FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Rosato R David

2. Date of Event Requiring Statement (MM/DD/YYYY)
4/16/2014 

3. Issuer Name and Ticker or Trading Symbol

People's United Financial, Inc. [PBCT]

(Last)        (First)        (Middle)

C/O PEOPLE'S UNITED BANK, 850 MAIN STREET

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Senior Exec Vice President /

(Street)

BRIDGEPORT, CT 06604       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   36412   (1) D    
Common Stock   2680   (2) D    
Common Stock   1224   (3) D    
Common Stock   2664   (4) D    
Common Stock   3480   (4) D    
Common Stock   4874   (5) D    
Common Stock   355   I   IRA fb/o Dana Rosato  
Common Stock   120   I   IRA fb/o Kevin Rosato  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Option to Buy     (6) 12/12/2017   Common Stock   43830   $16.805   D    
Employee Option to Buy     (6) 2/21/2018   Common Stock   6040   $16.94   D    
Employee Option to Buy     (6) 1/22/2019   Common Stock   8565   $16.575   D    
Employee Option to Buy     (7) 7/16/2009   Common Stock   39250   $15.62   D    
Employee Option to Buy     (6) 1/28/2020   Common Stock   8427   $15.80   D    
Employee Option to Buy     (8) 2/17/2021   Common Stock   12432   $13.415   D    
Employee Option to Buy     (8) 2/16/2022   Common Stock   15209   $12.65   D    
Employee Option to Buy     (9) 2/21/2023   Common Stock   29218   $12.94   D    
Employee Option to Buy     (9) 2/20/2024   Common Stock   43359   $13.9025   D    

Explanation of Responses:
( 1)  Includes 1,936 shares owned indirectly through the Peoples United Financial, Inc. Employee Stock Ownership Plan. Information is based on 03/31/2014 Plan statement.
( 2)  These are restricted shares that vest on Jul. 16, 2014
( 3)  These are restricted shares that vest on Mar. 1, 2015.
( 4)  These are restricted shares that vest in equal annual increments on Mar. 1, 2015 and Mar. 1, 2016.
( 5)  These are restricted shares that vest in equal annual increments on Mar. 1, 2015, Mar. 1, 2016 and Mar. 1, 2017.
( 6)  These options have become exercisable in accordance with the terms of the applicable option grants.
( 7)  Exercisable in equal annual increments over five years beginning on the 1st anniversary of the grant date, which is ten years prior to the applicable expiration date.
( 8)  Exercisable in annual increments beginning on Mar. 1 immediately following the 2nd anniversary (50%), 3rd anniversary (25%) and 4th anniversary (25%) of the grant date, which is ten years prior to the applicable expiration date.
( 9)  Exercisable in equal annual increments over three years beginning on Mar. 1 immediately following the 1st anniversary of the grant date, which is ten years prior to the applicable expiration date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Rosato R David
C/O PEOPLE'S UNITED BANK
850 MAIN STREET
BRIDGEPORT, CT 06604


Senior Exec Vice President

Signatures
/s/ R. David Rosato 4/17/2014
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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