Webster Financial (NYSE: WBS) director exits in Santander stock-and-cash deal
Rhea-AI Filing Summary
WEBSTER FINANCIAL CORP (WBS) director Laurence C. Morse reported disposing of all of his Webster common stock in connection with a corporate transaction. On August 20, 2026, under a transaction agreement among Banco Santander, S.A., Webster and Webster Virginia Corporation, each Webster share was exchanged for the right to receive 2.0548 Banco Santander American Depositary Shares plus $48.75 in cash, with fractional shares paid in cash. The closing price of Webster common stock on the last trading day before closing was $77.57, and following the transaction Morse no longer beneficially owns any Webster common shares, directly or indirectly.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 26,832.6976 shares
Net Sell
2 txns
Insider
MORSE LAURENCE C
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock F1, F2 | 8,024.6976 | $0.00 | $0.00 |
| Disposition | Common Stock F1, F2 | 18,808 | $0.00 | $0.00 |
Holdings After Transaction:
Common Stock — 0 shares (Direct);
Common Stock — 0 shares (Indirect, By Trust)
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
Direct shares disposed: 8,024.6976 shares of Common Stock
Indirect shares disposed (By Trust): 18,808 shares of Common Stock
Share exchange ratio: 2.0548 Banco Santander American Depositary Shares per Webster share
+2 more
5 metrics
Direct shares disposed
8,024.6976 shares of Common Stock
Disposition to issuer on August 20, 2026 by Laurence C. Morse
Indirect shares disposed (By Trust)
18,808 shares of Common Stock
Disposition to issuer on August 20, 2026, held indirectly by trust
Share exchange ratio
2.0548 Banco Santander American Depositary Shares per Webster share
Consideration under Transaction Agreement effective at August 20, 2026 closing
Cash consideration per share
$48.75 in cash per Webster share
Paid without interest at closing; fractional shares paid in cash
Pre-closing WBS stock price
$77.57 per share
Closing price on NYSE on last trading day prior to August 20, 2026
Key Terms
reincorporation merger, American Depositary Shares, beneficially owns
3 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.
FAQ
What did Laurence C. Morse report in this Form 4 for WBS?
He reported disposing of all his Webster Financial Corp (WBS) common stock on August 20, 2026, in a transaction where each share was exchanged for Banco Santander American Depositary Shares plus cash under a previously signed transaction agreement.
What was the market price of WBS stock before the Banco Santander closing?
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, as disclosed in the Form 4 footnote.
AI-generated analysis. How Rhea-AI works. Not financial advice.
