8-K
WEBSTER FINANCIAL CORP (WBS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________
FORM 8-K
_________________________
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 17, 2025
_________________________
WEBSTER FINANCIAL CORPORATION
_________________________________________
(Exact name of registrant as specified in its charter)
| Delaware | 001-31486 | 06-1187536 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) |
200 Elm Street, Stamford, Connecticut 06902
(Address and zip code of principal executive offices)
203-578-2202
(Registrant’s telephone number, including area code)
______________________________________________________________________________
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)) | |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbols | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.01 per share | WBS | New York Stock Exchange |
| Depositary Shares, each representing 1/1000th interest in a share of 5.25% Series F Non-Cumulative Perpetual Preferred Stock | WBS-PrF | New York Stock Exchange |
| Depositary Shares, each representing 1/40th interest in a share of 6.50% Series G Non-Cumulative Perpetual Preferred Stock | WBS-PrG | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.02 | Results of Operations and Financial Condition |
|---|
On October 17, 2025, Webster Financial Corporation (the Company) issued a press release reporting its results of operations for the quarter ended September 30, 2025. That press release is attached hereto as Exhibit 99.1.
Information contained herein, including Exhibit 99.1, shall not be deemed filed for the purposes of the Securities Exchange Act of 1934, nor shall such information or Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such a filing.
| Item 7.01 | Regulation FD Disclosure |
|---|
On October 17, 2025, the Company will hold a conference call to discuss its financial results for the quarter ended September 30, 2025, including the press release and other matters relating to the Company. Presentation slides and a link to the live webcast will be available via the Company's Investor Relations website at investors.websterbank.com.
| Item 9.01 | Financial Statements and Exhibits |
|---|
(d)Exhibits.
| Exhibit<br>Number | Description |
|---|---|
| 99.1 | Press release dated October17, 2025 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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.
| WEBSTER FINANCIAL CORPORATION | |
|---|---|
| (Registrant) | |
| Date: October 17, 2025 | /s/ Gregory S. Madar |
| Gregory S. Madar | |
| Interim Chief Accounting Officer |
Document
Exhibit 99.1
WEBSTER REPORTS
THIRD QUARTER 2025 EPS OF $1.54
STAMFORD, Conn., October 17, 2025 - Webster Financial Corporation (“Webster”) (NYSE: WBS), the holding company for Webster Bank, N.A., today announced net income applicable to common stockholders of $254.1 million, or $1.54 per diluted share, for the quarter ended September 30, 2025, compared to $186.8 million, or $1.10 per diluted share, for the quarter ended September 30, 2024.
“Webster continues to exhibit strong financial results,” said John R. Ciulla, chairman and chief executive officer. “It is appropriate that on Webster’s 90th anniversary, the consistency and excellence Webster has delivered since its founding persists.”
Highlights for the third quarter of 2025:
•Revenue of $732.6 million.
•Period end loans and leases balance of $55.1 billion, up $1.4 billion, or 2.6 percent from prior quarter.
•Period end deposits balance of $68.2 billion, up $1.9 billion, or 2.8 percent, from prior quarter.
•Provision for credit losses of $44.0 million.
•Return on average assets of 1.27 percent.
•Return on average tangible common equity of 17.64 percent1.
•Net interest margin of 3.40 percent, down 4 basis points from prior quarter.
•Common equity tier 1 ratio of 11.40 percent2.
•Efficiency ratio of 45.79 percent1.
•Tangible common equity ratio of 7.50 percent1.
•Repurchased 2.2 million shares under Webster’s share repurchase program.
“Webster’s growth, efficiency, and returns are each reflective of the company’s favorable strategic positioning,” said Neal Holland, senior executive vice president and chief financial officer. “We are proud to deliver record quarterly EPS on the occasion of Webster’s 90th anniversary.”
1 See “Non-GAAP to GAAP Reconciliations” section beginning on page 19.
2 Presented as preliminary for September 30, 2025.
Consolidated financial performance:
Quarterly net interest income compared to the third quarter of 2024:
•Net interest income was $631.7 million, compared to $589.9 million.
•Net interest margin1 was 3.40 percent, compared to 3.41 percent. The yield on interest-earning assets decreased by 24 basis points, and the cost of deposits and interest-bearing liabilities decreased by 28 basis points.
•Average interest-earning assets totaled $75.4 billion, an increase of $5.0 billion, or 7.1 percent.
•Average loans and leases totaled $54.4 billion, an increase of $2.6 billion, or 5.1 percent.
•Average deposits totaled $67.3 billion, an increase of $4.7 billion, or 7.6 percent.
Quarterly provision for credit losses:
•The provision for credit losses was $44.0 million, compared to $46.5 million in the prior quarter, and $54.0 million a year ago.
•Net charge-offs were $38.4 million, compared to $36.4 million in the prior quarter, and $35.4 million a year ago. The ratio of net charge-offs to average loans and leases was 0.28 percent, compared to 0.27 percent in both the prior quarter and a year ago.
•The allowance for credit losses on loans and leases represented 1.32 percent of total loans and leases, compared to 1.35 percent at June 30, 2025, and 1.32 percent at September 30, 2024.
•The allowance for credit losses on loans and leases represented 134 percent of non-performing loans and leases, compared to 135 percent at June 30, 2025, and 162 percent at September 30, 2024.
Quarterly non-interest income compared to the third quarter of 2024:
•Total non-interest income was $100.9 million, compared to $57.7 million, an increase of $43.2 million. In the third quarter of 2024, total non-interest income included a $19.6 million net loss on sale of investment securities and a $16.0 million loss on the exit of non-core operations, which included the write-off of a related customer intangible. Excluding those items, total non-interest income increased $7.6 million. The increase is primarily driven by increased activity in client hedging activities, an increase in the credit valuation adjustment, and a $4.0 million beneficial legal settlement.
1 As of the first quarter of 2025, Webster changed the methodology used to annualize net interest income in its quarterly and year to date net interest margin calculation. Net interest margin for the prior periods has been recast.
Quarterly non-interest expense compared to the third quarter of 2024:
•Total non-interest expense was $356.7 million, compared to $349.0 million, an increase of $7.7 million. In the third quarter of 2024, total non-interest expense included a net $20.6 million related to strategic restructuring costs and other adjustments and a benefit on the FDIC special assessment. Excluding those charges, total non-interest expense increased $28.3 million. The increase is primarily driven by investments in human capital, increased performance-based incentives, business development, and risk management infrastructure.
Quarterly income taxes compared to the third quarter of 2024:
•Income tax expense was $70.7 million, compared to $51.7 million, and the effective tax rate was 21.3 percent, compared to 21.1 percent. The higher effective tax rate in the current quarter reflects the effects of a higher level of income in 2025, compared to 2024, partially offset by the recognition of discrete tax benefits, compared to discrete tax expense a year ago.
Investment securities:
•Total investment securities, net, were $18.0 billion, compared to $17.8 billion at June 30, 2025, and $17.2 billion at September 30, 2024. The carrying value of the available-for-sale portfolio included $496.8 million of net unrealized losses, compared to $568.3 million at June 30, 2025, and $486.1 million at September 30, 2024. The carrying value of the held-to-maturity portfolio does not reflect $836.7 million of net unrealized losses, compared to $901.6 million at June 30, 2025, and $677.0 million at September 30, 2024.
Loans and leases:
•Total loans and leases were $55.1 billion, compared to $53.7 billion at June 30, 2025, and $51.9 billion at September 30, 2024. Compared to June 30, 2025, commercial loans and leases increased by $619.7 million, commercial real estate loans increased by $552.5 million, residential mortgages increased by $176.7 million, and consumer loans increased by $31.2 million. Compared to September 30, 2024, commercial loans and leases increased by $1.8 billion, commercial real estate loans increased by $219.9 million, residential mortgages increased by $932.5 million, and consumer loans increased by $160.8 million.
•Loan originations for the portfolio were $4.1 billion, compared to $3.8 billion in the prior quarter, and $2.8 billion a year ago.
Asset quality:
•Total non-performing loans and leases were $543.9 million, compared to $534.5 million at June 30, 2025, and $425.6 million at September 30, 2024. The ratio of total non-performing loans and leases to total loans and leases was 0.99 percent, compared to 1.00 percent at June 30, 2025, and 0.82 percent at September 30, 2024.
•Past due loans and leases were $65.6 million, compared to $54.8 million at June 30, 2025, and $108.9 million at September 30, 2024. The increase from prior quarter is primarily driven by commercial real estate and residential mortgages, partially offset by a decrease in commercial non-mortgage.
