Huntington Bancshares (HBAN) EVP sells 19,425 shares under 10b5-1 plan

Rhea-AI Filing Summary

Huntington Bancshares Senior Executive Vice President Scott D. Kleinman reported an open-market sale of common stock. He sold 19,425 shares of Huntington Bancshares common stock at a price of $16.20 per share on June 1, 2026, in a transaction coded as an open-market sale.

After this sale, Kleinman directly held 464,336.185 common shares and indirectly held 362.563 shares through the issuer's Supplemental Stock Purchase and Tax Savings Plan. The filing notes that the sales occurred automatically under a Rule 10b5-1 trading plan adopted on December 5, 2025, indicating they were pre-scheduled rather than discretionary trades.

Insider Trade Summary 10b5-1

Net Seller: 19,425 shares ($314,685)

Net Sell 2 txns

Insider Kleinman Scott D

Role Senior Exec. V.P.

Sold 19,425 shs ($315K)

Type	Security	Shares	Price	Value
Sale	Common Stock	19,425	$16.20	$315K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 464,336.185 shares (Direct, null); Common Stock — 362.563 shares (Indirect, By Issuer's Supplemental Stock Purchase and Tax Savings Plan)

Footnotes (1)

1. Sales occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by Mr. Kleinman on December 5, 2025. 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

Shares sold: 19,425 shares Sale price per share: $16.20 per share Direct holdings after sale: 464,336.185 shares +2 more

5 metrics

Shares sold 19,425 shares Open-market sale of common stock on June 1, 2026

Sale price per share $16.20 per share Price for the 19,425 common shares sold

Direct holdings after sale 464,336.185 shares Common stock directly owned following the transaction

Indirect holdings after update 362.563 shares Held via Supplemental Stock Purchase and Tax Savings Plan

Net share change 19,425 shares net-sell Transaction summary net buy/sell direction

Key Terms

Rule 10b5-1 trading plan, Section 16, Supplemental Stock Purchase and Tax Savings Plan, open-market sale

4 terms

Rule 10b5-1 trading plan financial

"Sales occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by Mr. Kleinman on December 5, 2025."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

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.

Supplemental Stock Purchase and Tax Savings Plan financial

"By Issuer's Supplemental Stock Purchase and Tax Savings Plan"

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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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).

X

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^*

Kleinman Scott 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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

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	06/01/2026		S		19,425(1)	D	$16.2	464,336.185	D
Common Stock								362.563	I	By Issuer's Supplemental Stock Purchase and Tax Savings Plan(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Sales occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by Mr. Kleinman on December 5, 2025.

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	06/03/2026
	** 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)

FAQ

What insider transaction did HBAN executive Scott D. Kleinman report?

Scott D. Kleinman reported an open-market sale of 19,425 Huntington Bancshares common shares at $16.20 per share. The transaction occurred on June 1, 2026 and was coded as a standard sale in the Form 4 filing.

How many HBAN shares does Scott D. Kleinman hold after this Form 4?

After the reported sale, Scott D. Kleinman directly holds 464,336.185 Huntington Bancshares common shares. He also indirectly holds 362.563 shares through the issuer’s Supplemental Stock Purchase and Tax Savings Plan, according to the Form 4 disclosure.

Was Scott D. Kleinman’s HBAN stock sale under a Rule 10b5-1 plan?

Yes. The Form 4 footnote states the sales occurred automatically under a Rule 10b5-1 trading plan adopted by Scott D. Kleinman on December 5, 2025. Such plans pre-schedule trades to reduce the influence of inside information.

What role does Scott D. Kleinman hold at Huntington Bancshares (HBAN)?

Scott D. Kleinman is a Senior Executive Vice President at Huntington Bancshares. His status as an officer subjects his Huntington share transactions to Section 16 reporting rules, which is why this Form 4 filing was required.

How large is the net share change in this HBAN Form 4 filing?

The transaction summary shows net-sell activity of 19,425 Huntington Bancshares shares. This reflects one reported open-market sale and no offsetting purchases or option exercises in the filing, resulting in a net decrease of that amount.