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

OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person * HARVEY WILLIAM 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., Finance & CFO (Last) (First) (Middle) 100 LIBERTY STREET 3. Date of Earliest Transaction (Month/Day/Year) 02/20/2013 (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. 02/20/2013 02/20/2013 M   11,475 A $ 7.37 97,588 D   Northwest Bancshares, Inc. 02/20/2013 02/20/2013 F   6,670 (1) D $ 12.68 90,918 D   Northwest Bancshares, Inc.               686 I IRA Northwest Bancshares, Inc.               686 I Wife's IRA Northwest Bancshares, Inc.               7,991.17 (2) I 401-K Northwest Bancshares, Inc.               11,853.56 (3) I ESOP

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	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.		SEC 1474 (9-02)

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)

$ 12.68

02/20/2013

02/20/2013

M

11,475

08/20/2007

08/20/2013

Northwest Bancshares, Inc.

11,475

$ 0

0

D

Stock Options (Right to Buy)

$ 12.68

02/20/2013

02/20/2013

A

6,670

08/20/2007

08/20/2013

Northwest Bancshares, Inc.

6,670

$ 0

6,670

D

StockOptions (Right to Buy)

$ 11.33

12/15/2004

12/15/2014

Northwest Bancshares, Inc.

11,475

11,475

D

Stock Options (Right to Buy)

$ 10.19

01/19/2006

01/19/2015

Northwest Bancshares, Inc.

12,937

12,937

D

Stock Options (Right to Buy)

$ 9.86

01/18/2007

01/18/2016

Northwest Bancshares, Inc.

12,937

12,937

D

Stock Options (Right to Buy)

$ 11.51

01/17/2008

01/17/2017

Northwest Bancshares, Inc.

12,937

12,937

D

Stock Options (Right to Buy)

$ 11.12

01/16/2009

01/16/2018

Northwest Bancshares, Inc.

12,937

12,937

D

Stock Options (Right to Buy)

$ 9.79

11/19/2009

11/19/2018

Northwest Bnacshares, Inc.

12,937

12,937

D

Stock Options (Right toBuy)

$ 7.48

02/18/2010

02/18/2019

Northwest Bancshares, Inc.

12,937

12,937

D

Stock Options (Right to Buy)

$ 11.49

01/20/2011

01/20/2020

Northwest Bancshares, Inc.

13,000

13,000

D

Stock Options (Right to Buy)

$ 12.12

01/19/2012

01/19/2021

Northwest Bancshares, Inc.

13,000

13,000

D

Stock Options (Right to Buy)

$ 12.32

05/18/2012

05/18/2021

Northwest Bancshares, Inc.

60,000

60,000

D

Stock Options (Right to Buy)

$ 11.7

05/23/2013

05/23/2022

Northwest Bancshares, Inc.

14,400

14,400

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
HARVEY WILLIAM W 100 LIBERTY STREET WARREN, PA 16365			Exec V.P., Finance & CFO

Signatures

William W. Harvey, Jr.		02/22/2013
**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)	Constructively exchanged 6,670 shares in order to exercise 11,475 stock options. The number of shares issued was 4,805.
(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.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.