Webster (NYSE: WBS) director cashes out in Santander merger
Rhea-AI Filing Summary
WEBSTER FINANCIAL CORP (WBS) director Frederick John Crawford reported a disposition to the issuer of 3,111 shares of common stock on August 20, 2026 in connection with a reincorporation merger involving Banco Santander, S.A. Each share of Webster common stock was exchanged for the right to receive from Banco Santander 2.0548 American Depositary Shares and $48.75 in cash, with any fractional shares paid in cash. Following this transaction, the reporting person no longer beneficially owns any Webster common stock.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 3,111 shares
Net Sell
1 txn
Insider
Crawford Frederick John
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock F1, F2 | 3,111 | $0.00 | $0.00 |
Holdings After Transaction:
Common Stock — 0 shares (Direct)
Footnotes (2)
- F1. Disposed of pursuant to the transaction agreement dated February 3, 2026 (the "Transaction Agreement"), by and among Banco Santander, S.A. ("Banco Santander"), Webster Financial Corporation ("Webster") and Webster Virginia Corporation ("Webster Virginia"). Pursuant to the terms of the Transaction Agreement, each share of Webster common stock issued and outstanding immediately prior to the effective time of the reincorporation merger between Webster and Webster Virginia was exchanged for the right to receive from Banco Santander 2.0548 Banco Santander American Depositary Shares and $48.75 in cash, without interest on August 20, 2026 (the "Closing Date"). The closing price of Webster common stock on the New York Stock Exchange on the last trading day prior to the Closing Date was $77.57. All fractional shares were paid in cash.
- F2. As a result of the transaction, the reporting person no longer beneficially owns, directly or indirectly, any shares of Webster's common stock.
Key Figures
Shares disposed: 3,111 shares of Common Stock
Cash consideration per share: $48.75 per share
ADS consideration per share: 2.0548 Banco Santander American Depositary Shares per share
+2 more
5 metrics
Shares disposed
3,111 shares of Common Stock
Disposition to issuer on August 20, 2026 by director Frederick John Crawford
Cash consideration per share
$48.75 per share
Cash component from Banco Santander for each Webster common share in the merger
ADS consideration per share
2.0548 Banco Santander American Depositary Shares per share
Equity component from Banco Santander for each Webster common share in the merger
WBS closing price pre-closing
$77.57 per share
Closing price on NYSE on the last trading day prior to August 20, 2026
Post-transaction holdings
0 shares of Webster common stock
Reporting person’s beneficial ownership after the merger-related disposition
Key Terms
reincorporation merger, American Depositary Shares, beneficially owns, disposition to issuer
4 terms
reincorporation merger regulatory
"the reincorporation merger between Webster and Webster Virginia was exchanged"
A reincorporation merger is a corporate action where a company creates or uses a new legal entity in a different jurisdiction and merges the old company into it, effectively changing its legal “home.” For investors it matters because the new legal address can alter taxes, shareholder rights, regulatory requirements and listing rules—think of it like a household moving to a new state where different laws and costs apply; the move can change paperwork, investor protections and potential long‑term value.
beneficially owns financial
"the reporting person no longer beneficially owns, directly or indirectly, any shares"
Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.
disposition to issuer financial
"transaction_code_description": "Disposition to issuer""
FAQ
What insider transaction did WBS report for Frederick John Crawford on this Form 4?
Frederick John Crawford reported a disposition to the issuer of 3,111 shares of Webster Financial Corp common stock on August 20, 2026, in connection with a reincorporation merger involving Banco Santander.
Does Frederick John Crawford still own WBS common stock after this transaction?
No. As disclosed, as a result of the transaction, the reporting person no longer beneficially owns, directly or indirectly, any shares of Webster Financial Corp common stock following the disposition on August 20, 2026.
What was the market price of WBS stock around the Banco Santander closing date?
The closing price of Webster Financial Corp common stock on the New York Stock Exchange on the last trading day prior to the August 20, 2026 closing date was $77.57 per share.
AI-generated analysis. How Rhea-AI works. Not financial advice.