Deposits and borrowings:
•Total deposits were $68.2 billion, compared to $66.3 billion at June 30, 2025, and $64.5 billion at September 30, 2024. The ratio of core deposits to total deposits1 was 88.9 percent, compared to 88.1 percent at June 30, 2025, and 88.5 percent at September 30, 2024. The loan to deposit ratio was 80.8 percent, compared to 80.9 percent at June 30, 2025, and 80.5 percent at September 30, 2024.
•Total borrowings were $3.9 billion, compared to $4.6 billion at June 30, 2025, and $4.1 billion at September 30, 2024.
Capital:
•The return on average common stockholders’ equity and the return on average tangible common stockholders’ equity1 were 11.23 percent and 17.64 percent, respectively, compared to 11.31 percent and 17.96 percent, respectively, in the prior quarter, and 8.67 percent and 14.29 percent, respectively, a year ago.
•The tangible equity1 and tangible common equity1 ratios were 7.86 percent and 7.50 percent, respectively, compared to 7.82 percent and 7.46 percent, respectively, at June 30, 2025, and 7.85 percent and 7.48 percent, respectively, at September 30, 2024.
•The common equity tier 12 ratio was 11.40 percent, compared to 11.35 percent at June 30, 2025, and 11.25 percent at September 30, 2024.
•Book value per common share and tangible book value per common share1 were $55.69 and $36.42, respectively, compared to $54.19 and $35.13, respectively, at June 30, 2025, and $52.00 and $33.26, respectively, at September 30, 2024.
1 See “Non-GAAP to GAAP Reconciliations” section beginning on page 19.
2 Presented as preliminary for September 30, 2025, and actual for the remaining periods.
Reportable segments:
Commercial Banking
Webster’s Commercial Banking segment delivers financial solutions both nationally and regionally to a wide range of companies, investors, government entities, and other public and private institutions. Commercial Banking helps its clients achieve their business and financial goals with expertise in Commercial & Institutional Lending, Commercial Real Estate, Capital Markets, Capital Finance, and Treasury Management. Its Private Banking team also pairs holistic wealth solutions, including tailored lending, with commercial banking services. At September 30, 2025, Commercial Banking had $42.4 billion in loans and leases and $18.3 billion in deposits, as well as a combined $2.8 billion in assets under administration (“AUA”) and management (“AUM”).
Commercial Banking Operating Results:
| Three months ended September 30, | ||||
| (In thousands) | 2025 | 2024 | ||
| Net interest income | $328,306 | 338,424 | (3.0) | % |
| Non-interest income | 33,902 | 33,288 | 1.8 | |
| Operating revenue | 362,208 | 371,712 | (2.6) | |
| Non-interest expense | 108,590 | 100,892 | (7.6) | |
| Pre-tax, pre-provision net revenue | $253,618 | 270,820 | (6.4) | |
| September 30, | ||||
| (In millions) | 2025 | 2024 | ||
| Loans and leases | $42,361 | 40,372 | 4.9 | % |
| Deposits | 18,261 | 17,124 | 6.6 | |
| AUA / AUM (off balance sheet) | 2,813 | 2,968 | (5.2) |
All values are in US Dollars.
Pre-tax, pre-provision net revenue decreased $17.2 million, to $253.6 million, in the quarter as compared to the prior year. Net interest income decreased $10.1 million, to $328.3 million, primarily driven by a lower net spread on loans and leases, partially offset by higher average loan and deposit balances. Non-interest income increased $0.6 million, to $33.9 million, primarily driven by higher syndication and prepayment fees and an increase in client hedging activities, partially offset by a non-recurring gain from a multi-family securitization event in the third quarter of 2024. Non-interest expense increased $7.7 million, to $108.6 million, primarily driven by increased investments in human capital, operational process improvements, and technology, and higher foreclosed property and loan workout expenses.
Healthcare Financial Services
Webster’s Healthcare Financial Services segment includes HSA Bank and Ametros. HSA Bank is one the country’s largest providers of employee benefits solutions, including being one of the leading bank administrators of health savings accounts, emergency savings accounts, and flexible spending accounts administration services in 50 states. Ametros, the nation’s largest professional administrator of medical insurance claim settlements, helps individuals manage their ongoing medical care through their CareGuard service and proprietary technology platform. At September 30, 2025, Healthcare Financial Services had $16.6 billion in total footings comprising $10.3 billion in deposits and $6.3 billion in AUA through linked investment accounts.
Healthcare Financial Services Operating Results:
| Three months ended September 30, | ||||
| (In thousands) | 2025 | 2024 | ||
| Net interest income | $100,041 | 93,940 | 6.5 | % |
| Non-interest income | 27,304 | 26,541 | 2.9 | |
| Operating revenue | 127,345 | 120,481 | 5.7 | |
| Non-interest expense | 54,492 | 54,023 | (0.9) | |
| Pre-tax net revenue | $72,853 | 66,458 | 9.6 | |
| September 30, | ||||
| (Dollars in millions) | 2025 | 2024 | ||
| Number of accounts (thousands) | 3,475 | 3,341 | 4.0 | % |
| Deposits | $10,305 | 9,940 | 3.7 | |
| Linked investment accounts (off balance sheet) | 6,270 | 5,205 | 20.5 | |
| Total footings | $16,575 | 15,146 | 9.4 |
All values are in US Dollars.
Pre-tax net revenue increased $6.4 million, to $72.9 million, in the quarter as compared to the prior year. Net interest income increased $6.1 million, to $100.0 million, primarily driven by higher deposit balances, partially offset by lower deposit spreads. Non-interest income increased $0.8 million, to $27.3 million, primarily driven by higher interchange and medical fees. Non-interest expense increased $0.5 million, to $54.5 million, primarily driven by higher compensation and benefits costs, partially offset by lower service contract expenses.
Consumer Banking
Webster’s Consumer Banking segment delivers customized financial solutions for individuals and families, private clients, and small business owners across 196 banking centers throughout the Northeast. Consumer Banking offers a full suite of deposit, lending, treasury management, and wealth management solutions delivered by experienced relationship managers and financial advisors. Consumer Banking also provides a fully digital banking experience through its mobile banking apps and BrioDirect. At September 30, 2025, Consumer Banking had $12.7 billion in loans and $27.5 billion in deposits, as well as $7.7 billion in AUA.
Consumer Banking Operating Results:
| Three months ended September 30, | ||||
| (In thousands) | 2025 | 2024 | ||
| Net interest income | $214,465 | 202,122 | 6.1 | % |
| Non-interest income | 24,909 | 28,299 | (12.0) | |
| Operating revenue | 239,374 | 230,421 | 3.9 | |
| Non-interest expense | 125,397 | 116,253 | (7.9) | |
| Pre-tax, pre-provision net revenue | $113,977 | 114,168 | (0.2) | |
| September 30, | ||||
| (In millions) | 2025 | 2024 | ||
| Loans | $12,683 | 11,571 | 9.6 | % |
| Deposits | 27,548 | 27,020 | 2.0 | |
| AUA (off balance sheet) | 7,656 | 7,948 | (3.7) |
All values are in US Dollars.
Pre-tax, pre-provision net revenue decreased $0.2 million, to $114.0 million, in the quarter as compared to the prior year. Net interest income increased $12.3 million, to $214.5 million, primarily driven by higher average loan and deposit balances coupled with a higher interest rate spreads on loans, partially offset by a lower interest rate spread on deposits. Non-interest income decreased $3.4 million, to $24.9 million, primarily driven by a non-recurring gain on an investment portfolio sale in the third quarter of 2024 and lower investment services income. Non-interest expense increased $9.1 million, to $125.4 million, primarily driven by increased investments in technology, employee-related expenses, and loan-related expenses.
***
Webster Financial Corporation (“Webster”) (NYSE:WBS) is the holding company for Webster Bank, N.A. (“Webster Bank”). Headquartered in Stamford, CT, Webster is a values-driven organization with more than $83 billion in total consolidated assets. Webster Bank is a commercial bank that provides a wide range of financial products and services to businesses, individuals, and families across three differentiated lines of business: Commercial Banking, Healthcare Financial Services, and Consumer Banking. While its core footprint spans the Northeast from the New York metropolitan area to Rhode Island and Massachusetts, certain businesses operate in extended geographies. Webster Bank is a member of the FDIC and an equal housing lender. For more information about Webster, including past press releases and the latest annual report, visit the Webster website at www.websterbank.com.
