Director at Huntington Bancshares (HBAN) receives deferred stock grant

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

NEU RICHARD W reported acquisition or exercise transactions in this Form 4 filing.

Huntington Bancshares director Richard W. Neu reported a stock-based compensation grant rather than an open‑market trade. He received an award of 10,523 shares of common stock at a stated price of $0.00 per share, described in a footnote as deferred stock units deliverable six months after he leaves the board. Following this grant, he directly holds 489,528.134 shares of common stock and indirectly holds 115,233.252 shares through a Director Deferred Compensation Plan. The filing also includes a standard disclaimer that it should not be construed as an admission of beneficial ownership under Section 16.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider NEU RICHARD W

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	10,523	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 489,528.134 shares (Direct, null); Common Stock — 115,233.252 shares (Indirect, Director Deferred Compensation Plan)

Footnotes (1)

An award of deferred stock units - the underlying shares are deliverable to the Reporting Person six months following separation from service as a director. 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.

Key Figures

Stock grant: 10,523 shares Grant price: $0.00 per share Direct holdings after: 489,528.134 shares +2 more

5 metrics

Stock grant 10,523 shares Award of common stock (deferred stock units) on 2026-05-01

Grant price $0.00 per share Stated price for the 10,523-share award

Direct holdings after 489,528.134 shares Common stock directly owned following the grant

Indirect holdings 115,233.252 shares Held through Director Deferred Compensation Plan

Transaction code A Grant, award, or other acquisition of non-derivative common stock

Key Terms

Director Deferred Compensation Plan, deferred stock units, Section 16 of the Securities and Exchange Act of 1934

3 terms

Director Deferred Compensation Plan financial

"nature_of_ownership: "Director Deferred Compensation Plan""

deferred stock units financial

"An award of deferred stock units - the underlying shares are deliverable"

Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.

Section 16 of the Securities and Exchange Act of 1934 regulatory

"for the purpose of Section 16 of the Securities and Exchange Act of 1934"

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Form 4 Insider Transactions: What Each Field Means →

05/05/2026 - 04:33 PM

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^*

NEU RICHARD 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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/01/2026		A		10,523⁽¹⁾	A	$0.0000	489,528.134	D
Common Stock								115,233.252	I	Director Deferred Compensation 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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. An award of deferred stock units - the underlying shares are deliverable to the Reporting Person six months following separation from service as a director.

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	05/05/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did HBAN director Richard W. Neu report?

Richard W. Neu reported a stock-based compensation award of 10,523 Huntington Bancshares common shares. The grant is coded as an acquisition (code A) and represents deferred stock units, not an open-market purchase or sale, according to the filing’s transaction details and footnotes.

Was the HBAN Form 4 a buy or sell of shares on the market?

The Form 4 does not show any open-market buys or sells. It reports a grant of 10,523 common shares as compensation and a separate holding entry for indirect shares, with no transaction codes indicating purchases or sales on the open market.

How many Huntington Bancshares shares does Richard W. Neu hold after this filing?

After the reported grant, Richard W. Neu directly holds 489,528.134 Huntington Bancshares common shares. He also indirectly holds 115,233.252 shares through a Director Deferred Compensation Plan, giving investors a clearer view of his disclosed equity exposure to the company.

What is the Director Deferred Compensation Plan mentioned in the HBAN filing?

The Director Deferred Compensation Plan is identified as the vehicle holding 115,233.252 indirect shares for Richard W. Neu. The filing notes these holdings as indirect ownership and includes a footnote describing awards of deferred stock units tied to his board service.

How are the 10,523 HBAN shares granted to Richard W. Neu structured?

The 10,523 shares are described as an award of deferred stock units with a price of $0.00 per share. A footnote states the underlying shares will be delivered to Richard W. Neu six months after he separates from service as a Huntington Bancshares director.