HBAN CIO receives new stock awards

Huntington Bancshares Inc. Chief Information Officer Kendall A. Kowalski reported the acquisition of common stock through compensation and benefit arrangements, not open-market purchases.

Rhea-AI Filing Summary

Huntington Bancshares Inc. Chief Information Officer Kendall A. Kowalski reported the acquisition of common stock through compensation and benefit arrangements, not open-market purchases. On April 1, 2026, Kowalski received 671.142 shares of common stock directly at a stated price of $0.0000 per share, increasing direct holdings to 97,401.731 shares.

On the same date, an additional 65.872 shares of common stock were acquired indirectly through the issuer’s Supplemental Stock Purchase and Tax Savings Plan, bringing indirect holdings under that plan to 6,849.416 shares. A footnote states that the filing should not be construed as an admission of beneficial ownership for Section 16 purposes.

Insider Trade Summary

Grant/Award: 737.014 shares

Grant/Award 2 txns

Insider Kowalski Kendall A

Role Chief Information Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	671.142	$0.00	$0.00
Grant/Award	Common Stock	65.872	$0.00	$0.00

Holdings After Transaction: Common Stock — 97,401.731 shares (Direct); Common Stock — 6,849.416 shares (Indirect, By Issuer's Supplemental Stock Purchase and Tax Savings Plan)

Footnotes (1)

1. F1. 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

Direct shares awarded: 671.142 shares Indirect shares acquired via plan: 65.872 shares Direct holdings after transactions: 97,401.731 shares +2 more

5 metrics

Direct shares awarded 671.142 shares Common Stock grant on April 1, 2026

Indirect shares acquired via plan 65.872 shares Supplemental Stock Purchase and Tax Savings Plan on April 1, 2026

Direct holdings after transactions 97,401.731 shares Common Stock held directly following April 1, 2026 awards

Indirect plan holdings after transactions 6,849.416 shares Common Stock held indirectly via Supplemental Stock Purchase and Tax Savings Plan

Transaction price per share $0.0000 per share Stated for both acquisition entries on April 1, 2026

Key Terms

Supplemental Stock Purchase and Tax Savings Plan, beneficial owner, Section 16 of the Securities and Exchange Act of 1934, Grant, award, or other acquisition

4 terms

Supplemental Stock Purchase and Tax Savings Plan financial

"By Issuer's Supplemental Stock Purchase and Tax Savings Plan"

beneficial owner regulatory

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

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.

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 or otherwise"

Grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

FAQ

What insider transactions did HBAN executive Kendall Kowalski report on this Form 4?

Kendall A. Kowalski reported acquiring Huntington Bancshares common stock through compensation-related transactions. These included a direct grant of 671.142 shares and an indirect acquisition of 65.872 shares via a company plan, reflecting routine equity compensation rather than open-market trading activity.

How many Huntington Bancshares (HBAN) shares does Kendall Kowalski hold after these transactions?

After the reported transactions, Kendall Kowalski holds 97,401.731 Huntington Bancshares common shares directly. Indirectly, 6,849.416 shares are held through the issuer’s Supplemental Stock Purchase and Tax Savings Plan, according to the Form 4 disclosure of post-transaction ownership positions.

Were the HBAN shares in Kendall Kowalski’s Form 4 open-market purchases or awards?

The Form 4 shows the HBAN shares as awards or other acquisitions, coded “A,” not open-market purchases. They represent equity granted directly and through a Supplemental Stock Purchase and Tax Savings Plan, with a stated transaction price of $0.0000 per share for each reported acquisition.

What is the role of Kendall Kowalski at Huntington Bancshares (HBAN)?

Kendall A. Kowalski is identified as the Chief Information Officer of Huntington Bancshares. The Form 4 reports equity awards and plan-related share acquisitions associated with this executive role, detailing both direct and indirect holdings in the company’s common stock following the transactions.

What does the footnote in Kendall Kowalski’s HBAN Form 4 indicate about ownership?

The footnote states the filing should not be construed as an admission that the reporting person is the beneficial owner of the securities for Section 16 or other purposes. This is a common legal disclaimer regarding how beneficial ownership is interpreted under securities regulations.

How many HBAN shares were acquired through the Supplemental Stock Purchase and Tax Savings Plan?

The Form 4 reports that 65.872 Huntington Bancshares common shares were acquired indirectly through the issuer’s Supplemental Stock Purchase and Tax Savings Plan. After this transaction, total indirect holdings in the plan increased to 6,849.416 shares of common stock for the reporting person.

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Accepted by SEC EDGAR 04/03/2026 - 01:22 PM 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^*

Kowalski Kendall A

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/01/2026		A		671.142	A	$0.0000	97,401.731	D
Common Stock	04/01/2026		A		65.872	A	$0.0000	6,849.416	I	By Issuer's Supplemental Stock Purchase and Tax Savings Plan(1)

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. 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	04/03/2026
	** 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.
* Form 4: SEC 1474 (03-26)