Welcome to our dedicated page for Huntington Bancshares SEC filings (Ticker: HBAN), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
This page provides access to U.S. SEC filings for Huntington Bancshares Incorporated (Nasdaq: HBAN), a regional bank holding company headquartered in Columbus, Ohio. Through these documents, investors can review how Huntington reports material events, merger agreements, dividend declarations, and other regulatory information related to its banking, payments, wealth management, and risk management activities.
Huntington frequently uses Form 8‑K to disclose significant developments. Recent 8‑K filings describe the Agreement and Plan of Merger among Huntington, The Huntington National Bank, and Cadence Bank, under which Cadence will merge with and into The Huntington National Bank. Subsequent 8‑Ks and exhibits document regulatory approvals from the Office of the Comptroller of the Currency, shareholder approvals, and the expected closing timing, as well as cautionary language regarding forward‑looking statements. Other 8‑Ks outline regulatory approvals and closing expectations for the merger of Veritex Holdings, Inc. and its bank subsidiary into Huntington and The Huntington National Bank.
Filings also cover capital and dividend actions. For example, Huntington has filed 8‑Ks announcing quarterly cash dividends on its common stock and on multiple series of preferred stock, including the 5.70% Series I Non‑Cumulative Perpetual Preferred Stock represented by depositary shares trading under HBANM. These reports specify dividend amounts, record dates, and payment dates. Additional 8‑Ks furnish investor presentations and earnings materials, such as quarterly financial supplements and conference slide decks.
On Stock Titan, users can view these HBAN filings as they are made available from EDGAR and use AI‑powered summaries to understand the key points in lengthy documents, including merger terms, risk factor discussions, and details about Huntington’s listed securities. This helps investors quickly interpret complex regulatory text while retaining the ability to read the complete original filings.
Huntington Bancshares Incorporated is offering $1,000,000,000 of 4.623% fixed‑to‑floating senior notes due 2032 and $750,000,000 of 5.605% fixed‑to‑fixed subordinated notes due 2041. The senior notes pay a fixed 4.623% until January 28, 2031, then float at a Compounded SOFR-based benchmark plus 99 basis points until maturity. The subordinated notes pay 5.605% until January 28, 2036, then reset to the Five‑year U.S. Treasury Rate plus 1.350% until January 28, 2041.
Huntington expects total net proceeds of approximately $1,738,300,000, to be used for general corporate purposes. Both note series are unsecured and not guaranteed by subsidiaries; subordinated notes are junior in right of payment to existing and future Senior Debt. As of September 30, 2025, the company reported total assets of $210,228 million and total shareholders’ equity of $22,286 million, and had recently completed the Veritex acquisition and secured all approvals to close the Cadence Bank merger.
Huntington Bancshares Incorporated plans a multi‑tranche debt offering, issuing floating‑rate senior notes, fixed‑to‑floating senior notes and fixed‑to‑fixed subordinated notes. The senior notes will reference Compounded SOFR, while the subordinated notes reset off the Five‑year U.S. Treasury Rate, and all tranches are unsecured, with subordinated notes ranking below existing and future senior debt. The notes are callable at specified dates and prices, carry no sinking fund and will not be listed on an exchange, so liquidity will depend on dealer markets.
Huntington highlights recent strategic growth: it completed the acquisition of Veritex Holdings and expects to close the Cadence Bank merger around February 1, 2026 after receiving all required approvals. For 2025, preliminary results show net income of $2.2 billion, up 14% year over year, with return on average assets of 1.05%, total assets of $225 billion and shareholders’ equity of $24 billion. The company plans to use net proceeds from the new notes for general corporate purposes.
Huntington Bancshares Incorporated reports that its planned merger of Cadence Bank into The Huntington National Bank has cleared key milestones. Shareholders of both Huntington and Cadence approved merger-related proposals, and all required regulatory approvals have been received, so closing is expected on or about February 1, 2026, subject to remaining conditions in the merger agreement.
Huntington also announced an offering of debt securities and, in connection with that offering, is filing Cadence’s audited and interim financial statements and unaudited pro forma combined financial statements for Huntington and Cadence as exhibits. The company notes that these filings do not modify or update Huntington’s previously filed annual or quarterly consolidated financial statements.
