Webster (NYSE: WBS) director exits in Banco Santander cash-and-stock merger
Rhea-AI Filing Summary
WEBSTER FINANCIAL CORP (WBS) director Mark Pettie reported a disposition of 35,993 shares of Webster common stock on August 20, 2026. The shares were disposed of to Webster in connection with a reincorporation merger, under which each Webster share was exchanged for the right to receive from Banco Santander 2.0548 Banco Santander American Depositary Shares plus $48.75 in cash per share. Following this merger-related exchange, Pettie reports owning no Webster common shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 35,993 shares
Net Sell
1 txn
Insider
Pettie Mark
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock F1, F2 | 35,993 | $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: 35,993 shares of Common Stock
Cash component per Webster share: $48.75 per share
ADS component per Webster share: 2.0548 Banco Santander American Depositary Shares per share
+4 more
7 metrics
Shares disposed
35,993 shares of Common Stock
Disposition to issuer on August 20, 2026 by director Mark Pettie
Cash component per Webster share
$48.75 per share
Cash consideration from Banco Santander for each Webster common share in the merger
ADS component per Webster share
2.0548 Banco Santander American Depositary Shares per share
Equity consideration from Banco Santander for each Webster common share in the merger
Webster share price reference
$77.57 per share
Closing price on NYSE on the last trading day prior to the August 20, 2026 closing date
Post-transaction holdings
0 shares
Total Webster common stock beneficially owned by Mark Pettie after the merger transaction
Transaction agreement date
February 3, 2026
Date of Transaction Agreement among Banco Santander, Webster Financial Corporation and Webster Virginia Corporation
Closing date
August 20, 2026
Effective date when the merger consideration became payable to Webster shareholders
Key Terms
reincorporation merger, American Depositary Shares, beneficially owns, Disposition to issuer
4 terms
reincorporation merger regulatory
"effective time of the reincorporation merger between Webster and Webster Virginia"
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 regulatory
"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 director Mark Pettie report?
Mark Pettie reported a disposition of 35,993 shares of Webster Financial Corp common stock on August 20, 2026, classified as a Disposition to issuer in connection with a reincorporation merger involving Banco Santander and Webster Virginia Corporation.
What was the reference market price for WBS at the time of closing?
The closing price of Webster Financial Corp common stock on the New York Stock Exchange on the last trading day before the August 20, 2026 closing date was $77.57 per share, as stated in the transaction footnote.
AI-generated analysis. How Rhea-AI works. Not financial advice.
