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Item 1. Financial Statements

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Item 1. Financial Statements

Huntington Bancshares Incorporated

Consolidated Balance Sheets

(Unaudited)

At March 31,At December 31,
(dollar amounts in millions)20242023
Assets
Cash and due from banks$1,189$1,558
Interest-earning deposits with banks11,2168,765
Trading account securities167125
Available-for-sale securities26,80125,305
Held-to-maturity securities15,41615,750
Other securities727725
Loans held for sale (includes $487 and $506 respectively, measured at fair value)(1)490516
Loans and leases (includes $175 and $174 respectively, measured at fair value)(1)122,767121,982
Allowance for loan and lease losses(2,280)(2,255)
Net loans and leases (2)120,487119,727
Bank owned life insurance2,7672,759
Accrued income and other receivables1,6161,646
Premises and equipment1,0951,109
Goodwill5,5615,561
Servicing rights and other intangible assets677672
Other assets (2)5,3105,150
Total assets$193,519$189,368
Liabilities and shareholders’ equity
Liabilities
Deposits:
Demand deposits—noninterest-bearing$29,739$30,967
Interest-bearing123,486120,263
Total deposits153,225151,230
Short-term borrowings182620
Long-term debt (2)14,89412,394
Other liabilities (2)5,8455,726
Total liabilities174,146169,970
Commitments and Contingent Liabilities (Note 15)
Shareholders’ Equity
Preferred stock2,3942,394
Common stock1515
Capital surplus15,40715,389
Less treasury shares, at cost(91)(91)
Accumulated other comprehensive income (loss)(2,879)(2,676)
Retained earnings4,4764,322
Total Huntington shareholders’ equity19,32219,353
Non-controlling interest5145
Total equity19,37319,398
Total liabilities and equity$193,519$189,368
Common shares authorized (par value of $0.01)2,250,000,0002,250,000,000
Common shares outstanding1,449,254,1471,448,319,953
Treasury shares outstanding7,413,6347,403,008
Preferred stock, authorized shares6,617,8086,617,808
Preferred shares outstanding881,587881,587

(1)Amounts represent loans for which Huntington has elected the fair value option. See Note 12 - “Fair Values of Assets and Liabilities”.

(2)Includes VIE balances in net loans and leases and long-term debt of $1.5 billion and $1.4 billion, respectively, at March 31, 2024, and VIE balances in other assets of $136 million and $82 million, and other liabilities of $55 million and $57 million, at March 31, 2024 and December 31, 2023, respectively. See Note 14 - “Variable Interest Entities” for additional information.

See Notes to Unaudited Consolidated Financial Statements

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Huntington Bancshares Incorporated
Consolidated Statements of Income
(Unaudited)
Three Months Ended
(dollar amounts in millions, except per share data, share count in thousands)March 31, 2024March 31, 2023
Interest and fee income:
Loans and leases$1,809$1,579
Available-for-sale securities
Taxable296232
Tax-exempt2723
Held-to-maturity securities—taxable95102
Other securities—taxable910
Other14482
Total interest income2,3802,028
Interest expense:
Deposits857406
Short-term borrowings1960
Long-term debt217153
Total interest expense1,093619
Net interest income1,2871,409
Provision for credit losses10785
Net interest income after provision for credit losses1,1801,324
Payments and cash management revenue146137
Wealth and asset management revenue8880
Customer deposit and loan fees7776
Capital markets and advisory fees5665
Leasing revenue2226
Mortgage banking income3126
Insurance income1919
Bank owned life insurance income1616
Gain on sale of loans53
Net gains on sales of securities—1
Other noninterest income763
Total noninterest income467512
Personnel costs639649
Outside data processing and other services166151
Deposit and other insurance expense5420
Equipment7064
Net occupancy5760
Marketing2825
Professional services2516
Amortization of intangibles1213
Lease financing equipment depreciation48
Other noninterest expense8280
Total noninterest expense1,1371,086
Income before income taxes510750
Provision for income taxes86144
Income after income taxes424606
Income attributable to non-controlling interest54
Net income attributable to Huntington419602
Dividends on preferred shares3629
Net income applicable to common shares$383$573
Average common shares—basic1,448,4921,443,268
Average common shares—diluted1,473,3351,469,279
Per common share:
Net income—basic$0.26$0.40
Net income—diluted0.260.39
See Notes to Unaudited Consolidated Financial Statements

2024 1Q Form 10-Q 35

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Huntington Bancshares Incorporated

