Huntington Bancshares (HBAN) exec awarded shares, portion withheld for tax

Rhea-AI Filing Summary

Huntington Bancshares Senior Exec. V.P. Brantley J. Standridge reported a stock-based compensation event involving performance share units. He acquired 131,430.643 shares of common stock at no cost, earned for the 2023-2025 performance share unit award cycle. On the same date, 58,619 shares were withheld at $16.12 per share to cover associated tax liabilities upon vesting. After these transactions, he directly holds 455,392.993 common shares. The disposition reflects tax withholding rather than an open-market sale, indicating a routine compensation and tax-settlement event.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Standridge Brantley J

Role Senior Exec. V.P.

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	131,430.643	$0.00	--
Tax Withholding	Common Stock	58,619	$16.12	$945K

Holdings After Transaction: Common Stock — 514,011.993 shares (Direct)

Footnotes (1)

1. Shares earned for the 2023-2025 performance share unit (PSU) award cycle. Shares were withheld to cover the associated tax liability upon the vesting of performance share units.

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Form 4 Insider Transactions: What Each Field Means →

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^*

Standridge Brantley J

(Last) (First) (Middle)

HUNTINGTON CENTER

41 S. HIGH STREET

(Street)

COLUMBUS OH 43215

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HUNTINGTON BANCSHARES INC /MD/ [ HBAN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior Exec. V.P.

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

4. If Amendment, Date of 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

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	03/09/2026		A		131,430.643(1)	A	$0.0000	514,011.993	D
Common Stock	03/09/2026		F		58,619(2)	D	$16.12	455,392.993	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. Shares earned for the 2023-2025 performance share unit (PSU) award cycle.

2. Shares were withheld to cover the associated tax liability upon the vesting of performance share units.

	Rachel L. Lawless, Attorney-in-Fact	03/11/2026
	** 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.

FAQ

What did HBAN executive Brantley Standridge report in this Form 4 filing?

Brantley J. Standridge reported a stock-based compensation event. He received 131,430.643 Huntington Bancshares common shares from a performance share unit award and had 58,619 shares withheld to cover taxes, leaving him with 455,392.993 directly held shares.

Were Brantley Standridge’s HBAN transactions open-market buys or sells?

The transactions were not open-market trades. Standridge received shares as a grant from the 2023-2025 performance share unit cycle, and a separate entry shows shares withheld at $16.12 each to pay tax liabilities upon vesting, rather than discretionary market sales.

How many Huntington Bancshares shares did Standridge receive from performance awards?

Standridge acquired 131,430.643 shares of Huntington Bancshares common stock. Footnotes state these shares were earned for the 2023-2025 performance share unit award cycle, meaning they reflect incentive compensation tied to that performance period, not a market purchase.

How many HBAN shares were withheld for Brantley Standridge’s taxes?

A total of 58,619 Huntington Bancshares shares were withheld at $16.12 per share. The footnotes explain this withholding covered tax liabilities arising from the vesting of performance share units, a standard mechanism for handling payroll taxes on equity awards.

What is Brantley Standridge’s direct Huntington Bancshares shareholding after these transactions?

Following the reported grant and tax-withholding disposition, Standridge directly holds 455,392.993 shares of Huntington Bancshares common stock. This figure reflects his updated ownership after receiving performance-based shares and having a portion withheld to satisfy tax obligations related to the vesting.

What role does Brantley Standridge hold at Huntington Bancshares?

Brantley J. Standridge is identified as a Senior Executive Vice President at Huntington Bancshares. The Form 4 indicates he is an officer but not a director or ten-percent owner, and the reported transactions relate to his executive compensation in common stock.