Huntington Bancshares Incorporated reported that its Board of Directors declared a quarterly cash dividend on its common stock of $0.155 per share, unchanged from the prior quarter. This dividend will be paid on April 1, 2026, to shareholders who are on record as of March 18, 2026.
The Board also approved quarterly cash dividends on six series of preferred stock. These include per-share dividends of $16.5845 for Floating Rate Series B, $1,406.25 for 5.625% Series F, $1,112.50 for 4.450% Series G, $11.25 for 4.5% Series H, $17.19 for 6.875% Series J, and $1,562.50 for 6.25% Series K. All six preferred dividends are payable on April 15, 2026, to shareholders of record on April 1, 2026.
Huntington Bancshares Incorporated filed a current report describing the public release of its earnings for the quarter ended December 31, 2025. The company issued a news release and a Quarterly Financial Supplement, which are included as Exhibits 99.1 and 99.2 and incorporated by reference.
The filing explains that Huntington’s senior management is hosting an earnings conference call on January 22, 2026 at 9:00 a.m. Eastern Time, with access provided via webcast and dial-in numbers, and replay options available through January 30, 2026. The report also includes an extensive cautionary statement about forward-looking statements, outlining numerous economic, regulatory, operational, and transaction-related risks that could cause actual results to differ from expectations.
Huntington Bancshares Inc. director Kenneth J. Phelan reported an internal reallocation of 40,000 shares of common stock on January 13, 2026. The filing shows 40,000 shares moved from his directly held position at a reported price of $0.0000 per share, leaving 95,282.593 shares held directly. On the same date, 40,000 shares are reported as indirectly owned "by Trust," reflecting the same share amount now held through that trust. He also reports 57,625.168 shares indirectly held through a Director Deferred Compensation Plan. The filing includes a statement that it should not be construed as an admission that he is the beneficial owner of the reported securities.
Huntington Bancshares Inc. officer Amit Dhingra, the Chief Enterprise Payments Officer, reported selling 10,000 shares of common stock on 01/08/2026. The sale, coded "S," was executed at a price of $18.5 per share and was carried out under a Rule 10b5-1 trading plan that he adopted on December 12, 2024.
Following this transaction, Dhingra beneficially owns 155,633.935 shares of Huntington common stock directly. He also has an indirect holding of 7,084.794 shares through the issuer's Supplemental Stock Purchase and Tax Savings Plan. The statement notes that its filing should not be construed as an admission of beneficial ownership for certain legal purposes.
A holder of common stock filed a notice of proposed sale under Rule 144 to sell 10,000 common shares through Fidelity Brokerage Services LLC. The planned sale has an aggregate market value of $185,000.00, with an approximate sale date of 01/08/2026 on the NASDAQ exchange. The table notes that there were 1,459,390,757 common shares outstanding at the time referenced.
The shares to be sold were acquired between 2017 and 2020 primarily through restricted stock vesting from the issuer and one stock option exercise paid in cash on 02/24/2020. Many of these awards are labeled as compensation, indicating they were received as part of the filer’s compensation arrangements with the issuer.
Huntington Bancshares Inc. director David L. Porteous reported multiple acquisitions of common stock on January 2, 2026. The filing shows an acquisition of 1,247.81 shares of common stock at $0.0000 per share held directly, bringing his direct holdings to 678,355.315 shares. Additional common stock was acquired at $0.0000 per share into accounts associated with him, including 610.947 shares held by an IRA, 134.266 shares held by a SEP-IRA, and 960.206 shares credited under a Director Deferred Compensation Plan. After these transactions, those indirect accounts held 69,178.12, 15,203.123, and 108,083.244 shares, respectively. The filing also notes 10,136.631 shares held indirectly by a spouse and includes a statement that it should not be construed as an admission of beneficial ownership of the securities.
Huntington Bancshares Inc. Chief Information Officer Kendall A. Kowalski reported acquiring Huntington common stock on January 2, 2026. The filing shows an acquisition of 585.475 shares of common stock at $0.0000 per share, bringing directly held shares to 70,151.304. A separate acquisition of 60.373 shares at $0.0000 per share was reported as held indirectly through the issuer's Supplemental Stock Purchase and Tax Savings Plan, bringing that indirect holding to 6,783.544 shares. The statement notes that it should not be construed as an admission that the reporting person is the beneficial owner of the securities for certain legal purposes.