Stock award and tax-share disposals for Webster (NYSE: WBS)

Rhea-AI Filing Summary

Webster Financial’s Chief Credit Officer Jason A. Soto received a grant of 5,089 shares of common stock, then disposed of 3,053 shares in tax-withholding transactions tied to vesting performance and restricted shares. After these moves he held 32,591 shares directly, plus 1,775.134 shares through a 401(k) plan.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

SOTO JASON A.

(Last) (First) (Middle)

C/O WEBSTER FINANCIAL CORP

200 ELM STREET

(Street)

STAMFORD CT 06902

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WEBSTER FINANCIAL CORP [ WBS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Credit Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/02/2026		A		5,089(1)	A	$0	35,644	D
Common Stock	03/02/2026		F		1,756(2)	D	$72.13	33,888	D
Common Stock	03/02/2026		F		867(3)	D	$72.13	33,021	D
Common Stock	03/03/2026		F		430(4)	D	$71.4	32,591	D
Common Stock								1,775.134	I	401(k) Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the vesting of performance shares for the three-year period ending December 31, 2025, as approved by the Compensation and Human Resources Committee on January 28, 2026.

2. Represents the tax withholding upon the vesting of certain performance shares granted on March 1st, 2023.

3. Represents the tax withholding upon the vesting of certain time-based restricted shares granted on March 1, 2023 and March 1, 2024.

4. Represents the tax withholding upon the vesting of certain time-based restricted shares granted on March 3, 2025.

Remarks:

	/s/ Bradley Larkin, attorney-in-fact	03/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transactions did Webster Financial (WBS) report for Jason A. Soto?

Jason A. Soto received a grant of 5,089 Webster Financial common shares and disposed of 3,053 shares through tax-withholding transactions. The disposals related to the vesting of performance and time-based restricted shares previously granted under company compensation programs.

Was the Webster Financial (WBS) insider share disposal an open-market sale?

The reported disposals were tax-withholding transactions, not open-market sales. Shares were withheld to cover tax obligations upon vesting of performance shares and time-based restricted shares granted in prior years and in 2025 under equity compensation arrangements.

How many Webster Financial (WBS) shares does Jason A. Soto hold after these Form 4 transactions?

After the reported transactions, Jason A. Soto directly held 32,591 shares of Webster Financial common stock. He also had an additional 1,775.134 shares held indirectly through a 401(k) plan, reflecting his combined economic interest reported in the filing.

What is the nature of the 5,089-share award reported for Webster Financial (WBS)?

The 5,089-share award represents a grant or award acquisition of Webster Financial common stock. Footnotes state it reflects vesting of performance shares for a three-year period ending December 31, 2025, as approved by the company’s Compensation and Human Resources Committee.

At what prices were Webster Financial (WBS) shares used for tax withholding?

Tax-withholding disposals involved 430 shares at $71.40 per share and 2,623 shares at $72.13 per share. These transactions satisfied tax obligations when performance shares and time-based restricted shares vested under prior and recent equity grants.

What role does Jason A. Soto hold at Webster Financial (WBS)?

Jason A. Soto serves as Chief Credit Officer at Webster Financial. The Form 4 reflects equity compensation activity and related tax-withholding transactions associated with his executive role, including performance share vesting and time-based restricted share vesting over multi-year periods.