Huntington Bancshares (HBAN) CFO receives 66,293-share RSU award

Rhea-AI Filing Summary

Wasserman Zachary Jacob reported acquisition or exercise transactions in this Form 4 filing.

Huntington Bancshares Chief Financial Officer and Senior Executive Vice President Zachary Jacob Wasserman reported an equity award of 66,293 shares of common stock in the form of restricted stock units. The award vests in two equal installments, 50% on the third anniversary of the grant date and 50% on the fourth anniversary. Following this grant, his directly owned common stock holdings total 315,595.451 shares.

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

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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^*

Wasserman Zachary Jacob

(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)
	CFO and Senior Exec. V.P.

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		66,293(1)	A	$0.0000	315,595.451	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).
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FAQ

What did HBAN CFO Zachary Wasserman report in this Form 4 filing?

He reported receiving an award of 66,293 restricted stock units in Huntington Bancshares common stock. These units will be released in shares according to a multi-year vesting schedule described in the filing’s footnote.

How many Huntington Bancshares (HBAN) shares were included in the CFO’s award?

The award covers 66,293 restricted stock units tied to Huntington Bancshares common stock. Each unit is to be released as a share of common stock, subject to the vesting terms outlined in the disclosure.

What is the vesting schedule for the HBAN CFO’s restricted stock units?

The restricted stock units vest in two equal installments. According to the disclosure, 50% vest on the third anniversary of the grant date and the remaining 50% vest on the fourth anniversary.

How many Huntington Bancshares shares does the CFO own after this transaction?

After the reported award, Zachary Wasserman directly owns 315,595.451 shares of Huntington Bancshares common stock. This total reflects his holdings immediately following the restricted stock unit grant disclosed in the Form 4.

Is the HBAN CFO’s reported transaction a purchase or an award?

The transaction is reported as a grant or award acquisition, not an open-market purchase. It consists of restricted stock units that will be released as common shares over time according to the specified vesting schedule.

What type of security was involved in the HBAN CFO’s Form 4 transaction?

The transaction involved Huntington Bancshares common stock delivered through restricted stock units. These units represent the right to receive shares of common stock as they vest on the third and fourth anniversaries of the grant date.