9,562,306						3,946						0.17						9,307,517						3,560						0.16
Money market			23,968,546						181,059						3.06						21,114,901						183,107						3.52
Savings			6,847,778						23,719						1.40						7,104,607						28,143						1.61
Certificates of deposit			5,892,336						44,968						3.10						6,047,194						54,942						3.68
Brokered certificates of deposit			1,836,424						17,663						3.90						1,402,350						15,732						4.55
Total deposits			69,516,036						316,624						1.85						64,966,959						326,383						2.04
Securities sold under agreements to repurchase			179,787						1,062						2.36						244,560						1,676						2.74
Federal Home Loan Bank advances			3,535,915						33,860						3.83						2,112,301						23,589						4.47
Long-term debt			722,150						8,330						4.61						886,235						9,647						4.35
Total borrowings			4,437,852						43,252						3.90						3,243,096						34,912						4.31
Total deposits and interest-bearing liabilities			73,953,888						$	359,876					1.97		%				68,210,055						$	361,295					2.15		%
Non-interest-bearing liabilities			1,504,587																		1,809,884
Total liabilities			75,458,475																		70,019,939
Preferred stock			283,979																		283,979
Common stockholders’ equity			9,354,259																		8,961,051
Total stockholders’ equity			9,638,238																		9,245,030
Total liabilities and stockholders’ equity			$	85,096,713																	$	79,264,969
Tax-equivalent net interest income									649,760																		625,803
Less: Tax-equivalent adjustments									(15,357)																		(13,611)
Net interest income									$	634,403																	$	612,192
Net interest margin															3.36		%																3.48		%

17

WEBSTER FINANCIAL CORPORATION Five Quarter Loans and Leases
(In thousands)			March 31, 2026						December 31, 2025						September 30, 2025						June 30, 2025						March 31, 2025
Loans and leases (actual):
Commercial non-mortgage			$	22,169,383					$	21,664,119					$	20,654,331					$	19,943,097					$	19,495,784
Asset-based lending			1,118,988						1,231,231						1,258,478						1,350,006						1,385,042
Commercial real estate			22,569,080						22,334,846						21,911,298						21,358,775						21,383,144
Residential mortgages			9,600,026						9,599,577						9,509,142						9,332,413						9,123,000
Consumer			1,791,065						1,767,337						1,718,832						1,687,668						1,669,253
Total loans and leases			57,248,542						56,597,110						55,052,081						53,671,959						53,056,223
Allowance for credit losses on loans and leases			(733,434)						(719,411)						(727,897)						(722,046)						(713,321)
Total loans and leases, net			$	56,515,108					$	55,877,699					$	54,324,184					$	52,949,913					$	52,342,902
Loans and leases (average):
Commercial non-mortgage			$	21,947,141					$	21,244,671					$	20,451,639					$	19,703,434					$	19,167,596
Asset-based lending			1,171,324						1,259,776						1,289,208						1,360,288						1,409,177
Commercial real estate			22,571,488						22,082,606						21,508,546						21,302,161						21,338,147
Residential mortgages			9,634,148						9,584,853						9,416,499						9,228,988						8,985,033
Consumer			1,781,991						1,751,232						1,707,068						1,683,026						1,668,453
Total loans and leases			$	57,106,092					$	55,923,138					$	54,372,960					$	53,277,897					$	52,568,406

18

WEBSTER FINANCIAL CORPORATION Five Quarter Non-performing Assets and Past Due Loans and Leases
(In thousands)			March 31, 2026						December 31, 2025						September 30, 2025						June 30, 2025						March 31, 2025
Non-performing loans and leases:
Commercial non-mortgage			$	193,936					$	174,073					$	223,398					$	231,458					$	279,831
Asset-based lending			60,471						66,911						58,797						44,405						42,207
Commercial real estate			231,353						224,623						227,118						224,554						207,402
Residential mortgages			20,127						17,889						16,843						15,748						15,715
Consumer			16,662						17,188						17,772						18,357						19,243
Total non-performing loans and leases			$	522,549					$	500,684					$	543,928					$	534,522					$	564,398
Other real estate owned and repossessed assets:
Commercial non-mortgage			$	1,284					$	1,082					$	1,399					$	2,528					$	310
Residential mortgages			195						—						—						—						—
Consumer			390						390						—						—						—
Total other real estate owned and repossessed assets			$	1,869					$	1,472					$	1,399					$	2,528					$	310
Total non-performing assets			$	524,418					$	502,156					$	545,327					$	537,050					$	564,708

