WEBSTER FINANCIAL CORP — Director's Dealing 2012

Feb 10, 2012

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: WEBSTER FINANCIAL CORP (WBS)
CIK: 0000801337
Period of Report: 2011-12-31

Reporting Person: Crecca Michelle M (EVP-Marketing)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	25664	Direct
Common Stock	395	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$48.88	2016-12-19	Common Stock (4877)	4877	Direct
Stock Option	$32.03	2017-12-18	Common Stock (8032)	8032	Direct
Stock Option	$12.85	2018-12-16	Common Stock (21650)	21650	Direct

Footnotes

F1: Includes 3 shares of Webster Financial Corporation common stock acquired through December 31, 2011 under the Webster Dividend Reinvestment Plan per the records of Transfer Agent.

F2: Between January 1, 2011 and December 31, 2011, the reporting person acquired 34 shares of Webster Financial Corporation common stock under the Webster 401(k).

F3: 4 yr. incremental vesting - 25% vests each year for 4 years.