Washington, D.C. 20549







Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) May 8, 2012



Webster Financial Corporation

(Exact name of registrant as specified in its charter)




Delaware   001-31486   06-1187536

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

Webster Plaza, Waterbury, Connecticut   06702
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (203) 578-2202


(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Item 8.01. Other Events

On May 8, 2012, Webster Bank, N.A., a wholly owned subsidiary of Webster Financial Corporation, was notified by the Office of the Comptroller of the Currency that the previously disclosed individual minimum capital ratios applicable to the Bank were terminated effective May 3, 2012. Webster Bank N.A. and Webster Financial Corporation continue to remain above well capitalized levels under applicable regulatory capital requirements.


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Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.


Date: May 9, 2012     By:  

/s/ Glenn I. MacInnes

      Glenn I. MacInnes
      Executive Vice President and
      Chief Financial Officer


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