WEBSTER FINANCIAL CORP — Director's Dealing 2013

Oct 2, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WEBSTER FINANCIAL CORP (WBS)
CIK: 0000801337
Period of Report: 2013-09-30

Reporting Person: Plush Gerald P (President & COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-09-30	Common Stock	F	5933	$25.38	Disposed	72469	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1354	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option	$47.81	2013-12-30	Common Stock (10612)	10612	Direct
Stock Option	$48.88	2013-12-30	Common Stock (17340)	17340	Direct
Stock Option	$32.03	2013-12-30	Common Stock (28970)	28970	Direct
Stock Option	$12.85	2013-12-30	Common Stock (69391)	69391	Direct
Stock Option	$23.81	2013-12-30	Common Stock (36124)	36124	Direct

Footnotes

F1: This reflects the balance directly owned by the reporting person following forfeiture of shares upon separation from service.

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

F3: 3 yr. incremental vesting - 33-1/3% vests each year for 3 years.

F4: This reflects the balance directly owned by the reporting person following forfeiture of stock options upon separation from service.