Huntington CEO granted additional common shares

Huntington Bancshares President, CEO & Chairman Stephen D. Steinour received additional common stock as compensation-related awards.

Rhea-AI Filing Summary

Huntington Bancshares President, CEO & Chairman Stephen D. Steinour received additional common stock as compensation-related awards. On April 1, 2026, he acquired 6,809.783 shares of common stock directly and 541.621 shares through the issuer’s 401(k) plan, both at a stated price of $0.00 per share.

After these awards, his direct holdings rose to 1,387,798.358 shares, with further indirect holdings reported through an issuer investment and tax savings plan, an executive deferred compensation plan, family trusts, GRATS, a supplemental stock purchase and tax savings plan, and by his spouse. A footnote states the filing is not an admission of beneficial ownership of all reported securities.

Insider Trade Summary

Grant/Award: 7,351.404 shares

Grant/Award 7 txns

Insider STEINOUR STEPHEN D

Role President, CEO & Chairman

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	6,809.783	$0.00	$0.00
Grant/Award	Common Stock	541.621	$0.00	$0.00
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 1,387,798.358 shares (Direct); Common Stock — 56,440.313 shares (Indirect, By Issuer's Investment and Tax Savings Plan (401(k) Plan)); Common Stock — 3,502,975.529 shares (Indirect, By Executive Deferred Compensation Plan); Common Stock — 3,077,505 shares (Indirect, By Family Trusts); Common Stock — 869,500 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 (1)

1. F1. 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

Direct award shares: 6,809.783 shares 401(k) plan award shares: 541.621 shares Direct holdings after transaction: 1,387,798.358 shares +5 more

8 metrics

Direct award shares 6,809.783 shares Common Stock award to CEO on April 1, 2026

401(k) plan award shares 541.621 shares Award via Issuer’s Investment and Tax Savings Plan

Direct holdings after transaction 1,387,798.358 shares Common Stock directly owned after April 1, 2026 awards

401(k) holdings after transaction 56,440.313 shares Held indirectly by Issuer’s Investment and Tax Savings Plan

Executive Deferred Compensation Plan holdings 3,502,975.529 shares Indirect Common Stock holdings via deferred compensation plan

Family Trusts holdings 3,077,505.000 shares Indirect Common Stock holdings by family trusts

GRATS holdings 869,500.000 shares Indirect Common Stock holdings by GRATS

Supplemental plan holdings 90,363.268 shares Indirect holdings by Supplemental Stock Purchase and Tax Savings Plan

Key Terms

Executive Deferred Compensation Plan, Supplemental Stock Purchase and Tax Savings Plan, GRATS, Section 16 of the Securities Exchange Act of 1934

4 terms

Executive Deferred Compensation Plan financial

"nature_of_ownership: "By Executive Deferred Compensation Plan""

Supplemental Stock Purchase and Tax Savings Plan financial

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

GRATS financial

"nature_of_ownership: "by GRATS""

Section 16 of the Securities Exchange Act of 1934 regulatory

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

A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.

FAQ

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

What did HBAN CEO Stephen D. Steinour report in this Form 4?

Stephen D. Steinour reported receiving additional Huntington Bancshares common stock as compensation-related awards. The filing shows new direct and indirect share acquisitions and updates his total holdings across personal, plan, and trust-related accounts as of April 1, 2026.

How many Huntington Bancshares shares did the CEO acquire in this transaction?

Stephen D. Steinour acquired 6,809.783 Huntington Bancshares common shares directly and 541.621 shares through the issuer’s 401(k) plan. Both entries are coded as awards granted at a stated price of $0.00 per share on April 1, 2026.

What are Stephen D. Steinour’s direct HBAN share holdings after these awards?

Following the reported awards, Stephen D. Steinour’s direct ownership increased to 1,387,798.358 Huntington Bancshares common shares. This figure reflects his personal holdings only and does not include additional indirect positions held through various plans, trusts, and related accounts.

What indirect Huntington Bancshares holdings are reported for the CEO?

Indirect holdings include shares held through the issuer’s Investment and Tax Savings Plan (401(k)), an Executive Deferred Compensation Plan, family trusts, GRATS, a supplemental stock purchase and tax savings plan, and by his spouse, each listed with separate share totals.

Does this HBAN Form 4 indicate any insider share sales?

No sales are shown in the provided data. The Form 4 records acquisitions coded as awards and several holding-only entries that update indirect ownership balances. The transaction summary reports zero sell transactions and a net neutral buy/sell share balance.

What legal disclaimer about beneficial ownership appears in this filing?

A footnote explains that the filing should not be viewed as an admission that Stephen D. Steinour is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of all reported securities.

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

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Accepted by SEC EDGAR 04/03/2026 - 02:45 PM EDT 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^*

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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, CEO & Chairman

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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	04/01/2026		A		6,809.783	A	$0.0000	1,387,798.358	D
Common Stock	04/01/2026		A		541.621	A	$0.0000	56,440.313	I	By Issuer's Investment and Tax Savings Plan (401(k) Plan)(1)
Common Stock								3,502,975.529	I	By Executive Deferred Compensation Plan(1)
Common Stock								3,077,505	I	By Family Trusts(1)
Common Stock								869,500	I	by GRATS(1)
Common Stock								90,363.268	I	By Issuer's Supplemental Stock Purchase and Tax Savings Plan(1)
Common Stock								1,924.43	I	By Spouse(1)

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. 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	04/03/2026
	** 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)