Past due 30-89 days:
Commercial non-mortgage			$	26,812					$	16,428					$	10,934					$	16,338					$	27,304
Commercial real estate			89,105						24,962						27,812						16,241						33,030
Residential mortgages			21,790						15,194						17,000						12,664						16,406
Consumer			11,122						9,902						8,730						9,516						9,906
Total past due 30-89 days			$	148,829					$	66,486					$	64,476					$	54,759					$	86,646
Past due 90 days or more and accruing			9						—						1,152						—						507
Total past due loans and leases			$	148,838					$	66,486					$	65,628					$	54,759					$	87,153

Five Quarter Change in the Allowance for Credit Losses on Loans and Leases
			Three Months Ended
(In thousands)			March 31, 2026						December 31, 2025						September 30, 2025						June 30, 2025						March 31, 2025
ACL on loans and leases, beginning balance			$	719,411					$	727,897					$	722,046					$	713,321					$	689,566
Provision			55,239						41,005						44,205						45,126						78,712
Charge-offs:
Commercial portfolio			40,225						48,492						37,914						39,792						55,566
Consumer portfolio			3,997						2,994						2,034						1,446						1,052
Total charge-offs			44,222						51,486						39,948						41,238						56,618
Recoveries:
Commercial portfolio			1,017						556						765						3,250						942
Consumer portfolio			1,989						1,439						829						1,587						719
Total recoveries			3,006						1,995						1,594						4,837						1,661
Total net charge-offs			41,216						49,491						38,354						36,401						54,957
ACL on loans and leases, ending balance			$	733,434					$	719,411					$	727,897					$	722,046					$	713,321
ACL on unfunded loan commitments			$	22,879					$	24,117					$	23,117					$	22,824					$	21,443

19

WEBSTER FINANCIAL CORPORATION Non-GAAP to GAAP Reconciliations
						Three Months Ended
(In thousands, except ratio data)						March 31, 2026						December 31, 2025						September 30, 2025						June 30, 2025						March 31, 2025
Efficiency ratio:
Non-interest expense						$	379,109					$	383,237					$	356,669					$	345,714					$	343,644
Less: Foreclosed property activity						43						(577)						1,535						541						517
Intangible assets amortization						9,186						9,008						8,966						9,093						9,237
Operating lease depreciation						—						—						3						9						16
Charitable contribution to the Webster Foundation						—						20,000						—						—						—
Asset disposal and contract termination costs						—						6,966						—						—						—
Acquisition-related expenses (1)						9,145						1,129						—						—						—
Strategic restructuring costs (2)						3,636						—						—						—						—
FDIC special assessment						(684)						(10,318)						—						—						—
Adjusted non-interest expense						$	357,783					$	357,029					$	346,165					$	336,071					$	333,874
Net interest income						$	634,403					$	632,853					$	631,667					$	621,182					$	612,192
Add: Tax-equivalent adjustment						15,357						14,903						14,258						13,870						13,611
Non-interest income						101,463						113,350						100,906						94,657						92,606
Other income (3)						12,828						9,142						9,234						10,528						11,032
Less: Operating lease depreciation						—						—						3						9						16
Gain on sale of investment securities, net						—						—						—						—						220
Gain on redemption of long-term debt						—						9,767						—						—						—
Adjusted income						$	764,051					$	760,481					$	756,062					$	740,228					$	729,205
Efficiency ratio						46.83%						46.95%						45.79%						45.40%						45.79%
Return on average tangible common stockholders’ equity:
Net income						$	246,231					$	255,820					$	261,217					$	258,848					$	226,917
Less: Preferred stock dividends						4,163						4,163						4,162						4,162						4,163
Add: Intangible assets amortization, tax-effected						6,676						6,565						6,534						6,627						6,732
Adjusted net income						$	248,744					$	258,222					$	263,589					$	261,313					$	229,486
Adjusted net income, annualized basis						$	994,976					$	1,032,888					$	1,054,356					$	1,045,252					$	917,944
Average stockholders’ equity						$	9,638,238					$	9,513,033					$	9,440,148					$	9,294,023					$	9,245,030
Less: Average preferred stock						283,979						283,979						283,979						283,979						283,979
Average goodwill and other intangible assets, net						3,203,998						3,190,386						3,180,111						3,188,946						3,198,123
Average tangible common stockholders’ equity						$	6,150,261					$	6,038,668					$	5,976,058					$	5,821,098					$	5,762,928
Return on average tangible common stockholders’ equity						16.18%						17.10%						17.64%						17.96%						15.93%