Consolidated Statements of Comprehensive Income

(Unaudited)

Three Months Ended
(dollar amounts in millions)March 31, 2024March 31, 2023
Net income attributable to Huntington$419$602
Other comprehensive income (loss), net of tax:
Unrealized (losses) gains on available-for-sale securities, net of hedges(128)154
Net change related to cash flow hedges on loans(73)189
Translation adjustments, net of hedges(2)—
Other comprehensive income (loss), net of tax(203)343
Comprehensive income attributable to Huntington216945
Comprehensive income attributed to non-controlling interest54
Comprehensive income$221$949

See Notes to Unaudited Consolidated Financial Statements

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Huntington Bancshares Incorporated

Consolidated Statements of Changes in Shareholders’ Equity

(Unaudited)

(dollar amounts in millions, share amounts in thousands)Preferred StockCommon StockCapital SurplusTreasury StockAOCIRetained EarningsHuntington Shareholders’ EquityNon-controlling InterestTotal Equity
AmountSharesAmountSharesAmount
Three months ended March 31, 2024
Balance, beginning of period$2,3941,455,723$15$15,389(7,403)$(91)$(2,676)$4,322$19,353$45$19,398
Net income4194195424
Other comprehensive income (loss), net of tax(203)(203)(203)
Cash dividends declared:
Common ($0.155 per share)(228)(228)(228)
Preferred(36)(36)(36)
Recognition of the fair value of share-based compensation202020
Other share-based compensation activity945—(2)(1)(3)(3)
Other—(11)——11
Balance, end of period$2,3941,456,668$15$15,407(7,414)$(91)$(2,879)$4,476$19,322$51$19,373
Three months ended March 31, 2023
Balance, beginning of period$2,1671,449,390$14$15,309(6,322)$(80)$(3,098)$3,419$17,731$38$17,769
Net income6026024606
Other comprehensive income, net of tax343343343
Net proceeds from issuance of Series J preferred stock317317317
Cash dividends declared:
Common ($0.155 per share)(228)(228)(228)
Preferred(29)(29)(29)
Recognition of the fair value of share-based compensation252525
Other share-based compensation activity6901(2)(1)(1)
Other—(143)(2)(2)119
Balance, end of period$2,4841,450,080$15$15,332(6,465)$(82)$(2,755)$3,764$18,758$53$18,811

See Notes to Unaudited Consolidated Financial Statements

2024 1Q Form 10-Q 37

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Huntington Bancshares Incorporated

Consolidated Statements of Cash Flows

(Unaudited)

Three Months Ended March 31,
(dollar amounts in millions)20242023
Operating activities
Net income$424$606
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for credit losses10785
Depreciation and amortization190142
Share-based compensation expense2025
Deferred income tax (benefit) expense(29)55
Net change in:
Trading account securities(42)1
Loans held for sale(2)44
Other assets(385)(348)
Other liabilities184(456)
Other, net(3)(24)
Net cash provided by operating activities464130
Investing activities
Change in interest bearing deposits in banks(15)(6)
Proceeds from:
Maturities and calls of available-for-sale securities1,589432
Maturities and calls of held-to-maturity securities327320
Maturities and calls of other securities9—
Sales of available-for-sale securities—435
Sales of other securities—141
Purchases of available-for-sale securities(3,303)(1,168)
Purchases of held-to-maturity securities—(254)
Purchases of other securities(11)(586)
Net proceeds from sales of portfolio loans and leases7189
Principal payments received under direct finance and sales-type leases447487
Net loan and lease activity, excluding sales and purchases(1,398)(2,272)
Purchases of premises and equipment(32)(25)
Purchases of loans and leases(23)(12)
Net accrued income and other receivables activity5992
Other, net1828
Net cash used in investing activities(2,262)(2,299)
Financing activities
Increase (decrease) in deposits1,995(2,636)
Increase (decrease) in short-term borrowings(505)5,128
Net proceeds from issuance of long-term debt2,7863,541
Maturity/redemption of long-term debt(156)(268)
Dividends paid on preferred stock(36)(29)
Dividends paid on common stock(226)(225)
Net proceeds from issuance of preferred stock—317
Other, net(9)6
Net cash provided by financing activities3,8495,834
Increase in cash and cash equivalents2,0513,665
Cash and cash equivalents at beginning of period10,1296,704
Cash and cash equivalents at end of period$12,180$10,369

