Santander’s $12.2 billion offer for Webster Bank, priced at $75 a share as $48.75 cash plus Santander American Depositary Shares, cleared its first federal hurdle on June 12, when the OCC approved the bank-level merger application. Two regulators still need to sign off: the Federal Reserve and the European Central Bank.

The 14% premium to Webster’s three-day volume-weighted average is thin by Northeast bank deal standards. TD Bank offered a comparable range when it tried to buy First Horizon for $13.4 billion in 2022 — that deal fell apart in 2023 over TD’s own regulatory troubles, not First Horizon’s value. Santander’s clean OCC sign-off in ten weeks suggests a smoother path. The price still needs the integration to deliver.

What Santander gets is Webster’s commercial banking franchise and a high-quality deposit base in the Northeast. Santander’s U.S. book has been skewed toward consumer finance; Webster fills the commercial side. The combined entity would become a top-10 retail and commercial bank by U.S. assets and a top-five deposit franchise across key Northeast states. It’s a classic consumer-plus-commercial stack. Whether the synergies materialize is a separate question from whether the price is right.

Webster Financial’s 8-K filing notes the Fed and ECB reviews still stand. It won’t be a quick turnaround: Santander expects the deal closes in the second half of 2026.

— Diana Kowalski