SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

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1. Name and Address of Reporting Person^*

Berey David P

(Last)

(First)

(Middle)

C/O PEOPLE'S UNITED BANK, N.A.

850 MAIN STREET

(Street)

BRIDGEPORT

06604

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/03/2018

3. Issuer Name and Ticker or Trading Symbol
People's United Financial, Inc. [ PBCT ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Executive Vice President

5. If Amendment, Date of Original Filed (Month/Day/Year)

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	9,970⁽¹⁾	D
Common Stock	3,445⁽²⁾	D
Common Stock	2,246⁽³⁾	D
Common Stock	1,449⁽⁴⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Option to Buy	⁽⁵⁾	02/20/2024	Common Stock	25,236	$13.9025	D
Employee Option to Buy	⁽⁵⁾	02/19/2025	Common Stock	55,439	$14.85	D
Employee Option to Buy	⁽⁵⁾	02/18/2026	Common Stock	32,504	$14.565	D
Employee Option to Buy	⁽⁵⁾	02/16/2027	Common Stock	10,868	$19.165	D
Employee Option to Buy	⁽⁶⁾	02/18/2026	Common Stock	16,252	$14.565	D
Employee Option to Buy	⁽⁷⁾	02/16/2027	Common Stock	21,736	$19.165	D
Employee Option to Buy	⁽⁸⁾	02/15/2028	Common Stock	30,432	$19.707	D

Explanation of Responses:

1. Includes 4,754 shares owned indirectly through the People's United Bank 401(k) Plan and 5,215 shares owned indirectly through the People's United Financial, Inc. Employee Stock Ownership Plan. Information is based on 03/31/2018 Plan statements.

2. These are restricted shares that vest in equal annual increments on Mar. 1, 2019, Mar. 1, 2020 and Mar. 1, 2021.

3. These are restricted shares that vest in equal annual increments on Mar. 1, 2019 and Mar. 1, 2020.

4. These are restricted shares that vest on Mar. 1, 2019.

5. These options have become exercisable in accordance with the terms of the applicable option grants.

6. Exercisable on Mar. 1 immediately following the 3rd anniversary (100%) of the grant date.

7. Exercisable in equal annual increments over two years beginning on Mar. 1 immediately following the 2nd anniversary of the grant date.

8. Exercisable in equal annual increments over three years beginning on Mar. 1 immediately following the 1st anniversary of the grant date.

Remarks:

	/s/ David P. Berey	05/03/2018
	** 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 Number.