[Form 4] Huntington Bancshares Incorporated Insider Trading Activity

Rhea-AI Filing Summary

Huntington Bancshares insider sale under 10b5-1 plan. Marcy C. Hingst, SEVP and General Counsel, reported an automatic sale of 41,100 shares of Huntington Bancshares common stock on 09/05/2025 pursuant to a Rule 10b5-1 trading plan adopted March 13, 2025. The weighted average sale price was $18, with individual sale prices ranging from $18.00 to $18.01. Following the transaction Hingst beneficially owns 299,361.454 shares. The Form 4 was signed by an attorney-in-fact, Anne Kruger, on 09/09/2025. No options or derivative transactions were reported.

Positive

• Transaction executed under a Rule 10b5-1 plan, indicating pre-established trading arrangements and compliance with insider-trading policies
• Clear disclosure of weighted average price and price range ($18.00 to $18.01), enhancing transparency
• Substantial retained beneficial ownership of 299,361.454 shares after the sale

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine insider sale executed under a pre-established 10b5-1 plan; governance controls appear followed.

The reported sale was automatic under a Rule 10b5-1 plan adopted March 13, 2025, which indicates the transaction was prearranged and not based on contemporaneous, undisclosed information. The Form 4 discloses the weighted average price and range, and shows continued substantial ownership of 299,361.454 shares. The filing was executed by an attorney-in-fact, consistent with standard insider reporting procedures. This disclosure aligns with usual insider liquidity activity and internal compliance protocols.

Securities Analyst

TL;DR: Transaction is a straightforward insider sale; no derivatives or additional material events disclosed.

The sale of 41,100 shares at a weighted average price of $18 generates clear, quantifiable insider disposition but does not include other transactions or derivative activity. Beneficial ownership remaining at 299,361.454 shares provides a precise post-sale stake. Because the trade occurred under a documented 10b5-1 plan and the price range is narrow, the transaction appears administratively driven rather than signaling new company-specific information to the market.

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^*

Hingst Marcy C

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SEVP and General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

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	09/05/2025		S(1)		41,100	D	$18(2)	299,361.454	D

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. Sales occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by Ms. Hingst on March 13, 2025.

2. Price represents a weighted average of the sale price. Shares were sold at prices ranging from $18.00 to $18.01. Upon the request by the SEC staff, the Issuer, or a security holder of the Issuer, the reporting person will provide the full information about the number of shares sold at each separate price.

	Anne Kruger, Attorney-in-Fact	09/09/2025
	** 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.

FAQ

What did Marcy C. Hingst report selling for HBANP?

Marcy C. Hingst sold 41,100 shares of Huntington Bancshares common stock on 09/05/2025.

Was the insider sale for HBANP part of a 10b5-1 plan?

Yes. The sales occurred automatically pursuant to a Rule 10b5-1 trading plan adopted March 13, 2025.

What price did the HBANP shares sell for?

Weighted average price $18, with individual sale prices ranging from $18.00 to $18.01.

How many HBANP shares does the reporting person own after the sale?

299,361.454 shares beneficially owned following the reported transaction.

Who signed the Form 4 for this HBANP filing?

Anne Kruger, Attorney-in-Fact, signed the Form 4 on 09/09/2025.