[Form 4] HUNTINGTON BANCSHARES INC /MD/ Insider Trading Activity

Rhea-AI Filing Summary

Sarah E. Pohmer, SEVP-CHRO of Huntington Bancshares Inc. (HBAN), reported an insider purchase on 10/01/2025. The filing shows acquisition of 1,114.393 shares of common stock at a price of $0.0000 (indicating a grant or similar non‑cash issuance). After the transaction she beneficially owns 153,205.126 shares. The Form 4 was signed by attorney‑in‑fact Rachel L. Lawless on 10/03/2025.

Positive

• Insider acquisition of 1,114.393 shares on 10/01/2025
• Beneficial ownership increased to 153,205.126 shares

Negative

• None.

Insights

Insider Transactions Analyst

Insider received 1,114.393 shares, raising holdings to 153,205.126 shares.

The Form 4 discloses a 10/01/2025 acquisition coded "A" for 1,114.393 common shares at a reported price of $0.0000, which in Form 4 practice commonly indicates a non‑cash award or grant rather than a market purchase.

This increases the reporting person's beneficial ownership to 153,205.126 shares. The filing was executed by an attorney‑in‑fact on 10/03/2025, and no derivative positions or dispositions were reported.

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).

1. Name and Address of Reporting Person^*

Pohmer Sarah E

(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)
	SEVP-CHRO

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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	10/01/2025		A		1,114.393	A	$0.0000	153,205.126	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:

Remarks:

EXHIBIT INDEX Exhibit 24 - Substitute Power of Attorney

	Rachel L. Lawless, Attorney-in-Fact	10/03/2025
	** 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 did the Form 4 for HBAN filed by Sarah E. Pohmer disclose?

It discloses an acquisition of 1,114.393 common shares on 10/01/2025, bringing her beneficial ownership to 153,205.126 shares.

What was the reported price for the shares acquired in the HBAN Form 4?

The reported price is $0.0000, indicating the shares were issued or granted rather than bought at market price.

What is Sarah E. Pohmer's role at HBAN as listed on the Form 4?

She is listed as SEVP-CHRO (Senior Executive Vice President, Chief Human Resources Officer).

When was the Form 4 for this transaction signed and by whom?

The filing shows signature by attorney‑in‑fact Rachel L. Lawless dated 10/03/2025.