HBAN director receives 3,092-share equity award

NEU RICHARD W reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

NEU RICHARD W reported acquisition or exercise transactions in this Form 4 filing.

Huntington Bancshares director Richard W. Neu reported routine equity compensation rather than open-market trading. He received 3,092.2900 shares of common stock on April 28, 2026 as a grant under the company’s Director Deferred Compensation Plan, at a stated price of $0.0000 per share.

Following this grant, Neu’s indirect holdings through the deferred compensation plan totaled 115,233.2520 shares of common stock. A separate holding entry shows 479,005.1340 shares held directly after the reported date. The filing notes these are quarterly share awards to directors and includes a standard disclaimer that the reporting person is not necessarily the beneficial owner of all reported securities.

Insider Trade Summary

Grant/Award: 3,092.29 shares

Grant/Award 2 txns

Insider NEU RICHARD W

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	3,092.29	$0.00	$0.00
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 115,233.252 shares (Indirect, Director Deferred Compensation Plan); Common Stock — 479,005.134 shares (Direct)

Footnotes (2)

1. F1. Reflects the quarterly share awards to Directors pursuant to the terms of the Directors' Deferred Compensation Plan.
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.

Key Figures

Equity award shares: 3,092.2900 shares Award price per share: $0.0000 per share Indirect holdings after grant: 115,233.2520 shares +3 more

6 metrics

Equity award shares 3,092.2900 shares Grant of common stock on April 28, 2026

Award price per share $0.0000 per share Stated price for director share grant

Indirect holdings after grant 115,233.2520 shares Director Deferred Compensation Plan balance after transaction

Direct holdings reported 479,005.1340 shares Common stock held directly as of April 28, 2026

Acquisition transactions 1 acquisition entry Transaction summary acquireCount

Holding entries 1 holding entry Transaction summary holdingEntries

Key Terms

Director Deferred Compensation Plan, quarterly share awards, beneficial owner, Section 16

4 terms

Director Deferred Compensation Plan financial

"Reflects the quarterly share awards to Directors pursuant to the terms of the Directors' Deferred Compensation Plan."

quarterly share awards financial

"Reflects the quarterly share awards to Directors pursuant to the terms of the Directors' Deferred Compensation Plan."

beneficial owner regulatory

"shall not be construed as an admission that the undersigned is ... the 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.

Section 16 regulatory

"for the purpose of Section 16 of the Securities and Exchange Act of 1934 or otherwise"

Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

FAQ

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

What insider transaction did HBAN director Richard W. Neu report on this Form 4?

Richard W. Neu reported receiving a 3,092.2900-share grant of Huntington Bancshares common stock. The award was made on April 28, 2026 under the company’s Director Deferred Compensation Plan and reflects routine quarterly director compensation rather than an open-market stock purchase.

Was the HBAN Form 4 transaction a market purchase or sale of shares?

The Form 4 does not show any market buy or sell transactions. Instead, it reports a grant/award acquisition of 3,092.2900 shares at $0.0000 per share, issued through the Director Deferred Compensation Plan as part of regular director equity compensation.

How many Huntington Bancshares shares does Richard W. Neu hold after this Form 4?

After the reported transactions, Neu’s indirect holdings in the Director Deferred Compensation Plan total 115,233.2520 shares. A separate holding line shows 479,005.1340 shares held directly, providing the total positions disclosed in this single Form 4 filing.

What is the Director Deferred Compensation Plan mentioned in the HBAN Form 4?

The Director Deferred Compensation Plan is described as the vehicle through which quarterly share awards are granted to directors. In this filing, Neu’s 3,092.2900-share award is credited to that plan, reflecting equity compensation deferred rather than immediate cash payments.

Does Richard W. Neu claim full beneficial ownership of the HBAN shares reported?

The Form 4 includes a standard disclaimer that the filing should not be construed as an admission that the reporting person is the beneficial owner of the securities. This language limits assumptions about Neu’s ultimate economic or voting interest in all reported shares.

How many acquisitions and holdings are summarized in this HBAN Form 4?

The transaction summary shows one acquisition entry and one holding entry. The acquisition corresponds to the 3,092.2900-share equity award, while the holding line reports 479,005.1340 directly held shares as of the same April 28, 2026 transaction date.

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

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Accepted by SEC EDGAR 04/30/2026 - 03:38 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED 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^*

NEU RICHARD W

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/28/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/28/2026		A(1)		3,092.29	A	$0.0000	115,233.252	I	Director Deferred Compensation Plan(2)
Common Stock								479,005.134	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects the quarterly share awards to Directors pursuant to the terms of the Directors' Deferred Compensation Plan.

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.

	Rachel L. Lawless, Attorney-in-Fact	04/30/2026
	** 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 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)