Huntington Bancshares (HBAN) exec reports tax-withholding share disposition

Rhea-AI Filing Summary

Huntington Bancshares insider Donnell R. White reported a tax-related share disposition. On the vesting of a restricted stock unit award, 472 shares of common stock were withheld at a price of $16.80 per share to satisfy his tax withholding obligation. After this tax-withholding disposition, he directly holds 23,661.786 common shares and indirectly holds 1,201.81 shares through the issuer's 401(k) plan.

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^*

White Donnell R

(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 DEI Officer, SVP

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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	02/27/2026		F		472(1)	D	$16.8	23,661.786	D
Common Stock								1,201.81	I	By Issuer's Investment and Tax Savings Plan (401(k) Plan)(2)

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.

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	03/03/2026
	** 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.

FAQ

What insider transaction did Donnell R. White report at Huntington Bancshares (HBAN)?

Donnell R. White reported a tax-withholding disposition of 472 Huntington Bancshares common shares. The shares were withheld to cover taxes due when a restricted stock unit award vested, rather than being sold in an open-market transaction.

At what price were the Huntington Bancshares (HBAN) shares withheld for taxes?

The 472 Huntington Bancshares common shares were withheld at $16.80 per share. This price is used solely for valuing the shares applied to Mr. White’s tax withholding obligation on a vesting restricted stock unit award.

How many Huntington Bancshares (HBAN) shares does Donnell R. White own after the transaction?

After the tax-withholding disposition, Donnell R. White directly owns 23,661.786 Huntington Bancshares common shares. He also has an indirect holding of 1,201.81 shares through the company’s Investment and Tax Savings (401(k)) Plan.

Was the Huntington Bancshares (HBAN) insider transaction an open-market sale?

No, the transaction was not an open-market sale. The filing specifies it was a tax-withholding disposition, where 472 shares were withheld by the issuer to satisfy Mr. White’s tax liability upon restricted stock unit vesting.

How is Donnell R. White’s indirect ownership in Huntington Bancshares (HBAN) held?

His indirect ownership is held through the issuer’s Investment and Tax Savings Plan, described as a 401(k) plan. Following the reported transaction, this indirect account reflects total holdings of 1,201.81 Huntington Bancshares common shares.

Does the Form 4 state that Donnell R. White is the beneficial owner of all reported HBAN shares?

The Form 4 includes a standard disclaimer that filing should not be construed as an admission of beneficial ownership. This language preserves flexibility under Section 16 rules without changing the reported direct and indirect share amounts.