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Three Months Ended March 31,
(dollar amounts in millions)20242023
Supplemental disclosures:
Interest paid$1,070$562
Income taxes paid (received)47(59)
Non-cash activities
Loans transferred to held-for-sale from portfolio6480
Loans transferred to portfolio from held-for-sale116

See Notes to Unaudited Consolidated Financial Statements

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Huntington Bancshares Incorporated

Notes to Unaudited Consolidated Financial Statements

1. BASIS OF PRESENTATION

The accompanying Unaudited Consolidated Financial Statements of Huntington reflect all adjustments consisting of normal recurring accruals which are, in the opinion of management, necessary for a fair statement of the consolidated financial position, the results of operations, and cash flows for the periods presented. These Unaudited Consolidated Financial Statements have been prepared according to the rules and regulations of the SEC and, therefore, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted. The Notes to Consolidated Financial Statements appearing in Huntington’s 2023 Annual Report on Form 10-K, which include descriptions of significant accounting policies, as updated by the information contained in this report, should be read in conjunction with these interim financial statements.

In conjunction with applicable accounting standards, all material subsequent events have been either recognized in the Unaudited Consolidated Financial Statements or disclosed in the Notes to Unaudited Consolidated Financial Statements. There were no material subsequent events to disclose for the current period.

2. ACCOUNTING STANDARDS UPDATE

Accounting standards adopted in the current period

StandardSummary of guidanceEffects on financial Statements
ASU 2023-02 - Investments - Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method Issued: March 2023•Permits the election of the proportional amortization method for any tax equity investment that meets specific criteria. •Requires that the election be made on a tax-credit-program-by-tax-credit-program basis. •Receipt of tax credits must be accounted for using the flow through method. •Requires that a liability be recorded for delayed equity contributions. •Expands disclosure requirements for the nature of investments and financial statement effect.•Huntington adopted the standard effective January 1, 2024 on a modified retrospective basis. •The adoption did not result in a material impact on Huntington’s Unaudited Consolidated Financial Statements.

Accounting standards yet to be adopted

StandardSummary of guidanceSummary of guidance
ASU 2023-07 - Segment Reporting (Topic 280): Improvement to Reportable Segments•Requires disclosure of the position and title of the CODM and significant segment expenses that the CODM is regularly provided. •Requires the disclosure of other segment items representing the difference between segment revenue and expense and the profit and loss measure of the segment. •Allows for the CODM to use more than one measure of segment profit and loss, as long as one measure is consistent with GAAP.•Effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. •Early adoption is permitted. •The amendments are to be applied retrospectively to all periods presented and segment expense categories should be based on the categories identified at adoption. •Huntington does not expect adoption of the standard to have a material impact on its Unaudited Consolidated Financial Statements.
ASU 2023-09 - Income Taxes (Topic 740): Improvements to Income Tax Disclosures•Requires a tabular rate reconciliation using both percentages and reporting currency amounts between the reported amount of income tax expense (or benefit) to the amount of statutory federal income tax at current rates for specified categories using specified disaggregation criteria. •The amount of net income taxes paid for federal, state, and foreign taxes, as well as the amount paid to any jurisdiction that net taxes exceed a 5% quantitative threshold. •The amendments will require the disclosure of pre-tax income disaggregated between domestic and foreign, as well as income tax expense disaggregated by federal, state, and foreign. •The amendment also eliminates certain disclosures related to unrecognized tax benefits and certain temporary differences.•Effective for fiscal years beginning after December 15, 2024. •Early adoption is permitted in any annual period where financial statements have not yet been issued. •The amendments should be applied on a prospective basis but retrospective application is permitted. •Huntington does not expect adoption of the standard to have a material impact on its Unaudited Consolidated Financial Statements.

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3. INVESTMENT SECURITIES AND OTHER SECURITIES

Debt securities purchased in which Huntington has the intent and ability to hold to their maturity are classified as held-to-maturity securities. All other debt and equity securities are classified as either available-for-sale or other securities. The following tables provide amortized cost, fair value, and gross unrealized gains and losses by investment category.