Conference Call
A conference call covering Webster’s third quarter 2025 earnings announcement will be held today, Friday, October 17, 2025, at 9:00 a.m. Eastern Time. To listen to the live call, please dial 888-330-2446, or 1-240-789-2732 for international callers. The passcode is 8607257. The webcast, along with related slides, will be available via Webster’s Investor Relations website at investors.websterbank.com. A replay of the conference call will be available for one week via the website listed above, beginning at approximately 12:00 noon (Eastern Time) on October 17, 2025. To access the replay, dial 800-770-2030, or 1-609-800-9909 for international callers. The replay conference ID number is 8607257.
Media Contact
Alice Ferreira, 203-578-2610
acferreira@websterbank.com
Investor Contact
Emlen Harmon, 212-309-7646
eharmon@websterbank.com
Forward-Looking Statements
This release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as “could,” “believes,” “anticipates,” “expects,” “intends,” “outlook,” “target,” “continue,” “remain,” “will,” “should,” “may,” “might,” “plans,” “estimates,” “likely,” “future,” and similar references to future periods. However, these words are not the exclusive means of identifying such statements. Examples of forward-looking statements include but are not limited to: projections of revenues, expenses, income or loss, earnings or loss per share, and other financial items; statements of plans, objectives, and expectations of Webster or its management or Board of Directors; statements of future economic performance; and statements of assumptions underlying such statements. Forward-looking statements are based on Webster’s current expectations and assumptions regarding its business, the economy, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict, and in many cases, are beyond Webster's control. Webster’s actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Factors that could cause Webster’s actual results to differ from those discussed in any forward-looking statements include, but are not limited to: Webster’s ability to successfully execute its business plan and strategic initiatives, and manage any risks or uncertainties; continued regulatory changes or other risk mitigation efforts taken by government agencies in response to the risk to safety and soundness in the banking industry; volatility in Webster’s stock price due to investor sentiment and perception of the banking industry; local, regional, national, and international economic conditions or macroeconomic instability (including any economic slowdown or recession, inflation, monetary fluctuation, tariff increases, interest rate changes, credit loss trends, unemployment, changes in housing or securities markets, or other factors) and the impact of the same on Webster or its customers; volatility, disruption, or uncertainty in national and international financial markets, including as a result of geopolitical developments; the impact of unrealized losses in Webster’s financial instruments, particularly in Webster’s available-for-sale securities portfolio; changes in laws and regulations, or existing laws and regulations that Webster becomes subject to, including those concerning banking, taxes, dividends, securities, insurance, cybersecurity, and healthcare administration, with which Webster and its subsidiaries must comply; adverse conditions in the securities markets that could lead to impairment in the value of Webster’s securities portfolio; possible changes in governmental monetary and fiscal policies, or any leadership changes of those determining such policies, including, but not limited to, Federal Reserve policies in connection with continued inflationary pressures; the effects of any restructurings, staff reductions, or other disruptions (including any potential effects from the current government shutdown) in the U.S. federal government or in agencies regulating or otherwise impacting Webster’s business; the direct or indirect impact of any new regulatory, policy, or enforcement developments resulting from the policies or actions of the current U.S. presidential administration, including trade deals, changes in tariffs and other protectionist trade policies, any reciprocal and/or retaliatory tariffs by foreign countries, and any uncertainties related thereto; the timely development and acceptance of any new products and services, and the perceived value of those products and services by customers; changes in deposit flows, consumer spending, borrowings, and savings habits; Webster’s ability to implement new technologies and maintain secure and reliable information and technology systems; the effects, including reputational damage, of any cybersecurity threats, attacks or disruptions, fraudulent activity, or other data breaches or security events, including those involving Webster’s third-party vendors and service providers; issues with the performance of Webster’s counterparties and third-party vendors; Webster’s ability to increase market share and control expenses; changes in the competitive environment among banks, financial holding companies, and other traditional and non-traditional financial service providers; Webster’s ability to maintain adequate sources of funding and liquidity; possible downgrades in Webster’s credit ratings; limitations on Webster’s ability to receive dividends from its subsidiaries; Webster’s ability to attract, develop, motivate, and retain skilled employees; changes in loan demand or real estate values; changes in the mix of loan geographies, sectors, or types and the level of non-performing assets, charge-offs, and delinquencies; changes in Webster’s estimates of current expected credit losses based upon periodic review under relevant regulatory and accounting requirements; the effect of changes in accounting policies and practices applicable to Webster, including impacts of recently adopted accounting guidance; legal and regulatory developments, including any due to judicial decisions, the initiation or resolution of legal proceedings or regulatory or other governmental inquiries, the results of regulatory examinations or reviews, disruptions at regulatory agencies, government funding or other issues; Webster’s ability to navigate differing environmental, social, governmental, and sustainability concerns among federal and state governmental administrations and judicial decisions, Webster’s stakeholders, and other activists that may arise from Webster’s business activities; Webster’s ability to assess and monitor the effect of evolving uses of artificial intelligence on its business and operations; the occurrence of natural disasters, severe weather events, and public health crises, and any governmental or societal responses thereto; the impact of any of the foregoing on the business or credit quality of Webster’s customers; and the other factors that are described in Webster’s Annual Report on Form 10-K for the year ended December 31, 2024, and subsequent filings with the U.S. Securities and Exchange Commission. Any forward-looking statement made by Webster in this release speaks only as of the date on which it is made. Factors or events that could cause Webster’s actual results to differ may emerge from time to time, and it is not possible for Webster to predict all of them. Webster undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
Non-GAAP Financial Measures
In addition to results presented in accordance with GAAP, this press release contains certain non-GAAP financial measures, including the efficiency ratio, the return on average tangible common stockholders’ equity, the tangible equity ratio, the tangible common equity ratio, tangible book value per common share, and core deposits. A reconciliation of each non-GAAP financial measure to the most comparable GAAP financial measure is included in the accompanying selected financial highlights table.
Webster believes that certain non-GAAP financial measures provide investors with information useful in understanding its financial position, results of operations, the strength of its capital position, and overall business performance. These non-GAAP financial measures are used by Webster for performance measurement purposes, as well as for internal planning and forecasting, and by securities analysts, investors, and other interested parties to assess peer company operating performance. Webster believes that this presentation, together with the accompanying reconciliations, provides investors with a more complete understanding of the factors and trends affecting its business and allows investors to view its performance in a manner similar to management.
The efficiency ratio represents the costs expended to generate a dollar of revenue and is calculated excluding certain non-operational items. The return on average tangible common stockholders’ equity is calculated using net income less preferred stock dividends, adjusted for the tax-effected amortization of intangible assets, as a percentage of average stockholders’ equity less average preferred stock and average goodwill and other intangible assets. The tangible equity ratio represents stockholders’ equity less goodwill and other intangible assets (tangible stockholders’ equity) divided by total assets less goodwill and other intangible assets (tangible assets). The tangible common equity ratio represents stockholders’ equity less preferred stock and goodwill and other intangible assets (tangible common stockholders’ equity) divided by tangible assets. Tangible book value per common share represents tangible common stockholders’ equity divided by the number of common shares outstanding at the end of the reporting period. Core deposits reflect total deposits less certificates of deposit and brokered certificates of deposit.
These non-GAAP financial measures should not be considered a substitute for GAAP-basis financial measures. Because non-GAAP financial measures are not standardized, it may not be possible to compare these with other companies that present financial measures having the same or similar names. Webster strongly encourages investors to review its consolidated financial statements in their entirety and to not rely on any single financial measure.
