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.
Huntington Bancshares Incorporated filings document the regulatory record of a regional bank holding company with Nasdaq-listed common stock and preferred depositary shares. The company's Form 8-K filings record dividend declarations on common and preferred stock, Regulation FD presentations, shareholder-vote results, and other material-event disclosures.
Definitive proxy statements cover annual meeting proposals, director elections, executive compensation, shareholder voting matters, and governance practices. Filing disclosures also identify Huntington's capital structure, including common stock and depositary shares representing interests in non-cumulative perpetual preferred stock, along with operating and financial results, risk factors, and other bank holding company reporting subjects.
Huntington Bancshares Inc. director Kenneth J. Phelan reported a routine equity grant under the company’s Directors' Deferred Compensation Plan. On January 26, 2026, he was awarded 3,400.737 shares of common stock at a price of $0.0000, held indirectly through the Director Deferred Compensation Plan.
Following this award, 61,025.905 shares are reported as indirectly held through the Director Deferred Compensation Plan, 95,282.593 shares are held directly, and 40,000 shares are indirectly held by a trust. The filing states that it should not be construed as an admission that the reporting person is the beneficial owner of these securities.
Huntington Bancshares director Richard W. Neu received a quarterly stock award of 3,602.69 shares of common stock on 01/26/2026 under the Directors' Deferred Compensation Plan at a price of $0.0000 per share. Following this award, he indirectly holds 258,018.26 shares through the plan and directly holds 330,434.859 shares of Huntington common stock.
Huntington Bancshares Inc. director Rafael Diaz-Granados reported a routine equity award under the company’s Directors' Deferred Compensation Plan. On January 26, 2026, 3,454.832 shares of common stock were credited at a price of $0.0000 per share, reflecting a quarterly director share award.
After this transaction, 31,610.768 common shares are held indirectly through the Director Deferred Compensation Plan and 35,203.53 common shares are held directly. The filing states that it should not be construed as an admission that the reporting person is the beneficial owner of these securities for Section 16 purposes.
Huntington Bancshares director Ann B. Crane received 2,441.463 shares of common stock as a quarterly award under the Directors' Deferred Compensation Plan. The shares were credited on January 26, 2026 at a stated price of $0.0000 per share, reflecting non-cash compensation.
After this award, Crane held 100,727.054 Huntington shares indirectly through the Director Deferred Compensation Plan and 222,086.136 shares directly. The filing notes that it should not be construed as an admission of beneficial ownership of these securities.
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.