Unrealized
(dollar amounts in millions)Amortized Cost (1)(2)Gross GainsGross LossesFair Value
At March 31, 2024
Available-for-sale securities:
U.S. Treasury$5,027$—$—$5,027
Federal agencies:
Residential CMO3,519—(444)3,075
Residential MBS12,8931(1,964)10,930
Commercial MBS2,530—(735)1,795
Other agencies154—(7)147
Total U.S. Treasury, federal agency, and other agency securities24,1231(3,150)20,974
Municipal securities3,47513(157)3,331
Private-label CMO1281(12)117
Asset-backed securities379—(28)351
Corporate debt2,17989(250)2,018
Other securities/Sovereign debt10——10
Total available-for-sale securities$30,294$104$(3,597)$26,801
Held-to-maturity securities:
Federal agencies:
Residential CMO$4,664$1$(706)$3,959
Residential MBS9,175—(1,301)7,874
Commercial MBS1,482—(232)1,250
Other agencies93—(7)86
Total federal agency and other agency securities15,4141(2,246)13,169
Municipal securities2——2
Total held-to-maturity securities$15,416$1$(2,246)$13,171
Other securities, at cost:
Non-marketable equity securities:
Federal Home Loan Bank stock$159$—$—$159
Federal Reserve Bank stock518——518
Equity securities18——18
Other securities, at fair value:
Mutual funds31——31
Equity securities1——1
Total other securities$727$—$—$727

(1)Amortized cost amounts exclude accrued interest receivable, which is recorded within accrued income and other receivables on the Unaudited Consolidated Balance Sheets. At March 31, 2024, accrued interest receivable on available-for-sale securities and held-to-maturity securities totaled $72 million and $35 million, respectively.

(2)Excluded from the amortized cost are portfolio level basis adjustments for securities designated in fair value hedges under the portfolio layer method. The basis adjustments totaled $680 million and represent a reduction to the amortized cost of the securities being hedged. The securities being hedged under the portfolio layer method are primarily Residential CMO and Residential MBS securities.

2024 1Q Form 10-Q 41

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Unrealized
(dollar amounts in millions)Amortized Cost (1)(2)Gross GainsGross LossesFair Value
At December 31, 2023
Available-for-sale securities:
U.S. Treasury$2,855$1$—$2,856
Federal agencies:
Residential CMO3,592—(408)3,184
Residential MBS13,1553(1,776)11,382
Commercial MBS2,536—(709)1,827
Other agencies161—(6)155
Total U.S. Treasury, federal agency, and other agency securities22,2994(2,899)19,404
Municipal securities3,5362(165)3,373
Private-label CMO131—(12)119
Asset-backed securities387—(31)356
Corporate debt2,20279(238)2,043
Other securities/Sovereign debt10——10
Total available-for-sale securities$28,565$85$(3,345)$25,305
Held-to-maturity securities:
Federal agencies:
Residential CMO$4,770$6$(664)$4,112
Residential MBS9,3681(1,145)8,224
Commercial MBS1,509—(224)1,285
Other agencies101—(6)95
Total federal agency and other agency securities15,7487(2,039)13,716
Municipal securities2——2
Total held-to-maturity securities$15,750$7$(2,039)$13,718
Other securities, at cost:
Non-marketable equity securities:
Federal Home Loan Bank stock$169$—$—$169
Federal Reserve Bank stock507——507
Other non-marketable equity securities17——17
Other securities, at fair value:
Mutual funds30——30
Equity securities11—2
Total other securities$724$1$—$725

(1)Amortized cost amounts exclude accrued interest receivable, which is recorded within accrued income and other receivables on the Unaudited Consolidated Balance Sheets. At December 31, 2023, accrued interest receivable on available-for-sale securities and held-to-maturity securities totaled $61 million and $36 million, respectively.

(2)Excluded from the amortized cost are portfolio level basis adjustments for securities designated in fair value hedges under the portfolio layer method. The basis adjustments totaled $619 million and represent a reduction to the amortized cost of the securities being hedged. The securities being hedged under the portfolio layer method are primarily Residential CMO and Residential MBS securities.

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The following table provides the amortized cost and fair value of securities by contractual maturity. Expected maturities may differ from contractual maturities as issuers may have the right to call or prepay obligations with or without incurring penalties.

At March 31, 2024At December 31, 2023
(dollar amounts in millions)Amortized CostFair ValueAmortized CostFair Value
Available-for-sale securities:
Under 1 year$5,093$5,084$3,380$3,372
After 1 year through 5 years2,9952,8422,4842,338
After 5 years through 10 years2,3122,1922,3922,255
After 10 years19,89416,68320,30917,340
Total available-for-sale securities$30,294$26,801$28,565$25,305
Held-to-maturity securities:
Under 1 year$—$—$1$1
After 1 year through 5 years42404846
After 5 years through 10 years66626966
After 10 years15,30813,06915,63213,605
Total held-to-maturity securities$15,416$13,171$15,750$13,718

The following tables provide detail on investment securities with unrealized losses aggregated by investment category and the length of time the individual securities have been in a continuous loss position.

