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Huntington Bancshares Inc SEC Filings

HBAN NASDAQ

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.

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Huntington Bancshares Inc. (HBAN) reported insider activity by a Senior Executive Vice President. On 11/21/2025, the executive exercised an employee stock option for 9,940 shares of common stock at $10.06 per share, then had 6,507 shares withheld in a transaction coded "F" at $15.37 for tax or similar obligations, and sold 64,587 shares in an open market transaction coded "S" at a weighted average price of $15.38 per share.

After these transactions, the executive directly owned 534,640.244 shares of common stock and held additional indirect interests of 384,576.302 shares through an Executive Deferred Compensation Plan and 19,382.896 shares through the issuer's Supplemental Stock Purchase and Tax Savings Plan. The sale price reflects a range of $15.37 to $15.51 for the sold shares.

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Huntington Bancshares (HBAN) filed a Form 4 showing an internal share transfer by its President, CEO and Chairman, who is also a director. On 11/19/2025, the reporting person transferred 64,000 shares of common stock in a transaction coded "G," which indicates a gift or similar transfer with a price of $0.0000 per share. After this transaction, the reporting person directly owned 1,588,763.404 shares of common stock, with additional indirect holdings through an executive deferred compensation plan, family trusts, grantor retained annuity trusts, company savings plans, and a spouse. The explanations state that the reported changes reflect transfers among grantor retained annuity trusts, family trusts, and directly held accounts, and clarify that the filing does not admit beneficial ownership for certain indirect holdings.

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Huntington Bancshares Inc. (HBAN) reported an insider stock transaction by its SEVP and General Counsel. On 11/14/2025, the executive sold 6,416 shares of common stock in an open-market transaction at a price of $15.65 per share, coded as a sale. After this transaction, the executive beneficially owns 252,305.376 shares of Huntington Bancshares common stock in direct ownership form. The company notes that the sale occurred automatically under a pre-arranged Rule 10b5-1 trading plan adopted on March 13, 2025.

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Huntington Bancshares (HBAN) insider filing: The company’s SEVP and General Counsel reported a tax-withholding transaction tied to RSU vesting. On 11/03/2025, 43,267 shares were withheld (Transaction Code F) at $15.44 to satisfy taxes. Following this, the insider directly owns 258,721.376 shares.

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Huntington Bancshares (HBAN) disclosed a director’s open‑market purchase on a Form 4. On 11/04/2025, the director bought 6,506 shares of common stock at $15.3 per share, coded “P” for a purchase.

After the transaction, the director beneficially owns 89,831.2577 shares directly. In addition, 10,261.622 shares are held indirectly through the Director Deferred Compensation Plan. The filing was made by one reporting person.

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Huntington Bancshares (HBAN) announced a merger agreement with Cadence Bank, under which Cadence will merge into The Huntington National Bank, with Huntington National Bank as the surviving bank. Each Cadence common share will be converted into 2.475 shares of Huntington common stock, with cash paid in lieu of fractional shares. Each outstanding share of Cadence 5.50% Series A preferred will convert into 1/1000 of a share of a new Huntington preferred series (or related depositary shares) with rights not materially less favorable.

Equity awards will convert into Huntington awards per the exchange ratio, with specific treatment for restricted, performance, and director units. Three Cadence directors, including James D. Rollins III, will join Huntington’s board. Closing is subject to shareholder approvals, regulatory approvals including OCC, NASDAQ listing authorization, and the effectiveness of an S-4, along with a tax opinion under Section 368(a). The agreement includes a $296,000,000 termination fee payable by either party in specified circumstances. Huntington will maintain the Cadence Bank Foundation and dedicate its funds to community initiatives within Cadence’s footprint.

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Huntington Bancshares announced a definitive agreement for Cadence Bank to merge into The Huntington National Bank, with Huntington National Bank as the surviving bank. Each share of Cadence common stock will be converted into the right to receive 2.475 shares of Huntington common stock, with cash paid in lieu of fractional shares.

Each share of Cadence 5.50% Series A preferred will convert into the right to receive 1/1000 of a share of a new Huntington preferred series (or depositary shares) with terms not materially less favorable. Cadence equity awards will convert or settle based on the exchange ratio and award type, with rTSR for certain performance awards measured as of October 21, 2025. Three Cadence directors, including James D. Rollins III, will join Huntington’s board.

Closing requires shareholder approvals, regulatory approvals (including OCC), NASDAQ listing of the new securities, and an effective Form S-4. The agreement includes a $296,000,000 termination fee under specified circumstances and commits Huntington to maintain the Cadence Bank Foundation and its funds within Cadence’s footprint.

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Huntington Bancshares (HBAN) posted a Rule 425 communication regarding its proposed transaction with Cadence Bank. The message includes extensive forward‑looking statements caution, noting that completion and benefits of the deal depend on multiple factors and may differ from expectations.

Huntington will file a Form S-4 that includes a joint proxy statement/prospectus, and the transaction will be submitted to both companies’ shareholders for consideration. The communication states it is not an offer to sell or solicit securities. It highlights key contingencies and risks, including obtaining regulatory and shareholder approvals, potential delays, integration challenges, costs, legal proceedings, macroeconomic conditions, and possible dilution from issuing additional shares in connection with the merger. Once available, materials will be accessible via the SEC website and Cadence’s investor relations site.

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Huntington Bancshares (HBAN) discussed its proposed acquisition of Cadence Bank, highlighting targeted $365 million pre-tax cost synergies from integration. CEO Stephen Steinour said the plan is “well mapped” and reiterated there will be no branch closures.

He contrasted Cadence’s broad consumer and community banking base with Veritex’s commercial focus, noting Veritex closed last week. The combined presence is expected to deepen reach in Texas, with number five share in Dallas, number five in Houston, and eighth overall in the state, and maintain number one share in Mississippi. He also cited growth markets such as Nashville, Atlanta, Tampa, and Orlando.

The transaction will proceed through a Form S-4 with a joint proxy statement/prospectus and will be submitted to Huntington and Cadence shareholders, with regulatory approvals required. The companies included forward‑looking statement cautions covering execution, regulatory outcomes, integration, costs, dilution from share issuance, and other industry and macroeconomic risks.

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FAQ

How many Huntington Bancshares (HBAN) SEC filings are available on StockTitan?

StockTitan tracks 192 SEC filings for Huntington Bancshares (HBAN), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Huntington Bancshares (HBAN)?

The most recent SEC filing for Huntington Bancshares (HBAN) was filed on November 24, 2025.