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Huntington Bancshares CEO receives 7,250-share grant

The report separately lists indirect share positions in deferred-compensation and savings plans, family trusts, GRATS and a spouse.

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Form Type
4

Rhea-AI Filing Summary

Huntington Bancshares Inc. (HBAN) Chairman & CEO Stephen D. Steinour reported two grant/award acquisitions of common stock on October 1, 2026: 7,250 shares held directly and 591 shares held indirectly through the issuer’s Investment and Tax Savings Plan (401(k) Plan). The reported post-transaction balances were 1,497,813 directly held shares and 57,580 shares in that plan; the direct total includes a transfer of shares from a grantor retained annuity trust.

The report also lists indirect holdings as of October 1, 2026: 3,502,976 shares through the Executive Deferred Compensation Plan, 3,077,505 through Family Trusts, 840,000 by GRATS, 90,363 in the issuer’s Supplemental Stock Purchase and Tax Savings Plan, and 1,924 by the spouse. A footnote says the statement is not an admission of beneficial ownership of the securities.

Insider STEINOUR STEPHEN D
Role Chairman & CEO
Type Security Shares Price Value
Grant/Award Common Stock F1 7,250.127 $0.00 $0.00
Grant/Award Common Stock F2 591.473 $0.00 $0.00
holding Common Stock F2 -- -- --
holding Common Stock F2 -- -- --
holding Common Stock F3, F2 -- -- --
holding Common Stock F2 -- -- --
holding Common Stock F2 -- -- --
Holdings After Transaction: Common Stock — 1,497,812.989 shares (Direct); Common Stock — 57,579.744 shares (Indirect, By Issuer's Investment and Tax Savings Plan (401(k) Plan)); Common Stock — 3,502,975.527 shares (Indirect, By Executive Deferred Compensation Plan); Common Stock — 3,077,505 shares (Indirect, By Family Trusts); Common Stock — 840,000 shares (Indirect, by GRATS); Common Stock — 90,363.268 shares (Indirect, By Issuer's Supplemental Stock Purchase and Tax Savings Plan); Common Stock — 1,924.43 shares (Indirect, By Spouse)
Footnotes (3)
  1. F1. Total includes the transfer of shares from grantor retained annuity trust.
  2. F2. The filing of this statement shall not be construed as an admission that the undersigned is, for the purpose of Section 16 of the Securities and Exchange Act of 1934 or otherwise, the beneficial owner of the securities.
  3. F3. Reflects the transfer of shares from grantor retained annuity trust to directly-held shares.
Common shares acquired directly 7,250 shares Grant/award acquisition on October 1, 2026
Common shares acquired through Investment and Tax Savings Plan 591 shares Indirect grant/award acquisition on October 1, 2026
Direct common shares following transaction 1,497,813 shares As of October 1, 2026; includes transfer of shares from a grantor retained annuity trust
Investment and Tax Savings Plan common shares 57,580 shares Indirect position as of October 1, 2026
Executive Deferred Compensation Plan common shares 3,502,976 shares Indirect position as of October 1, 2026
Family Trusts common shares 3,077,505 shares Indirect position as of October 1, 2026
GRATS common shares 840,000 shares Indirect position as of October 1, 2026
Supplemental Stock Purchase and Tax Savings Plan common shares 90,363 shares Indirect position as of October 1, 2026
grantor retained annuity trust financial
"transfer of shares from grantor retained annuity trust"
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
beneficial owner regulatory
"beneficial owner of the securities"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
Executive Deferred Compensation Plan financial
"By Executive Deferred Compensation Plan"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many HBAN shares did Chairman & CEO Stephen D. Steinour acquire?

Stephen D. Steinour reported grant/award acquisitions of 7,250 common shares directly and 591 shares indirectly through the issuer’s Investment and Tax Savings Plan on October 1, 2026.

Does Stephen D. Steinour’s HBAN Form 4 claim beneficial ownership of all listed shares?

No. A footnote says the statement is not to be construed as an admission that the undersigned is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
STEINOUR STEPHEN D

(Last)(First)(Middle)
HUNTINGTON CENTER
41 S. HIGH STREET

(Street)
COLUMBUS OHIO 43215

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
HUNTINGTON BANCSHARES INC /MD/ [ HBAN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairman & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock10/01/2026A7,250.127A$0.00001,497,812.989(1)D
Common Stock10/01/202610/01/2026A591.473A$0.000057,579.744IBy Issuer's Investment and Tax Savings Plan (401(k) Plan)(2)
Common Stock3,502,975.527IBy Executive Deferred Compensation Plan(2)
Common Stock3,077,505IBy Family Trusts(2)
Common Stock840,000(3)Iby GRATS(2)
Common Stock90,363.268IBy Issuer's Supplemental Stock Purchase and Tax Savings Plan(2)
Common Stock1,924.43IBy Spouse(2)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Total includes the transfer of shares from grantor retained annuity trust.
2. The filing of this statement shall not be construed as an admission that the undersigned is, for the purpose of Section 16 of the Securities and Exchange Act of 1934 or otherwise, the beneficial owner of the securities.
3. Reflects the transfer of shares from grantor retained annuity trust to directly-held shares.
Rachel L. Lawless, Attorney-in-Fact10/05/2026
** Signature of Reporting PersonDate
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 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).
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.
* Form 4: SEC 1474 (03-26)

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