Less than 12 MonthsOver 12 MonthsTotal
(dollar amounts in millions)Fair ValueGross Unrealized LossesFair ValueGross Unrealized LossesFair ValueGross Unrealized Losses
At March 31, 2024
Available-for-sale securities:
Federal agencies:
Residential CMO$364$(4)$2,711$(440)$3,075$(444)
Residential MBS238(2)10,554(1,962)10,792(1,964)
Commercial MBS——1,795(735)1,795(735)
Other agencies——78(7)78(7)
Total federal agency and other agency securities602(6)15,138(3,144)15,740(3,150)
Municipal securities613(14)2,522(143)3,135(157)
Private-label CMO——96(12)96(12)
Asset-backed securities——279(28)279(28)
Corporate debt——2,018(250)2,018(250)
Total temporarily impaired available-for-sale securities$1,215$(20)$20,053$(3,577)$21,268$(3,597)
Held-to-maturity securities:
Federal agencies:
Residential CMO$159$(2)$3,532$(704)$3,691$(706)
Residential MBS——7,778(1,301)7,778(1,301)
Commercial MBS——1,250(232)1,250(232)
Other agencies——86(7)86(7)
Total federal agency and other agency securities159(2)12,646(2,244)12,805(2,246)
Total temporarily impaired held-to-maturity securities$159$(2)$12,646$(2,244)$12,805$(2,246)

2024 1Q Form 10-Q 43

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Less than 12 MonthsOver 12 MonthsTotal
(dollar amounts in millions)Fair ValueGross Unrealized LossesFair ValueGross Unrealized LossesFair ValueGross Unrealized Losses
At December 31, 2023
Available-for-sale securities:
Federal agencies:
Residential CMO$543$(7)$2,641$(401)$3,184$(408)
Residential MBS207(2)10,913(1,774)11,120(1,776)
Commercial MBS——1,827(709)1,827(709)
Other agencies——81(6)81(6)
Total federal agency and other agency securities750(9)15,462(2,890)16,212(2,899)
Municipal securities625(19)2,496(146)3,121(165)
Private-label CMO——99(12)99(12)
Asset-backed securities——281(31)281(31)
Corporate debt——2,043(238)2,043(238)
Total temporarily impaired available-for-sale securities$1,375$(28)$20,381$(3,317)$21,756$(3,345)
Held-to-maturity securities:
Federal agencies:
Residential CMO$156$(1)$3,542$(663)$3,698$(664)
Residential MBS——8,108(1,145)8,108(1,145)
Commercial MBS——1,285(224)1,285(224)
Other agencies——95(6)95(6)
Total federal agency and other agency securities156(1)13,030(2,038)13,186(2,039)
Total temporarily impaired held-to-maturity securities$156$(1)$13,030$(2,038)$13,186$(2,039)

At March 31, 2024 and December 31, 2023, the carrying value of investment securities pledged to secure certain public trust deposits, trading account liabilities, U.S. Treasury demand notes, security repurchase agreements and to support borrowing capacity totaled $36.2 billion and $35.1 billion, respectively. There were no securities of a single issuer, which were not governmental or government-sponsored, that exceeded 10% of shareholders’ equity at either March 31, 2024 or December 31, 2023. At March 31, 2024, all HTM debt securities are comprised of securities issued by government sponsored entities or are explicitly guaranteed by the U.S. government. In addition, there were no HTM debt securities considered past due at March 31, 2024.

Based on an evaluation of available information including security type, counterparty credit quality, past events, current conditions, and reasonable and supportable forecasts that are relevant to collectability of cash flows, as of March 31, 2024, Huntington has concluded that it expects to receive all contractual cash flows from each security held in its AFS and HTM debt securities portfolio. There was no allowance related to investment securities as of March 31, 2024 or December 31, 2023.

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4. LOANS AND LEASES

The following table provides a detailed listing of Huntington’s loan and lease portfolio.

(dollar amounts in millions)At March 31, 2024At December 31, 2023
Commercial loan and lease portfolio:
Commercial and industrial$51,500$50,657
Commercial real estate12,34212,422
Lease financing5,1335,228
Total commercial loan and lease portfolio68,97568,307
Consumer loan portfolio:
Residential mortgage23,74423,720
Automobile12,66212,482
Home equity10,04710,113
RV and marine5,8875,899
Other consumer1,4521,461
Total consumer loan portfolio53,79253,675
Total loans and leases (1)(2)122,767121,982
Allowance for loan and lease losses(2,280)(2,255)
Net loans and leases$120,487$119,727

(1)Loans and leases are reported at principal amount outstanding including unamortized purchase premiums and discounts, unearned income, and net direct fees and costs associated with originating and acquiring loans and leases. The aggregate amount of these loan and lease adjustments was a net discount of $349 million and $323 million at March 31, 2024 and December 31, 2023, respectively.