Refer the tables beginning on page 19 for Non-GAAP to GAAP reconciliations.
| WEBSTER FINANCIAL CORPORATION<br><br>Selected Financial Highlights (unaudited) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Three Months Ended | |||||||||||||||
| (In thousands, except ratio and per share data) | September 30,<br>2025 | June 30,<br>2025 | March 31,<br>2025 | December 31,<br>2024 | September 30,<br>2024 | ||||||||||
| Income and performance ratios: | |||||||||||||||
| Net income | $ | 261,217 | $ | 258,848 | $ | 226,917 | $ | 177,766 | $ | 192,985 | |||||
| Net income applicable to common stockholders | 254,051 | 251,695 | 220,367 | 171,760 | 186,799 | ||||||||||
| Earnings per common share - Diluted | 1.54 | 1.52 | 1.30 | 1.01 | 1.10 | ||||||||||
| Return on average assets (annualized) | 1.27 | % | 1.29 | % | 1.15 | % | 0.91 | % | 1.01 | % | |||||
| Return on average tangible common stockholders' equity (annualized) (1) | 17.64 | 17.96 | 15.93 | 12.73 | 14.29 | ||||||||||
| Return on average common stockholders’ equity (annualized) | 11.23 | 11.31 | 9.94 | 7.80 | 8.67 | ||||||||||
| Non-interest income as a percentage of total revenue | 13.77 | 13.22 | 13.14 | 7.94 | 8.92 | ||||||||||
| Asset quality: | |||||||||||||||
| Allowance for credit losses on loans and leases | $ | 727,897 | $ | 722,046 | $ | 713,321 | $ | 689,566 | $ | 687,798 | |||||
| Non-performing assets | 545,327 | 537,050 | 564,708 | 461,751 | 427,274 | ||||||||||
| Allowance for credit losses on loans and leases / total loans and leases | 1.32 | % | 1.35 | % | 1.34 | % | 1.31 | % | 1.32 | % | |||||
| Net charge-offs / average loans and leases (annualized) | 0.28 | 0.27 | 0.42 | 0.47 | 0.27 | ||||||||||
| Non-performing loans and leases / total loans and leases | 0.99 | 1.00 | 1.06 | 0.88 | 0.82 | ||||||||||
| Non-performing assets / total loans and leases plus other real estate owned and repossessed assets | 0.99 | 1.00 | 1.06 | 0.88 | 0.82 | ||||||||||
| Allowance for credit losses on loans and leases / non-performing loans and leases | 133.82 | 135.08 | 126.39 | 149.47 | 161.60 | ||||||||||
| Other ratios: | |||||||||||||||
| Tangible equity (1) | 7.86 | % | 7.82 | % | 7.80 | % | 7.82 | % | 7.85 | % | |||||
| Tangible common equity (1) | 7.50 | 7.46 | 7.43 | 7.45 | 7.48 | ||||||||||
| Tier 1 Risk-Based Capital (2) | 11.90 | 11.86 | 11.76 | 12.06 | 11.77 | ||||||||||
| Total Risk-Based Capital (2) | 14.69 | 14.05 | 13.96 | 14.24 | 14.06 | ||||||||||
| Common equity tier 1 Risk-Based Capital (2) | 11.40 | 11.35 | 11.25 | 11.54 | 11.25 | ||||||||||
| Stockholders’ equity / total assets | 11.37 | 11.40 | 11.47 | 11.56 | 11.58 | ||||||||||
| Net interest margin (3) | 3.40 | 3.44 | 3.48 | 3.44 | 3.41 | ||||||||||
| Efficiency ratio (1) | 45.79 | 45.40 | 45.79 | 44.80 | 45.49 | ||||||||||
| Equity and share related: | |||||||||||||||
| Common stockholders’ equity | $ | 9,178,698 | $ | 9,053,638 | $ | 8,920,175 | $ | 8,849,235 | $ | 8,914,071 | |||||
| Book value per common share | 55.69 | 54.19 | 52.91 | 51.63 | 52.00 | ||||||||||
| Tangible book value per common share (1) | 36.42 | 35.13 | 33.97 | 32.95 | 33.26 | ||||||||||
| Common stock closing price | 59.44 | 54.60 | 51.55 | 55.22 | 46.61 | ||||||||||
| Dividends declared per common share | 0.40 | 0.40 | 0.40 | 0.40 | 0.40 | ||||||||||
| Common shares outstanding | 164,817 | 167,083 | 168,594 | 171,391 | 171,428 | ||||||||||
| Weighted-average common shares outstanding - Basic | 164,138 | 165,884 | 169,182 | 169,589 | 169,569 | ||||||||||
| Weighted-average common shares - Diluted | 164,456 | 166,131 | 169,544 | 170,005 | 169,894 |
(1)See “Non-GAAP to GAAP Reconciliations” section beginning on page 19.
(2)Presented as preliminary for September 30, 2025, and actual for the remaining periods.
(3)As of the first quarter of 2025, Webster changed the methodology used to annualize net interest income in its quarterly and year to date net interest margin calculation. Net interest margin for the prior periods has been recast.
| WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Balance Sheets (unaudited) | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (In thousands) | September 30,<br>2025 | June 30,<br>2025 | September 30,<br>2024 | |||||||||
| Assets: | ||||||||||||
| Cash and due from banks | $ | 498,801 | $ | 425,349 | $ | 721,261 | ||||||
| Interest-bearing deposits | 2,563,680 | 2,568,570 | 2,476,290 | |||||||||
| Investment securities: | ||||||||||||
| Available-for-sale | 9,932,344 | 9,620,354 | 8,594,978 | |||||||||
| Held-to-maturity, net | 8,077,505 | 8,192,720 | 8,565,936 | |||||||||
| Total investment securities, net | 18,009,849 | 17,813,074 | 17,160,914 | |||||||||
| Loans held for sale | 75,386 | 278,409 | 117,615 | |||||||||
| Loans and leases: | ||||||||||||
| Commercial | 21,912,809 | 21,293,103 | 20,120,992 | |||||||||
| Commercial real estate | 21,911,298 | 21,358,775 | 21,691,377 | |||||||||
| Residential mortgages | 9,509,142 | 9,332,413 | 8,576,612 | |||||||||
| Consumer | 1,718,832 | 1,687,668 | 1,558,034 | |||||||||
| Total loans and leases | 55,052,081 | 53,671,959 | 51,947,015 | |||||||||
| Allowance for credit losses on loans and leases | (727,897) | (722,046) | (687,798) | |||||||||
| Total loans and leases, net | 54,324,184 | 52,949,913 | 51,259,217 | |||||||||
| Federal Home Loan Bank and Federal Reserve Bank stock | 340,231 | 370,272 | 360,795 | |||||||||
| Deferred tax assets, net | 220,972 | 252,442 | 273,174 | |||||||||
| Premises and equipment, net | 427,215 | 422,774 | 411,070 | |||||||||
| Goodwill and other intangible assets, net | 3,175,747 | 3,184,039 | 3,212,050 | |||||||||
| Cash surrender value of life insurance policies | 1,266,491 | 1,262,311 | 1,247,624 | |||||||||
| Accrued interest receivable and other assets | 2,290,096 | 2,387,117 | 2,213,890 | |||||||||
| Total assets | $ | 83,192,652 | $ | 81,914,270 | $ | 79,453,900 | ||||||
| Liabilities and Stockholders’ Equity: | ||||||||||||
| Deposits: | ||||||||||||
| Demand | $ | 10,491,975 | $ | 10,345,761 | $ | 10,744,524 | ||||||
| Interest-bearing checking | 10,723,584 | 9,933,392 | 10,016,651 | |||||||||
| Health savings accounts | 9,135,425 | 9,064,935 | 8,951,383 | |||||||||
| Money market | 23,188,134 | 21,679,493 | 20,460,382 | |||||||||
| Savings | 7,060,713 | 7,370,959 | 6,921,459 | |||||||||
| Certificates of deposit | 6,202,906 | 6,069,447 | 6,020,031 | |||||||||
| Brokered certificates of deposit | 1,372,907 | 1,850,438 | 1,400,000 | |||||||||
| Total deposits | 68,175,644 | 66,314,425 | 64,514,430 | |||||||||
| Securities sold under agreements to repurchase and federal funds purchased | 101,717 | 372,806 | 100,232 | |||||||||
| Federal Home Loan Bank advances | 2,560,817 | 3,339,914 | 3,110,205 | |||||||||
| Long-term debt | 1,249,612 | 905,634 | 910,963 | |||||||||
| Accrued expenses and other liabilities | 1,642,185 | 1,643,874 | 1,620,020 | |||||||||
| Total liabilities | 73,729,975 | 72,576,653 | 70,255,850 | |||||||||
| Preferred stock | 283,979 | 283,979 | 283,979 | |||||||||
| Common stockholders’ equity | 9,178,698 | 9,053,638 | 8,914,071 | |||||||||
| Total stockholders’ equity | 9,462,677 | 9,337,617 | 9,198,050 | |||||||||
| Total liabilities and stockholders’ equity | $ | 83,192,652 | $ | 81,914,270 | $ | 79,453,900 | ||||||
| WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Statements of Income (unaudited) | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||
| (In thousands, except per share data) | 2025 | 2024 | 2025 | 2024 | ||||||||
| Interest income: | ||||||||||||
| Interest and fees on loans and leases | $ | 794,668 | $ | 809,184 | $ | 2,324,988 | $ | 2,399,326 | ||||
| Interest on investment securities | 201,321 | 176,722 | 593,556 | 485,134 | ||||||||
