Edgar Filing: Northwest Bancshares, Inc.

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

McTavish Julia W

2. Issuer Name and Ticker or Trading Symbol
Northwest Bancshares, Inc. [NWBI]

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

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Exec. V. P., Human Resources

(Last)

(First)

(Middle)

100 LIBERTY STREET

3. Date of Earliest Transaction (Month/Day/Year)
04/24/2014

(Street)

WARREN, PA 16365

4. If Amendment, Date 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

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Northwest Bancshares, Inc.	04/24/2014	04/24/2014	X		1,462	A	$ 10.19	39,097.794	D
Northwest Bancshares, Inc.	04/24/2014	04/24/2014	S		1,462	D	$ 14.564	37,635.794	D
Northwest Bancshares, Inc.	04/24/2014	04/24/2014	M		2,790	A	$ 11.33	40,425.794	D
Northwest Bancshares, Inc.	04/24/2014	04/24/2014	F		2,172 ⁽⁴⁾	D	$ 14.56	38,253.794	D
Northwest Bancshares, Inc.								818.101 ⁽¹⁾	I	Custodian For Daughter
Northwest Bancshares, Inc.								7,818.911 ⁽²⁾	I	401-K
Northwest Bancshares, Inc.								16,525.803 ⁽³⁾	I	ESOP

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Options (Right to Buy)

$ 10.19

04/24/2014

1,462

01/19/2006

01/19/2015

Common Stock

1,462

$ 10.19

Stock Options (Right to Buy)

$ 11.33

04/24/2014

2,790

12/15/2005

12/15/2014

Common Stock

2,790

$ 11.33

Stock Options (Right to Buy)

$ 14.56

04/24/2014

2,172

04/24/2014

12/15/2014

Northwest Bancshares, Inc

2,172

$ 0

2,172

Stock Options (Right to Buy)

$ 9.86

01/18/2007

01/18/2016

Northwest Bancshares, Inc.

1,687

Stock Options (Right to Buy)

$ 11.51

01/17/2008

01/17/2017

Northwest Bancshares, Inc.

2,250

Stock Options (Right to Buy)

$ 11.12

01/16/2009

01/16/2018

Northwest Bancshares, Inc.

5,625

Stock Options (Right to Buy)

$ 9.79

11/19/2009

11/19/2018

Northwest Bancshares, Inc.

10,125

Stock Options (Right to Buy)

$ 9.79

11/19/2009

11/19/2018

Northwest Bancshares, Inc.

717

Stock Options (Right to Buy)

$ 7.48

02/18/2010

02/18/2019

Northwest Bancshares, Inc.

9,810

Stock Options (Right to Buy)

$ 11.49

01/20/2011

01/20/2020

Northwest Bancshares, Inc.

9,000

Stock Options (Right to Buy)

$ 12.12

01/19/2012

01/19/2021

Northwest Bancshares, Inc.

9,000

Stock Options (Right to Buy)

$ 12.32

05/18/2012

05/18/2021

Northwest Bancshares, Inc.

47,000

Stock Options (Right to Buy)

$ 11.7

05/23/2013

05/23/2022

Northwest Bancshares, Inc.

12,480

Stock Options (Right to Buy)

$ 12.44

05/15/2014

05/15/2023

Northwest Bancshares, Inc.

12,480

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
McTavish Julia W 100 LIBERTY STREET WARREN, PA 16365			Exec. V. P., Human Resources

Signatures

Julia W. Mctavish		04/28/2014
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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).
(1)	Reflects transactions not required to be reported pursuant to Section 16 of the Securities Exchange Act of 1934, as amended.
(2)	Reflects transactions not required to be reported pursuant to Section 16 of the Securities Exchange Act of 1934, as amended.
(3)	Reflects transactions not required to be reported pursuant to Section 16 of the Securities Exchange Act of 1934, as amended.
(4)	Constructively exchanged 2,172 shares in order to exercise 2,790 stock options. The number of shares issued was 618.

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