Amendment to Current Report (Form 8-K/A)

WEBSTER REPORTS

FOURTH QUARTER 2025 EPS OF $1.55; ADJUSTED EPS OF $1.59

STAMFORD, Conn., January 23, 2026 - Webster Financial Corporation ("Webster") (NYSE: WBS), the holding company for Webster Bank, N.A., today announced net income applicable to common stockholders of $248.7 million, or $1.55 per diluted share, for the quarter ended December 31, 2025, compared to $171.8 million, or $1.01 per diluted share, for the quarter ended December 31, 2024.

Fourth quarter 2025 results include gains on debt redemption, a charitable contribution to the Webster Foundation, asset disposal and contact termination costs, acquisition expenses, and a benefit related to the FDIC special assessment. Excluding these items, adjusted earnings per diluted share would have been $1.591 for the quarter ended December 31, 2025, compared to $1.431 for the quarter ended December 31, 2024.

"Webster continued to excel from a fundamental perspective in the fourth quarter, and we enter 2026 from a position of strength," said John R. Ciulla, chairman and chief executive officer. "It was appropriate that Webster produced record EPS and tangible book value per share in the year of its 90th anniversary."

Highlights for the fourth quarter of 2025:

•Revenue of $746.2 million.

•Period end loans and leases balance of $56.6 billion, up $1.5 billion, or 2.8 percent from prior quarter.

•Period end deposits balance of $68.8 billion, up $0.6 billion, or 0.9 percent, from prior quarter.

•Provision for credit losses of $42.0 million.

•Return on average assets of 1.23 percent.

•Return on average tangible common equity of 17.10 percent1.

•Net interest margin of 3.35 percent, down 5 basis points from prior quarter.

•Common equity tier 1 ratio of 11.22 percent2.

•Efficiency ratio of 46.95 percent1.

•Tangible common equity ratio of 7.42 percent1.

•Repurchased 3.6 million shares under Webster's share repurchase program.

"Our solid operating foundation enables Webster to maintain strong profitability while building scale," said Neal Holland, senior executive vice president and chief financial officer. "We continue to invest in businesses and capabilities that enhance Webster's strategic capabilities."

1 See "Non-GAAP to GAAP Reconciliations" section beginning on page 19.

2 Presented as preliminary for December 31, 2025.

Consolidated financial performance:

Quarterly net interest income compared to the fourth quarter of 2024:

•Net interest income was $632.9 million, compared to $608.5 million.

•Net interest margin1 was 3.35 percent, compared to 3.44 percent. The yield on interest-earning assets decreased by 22 basis points, and the cost of deposits and interest-bearing liabilities decreased by 16 basis points.

•Average interest-earning assets totaled $76.7 billion, an increase of $4.8 billion, or 6.7 percent.

•Average loans and leases totaled $55.9 billion, an increase of $3.7 billion, or 7.0 percent.

•Average deposits totaled $68.5 billion, an increase of $3.7 billion, or 5.6 percent.

Quarterly provision for credit losses:

•The provision for credit losses was $42.0 million, compared to $44.0 million in the prior quarter, and $63.5 million a year ago.

•Net charge-offs were $49.5 million, compared to $38.4 million in the prior quarter, and $60.9 million a year ago. The ratio of net charge-offs to average loans and leases was 0.35 percent, compared to 0.28 percent in the prior quarter, and 0.47 percent a year ago.

•The allowance for credit losses on loans and leases represented 1.27 percent of total loans and leases, compared to 1.32 percent at September 30, 2025, and 1.31 percent at December 31, 2024.

•The allowance for credit losses on loans and leases represented 144 percent of non-performing loans and leases, compared to 134 percent at September 30, 2025, and 149 percent at December 31, 2024.

Quarterly non-interest income compared to the fourth quarter of 2024:

•Total non-interest income was $113.4 million, compared to $52.5 million, an increase of $60.9 million. Total non-interest income includes gains on debt redemption of $9.8 million in the fourth quarter of 2025 and losses on sales of investment securities of $56.9 million in the fourth quarter of 2024. Excluding those items, total non-interest income decreased $5.8 million. The decrease is primarily driven by lower direct investment gains and a decrease in the credit valuation adjustment on derivatives, partially offset by increased client hedging activities.

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.

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Quarterly non-interest expense compared to the fourth quarter of 2024:

•Total non-interest expense was $383.2 million, compared to $340.4 million, an increase of $42.8 million. Total non-interest expense includes a $20.0 million charitable contribution to the Webster Foundation, $7.0 million in asset disposal and contract termination costs, and $1.1 million in acquisition expenses, partially offset by a $10.3 million benefit related to the FDIC special assessment. Excluding those items, total non-interest expense increased $25.0 million. The increase is primarily driven by increased investments in human capital and technology, performance-based incentives, and marketing expenses.