| Loans held for sale | 3,988 | 5,400 | 4,010 | 11,075 | ||||||||
| Other interest and dividends | 28,325 | 12,757 | 79,822 | 36,664 | ||||||||
| Total interest income | 1,028,302 | 1,004,063 | 3,002,376 | 2,932,199 | ||||||||
| Interest expense: | ||||||||||||
| Deposits | 355,504 | 371,075 | 1,021,625 | 1,068,309 | ||||||||
| Borrowings | 41,131 | 43,105 | 115,710 | 133,971 | ||||||||
| Total interest expense | 396,635 | 414,180 | 1,137,335 | 1,202,280 | ||||||||
| Net interest income | 631,667 | 589,883 | 1,865,041 | 1,729,919 | ||||||||
| Provision for credit losses | 44,000 | 54,000 | 168,000 | 158,500 | ||||||||
| Net interest income after provision for credit losses | 587,667 | 535,883 | 1,697,041 | 1,571,419 | ||||||||
| Non-interest income: | ||||||||||||
| Deposit service fees | 39,576 | 38,863 | 119,405 | 122,479 | ||||||||
| Loan and lease related fees | 16,404 | 18,513 | 51,682 | 57,614 | ||||||||
| Wealth and investment services | 7,640 | 8,367 | 23,208 | 24,847 | ||||||||
| Cash surrender value of life insurance policies | 7,535 | 8,020 | 24,699 | 20,325 | ||||||||
| Gain (loss) on sale of investment securities, net | — | (19,597) | 220 | (79,338) | ||||||||
| Other income | 29,751 | 3,575 | 68,955 | 53,465 | ||||||||
| Total non-interest income | 100,906 | 57,741 | 288,169 | 199,392 | ||||||||
| Non-interest expense: | ||||||||||||
| Compensation and benefits | 209,036 | 194,736 | 607,611 | 570,126 | ||||||||
| Occupancy | 19,003 | 18,879 | 58,057 | 53,421 | ||||||||
| Technology and equipment | 47,520 | 56,696 | 141,171 | 147,835 | ||||||||
| Intangible assets amortization | 8,966 | 8,491 | 27,296 | 26,401 | ||||||||
| Marketing | 4,953 | 4,224 | 14,151 | 12,612 | ||||||||
| Professional and outside services | 17,815 | 16,001 | 53,435 | 43,048 | ||||||||
| Deposit insurance | 15,621 | 13,555 | 47,027 | 52,843 | ||||||||
| Other expenses | 33,755 | 36,376 | 97,279 | 104,616 | ||||||||
| Total non-interest expense | 356,669 | 348,958 | 1,046,027 | 1,010,902 | ||||||||
| Income before income taxes | 331,904 | 244,666 | 939,183 | 759,909 | ||||||||
| Income tax expense | 70,687 | 51,681 | 192,201 | 168,968 | ||||||||
| Net income | 261,217 | 192,985 | 746,982 | 590,941 | ||||||||
| Preferred stock dividends | (4,162) | (4,162) | (12,487) | (12,487) | ||||||||
| Income allocated to participating securities | (3,004) | (2,024) | (8,339) | (6,136) | ||||||||
| Net income applicable to common stockholders | $ | 254,051 | $ | 186,799 | $ | 726,156 | $ | 572,318 | ||||
| Weighted-average common shares outstanding - Basic | 164,138 | 169,569 | 166,386 | 169,898 | ||||||||
| Weighted-average common shares - Diluted | 164,456 | 169,894 | 166,738 | 170,226 | ||||||||
| Earnings per common share: | ||||||||||||
| Basic | $ | 1.55 | $ | 1.10 | $ | 4.36 | $ | 3.37 | ||||
| Diluted | 1.54 | 1.10 | 4.36 | 3.36 | ||||||||
| WEBSTER FINANCIAL CORPORATION<br><br>Five Quarter Consolidated Statements of Income (unaudited) | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||
| Three Months Ended | ||||||||||||
| (In thousands, except per share data) | September 30,<br>2025 | June 30,<br>2025 | March 31,<br>2025 | December 31,<br>2024 | September 30,<br>2024 | |||||||
| Interest income: | ||||||||||||
| Interest and fees on loans and leases | $ | 794,668 | $ | 775,203 | $ | 755,117 | $ | 783,140 | $ | 809,184 | ||
| Interest on investment securities | 201,321 | 197,766 | 194,469 | 189,801 | 176,722 | |||||||
| Loans held for sale | 3,988 | 7 | 15 | 2,836 | 5,400 | |||||||
| Other interest and dividends | 28,325 | 27,611 | 23,886 | 19,310 | 12,757 | |||||||
| Total interest income | 1,028,302 | 1,000,587 | 973,487 | 995,087 | 1,004,063 | |||||||
| Interest expense: | ||||||||||||
| Deposits | 355,504 | 339,738 | 326,383 | 358,895 | 371,075 | |||||||
| Borrowings | 41,131 | 39,667 | 34,912 | 27,724 | 43,105 | |||||||
| Total interest expense | 396,635 | 379,405 | 361,295 | 386,619 | 414,180 | |||||||
| Net interest income | 631,667 | 621,182 | 612,192 | 608,468 | 589,883 | |||||||
| Provision for credit losses | 44,000 | 46,500 | 77,500 | 63,500 | 54,000 | |||||||
| Net interest income after provision for credit losses | 587,667 | 574,682 | 534,692 | 544,968 | 535,883 | |||||||
| Non-interest income: | ||||||||||||
| Deposit service fees | 39,576 | 40,934 | 38,895 | 38,665 | 38,863 | |||||||
| Loan and lease related fees | 16,404 | 17,657 | 17,621 | 18,770 | 18,513 | |||||||
| Wealth and investment services | 7,640 | 7,779 | 7,789 | 8,387 | 8,367 | |||||||
| Cash surrender value of life insurance policies | 7,535 | 9,172 | 7,992 | 7,387 | 8,020 | |||||||
| Gain (loss) on sale of investment securities, net | — | — | 220 | (56,886) | (19,597) | |||||||
| Other income | 29,751 | 19,115 | 20,089 | 36,184 | 3,575 | |||||||
| Total non-interest income | 100,906 | 94,657 | 92,606 | 52,507 | 57,741 | |||||||
| Non-interest expense: | ||||||||||||
| Compensation and benefits | 209,036 | 199,930 | 198,645 | 192,668 | 194,736 | |||||||
| Occupancy | 19,003 | 19,337 | 19,717 | 18,740 | 18,879 | |||||||
| Technology and equipment | 47,520 | 45,932 | 47,719 | 47,182 | 56,696 | |||||||
| Intangible assets amortization | 8,966 | 9,093 | 9,237 | 9,681 | 8,491 | |||||||
| Marketing | 4,953 | 5,171 | 4,027 | 6,139 | 4,224 | |||||||
| Professional and outside services | 17,815 | 18,394 | 17,226 | 15,205 | 16,001 | |||||||
| Deposit insurance | 15,621 | 15,061 | 16,345 | 16,069 | 13,555 | |||||||
| Other expenses | 33,755 | 32,796 | 30,728 | 34,693 | 36,376 | |||||||
| Total non-interest expense | 356,669 | 345,714 | 343,644 | 340,377 | 348,958 | |||||||
| Income before income taxes | 331,904 | 323,625 | 283,654 | 257,098 | 244,666 | |||||||
| Income tax expense | 70,687 | 64,777 | 56,737 | 79,332 | 51,681 | |||||||
| Net income | 261,217 | 258,848 | 226,917 | 177,766 | 192,985 | |||||||
| Preferred stock dividends | (4,162) | (4,162) | (4,163) | (4,163) | (4,162) | |||||||
| Income allocated to participating securities | (3,004) | (2,991) | (2,387) | (1,843) | (2,024) | |||||||
| Net income applicable to common stockholders | $ | 254,051 | $ | 251,695 | $ | 220,367 | $ | 171,760 | $ | 186,799 | ||
| Weighted-average common shares outstanding - Basic | 164,138 | 165,884 | 169,182 | 169,589 | 169,569 | |||||||
| Weighted-average common shares - Diluted | 164,456 | 166,131 | 169,544 | 170,005 | 169,894 | |||||||
| Earnings per common share: | ||||||||||||
| Basic | $ | 1.55 | $ | 1.52 | $ | 1.30 | $ | 1.01 | $ | 1.10 | ||
| Diluted | 1.54 | 1.52 | 1.30 | 1.01 | 1.10 | |||||||
| WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Average Balances, Interest, Average Yields/Rates, and Net Interest Margin on a Fully Tax-equivalent Basis (unaudited) | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Three Months Ended September 30, | ||||||||||||
| 2025 | 2024 | |||||||||||
| (Dollars in thousands) | Average<br>Balance | Interest Income/Expense | Average Yield/Rate | Average<br>Balance | Interest Income/Expense | Average Yield/Rate | ||||||
| Assets: | ||||||||||||
| Interest-earning assets: | ||||||||||||
| Loans and leases | $ | 54,372,960 | $ | 806,695 | 5.83 | % | $ | 51,752,193 | $ | 820,209 | 6.22 | % |
| Investment securities (1) | 18,371,777 | 203,552 | 4.43 | 17,483,341 | 179,356 | 4.10 | ||||||
| Federal Home Loan and Federal Reserve Bank stock | 345,001 | 4,729 | 5.44 | 340,330 | 4,383 | 5.12 | ||||||
| Interest-bearing deposits | 2,120,664 | 23,596 | 4.35 | 629,180 | 8,374 | 5.21 | ||||||
| Loans held for sale | 192,686 | 3,988 | 8.28 | 216,735 | 5,400 | 9.97 | ||||||
| Total interest-earning assets | 75,403,088 | $ | 1,042,560 | 5.45 | % | 70,421,779 | $ | 1,017,722 | 5.69 | % | ||