(1)Acquisition-related expenses reflect Transaction expenses for the three months ended March 31, 2026, and SecureSave acquisition expenses for the three months ended December 31, 2025.

(2)Strategic restructuring costs reflect severance charges.

(3)Other income reflects a tax-equivalent adjustment on income generated from low-income housing tax credit investments.

20

WEBSTER FINANCIAL CORPORATION Non-GAAP to GAAP Reconciliations
(In thousands, except ratio and per share data)						March 31, 2026						December 31, 2025						September 30, 2025						June 30, 2025						March 31, 2025
Tangible equity ratio:
Stockholders’ equity						$	9,573,649					$	9,492,236					$	9,462,677					$	9,337,617					$	9,204,154
Less: Goodwill and other intangible assets, net						3,197,981						3,210,756						3,175,747						3,184,039						3,193,132
Tangible stockholders’ equity						$	6,375,668					$	6,281,480					$	6,286,930					$	6,153,578					$	6,011,022
Total assets						$	85,584,588					$	84,073,663					$	83,192,652					$	81,914,270					$	80,279,750
Less: Goodwill and other intangible assets, net						3,197,981						3,210,756						3,175,747						3,184,039						3,193,132
Tangible assets						$	82,386,607					$	80,862,907					$	80,016,905					$	78,730,231					$	77,086,618
Tangible equity ratio						7.74%						7.77%						7.86%						7.82%						7.80%
Tangible common equity ratio:
Tangible stockholders’ equity						$	6,375,668					$	6,281,480					$	6,286,930					$	6,153,578					$	6,011,022
Less: Preferred stock						283,979						283,979						283,979						283,979						283,979
Tangible common stockholders’ equity						$	6,091,689					$	5,997,501					$	6,002,951					$	5,869,599					$	5,727,043
Tangible assets						$	82,386,607					$	80,862,907					$	80,016,905					$	78,730,231					$	77,086,618
Tangible common equity ratio						7.39%						7.42%						7.50%						7.46%						7.43%
Tangible book value per common share:
Tangible common stockholders’ equity						$	6,091,689					$	5,997,501					$	6,002,951					$	5,869,599					$	5,727,043
Common shares outstanding						162,049						161,216						164,817						167,083						168,594
Tangible book value per common share						$	37.59					$	37.20					$	36.42					$	35.13					$	33.97
Core deposits:
Total deposits						$	69,039,716					$	68,759,813					$	68,175,644					$	66,314,425					$	65,575,229
Less: Certificates of deposit						5,848,150						6,078,549						6,202,906						6,069,447						6,036,144
Brokered certificates of deposit						791,690						2,491,769						1,372,907						1,850,438						1,486,248
Core deposits						$	62,399,876					$	60,189,495					$	60,599,831					$	58,394,540					$	58,052,837

