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 * HUBER TIMOTHY A   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., Chief Lending Off. (Last) (First) (Middle) 100 LIBERTY STREET 3. Date of Earliest Transaction (Month/Day/Year) 05/21/2014 (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) Code V Amount (A) or (D) Price Northwest Bancshares, Inc. Common Stock 05/21/2014 05/21/2014 A   4,680 (1) A $ 13.22 311,783.55 (2) D   Northwest Bancshares, Inc. Common Stock               24,609.786 (3) I IRA Northwest Bancshares, Inc. Common Stock               8,294.123 (4) I Wife's IRA Northwest Bancshares, Inc. Common Stock               65,977.223 (5) (6) I 401-K Northwest Bancshares, Inc. Common Stock               30,744.95 (6) I ESOP

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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

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Options (Right to Buy)

$ 13.15

05/21/2014

05/21/2014

A

9,980 (7)

05/21/2014

05/21/2024

Common Stock.

9,980

$ 13.15

9,980

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
HUBER TIMOTHY A 100 LIBERTY STREET WARREN, PA 16365			Exec. V.P., Chief Lending Off.

Signatures

Timothy A. Huber		05/23/2014
**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)	One tenth of this grant of RRP shares will vest each year beginning May 21, 2014 and on each May 21st thereafter through May 21, 2023.
(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)	Reflects transactions not required to be reported pursuant to section 16 of the Securities Exchange Act of 1934, as amended.
(5)	Reflects transactions not required to be reported pursuant to section 16 of the Securities Exchange Act of 1934, as amended.
(6)	Reflects transactions not required to be reported pursuant to section 16 of the Securities Exchange Act of 1934, as amended.
(7)	One tenth of this grant of stock options will vest each year beginning May 21, 2014 and on each May 21st thereafter through May 21, 2023.

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