Huntington exec has 2,465 shares withheld for tax

HBAN EVP & Chief Communications Officer had shares withheld for taxes on vested RSUs, leaving a direct holding of about 74,126 shares.

Rhea-AI Filing Summary

HUNTINGTON BANCSHARES INC (HBAN) reported that executive officer Timothy W. Miller, EVP & Chief Communications Officer, had 2,465 shares of common stock withheld on September 3, 2026 to satisfy his tax withholding obligation upon the vesting of a restricted stock unit award. This was a code F transaction for payment of tax liability by withholding shares, not an open-market sale. After this withholding, he directly holds 74,125.951 shares of HBAN common stock.

Insider Trade Summary

Tax Withholding: 2,465 shares

Tax Withholding 1 txn

Insider Miller Timothy W

Role EVP & Chief Communications Off

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	2,465	$17.06	$42K

Holdings After Transaction: Common Stock — 74,125.951 shares (Direct)

Footnotes (1)

1. F1. Reflects shares withheld to satisfy reporting person's tax withholding obligation upon the vesting of a restricted stock unit award.

Key Figures

Shares withheld for taxes: 2,465 shares Price per share for tax-withholding transaction: $17.06 per share Shares held after transaction: 74,125.951 shares +1 more

4 metrics

Shares withheld for taxes 2,465 shares Common stock withheld on September 3, 2026 to satisfy tax withholding obligation on RSU vesting

Price per share for tax-withholding transaction $17.06 per share Value used for the 2,465 shares withheld on September 3, 2026

Shares held after transaction 74,125.951 shares Direct HBAN common stock holdings by Timothy W. Miller following the September 3, 2026 transaction

Code F tax-liability shares 2,465 shares Shares delivered or withheld for payment of tax liability in the reported transaction

Key Terms

restricted stock unit, tax withholding obligation, Payment of tax liability by delivering or withholding securities

3 terms

restricted stock unit financial

"upon the vesting of a restricted stock unit award"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

tax withholding obligation financial

"withheld to satisfy reporting person's tax withholding obligation"

Payment of tax liability by delivering or withholding securities financial

"transaction was a Payment of tax liability by delivering or withholding securities"

FAQ

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

What transaction did HBAN executive Timothy W. Miller report on this Form 4?

He reported that 2,465 HBAN common shares were withheld on September 3, 2026 to satisfy his tax withholding obligation upon vesting of a restricted stock unit award, classified as a code F transaction.

Was the HBAN Form 4 transaction an open-market sale of shares?

No. The Form 4 states the transaction was a payment of tax liability by delivering or withholding securities, and the footnote explains the 2,465 shares were withheld to cover tax withholding on vested restricted stock units, not sold in the open market.

How many HBAN shares does Timothy W. Miller hold after this reported transaction?

After the September 3, 2026 tax-withholding transaction, Timothy W. Miller directly holds 74,125.951 shares of HBAN common stock, according to the Form 4 data.

What price per share is associated with the HBAN tax-withholding transaction?

The tax-withholding disposition of 2,465 shares is reported at $17.06 per share, which is used to determine the value of the shares withheld to satisfy the tax liability on the restricted stock unit vesting.

Does the HBAN Form 4 indicate use of a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not affirmed, and there is no footnote stating that the transaction was made pursuant to a Rule 10b5-1 trading plan.

What role does Timothy W. Miller hold at HBAN in this Form 4?

The reporting person, Timothy W. Miller, is identified as an officer of HBAN with the title EVP & Chief Communications Officer in the Form 4.

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

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Available on EDGAR 09/04/2026 - 03:16 PM EDT Accepted by SEC EDGAR 09/04/2026 - 03:16 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^*

Miller Timothy 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Communications Off

2a. Foreign Trading Symbol

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

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	09/03/2026		F		2,465(1)	D	$17.06	74,125.951	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 shares withheld to satisfy reporting person's tax withholding obligation upon the vesting of a restricted stock unit award.

	Rachel L. Lawless, Attorney-in-Fact	09/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)