21

WEBSTER FINANCIAL CORPORATION Non-GAAP to GAAP Reconciliations
(In thousands)						Three Months Ended March 31, 2026
Adjusted return on average assets:
Net income						$	246,231
Add: Transaction expenses, tax-effected						8,768
Strategic restructuring costs, tax-effected (1)						2,643
FDIC special assessment, tax-effected						(497)
Adjusted net income						$	257,145
Adjusted net income, annualized basis						$	1,028,580
Average assets						$	85,096,713
Adjusted return on average assets						1.21		%
Adjusted return on average tangible common stockholders’ equity:
Net income						$	246,231
Less: Preferred stock dividends						4,163
Add: Intangible assets amortization, tax-effected						6,676
Transaction expenses, tax-effected						8,768
Strategic restructuring costs, tax-effected (1)						2,643
FDIC special assessment, tax-effected						(497)
Adjusted net income						$	259,658
Adjusted net income, annualized basis						$	1,038,632
Average stockholders’ equity						$	9,638,238
Less: Average preferred stock						283,979
Average goodwill and other intangible assets, net						3,203,998
Average tangible common stockholders’ equity						$	6,150,261
Adjusted return on average tangible common stockholders’ equity						16.89		%
Adjusted return on average common stockholders’ equity:
Average stockholders’ equity						$	9,638,238
Less: Average preferred stock						283,979
Average common stockholders’ equity						$	9,354,259
Net income						246,231
Less: Preferred stock dividends						4,163
Add: Transaction expenses, tax-effected						8,768
Strategic restructuring costs, tax-effected (1)						2,643
FDIC special assessment, tax-effected						(497)
Adjusted income						$	252,982
Adjusted income, annualized basis						$	1,011,928
Adjusted return on average common stockholders’ equity						10.82		%

GAAP to adjusted reconciliation:						Three Months Ended March 31, 2026
(In thousands, except per share data)						Pre-Tax Income						Income Applicable to Common Stockholders						Diluted EPS
Reported (GAAP)						$	302,757					$	239,274					$	1.50
Transaction expenses						9,145						8,768						0.05
Strategic restructuring costs (1)						3,636						2,643						0.02
FDIC special assessment						(684)						(497)						—
Adjusted (non-GAAP)						$	314,854					$	250,188					$	1.57

(1)Strategic restructuring costs reflect severance charges.

22

FAQ

How did Webster Financial (WBS) perform in Q1 2026?

Webster Financial delivered net income applicable to common stockholders of $239.3 million and diluted EPS of $1.50 in Q1 2026. Adjusted diluted EPS was $1.57, with total revenue of $735.9 million, reflecting solid profitability, stable net interest margin, and growth in loans and deposits.

What are the key profitability and margin metrics for Webster (WBS) in Q1 2026?

In Q1 2026, Webster reported a net interest margin of 3.36% and an efficiency ratio of 46.83%. Return on average assets was 1.16%, while return on average tangible common stockholders’ equity was 16.18%, highlighting strong core banking profitability and operating efficiency.

How strong are Webster Financial’s (WBS) capital ratios and book value?

Webster ended March 31, 2026 with a common equity tier 1 ratio of 11.42% and a tangible common equity ratio of 7.39%. Book value per common share was $57.33 and tangible book value per common share was $37.59, indicating a solid capital and equity position.

What is the status and consideration of the Banco Santander transaction for Webster (WBS) shareholders?

Under the transaction agreement, Webster stockholders will receive $48.75 in cash and 2.0548 Banco Santander ordinary shares, delivered as ADRs, for each Webster share. Closing is anticipated in the second half of 2026, subject to Webster stockholder and required regulatory approvals.

How did Webster’s asset quality and credit costs trend in Q1 2026?

The provision for credit losses was $54.0 million in Q1 2026, down from $77.5 million a year earlier. Net charge-offs were $41.2 million, or 0.29% of average loans and leases, while non-performing loans and leases were 0.91% of total, indicating generally stable credit quality.

Did Webster Financial (WBS) change its guidance or investor communications due to the Banco Santander deal?

Yes. In light of the proposed transaction with Banco Santander, Webster will no longer provide a forward-looking financial outlook and will not conduct an earnings conference call or webcast for this quarter, focusing instead on the merger process and integration planning.

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