Webster Financial (NYSE: WBS) CEO sells 8,000 shares in 10b5-1 trade

Rhea-AI Filing Summary

Webster Financial Corp Chairman and CEO John R. Ciulla reported an open-market sale of 8,000 shares of common stock on February 17, 2026 at an average price of $71.9076 per share. The sale was made under a pre-arranged Rule 10b5-1 trading plan adopted on April 30, 2025. After the transaction, he directly owned 223,872 shares and indirectly held 17,092.631 shares through a 401(k) plan.

Insights

Banking equity analyst

Pre-planned CEO share sale, modest vs. remaining holdings.

The Chairman and CEO of Webster Financial Corp sold 8,000 common shares at an average of $71.9076 under a Rule 10b5-1 trading plan adopted on April 30, 2025. Rule 10b5-1 plans are pre-arranged programs designed to systematize insider sales.

Following the sale, the CEO still holds 223,872 shares directly and 17,092.631 shares indirectly via a 401(k) plan. The filing does not discuss strategic or financial performance changes, so this appears to be a routine, planned diversification move rather than a signal about company fundamentals.

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

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).

X

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^*

CIULLA JOHN R

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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	02/17/2026		S(1)		8,000	D	$71.9076(2)	223,872	D
Common Stock								17,092.631	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. The reported sale of 8,000 shares occurred pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 30, 2025.

2. The price reported in Column 4 is an average price. The reporting person undertakes to provide Webster Financial Corporation, any security holder of Webster Financial Corporation, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares of common stock sold at each price.

Remarks:

	Bradley Larkin, attorney-in-fact	02/18/2026
	** 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).
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.

FAQ

What insider transaction did Webster Financial Corp (WBS) report in this Form 4?

Webster Financial Corp reported that Chairman and CEO John R. Ciulla sold 8,000 shares of common stock on February 17, 2026. The sale was an open-market transaction executed under a pre-arranged Rule 10b5-1 trading plan adopted on April 30, 2025.

At what price did the Webster Financial (WBS) CEO sell his shares?

The CEO’s 8,000-share sale was executed at an average price of $71.9076 per share. The filing notes this is a blended average and states he will provide detailed price breakdowns upon request to the company, shareholders, or SEC staff.

How many Webster Financial (WBS) shares does the CEO hold after this Form 4 sale?

After the reported transaction, John R. Ciulla directly owns 223,872 shares of Webster Financial common stock. He also indirectly holds 17,092.631 additional shares through a 401(k) plan, according to the ownership figures disclosed in the filing.

Was the Webster Financial (WBS) CEO’s stock sale under a Rule 10b5-1 plan?

Yes. The Form 4 states the 8,000-share sale occurred pursuant to a Rule 10b5-1 trading plan. That plan was adopted by John R. Ciulla on April 30, 2025, indicating the transactions were scheduled in advance rather than opportunistic.

Does the Form 4 for Webster Financial (WBS) show any insider stock purchases?

No insider purchases are reported in this Form 4. The transaction summary lists one sale of 8,000 shares and no buy, acquire, or dispose transactions, along with one additional entry reflecting indirect holdings in the company’s 401(k) plan.