| Non-interest-earning assets (1) | 6,591,115 | 6,383,522 | ||||||||||
| Total assets | $ | 81,994,203 | $ | 76,805,301 | ||||||||
| Liabilities and Stockholders’ Equity: | ||||||||||||
| Interest-bearing liabilities: | ||||||||||||
| Demand | $ | 10,141,954 | $ | — | — | % | $ | 10,243,045 | $ | — | — | % |
| Interest-bearing checking | 10,502,974 | 47,305 | 1.79 | 9,744,885 | 48,160 | 1.96 | ||||||
| Health savings accounts | 9,127,705 | 3,886 | 0.17 | 8,546,941 | 3,257 | 0.15 | ||||||
| Money market | 22,513,065 | 201,086 | 3.54 | 19,945,165 | 208,980 | 4.17 | ||||||
| Savings | 7,233,339 | 30,813 | 1.69 | 6,909,526 | 29,140 | 1.69 | ||||||
| Certificates of deposit | 6,120,864 | 53,853 | 3.49 | 5,895,329 | 64,368 | 4.34 | ||||||
| Brokered certificates of deposit | 1,679,127 | 18,561 | 4.39 | 1,294,764 | 17,170 | 5.28 | ||||||
| Total deposits | 67,319,028 | 355,504 | 2.10 | 62,579,655 | 371,075 | 2.36 | ||||||
| Securities sold under agreements to repurchase | 139,567 | 631 | 1.77 | 125,738 | 38 | 0.12 | ||||||
| Federal Home Loan Bank advances | 2,602,949 | 29,620 | 4.45 | 2,535,497 | 35,172 | 5.43 | ||||||
| Long-term debt (1) | 960,497 | 10,880 | 4.53 | 887,090 | 7,895 | 3.56 | ||||||
| Total borrowings | 3,703,013 | 41,131 | 4.37 | 3,548,325 | 43,105 | 4.77 | ||||||
| Total deposits and interest-bearing liabilities | 71,022,041 | $ | 396,635 | 2.21 | % | 66,127,980 | $ | 414,180 | 2.49 | % | ||
| Non-interest-bearing liabilities (1) | 1,532,014 | 1,682,187 | ||||||||||
| Total liabilities | 72,554,055 | 67,810,167 | ||||||||||
| Preferred stock | 283,979 | 283,979 | ||||||||||
| Common stockholders’ equity | 9,156,169 | 8,711,155 | ||||||||||
| Total stockholders’ equity | 9,440,148 | 8,995,134 | ||||||||||
| Total liabilities and stockholders’ equity | $ | 81,994,203 | $ | 76,805,301 | ||||||||
| Tax-equivalent net interest income | 645,925 | 603,542 | ||||||||||
| Less: Tax-equivalent adjustments | (14,258) | (13,659) | ||||||||||
| Net interest income | $ | 631,667 | $ | 589,883 | ||||||||
| Net interest margin (2) | 3.40 | % | 3.41 | % |
(1)In order to provide the users of the Company’s financial statements with a more transparent view of the actual consolidated average balances that are used in the calculation of net interest margin, the Company has recast, in the above table, certain consolidated average balances for the three months ended September 30, 2024, to reflect a change in presentation being applied retrospectively. Specifically, adjustments were made to exclude average unsettled trades of $52.3 million and average available-for-sale unrealized losses of $649.2 million from investment securities, and to exclude an average basis adjustment of $24.7 million from long-term debt related to a de-designated fair value hedge. Rather, effective as of December 31, 2024, these amounts are being presented in average non-interest-earning assets and average non-interest-bearing liabilities, respectively. There were no changes to the related yields/rates or net interest income that had been previously disclosed.
(2)As of the first quarter of 2025, Webster changed the methodology used to annualize net interest income in its quarterly and year to date net interest margin calculation. Net interest margin for the prior periods has been recast. There were no changes to the related yields/rates or net interest income that had been previously disclosed.
| WEBSTER FINANCIAL CORPORATION<br><br>Consolidated Average Balances, Interest, Average Yields/Rates, and Net Interest Margin on a Fully Tax-equivalent Basis (unaudited) | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Nine Months Ended September 30, | ||||||||||||
| 2025 | 2024 | |||||||||||
| (Dollars in thousands) | Average<br>Balance | Interest Income/Expense | Average Yield/Rate | Average<br>Balance | Interest Income/Expense | Average Yield/Rate | ||||||
| Assets: | ||||||||||||
| Interest-earning assets: | ||||||||||||
| Loans and leases | $ | 53,413,031 | $ | 2,359,891 | 5.84 | % | $ | 51,376,513 | $ | 2,430,382 | 6.23 | % |
| Investment securities (1) | 18,238,066 | 600,392 | 4.39 | 17,146,601 | 497,931 | 3.87 | ||||||
| Federal Home Loan and Federal Reserve Bank stock | 338,576 | 12,926 | 5.10 | 340,222 | 13,901 | 5.46 | ||||||
| Interest-bearing deposits | 2,013,349 | 66,896 | 4.38 | 563,217 | 22,763 | 5.31 | ||||||
| Loans held for sale | 93,748 | 4,010 | 5.70 | 150,985 | 11,075 | 9.78 | ||||||
| Total interest-earning assets | 74,096,770 | $ | 3,044,115 | 5.44 | % | 69,577,538 | $ | 2,976,052 | 5.65 | % | ||
| Non-interest-earning assets (1) | 6,506,268 | 6,450,110 | ||||||||||
| Total assets | $ | 80,603,038 | $ | 76,027,648 | ||||||||
| Liabilities and Stockholders' Equity: | ||||||||||||
| Interest-bearing liabilities: | ||||||||||||
| Demand | $ | 10,178,346 | $ | — | — | % | $ | 10,327,076 | $ | — | — | % |
| Interest-bearing checking | 9,997,950 | 130,594 | 1.75 | 9,475,927 | 134,091 | 1.89 | ||||||
| Health savings accounts | 9,190,317 | 11,081 | 0.16 | 8,560,303 | 9,654 | 0.15 | ||||||
| Money market | 21,762,954 | 575,046 | 3.53 | 18,905,798 | 588,760 | 4.16 | ||||||
| Savings | 7,267,170 | 90,580 | 1.67 | 6,845,957 | 77,088 | 1.50 | ||||||
| Certificates of deposit | 6,076,756 | 160,668 | 3.53 | 5,861,288 | 192,649 | 4.39 | ||||||
| Brokered certificates of deposit | 1,619,633 | 53,656 | 4.43 | 1,647,193 | 66,067 | 5.36 | ||||||
| Total deposits | 66,093,126 | 1,021,625 | 2.07 | 61,623,542 | 1,068,309 | 2.32 | ||||||
| Securities sold under agreements to repurchase | 164,659 | 2,525 | 2.02 | 125,492 | 245 | 0.26 | ||||||
| Federal funds purchased | — | — | — | 72,537 | 3,015 | 5.46 | ||||||
| Federal Home Loan Bank advances | 2,456,918 | 83,034 | 4.46 | 2,551,535 | 106,266 | 5.47 | ||||||
| Long-term debt (1) | 911,107 | 30,151 | 4.41 | 909,294 | 24,445 | 3.58 | ||||||
| Total borrowings | 3,532,684 | 115,710 | 4.33 | 3,658,858 | 133,971 | 4.82 | ||||||
| Total deposits and interest-bearing liabilities | 69,625,810 | $ | 1,137,335 | 2.18 | % | 65,282,400 | $ | 1,202,280 | 2.46 | % | ||
| Non-interest-bearing liabilities (1) | 1,650,198 | 1,915,023 | ||||||||||
| Total liabilities | 71,276,008 | 67,197,423 | ||||||||||
| Preferred stock | 283,979 | 283,979 | ||||||||||
| Common stockholders’ equity | 9,043,051 | 8,546,246 | ||||||||||
| Total stockholders’ equity | 9,327,030 | 8,830,225 | ||||||||||
| Total liabilities and stockholders’ equity | $ | 80,603,038 | $ | 76,027,648 | ||||||||
| Tax-equivalent net interest income | 1,906,780 | 1,773,772 | ||||||||||
| Less: Tax-equivalent adjustments | (41,739) | (43,853) | ||||||||||
| Net interest income | $ | 1,865,041 | $ | 1,729,919 | ||||||||
| Net interest margin (2) | 3.44 | % | 3.41 | % |
(1)In order to provide the users of the Company’s financial statements with a more transparent view of the actual consolidated average balances that are used in the calculation of net interest margin, the Company has recast, in the above table, certain consolidated average balances for the nine months ended September 30, 2024, to reflect a change in presentation being applied retrospectively. Specifically, adjustments were made to exclude average unsettled trades of $97.0 million and average available-for-sale unrealized losses of $738.2 million from investment securities, and to exclude an average basis adjustment of $26.1 million from long-term debt related to a de-designated fair value hedge. Rather, effective as of December 31, 2024, these amounts are being presented in average non-interest-earning assets and average non-interest-bearing liabilities, respectively. There were no changes to the related yields/rates or net interest income that had been previously disclosed.