Quarterly income taxes compared to the fourth quarter of 2024:

•Income tax expense was $65.1 million, compared to $79.3 million, and the effective tax rate was 20.3 percent, compared to 30.9 percent. The higher tax expense and effective tax rate a year ago reflected the recognition of a $29.4 million deferred tax asset valuation adjustment, which impacted the effective tax rate by 11.4 percentage points in that period.

Investment securities:

•Total investment securities, net, were $18.0 billion, compared to $18.0 billion at September 30, 2025, and $17.5 billion at December 31, 2024. The carrying value of the available-for-sale portfolio included $457.5 million of net unrealized losses, compared to $496.8 million at September 30, 2025, and $712.9 million at December 31, 2024. The carrying value of the held-to-maturity portfolio does not reflect $801.1 million of net unrealized losses, compared to $836.7 million at September 30, 2025, and $991.2 million at December 31, 2024.

Loans and leases:

•Total loans and leases were $56.6 billion, compared to $55.1 billion at September 30, 2025, and $52.5 billion at December 31, 2024. Compared to September 30, 2025, commercial loans and leases increased by $982.5 million, commercial real estate loans increased by $423.5 million, residential mortgages increased by $90.4 million, and consumer loans increased by $48.5 million. Compared to December 31, 2024, commercial loans and leases increased by $2.2 billion, commercial real estate loans increased by $943.8 million, residential mortgages increased by $745.9 million, and consumer loans increased by $183.8 million.

•Loan originations for the portfolio were $4.5 billion, compared to $4.1 billion in the prior quarter, and $3.4 billion a year ago.

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Asset quality:

•Total non-performing loans and leases were $500.7 million, compared to $543.9 million at September 30, 2025, and $461.3 million at December 31, 2024. The ratio of total non-performing loans and leases to total loans and leases was 0.88 percent, compared to 0.99 percent at September 30, 2025, and 0.88 percent at December 31, 2024.

•Past due loans and leases were $66.5 million, compared to $65.6 million at September 30, 2025, and $113.4 million at December 31, 2024. The increase from prior quarter is primarily driven by an increase in commercial non-mortgage, partially offset by a decrease in commercial real estate. The decrease from a year ago is primarily driven by decreases in commercial real estate and asset-based lending.

Deposits and borrowings:

•Total deposits were $68.8 billion, compared to $68.2 billion at September 30, 2025, and $64.8 billion at December 31, 2024. The ratio of core deposits to total deposits1 was 87.5 percent, compared to 88.9 percent at September 30, 2025, and 87.3 percent at December 31, 2024. The loan to deposit ratio was 82.3 percent, compared to 80.8 percent at September 30, 2025, and 81.1 percent at December 31, 2024.

•Total borrowings were $4.3 billion, compared to $3.9 billion at September 30, 2025, and $3.4 billion at December 31, 2024.

Capital:

•The return on average common stockholders' equity and the return on average tangible common stockholders' equity1 were 10.91 percent and 17.10 percent, respectively, compared to 11.23 percent and 17.64 percent, respectively, in the prior quarter, and 7.80 percent and 12.73 percent, respectively, a year ago.

•The tangible equity1 and tangible common equity1 ratios were 7.77 percent and 7.42 percent, respectively, compared to 7.86 percent and 7.50 percent, respectively, at September 30, 2025, and 7.82 percent and 7.45 percent, respectively, at December 31, 2024.

•The common equity tier 12 ratio was 11.22 percent, compared to 11.39 percent at September 30, 2025, and 11.54 percent at December 31, 2024.

•Book value per common share and tangible book value per common share1 were $57.12 and $37.20, respectively, compared to $55.69 and $36.42, respectively, at September 30, 2025, and $51.63 and $32.95, respectively, at December 31, 2024.

1 See "Non-GAAP to GAAP Reconciliations" section beginning on page 19.

2 Presented as preliminary for December 31, 2025, and actual for the remaining periods.

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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 December 31, 2025, Commercial Banking had $43.8 billion in loans and leases and $17.3 billion in deposits, as well as a combined $2.8 billion in assets under administration ("AUA") and management ("AUM").

