Huntington Bancshares (HBAN) COO granted 19,225 restricted stock units

Rhea-AI Filing Summary

Nateri Prashant reported acquisition or exercise transactions in this Form 4 filing.

Huntington Bancshares Chief Corporate Operations Officer Prashant Nateri received a grant of 19,225 restricted stock units that will be settled in common stock. The award vests in two equal parts, with 50% vesting on the third anniversary of the grant date and 50% on the fourth anniversary. Following this equity award, his directly held common stock position is reported at 86,440.573 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Nateri Prashant

Role Chief Corp Operations Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	19,225	$0.00	--

Holdings After Transaction: Common Stock — 86,440.573 shares (Direct)

Footnotes (1)

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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
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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^*

Nateri Prashant

(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)
	Chief Corp Operations Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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	03/02/2026		A		19,225(1)	A	$0.0000	86,440.573	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. An award of restricted stock units, to be released in shares of common stock, that vests in two equal installments: 50% on the third anniversary of the date of grant and 50% on the fourth anniversary of the date of grant.

	Rachel L. Lawless, Attorney-in-Fact	03/04/2026
	** 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 insider transaction did HBAN executive Prashant Nateri report on this Form 4?

Prashant Nateri reported receiving an equity award of 19,225 restricted stock units tied to Huntington Bancshares common stock. These units represent a compensation grant, not an open-market purchase, and will convert into shares of common stock as they vest over time.

How many Huntington Bancshares (HBAN) shares does Prashant Nateri hold after this award?

After the reported award, Prashant Nateri is shown holding 86,440.573 shares of Huntington Bancshares common stock directly. This figure reflects his ownership following the grant of 19,225 restricted stock units described in the Form 4 insider transaction disclosure.

What type of security was granted to HBAN executive Prashant Nateri?

The transaction involves an award of restricted stock units that will be released in shares of Huntington Bancshares common stock. Restricted stock units are a form of equity compensation that convert into actual shares only as specific vesting conditions are satisfied over time.

What is the vesting schedule for Prashant Nateri’s 19,225 restricted stock units at HBAN?

The 19,225 restricted stock units vest in two equal installments. According to the disclosure, 50% of the units vest on the third anniversary of the grant date and the remaining 50% vest on the fourth anniversary, spreading the equity compensation over several years.

Was any cash paid for the restricted stock units granted to HBAN’s Prashant Nateri?

The reported transaction lists a price per share of $0.0000, indicating the restricted stock units were granted as compensation rather than purchased for cash. The units will convert into shares of Huntington Bancshares common stock as they vest in future years.

Is Prashant Nateri’s ownership in HBAN reported as direct or indirect on this Form 4?

The Form 4 indicates that Prashant Nateri’s reported holdings are owned directly, with the ownership code marked as “D.” This means the shares and the associated restricted stock unit award are attributed to him personally rather than to an intermediary entity or related account.