Huntington Bancshares (HBAN) exec sells 65,530 shares under plan

Rhea-AI Filing Summary

Huntington Bancshares Senior Exec. V.P. Scott D. Kleinman sold 65,530 shares of Common Stock in an open-market transaction. The shares were sold at an average price of $15.28 on March 12, 2026, under a pre-arranged Rule 10b5-1 trading plan adopted on December 5, 2025.

After the sale, Kleinman directly holds 481,675.617 Huntington Bancshares shares and has an additional 359.076 shares held indirectly through the Issuer's Supplemental Stock Purchase and Tax Savings Plan. The filing notes that it should not be construed as an admission of beneficial ownership for legal purposes.

Insider Trade Summary 10b5-1

Net Seller: 65,530 shares ($1,001,298)

Net Sell 2 txns

Insider Kleinman Scott D

Role Senior Exec. V.P.

Sold 65,530 shs ($1.00M)

Type	Security	Shares	Price	Value
Sale	Common Stock	65,530	$15.28	$1.00M
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 481,675.617 shares (Direct); Common Stock — 359.076 shares (Indirect, By Issuer's Supplemental Stock Purchase and Tax Savings Plan)

Footnotes (1)

1. Sales occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by Mr. Kleinman on December 5, 2025. 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.

Form 4 Insider Transactions: What Each Field Means →

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).

X

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^*

Kleinman Scott D

(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)
	Senior Exec. V.P.

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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	03/12/2026		S		65,530(1)	D	$15.28	481,675.617	D
Common Stock								359.076	I	By Issuer's Supplemental Stock Purchase and Tax Savings 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. Sales occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by Mr. Kleinman on December 5, 2025.

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	03/16/2026
	** 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 Scott D. Kleinman report at Huntington Bancshares (HBAN)?

Scott D. Kleinman reported an open-market sale of Huntington Bancshares stock. He sold 65,530 shares of Common Stock at an average price of $15.28 per share on March 12, 2026, as disclosed in a Form 4 insider trading report.

How many Huntington Bancshares (HBAN) shares does Scott D. Kleinman hold after this Form 4 sale?

After the sale, Kleinman holds a substantial remaining stake. He directly owns 481,675.617 shares of Huntington Bancshares Common Stock and has an additional 359.076 shares held indirectly through the Issuer's Supplemental Stock Purchase and Tax Savings Plan.

Was Scott D. Kleinman’s Huntington Bancshares (HBAN) share sale pre-planned under a Rule 10b5-1 plan?

Yes. The share sale occurred under a Rule 10b5-1 trading plan. Footnotes state the transactions were executed automatically pursuant to a plan Kleinman adopted on December 5, 2025, indicating the timing was pre-arranged rather than discretionary.

What price did Scott D. Kleinman receive per share for his Huntington Bancshares (HBAN) stock sale?

Kleinman’s reported sale price was $15.28 per share. The Form 4 shows he sold 65,530 shares of Huntington Bancshares Common Stock at an average transaction price of $15.2800 in an open-market or private sale on March 12, 2026.

Does Scott D. Kleinman report any indirect ownership of Huntington Bancshares (HBAN) shares?

Yes. Kleinman reports a small indirect holding. In addition to his direct position, he lists 359.076 shares of Huntington Bancshares Common Stock held indirectly through the Issuer's Supplemental Stock Purchase and Tax Savings Plan as of the filing.

What legal disclaimer does Scott D. Kleinman include regarding beneficial ownership of Huntington Bancshares (HBAN) shares?

The filing includes a standard beneficial ownership disclaimer. It states that submitting the Form 4 should not be construed as an admission that Kleinman is the beneficial owner of the reported securities for Section 16 or other legal purposes.