(2)As of the first quarter of 2025, Webster changed the methodology used to annualize net interest income in its quarterly and year to date net interest margin calculation. Net interest margin for the prior periods has been recast. There were no changes to the related yields/rates or net interest income that had been previously disclosed.
| WEBSTER FINANCIAL CORPORATION Five Quarter Loans and Leases (unaudited) | ||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (In thousands) | September 30,<br>2025 | June 30,<br>2025 | March 31,<br>2025 | December 31,<br>2024 | September 30,<br>2024 | |||||||||||||||||
| Loans and leases (actual): | ||||||||||||||||||||||
| Commercial non-mortgage | $ | 20,654,331 | $ | 19,943,097 | $ | 19,495,784 | $ | 19,272,958 | $ | 18,657,089 | ||||||||||||
| Asset-based lending | 1,258,478 | 1,350,006 | 1,385,042 | 1,404,007 | 1,463,903 | |||||||||||||||||
| Commercial real estate | 21,911,298 | 21,358,775 | 21,383,144 | 21,391,036 | 21,691,377 | |||||||||||||||||
| Residential mortgages | 9,509,142 | 9,332,413 | 9,123,000 | 8,853,669 | 8,576,612 | |||||||||||||||||
| Consumer | 1,718,832 | 1,687,668 | 1,669,253 | 1,583,498 | 1,558,034 | |||||||||||||||||
| Total loans and leases | 55,052,081 | 53,671,959 | 53,056,223 | 52,505,168 | 51,947,015 | |||||||||||||||||
| Allowance for credit losses on loans and leases | (727,897) | (722,046) | (713,321) | (689,566) | (687,798) | |||||||||||||||||
| Total loans and leases, net | $ | 54,324,184 | $ | 52,949,913 | $ | 52,342,902 | $ | 51,815,602 | $ | 51,259,217 | ||||||||||||
| Loans and leases (average): | ||||||||||||||||||||||
| Commercial non-mortgage | $ | 20,451,639 | $ | 19,703,434 | $ | 19,167,596 | $ | 18,919,934 | $ | 18,166,258 | ||||||||||||
| Asset-based lending | 1,289,208 | 1,360,288 | 1,409,177 | 1,449,743 | 1,452,794 | |||||||||||||||||
| Commercial real estate | 21,508,546 | 21,302,161 | 21,338,147 | 21,572,682 | 22,215,293 | |||||||||||||||||
| Residential mortgages | 9,416,499 | 9,228,988 | 8,985,033 | 8,740,658 | 8,390,613 | |||||||||||||||||
| Consumer | 1,707,068 | 1,683,026 | 1,668,453 | 1,572,414 | 1,527,235 | |||||||||||||||||
| Total loans and leases | $ | 54,372,960 | $ | 53,277,897 | $ | 52,568,406 | $ | 52,255,431 | $ | 51,752,193 | ||||||||||||
| WEBSTER FINANCIAL CORPORATION<br><br>Five Quarter Non-performing Assets and Past Due Loans and Leases (unaudited) | ||||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||||
| (In thousands) | September 30,<br>2025 | June 30,<br>2025 | March 31,<br>2025 | December 31,<br>2024 | September 30,<br>2024 | |||||||||||||||||
| Non-performing loans and leases: | ||||||||||||||||||||||
| Commercial non-mortgage | $ | 223,398 | $ | 231,458 | $ | 279,831 | $ | 268,354 | $ | 215,834 | ||||||||||||
| Asset-based lending | 58,797 | 44,405 | 42,207 | 20,815 | 29,791 | |||||||||||||||||
| Commercial real estate | 227,118 | 224,554 | 207,402 | 138,642 | 150,711 | |||||||||||||||||
| Residential mortgages | 16,843 | 15,748 | 15,715 | 12,500 | 9,098 | |||||||||||||||||
| Consumer | 17,772 | 18,357 | 19,243 | 21,015 | 20,183 | |||||||||||||||||
| Total non-performing loans and leases | $ | 543,928 | $ | 534,522 | $ | 564,398 | $ | 461,326 | $ | 425,617 | ||||||||||||
| Other real estate owned and repossessed assets: | ||||||||||||||||||||||
| Commercial non-mortgage | $ | 1,399 | $ | 2,528 | $ | 310 | $ | 425 | $ | 504 | ||||||||||||
| Residential mortgages | — | — | — | — | 221 | |||||||||||||||||
| Consumer | — | — | — | — | 932 | |||||||||||||||||
| Total other real estate owned and repossessed assets | $ | 1,399 | $ | 2,528 | $ | 310 | $ | 425 | $ | 1,657 | ||||||||||||
| Total non-performing assets | $ | 545,327 | $ | 537,050 | $ | 564,708 | $ | 461,751 | $ | 427,274 | Past due 30-89 days: | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||||
| Commercial non-mortgage | $ | 10,934 | $ | 16,338 | $ | 27,304 | $ | 16,619 | $ | 45,123 | ||||||||||||
| Asset-based lending | — | — | — | 21,997 | — | |||||||||||||||||
| Commercial real estate | 27,812 | 16,241 | 33,030 | 51,556 | 36,110 | |||||||||||||||||
| Residential mortgages | 17,000 | 12,664 | 16,406 | 14,113 | 18,153 | |||||||||||||||||
| Consumer | 8,730 | 9,516 | 9,906 | 9,122 | 9,471 | |||||||||||||||||
| Total past due 30-89 days | $ | 64,476 | $ | 54,759 | $ | 86,646 | $ | 113,407 | $ | 108,857 | ||||||||||||
| Past due 90 days or more and accruing | 1,152 | — | 507 | — | 71 | |||||||||||||||||
| Total past due loans and leases | $ | 65,628 | $ | 54,759 | $ | 87,153 | $ | 113,407 | $ | 108,928 | ||||||||||||
| Five Quarter Changes in the Allowance for Credit Losses on Loans and Leases (unaudited) | ||||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||||
| Three Months Ended | ||||||||||||||||||||||
| (In thousands) | September 30,<br>2025 | June 30,<br>2025 | March 31,<br>2025 | December 31,<br>2024 | September 30,<br>2024 | |||||||||||||||||
| ACL on loans and leases, beginning balance | $ | 722,046 | $ | 713,321 | $ | 689,566 | $ | 687,798 | $ | 669,355 | ||||||||||||
| Provision | 44,205 | 45,126 | 78,712 | 62,639 | 53,869 | |||||||||||||||||
| Charge-offs: | ||||||||||||||||||||||
| Commercial portfolio | 37,914 | 39,792 | 55,566 | 63,281 | 36,362 | |||||||||||||||||
| Consumer portfolio | 2,003 | 1,446 | 1,052 | 1,265 | 997 | |||||||||||||||||
| Total charge-offs | 39,917 | 41,238 | 56,618 | 64,546 | 37,359 | |||||||||||||||||
| Recoveries: | ||||||||||||||||||||||
| Commercial portfolio | 765 | 3,250 | 942 | 2,779 | 377 | |||||||||||||||||
| Consumer portfolio | 798 | 1,587 | 719 | 896 | 1,556 | |||||||||||||||||
| Total recoveries | 1,563 | 4,837 | 1,661 | 3,675 | 1,933 | |||||||||||||||||
| Total net charge-offs | 38,354 | 36,401 | 54,957 | 60,871 | 35,426 | |||||||||||||||||
