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: Plush Gerald P (Director, President & COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-23	Common Stock	A	36722	$21.02	Acquired	137239	Direct
2012-01-23	Common Stock	F	12269	$21.02	Disposed	124970	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1354	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$47.81	2016-07-05	Common Stock (10612)	10612	Direct
Stock Option	$48.88	2016-12-19	Common Stock (17340)	17340	Direct
Stock Option	$32.03	2017-12-18	Common Stock (28970)	28970	Direct
Stock Option	$12.85	2018-12-16	Common Stock (69391)	69391	Direct

Footnotes

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

F2: 4 yr. incremental vesting - 25% vests each year for 4 years.