Huntington Bancshares (HBAN) CEO granted 193,753 share units

Rhea-AI Filing Summary

STEINOUR STEPHEN D reported acquisition or exercise transactions in this Form 4 filing.

Huntington Bancshares President, CEO & Chairman Stephen D. Steinour received a grant of 193,753 restricted stock units tied to common stock on March 2, 2026 at a stated price of $0.0000 per share. The award vests in two equal installments, with 50% vesting on the third anniversary of the grant date and 50% on the fourth anniversary. Following this grant, his direct holdings total 1,670,284.788 common shares, in addition to various indirect holdings through deferred compensation and stock purchase plans, family trusts, GRATS, and his spouse.

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

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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^*

STEINOUR STEPHEN D

(Last) (First) (Middle)

HUNTINGTON CENTER

41 S. HIGH STREET

(Street)

COLUMBUS OH 43215

(City) (State) (Zip)

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
X	Officer (give title below)		Other (specify below)
	President, CEO & Chairman

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	03/02/2026		A		193,753(1)	A	$0.0000	1,670,284.788	D
Common Stock								3,502,975.529	I	By Executive Deferred Compensation Plan(2)
Common Stock								3,077,505	I	By Family Trusts(2)
Common Stock								369,500	I	by GRATS(2)
Common Stock								55,699.8	I	By Issuer's Investment and Tax Savings Plan (401(k) Plan)(2)
Common Stock								90,363.268	I	By Issuer's Supplemental Stock Purchase and Tax Savings Plan(2)
Common Stock								1,924.43	I	By Spouse(2)

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. An award of restricted stock units, to be released in shares of common stock, that vests in two equal installments: 50% on the third anniversary of the date of grant and 50% on the fourth anniversary of the date of grant.

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	03/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Huntington Bancshares (HBAN) report for Stephen D. Steinour?

Huntington Bancshares reported a stock-based award to Stephen D. Steinour. He received 193,753 restricted stock units tied to common stock on March 2, 2026, at a stated price of $0.0000 per share, reflecting an equity grant rather than an open-market purchase.

How many Huntington Bancshares shares were granted to Stephen D. Steinour in this Form 4?

Stephen D. Steinour was granted 193,753 restricted stock units. These units represent a right to receive shares of Huntington Bancshares common stock, subject to vesting conditions, and were reported at a transaction price per share of $0.0000, indicating a compensatory equity award.

What is the vesting schedule for Stephen D. Steinour’s restricted stock units at Huntington Bancshares (HBAN)?

The restricted stock units vest in two equal installments over time. According to the filing, 50% of the 193,753 units vest on the third anniversary of the grant date and the remaining 50% vest on the fourth anniversary, after which they are released in common shares.

How many Huntington Bancshares (HBAN) shares does Stephen D. Steinour hold directly after this grant?

After the grant, Stephen D. Steinour directly holds 1,670,284.788 shares. This total reflects his direct ownership of Huntington Bancshares common stock reported in the Form 4, separate from additional indirect holdings through various plans and trusts.

What indirect holdings of Huntington Bancshares stock are associated with Stephen D. Steinour?

Stephen D. Steinour has several indirect holdings reported in the filing. These include interests through an Executive Deferred Compensation Plan, family trusts, GRATS, the company’s 401(k) plan, a supplemental stock purchase and tax savings plan, and shares held by his spouse.

Does the Huntington Bancshares Form 4 admit Stephen D. Steinour as beneficial owner of all reported securities?

The filing includes a disclaimer on beneficial ownership. It states that the statement should not be construed as an admission that the undersigned is, for Section 16 or other purposes, the beneficial owner of the securities referenced, particularly relevant to certain indirect holdings.