| ACL on loans and leases, ending balance | $ | 727,897 | $ | 722,046 | $ | 713,321 | $ | 689,566 | $ | 687,798 | ||||||||||||
| ACL on unfunded loan commitments | $ | 23,117 | $ | 22,824 | $ | 21,443 | $ | 22,593 | $ | 22,598 | ||||||||||||
| WEBSTER FINANCIAL CORPORATION<br><br>Non-GAAP to GAAP Reconciliations | ||||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||||
| Three Months Ended | ||||||||||||||||||||||
| (In thousands, except ratio and per share data) | September 30,<br>2025 | June 30,<br>2025 | March 31,<br>2025 | December 31,<br>2024 | September 30,<br>2024 | |||||||||||||||||
| Efficiency ratio: | ||||||||||||||||||||||
| Non-interest expense | $ | 356,669 | $ | 345,714 | $ | 343,644 | $ | 340,377 | $ | 348,958 | ||||||||||||
| Less: Foreclosed property activity | 1,535 | 541 | 517 | (32) | (687) | |||||||||||||||||
| Intangible assets amortization | 8,966 | 9,093 | 9,237 | 9,681 | 8,491 | |||||||||||||||||
| Operating lease depreciation | 3 | 9 | 16 | 121 | 197 | |||||||||||||||||
| FDIC special assessment | — | — | — | — | (1,544) | |||||||||||||||||
| Strategic restructuring costs and other | — | — | — | — | 22,169 | |||||||||||||||||
| Adjusted non-interest expense | $ | 346,165 | $ | 336,071 | $ | 333,874 | $ | 330,607 | $ | 320,332 | ||||||||||||
| Net interest income | $ | 631,667 | $ | 621,182 | $ | 612,192 | $ | 608,468 | $ | 589,883 | ||||||||||||
| Add: Tax-equivalent adjustment | 14,258 | 13,870 | 13,611 | 13,664 | 13,659 | |||||||||||||||||
| Non-interest income | 100,906 | 94,657 | 92,606 | 52,507 | 57,741 | |||||||||||||||||
| Other income (1) | 9,234 | 10,528 | 11,032 | 6,564 | 7,448 | |||||||||||||||||
| Less: Operating lease depreciation | 3 | 9 | 16 | 121 | 197 | |||||||||||||||||
| Gain (loss) on sale of investment securities, net | — | — | 220 | (56,886) | (19,597) | |||||||||||||||||
| Exit of non-core operations | — | — | — | — | (15,977) | |||||||||||||||||
| Adjusted income | $ | 756,062 | $ | 740,228 | $ | 729,205 | $ | 737,968 | $ | 704,108 | ||||||||||||
| Efficiency ratio | 45.79% | 45.40% | 45.79% | 44.80% | 45.49% | |||||||||||||||||
| Return on average tangible common stockholders’ equity: | ||||||||||||||||||||||
| Net income | $ | 261,217 | $ | 258,848 | $ | 226,917 | $ | 177,766 | $ | 192,985 | ||||||||||||
| Less: Preferred stock dividends | 4,162 | 4,162 | 4,163 | 4,163 | 4,162 | |||||||||||||||||
| Add: Intangible assets amortization, tax-effected | 6,534 | 6,627 | 6,732 | 7,648 | 6,708 | |||||||||||||||||
| Adjusted net income | $ | 263,589 | $ | 261,313 | $ | 229,486 | $ | 181,251 | $ | 195,531 | ||||||||||||
| Adjusted net income, annualized basis | $ | 1,054,356 | $ | 1,045,252 | $ | 917,944 | $ | 725,004 | $ | 782,124 | ||||||||||||
| Average stockholders’ equity | $ | 9,440,148 | $ | 9,294,023 | $ | 9,245,030 | $ | 9,186,082 | $ | 8,995,134 | ||||||||||||
| Less: Average preferred stock | 283,979 | 283,979 | 283,979 | 283,979 | 283,979 | |||||||||||||||||
| Average goodwill and other intangible assets, net | 3,180,111 | 3,188,946 | 3,198,123 | 3,207,554 | 3,238,115 | |||||||||||||||||
| Average tangible common stockholders’ equity | $ | 5,976,058 | $ | 5,821,098 | $ | 5,762,928 | $ | 5,694,549 | $ | 5,473,040 | ||||||||||||
| Return on average tangible common stockholders’ equity | 17.64% | 17.96% | 15.93% | 12.73% | 14.29% |
(1)Other income reflects a tax-equivalent adjustment on income generated from low-income housing tax credit investments.
| WEBSTER FINANCIAL CORPORATION<br><br>Non-GAAP to GAAP Reconciliations | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| (In thousands, except ratio and per share data) | September 30,<br>2025 | June 30,<br>2025 | March 31,<br>2025 | December 31,<br>2024 | September 30,<br>2024 | |||||
| Tangible equity ratio: | ||||||||||
| Stockholders’ equity | $ | 9,462,677 | $ | 9,337,617 | $ | 9,204,154 | $ | 9,133,214 | $ | 9,198,050 |
| Less: Goodwill and other intangible assets, net | 3,175,747 | 3,184,039 | 3,193,132 | 3,202,369 | 3,212,050 | |||||
| Tangible stockholders’ equity | $ | 6,286,930 | $ | 6,153,578 | $ | 6,011,022 | $ | 5,930,845 | $ | 5,986,000 |
| Total assets | $ | 83,192,652 | $ | 81,914,270 | $ | 80,279,750 | $ | 79,025,073 | $ | 79,453,900 |
| Less: Goodwill and other intangible assets, net | 3,175,747 | 3,184,039 | 3,193,132 | 3,202,369 | 3,212,050 | |||||
| Tangible assets | $ | 80,016,905 | $ | 78,730,231 | $ | 77,086,618 | $ | 75,822,704 | $ | 76,241,850 |
| Tangible equity ratio | 7.86% | 7.82% | 7.80% | 7.82% | 7.85% | |||||
| Tangible common equity ratio: | ||||||||||
| Tangible stockholders’ equity | $ | 6,286,930 | $ | 6,153,578 | $ | 6,011,022 | $ | 5,930,845 | $ | 5,986,000 |
| Less: Preferred stock | 283,979 | 283,979 | 283,979 | 283,979 | 283,979 | |||||
| Tangible common stockholders’ equity | $ | 6,002,951 | $ | 5,869,599 | $ | 5,727,043 | $ | 5,646,866 | $ | 5,702,021 |
| Tangible assets | $ | 80,016,905 | $ | 78,730,231 | $ | 77,086,618 | $ | 75,822,704 | $ | 76,241,850 |
| Tangible common equity ratio | 7.50% | 7.46% | 7.43% | 7.45% | 7.48% | |||||
| Tangible book value per common share: | ||||||||||
| Tangible common stockholders’ equity | $ | 6,002,951 | $ | 5,869,599 | $ | 5,727,043 | $ | 5,646,866 | $ | 5,702,021 |
| Common shares outstanding | 164,817 | 167,083 | 168,594 | 171,391 | 171,428 | |||||
| Tangible book value per common share | $ | 36.42 | $ | 35.13 | $ | 33.97 | $ | 32.95 | $ | 33.26 |
| Core deposits: | ||||||||||
| Total deposits | $ | 68,175,644 | $ | 66,314,425 | $ | 65,575,229 | $ | 64,753,080 | $ | 64,514,430 |
| Less: Certificates of deposit | 6,202,906 | 6,069,447 | 6,036,144 | 6,041,329 | 6,020,031 | |||||
| Brokered certificates of deposit | 1,372,907 | 1,850,438 | 1,486,248 | 2,193,625 | 1,400,000 | |||||
| Core deposits | $ | 60,599,831 | $ | 58,394,540 | $ | 58,052,837 | $ | 56,518,126 | $ | 57,094,399 |
20