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Webster (NYSE: WBS) president vests 41K shares, withholds stock for taxes

(Very High)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

WEBSTER FINANCIAL CORP executive Christopher J. Motl, President, Commercial Banking, reported equity compensation activity in company Common Stock on August 13, 2026. A total of 41,307 shares were acquired in connection with the vesting of certain performance shares that were accelerated under a Transaction Agreement dated February 3, 2026 among Webster Financial Corporation, Banco Santander, S.A. and Webster Virginia Corporation. On the same date, 16,256 shares and 2,244 shares were disposed of at $79.07 per share to satisfy tax withholding obligations related to the accelerated vesting of performance shares and time-based restricted shares, respectively. The filing also reports indirect ownership of 8,859.923 shares held through a 401(k) plan.

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Insider MOTL CHRISTOPHER J
Role President, Commercial Banking
Type Security Shares Price Value
Grant/Award Common Stock F1 41,307 $0.00 $0.00
Tax Withholding Common Stock F2 16,256 $79.07 $1.29M
Tax Withholding Common Stock F3 2,244 $79.07 $177K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 108,246 shares (Direct); Common Stock — 8,859.923 shares (Indirect, 401(k) plan)
Footnotes (3)
  1. F1. Represents the vesting of certain performance shares that were accelerated pursuant to the Transaction Agreement, dated as of February 3, 2026, by and among Webster Financial Corporation, Banco Santander, S.A. and Webster Virginia Corporation.
  2. F2. Represents the tax withholding upon the vesting of certain performance shares that were accelerated pursuant to the Transaction Agreement, dated as of February 3, 2026, by and among Webster Financial Corporation, Banco Santander, S.A. and Webster Virginia Corporation.
  3. F3. Represents the tax withholding upon the vesting of certain time-based restricted shares that were accelerated pursuant to the Transaction Agreement, dated as of February 3, 2026, by and among Webster Financial Corporation, Banco Santander, S.A. and Webster Virginia Corporation.
Shares acquired via vesting 41,307 shares Common Stock acquired on August 13, 2026 from vesting of accelerated performance shares
Performance-share tax withholding 16,256 shares Common Stock disposed of on August 13, 2026 for tax withholding on performance shares
Restricted-share tax withholding 2,244 shares Common Stock disposed of on August 13, 2026 for tax withholding on time-based restricted shares
Tax-withholding price $79.07 per share Price applied to both tax-withholding Common Stock dispositions on August 13, 2026
Indirect 401(k) holdings 8,859.923 shares Common Stock held indirectly through a 401(k) plan after reported transactions
Tax-withholding shares total 18,500 shares Aggregate shares reported under code F for payment of tax liability
Exercise price or tax liability transactions 2 transactions Code F entries for payment of tax liability by delivering or withholding securities
performance shares financial
"Represents the vesting of certain performance shares that were accelerated pursuant"
Performance shares are a type of company stock given to executives or employees that only become theirs if the company meets specific goals, like hitting certain profits or growth targets. They motivate leaders to work toward the company’s success, because their additional shares depend on achieving these results.
time-based restricted shares financial
"vesting of certain time-based restricted shares that were accelerated pursuant"
Time-based restricted shares are company stock granted to employees or insiders that cannot be sold or fully owned until they unlock after a set period of time. Think of them like a savings account that gradually becomes accessible: they help keep key people tied to the company and can change the total number of tradable shares when they become available, which matters for investor returns and expectations about future selling pressure.
tax withholding financial
"Represents the tax withholding upon the vesting of certain performance shares"
Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.
Transaction Agreement regulatory
"accelerated pursuant to the Transaction Agreement, dated as of February 3, 2026"
A transaction agreement is a legal contract that lays out the terms and steps for a specific business deal—such as a merger, acquisition, asset sale, financing, or securities purchase. It defines what each party must do, what is being exchanged, conditions that must be met, and how disputes are handled. For investors it matters because this document determines the rights, timing, risks, and potential payments they can expect from the deal, much like a recipe and schedule that guides a complex group project.
401(k) plan financial
"total_shares_following_transaction 8,859.9230, nature_of_ownership 401(k) plan"
A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.

FAQ

What insider equity grant did WBS executive Christopher J. Motl report on August 13, 2026?

Christopher J. Motl reported acquisition of 41,307 Webster Financial Corp (WBS) common shares tied to the vesting of accelerated performance shares under a Transaction Agreement dated February 3, 2026 involving Webster Financial Corporation, Banco Santander, S.A. and Webster Virginia Corporation.

How many WBS shares were used for tax withholding in Christopher J. Motl’s Form 4?

The Form 4 reports 16,256 shares and 2,244 shares of Webster Financial Corp common stock disposed of at $79.07 per share, representing tax withholding upon vesting of accelerated performance shares and time-based restricted shares, respectively.

What is the reported price involved in the WBS tax-withholding transactions on August 13, 2026?

Both tax-withholding transactions for Webster Financial Corp (WBS) used a price of $79.07 per share. This price applies to 16,256 shares linked to performance shares and 2,244 shares linked to time-based restricted shares that vested on the same date.

Did the WBS Form 4 disclose accelerated vesting of awards for Christopher J. Motl?

Yes. The footnotes state that certain performance shares and time-based restricted shares vested on an accelerated basis pursuant to a Transaction Agreement dated February 3, 2026 among Webster Financial Corporation, Banco Santander, S.A. and Webster Virginia Corporation.

What indirect WBS shareholdings did Christopher J. Motl report in his Form 4?

The filing reports 8,859.923 shares of Webster Financial Corp common stock held indirectly through a 401(k) plan. This entry is shown as a holding record and does not specify any new acquisition or disposition on the report date.

Is the net direction of Christopher J. Motl’s August 13, 2026 WBS transactions a buy or sell?

The activity combines equity award vesting and tax-withholding dispositions, resulting in a mixed pattern. Shares were acquired through vesting of performance shares, while other shares were withheld and disposed of to cover associated tax liabilities.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
MOTL CHRISTOPHER J

(Last)(First)(Middle)
C/O WEBSTER FINANCIAL CORP
200 ELM STREET

(Street)
STAMFORD CONNECTICUT 06902

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
WEBSTER FINANCIAL CORP [ WBS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President, Commercial Banking
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/13/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/13/2026A41,307(1)A$0126,746D
Common Stock08/13/2026F16,256(2)D$79.07110,490D
Common Stock08/13/2026F2,244(3)D$79.07108,246D
Common Stock8,859.923I401(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents the vesting of certain performance shares that were accelerated pursuant to the Transaction Agreement, dated as of February 3, 2026, by and among Webster Financial Corporation, Banco Santander, S.A. and Webster Virginia Corporation.
2. Represents the tax withholding upon the vesting of certain performance shares that were accelerated pursuant to the Transaction Agreement, dated as of February 3, 2026, by and among Webster Financial Corporation, Banco Santander, S.A. and Webster Virginia Corporation.
3. Represents the tax withholding upon the vesting of certain time-based restricted shares that were accelerated pursuant to the Transaction Agreement, dated as of February 3, 2026, by and among Webster Financial Corporation, Banco Santander, S.A. and Webster Virginia Corporation.
Remarks:
/s/ Bradley Larkin, attorney-in-fact08/17/2026
** Signature of Reporting PersonDate
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)