Huntington Bancshares director awarded new shares

CRANE ANN B reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

CRANE ANN B reported acquisition or exercise transactions in this Form 4 filing.

Huntington Bancshares director Ann B. Crane reported a quarterly share award under the company’s Director Deferred Compensation Plan. The award credited 1,880.955 shares of Common Stock at $0.0000 per share to an account classified as indirect ownership through the plan.

After this award, the filing shows 103,585.837 indirectly owned shares linked to the Director Deferred Compensation Plan and 223,471.849 directly owned shares of Huntington Bancshares common stock. The filing notes this is a routine director compensation award and includes a standard disclaimer that the reporting person is not necessarily the beneficial owner of all such securities for Section 16 purposes.

Insider Trade Summary

Grant/Award: 1,880.955 shares

Grant/Award 2 txns

Insider CRANE ANN B

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,880.955	$0.00	$0.00
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 103,585.837 shares (Indirect, Director Deferred Compensation Plan); Common Stock — 223,471.849 shares (Direct)

Footnotes (2)

1. F1. Reflects the quarterly share awards to Directors pursuant to the terms of the Directors' Deferred Compensation Plan.
2. F2. 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

Director share award: 1,880.955 shares Award price per share: $0.0000 per share Indirect shares after award: 103,585.837 shares +1 more

4 metrics

Director share award 1,880.955 shares Quarterly award under Director Deferred Compensation Plan

Award price per share $0.0000 per share Director Deferred Compensation Plan grant price

Indirect shares after award 103,585.837 shares Indirect holdings via Director Deferred Compensation Plan

Direct shares held 223,471.849 shares Direct ownership of Huntington Bancshares common stock

Key Terms

Director Deferred Compensation Plan, Section 16, beneficial owner

3 terms

Director Deferred Compensation Plan financial

"Reflects the quarterly share awards to Directors pursuant to the terms of the Directors' Deferred Compensation Plan."

Section 16 regulatory

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

Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

beneficial owner regulatory

"shall not be construed as an admission that the undersigned is ... the beneficial owner of the securities"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Huntington Bancshares (HBAN) director Ann B. Crane report on this Form 4?

Ann B. Crane reported a quarterly share award under Huntington Bancshares’ Director Deferred Compensation Plan. The filing shows 1,880.955 common shares credited at $0.0000 per share as routine director compensation, increasing indirect holdings tied to the plan.

How many Huntington Bancshares (HBAN) shares were granted in the director award?

The award credited 1,880.955 Huntington Bancshares common shares. These were issued at $0.0000 per share as part of the Director Deferred Compensation Plan’s quarterly share awards for directors, reflecting non-cash equity compensation rather than an open-market purchase.

What are Ann B. Crane’s holdings in Huntington Bancshares (HBAN) after this Form 4?

After the reported transactions, the filing lists 223,471.849 Huntington Bancshares common shares held directly and 103,585.837 shares held indirectly through the Director Deferred Compensation Plan. Together, they show the director’s reported equity exposure associated with this filing.

Is the Huntington Bancshares (HBAN) Form 4 a market buy or sell by the director?

The Form 4 does not show a market buy or sell. Instead, it reports a grant-type acquisition of 1,880.955 shares at $0.0000 per share under the Director Deferred Compensation Plan, representing routine non-cash director compensation rather than an open-market trade.

What does the beneficial ownership disclaimer mean in this Huntington Bancshares (HBAN) filing?

The filing states it should not be construed as an admission that the reporting person is the beneficial owner of all securities. This standard disclaimer limits interpretations under Section 16 of the Exchange Act regarding ownership and potential liability for the reported plan-related holdings.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/30/2026 - 03:38 PM EDT Learn about SEC filing dates

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^*

CRANE ANN B

(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)
04/28/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/28/2026		A(1)		1,880.955	A	$0.0000	103,585.837	I	Director Deferred Compensation Plan(2)
Common Stock								223,471.849	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	04/30/2026
	** 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)