Ann B. Crane receives 2,441 Huntington Bancshares (HBAN) shares

Rhea-AI Filing Summary

Huntington Bancshares director Ann B. Crane received 2,441.463 shares of common stock as a quarterly award under the Directors' Deferred Compensation Plan. The shares were credited on January 26, 2026 at a stated price of $0.0000 per share, reflecting non-cash compensation.

After this award, Crane held 100,727.054 Huntington shares indirectly through the Director Deferred Compensation Plan and 222,086.136 shares directly. The filing notes that it should not be construed as an admission of beneficial ownership of these securities.

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^*

CRANE ANN B

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/26/2026

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	01/26/2026		A(1)		2,441.463	A	$0.0000	100,727.054	I	Director Deferred Compensation Plan(2)
Common Stock								222,086.136	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 the quarterly share awards to Directors pursuant to the terms of the Directors' Deferred Compensation Plan.

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	01/28/2026
	** 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 director Ann B. Crane report?

Ann B. Crane reported receiving 2,441.463 Huntington Bancshares common shares. The award was made under the Directors' Deferred Compensation Plan, representing non-cash quarterly compensation credited at a stated price of $0.0000 per share on January 26, 2026.

How many HBAN shares does Ann B. Crane hold after this Form 4?

After the reported transaction, Ann B. Crane held 100,727.054 Huntington Bancshares shares indirectly through the Director Deferred Compensation Plan, plus 222,086.136 shares held directly. These figures show her combined reported holdings following the January 26, 2026 quarterly award.

Was the HBAN director share award a cash purchase or compensation?

The 2,441.463 Huntington Bancshares shares were granted as compensation, not purchased for cash. They are described as quarterly share awards to directors under the Directors' Deferred Compensation Plan, with a transaction price reported as $0.0000 per share.

How is Ann B. Crane’s indirect HBAN ownership structured?

Her indirect ownership is reported through the Director Deferred Compensation Plan. Following the January 26, 2026 award, she held 100,727.054 shares via this plan, in addition to 222,086.136 Huntington Bancshares shares reported as directly owned outside the plan.

Does the HBAN Form 4 admit Ann B. Crane is the beneficial owner?

The filing specifically states it should not be construed as an admission that Ann B. Crane is the beneficial owner of the securities for Section 16 or other purposes, even though the holdings and plan-related award are reported in her name.