SECURITIES AND EXCHANGE COMMISSION
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) February 24, 2005
| Delaware | 001-31486 | 06-1187536 | ||
| (State or other | (Commission File Number) | (IRS Employer | ||
| jurisdiction of | Identification No.) | |||
| incorporation) | ||||
| Webster Plaza, Waterbury, Connecticut | 06702 | |||
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (203) 578-2476
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 1.01. Entry into a Material Definitive Agreement.
Base Salaries. On February 24, 2005, the Board of Directors of Webster Financial Corporation (the “Company”) approved the Compensation Committee’s recommended base salaries for the executive officers listed below (the “Named Executive Officers”) in the amounts indicated, effective January 1, 2005.
| Name | Base Salary Amount | |||
James C. Smith |
$ | 748,000 | ||
William T. Bromage |
$ | 475,000 | ||
William J. Healy |
$ | 310,000 | ||
Joseph J. Savage |
$ | 275,000 | ||
Jeffrey N. Brown |
$ | 255,000 | ||
Annual Incentive Awards. On February 24, 2005, the Board of Directors of the Company approved the Compensation Committee’s recommended annual incentive awards for 2004, payable in cash, to the Named Executive Officers as follows:
| Name | Annual Incentive Award | |||
James C. Smith |
$ | 585,000 | ||
William T. Bromage |
$ | 312,800 | ||
William J. Healy |
$ | 178,500 | ||
Joseph J. Savage |
$ | 160,650 | ||
Jeffrey N. Brown |
$ | 138,922 | ||
The Company will provide additional information regarding the compensation of the Named Executive Officers in its Proxy Statement for the 2005 Annual Meeting of Shareholders, which will be issued in Mid-March.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
| WEBSTER FINANCIAL CORPORATION | ||
| Date: March 2, 2005 |
By: /s/Harriet Munrett Wolfe Harriet Munrett Wolfe Executive Vice President, General Counsel and Secretary |
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