WEBSTER FINANCIAL CORP — Director's Dealing 2012

Jan 25, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WEBSTER FINANCIAL CORP (WBS)
CIK: 0000801337
Period of Report: 2012-01-23

Reporting Person: BROWN JEFFREY N (Chief Administrative Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-23	Common Stock	A	17846	$21.02	Acquired	71701	Direct
2012-01-23	Common Stock	F	6060	$21.02	Disposed	65641	Direct
2012-01-23	Common Stock	S	12328	$20.7632	Disposed	53313	Direct
2012-01-24	Common Stock	S	2672	$20.7661	Disposed	50641	Direct

Footnotes

F1: Performance Shares that vested on January 23, 2012.

F2: The reporting person sold 12,328 shares of Webster Common Stock at prices ranging from $20.75 to $20.80. Full information regarding the number of shares sold at each separate price will be provided upon request.

F3: The reporting person sold 2,672 shares of Webster Common Stock at prices ranging from $20.75 to $20.80. Full information regarding the number of shares sold at each separate price will be provided upon request.