SEC Form 4 · accession 0000801337-17-000135
WEBSTER FINANCIAL CORP · WBS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James Copenhaver Smith
Officer — Chairman & Chief Executive Off · Director
Period of report
Oct 27, 2017
Accepted (ET)
Oct 31, 2017 · 3:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000801337
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Oct 27, 2017 | M | 1,561 | $32.03 | A | 316,103 | D | |
| Common Stock | Oct 27, 2017 | M | 3,891 | $12.85 | A | 319,994 | D | |
| Common Stock | Oct 27, 2017 | M | 12,597 | $23.81 | A | 332,591 | D | |
| Common Stock | Oct 27, 2017 | M | 4,347 | $23.00 | A | 336,938 | D | |
| Common StockF1 | Oct 27, 2017 | S | 8,943 | $55.9343 | D | 327,995 | D | |
| Common Stock | Oct 30, 2017 | M | 26,434 | $32.03 | A | 354,429 | D | |
| Common Stock | Oct 30, 2017 | F | 20,697 | $55.70 | D | 333,732 | D | |
| Common Stock | holding | — | — | — | 139,922 | I | 401(k)/ESOP | |
| Common Stock | holding | — | — | — | 10,554 | I | Directly by Spouse | |
| Common Stock | holding | — | — | — | 5,698 | I | Directly by Spouse IRA |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF2 | $32.03 | Oct 27, 2017 | M | 1,561 | D | Dec 18, 2008 | Dec 18, 2017 | Common Stock | 1,561 | 26,434 | D |
| Stock OptionF2 | $12.85 | Oct 27, 2017 | M | 3,891 | D | Dec 16, 2009 | Dec 16, 2018 | Common Stock | 3,891 | 109,783 | D |
| Stock OptionF3 | $23.81 | Oct 27, 2017 | M | 12,597 | D | Feb 22, 2013 | Feb 22, 2022 | Common Stock | 12,597 | 99,774 | D |
| Stock OptionF3 | $23.00 | Oct 27, 2017 | M | 4,347 | D | Feb 20, 2014 | Feb 20, 2023 | Common Stock | 4,347 | 122,026 | D |
| Stock OptionF2 | $32.03 | Oct 30, 2017 | M | 26,434 | D | Dec 18, 2008 | Dec 18, 2017 | Common Stock | 26,434 | 0 | D |
| Phantom StockF4,F5 | — | holding | — | — | — | — | — | Common Stock | 236,204 | 236,204 | I |
Explanation of responses
- F1The reporting person used 8,943 shares of Webster Common Stock to cover the exercise prices. The shares sold at prices between $55.90 and $55.96. Full information regarding the number of shares sold at each separate price will be proviced upon request.
- F24 yr. incremental vesting - 25% vests each year for 4 years.
- F33 yr. incremental vesting - 33-1/3% vests each year for 3 years.
- F4Each share of phantom stock represents the right to receive one share of Webster Financial Corporation common stock or the cash value thereof. These shares are held in the Webster Deferred Compensation Plan.
- F5Shares of phantom stock are payable in shares or in cash following termination of the reporting person's employment with Webster Financial Corporation.