Commercial Banking Operating Results:

															Percent
			Three months ended December 31,												Favorable/
(In thousands)			2025						2024						(Unfavorable)
Net interest income			$330,576						$330,392									0.1		%
Non-interest income			36,262						41,026									(11.6)
Operating revenue			366,838						371,418									(1.2)
Non-interest expense			110,156						106,762									(3.2)
Pre-tax, pre-provision net revenue			$256,682						$264,656									(3.0)		%
															Percent
			December 31,												Increase/
(In millions)			2025						2024						(Decrease)
Loans and leases			$43,762						$40,616									7.7		%
Deposits			17,278						16,252									6.3
AUA / AUM (off balance sheet)			2,821						2,966									(4.9)

Pre-tax, pre-provision net revenue decreased $8.0 million, to $256.7 million, in the quarter as compared to the prior year. Net interest income increased $0.2 million, to $330.6 million, primarily driven by higher loan and deposit balances, partially offset by lower net spread on loans and leases. Non-interest income decreased $4.8 million, to $36.3 million, primarily driven by lower direct investment gains, partially offset by an increase in client hedging activities and higher syndication fees. Non-interest expense increased $3.4 million, to $110.2 million, primarily driven by increased investments in human capital, operational process improvements, and technology, and higher loan related expenses.

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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 December 31, 2025, Healthcare Financial Services had $16.9 billion in total footings comprising $10.4 billion in deposits and $6.5 billion in AUA through linked investment accounts.

Healthcare Financial Services Operating Results:

															Percent
			Three months ended December 31,												Favorable/
(In thousands)			2025						2024						(Unfavorable)
Net interest income			$98,860						$95,185									3.9		%
Non-interest income			27,032						25,140									7.5
Operating revenue			125,892						120,325									4.6
Non-interest expense			58,912						56,672									(4.0)
Pre-tax, pre-provision net revenue			$66,980						$63,653									5.2		%
			December 31,												Percent
(Dollars in millions)			2025						2024						Increase
Number of accounts (thousands)			3,453						3,326									3.8		%
Deposits			$10,418						$9,967									4.5
Linked investment accounts (off balance sheet)			6,509						5,322									22.3
Total footings			$16,927						$15,289									10.7

Pre-tax, pre-provision net revenue increased $3.3 million, to $67.0 million, in the quarter as compared to the prior year. Net interest income increased $3.7 million, to $98.9 million, primarily driven by higher deposit balances, partially offset by lower deposit spreads. Non-interest income increased $1.9 million, to $27.0 million, primarily driven by higher interchange and medical fees. Non-interest expense increased $2.3 million, to $58.9 million, primarily driven by higher compensation and benefits costs and marketing expenses.

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Consumer Banking

Webster's Consumer Banking segment delivers customized financial solutions to individuals, families, and small to mid-sized businesses through its experienced relationship managers and wealth advisors across 195 banking centers located throughout the Northeast. Consumer Banking offers a full suite of deposit, lending, treasury management, and wealth management solutions. Consumer Banking also provides a fully digital banking experience through its mobile banking apps and BrioDirect. At December 31, 2025, Consumer Banking had $12.8 billion in loans and $27.7 billion in deposits, as well as $8.0 billion in AUA.

Consumer Banking Operating Results:

															Percent
			Three months ended December 31,												Favorable/
(In thousands)			2025						2024						(Unfavorable)
Net interest income			$210,192						$202,165									4.0		%
Non-interest income			24,529						26,969									(9.0)
Operating revenue			234,721						229,134									2.4
Non-interest expense			128,766						119,123									(8.1)
Pre-tax, pre-provision net revenue			$105,955						$110,011									(3.7)		%
			December 31,												Percent
(In millions)			2025						2024						Increase
Loans			$12,827						$11,886									7.9		%
Deposits			27,664						27,333									1.2
AUA (off balance sheet)			8,009						7,997									0.2

Pre-tax, pre-provision net revenue decreased $4.0 million, to $106.0 million, in the quarter as compared to the prior year. Net interest income increased $8.0 million, to $210.2 million, primarily driven by higher average loan and deposit balances coupled with a higher interest rate spread on loans, partially offset by a lower interest rate spread on deposits. Non-interest income decreased $2.4 million, to $24.5 million, primarily driven by lower deposit service fees and lower investment services income. Non-interest expense increased $9.6 million, to $128.8 million, primarily driven by increased investments in technology, employee-related expenses, and other miscellaneous expenses.

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***

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 $84 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 fourth quarter 2025 earnings announcement will be held today, Friday, January 23, 2026, 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 January 23, 2026. 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

[email protected]

Investor Contact

Emlen Harmon, 212-309-7646

[email protected]

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