(2)The total amount of accrued interest recorded for these loans and leases at March 31, 2024, was $340 million and $222 million of commercial and consumer loan and lease portfolios, respectively, and at December 31, 2023, was $333 million and $220 million of commercial and consumer loan and lease portfolios, respectively. Accrued interest is presented in accrued income and other receivables within the Unaudited Consolidated Balance Sheets.

Lease Financing

The following table presents net investments in lease financing receivables by category.

(dollar amounts in millions)At March 31, 2024At December 31, 2023
Lease payments receivable$4,880$4,980
Estimated residual value of leased assets803804
Gross investment in lease financing receivables5,6835,784
Deferred origination costs5454
Deferred fees, unearned income and other(604)(610)
Total lease financing receivables$5,133$5,228

The carrying value of residual values guaranteed was $475 million and $478 million as of March 31, 2024 and December 31, 2023, respectively. The future lease rental payments due from customers on sales-type and direct financing leases at March 31, 2024, totaled $4.9 billion and were due as follows: $782 million in 2024, $902 million in 2025, $859 million in 2026, $859 million in 2027, $794 million in 2028, and $684 million thereafter. Interest income recognized for these types of leases was $79 million and $68 million for the three-month periods ended March 31, 2024 and 2023, respectively.

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Nonaccrual and Past Due Loans and Leases

The following table presents NALs by class.

At March 31, 2024At December 31, 2023
(dollar amounts in millions)Nonaccrual loans and leases with no ACLTotal nonaccrual loans and leasesNonaccrual loans and leases with no ACLTotal nonaccrual loans and leases
Commercial and industrial$68$376$66$344
Commercial real estate3715464140
Lease financing—10314
Residential mortgage—75—72
Automobile—4—4
Home equity—96—91
RV and marine—1—2
Total nonaccrual loans and leases$105$716$133$667

The following tables present an aging analysis of loans and leases, by class.

Past Due (1)Loans Accounted for Under FVOTotal Loans and Leases90 or more days past due and accruing
(dollar amounts in millions)30-59 Days60-89 Days90 or more daysTotalCurrent
At March 31, 2024
Commercial and industrial$57$36$137$230$51,270$—$51,500$1(2)
Commercial real estate18329614612,196—12,342—
Lease financing27145465,087—5,1333
Residential mortgage2056819546823,10117523,744148(3)
Automobile75171010212,560—12,6628
Home equity5629831689,879—10,04717
RV and marine1743245,863—5,8872
Other consumer1144191,433—1,4524
Total loans and leases$466$204$533$1,203$121,389$175$122,767$183
At December 31, 2023
Commercial and industrial$90$48$90$228$50,429$—$50,657$1(2)
Commercial real estate2820328012,342—12,422—
Lease financing35159595,169—5,2284
Residential mortgage2058819348623,06017423,720146(3)
Automobile89231212412,358—12,4829
Home equity6632831819,932—10,11322
RV and marine1754265,873—5,8993
Other consumer1344211,440—1,4614
Total loans and leases$543$235$427$1,205$120,603$174$121,982$189

(1)NALs are included in this aging analysis based on the loan’s past due status.

(2)Amounts include SBA loans and leases.

(3)Amounts include mortgage loans insured by U.S. government agencies.

Credit Quality Indicators

See Note 5 - “Loans and Leases” to the Consolidated Financial Statements appearing in Huntington’s 2023 Annual Report on Form 10-K for a description of the credit quality indicators Huntington utilizes for monitoring credit quality and for determining an appropriate ACL level.

For all classes within the consumer loan portfolios, borrower credit bureau scores are monitored as an indicator of credit quality. A credit bureau score is a credit score developed by FICO based on data provided by the credit bureaus. The credit bureau score is widely accepted as the standard measure of consumer credit risk used by lenders, regulators, rating agencies, and consumers. The higher the credit bureau score, the higher likelihood of repayment and therefore, an indicator of higher credit quality.

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Huntington assesses the risk in the loan portfolio by utilizing numerous risk characteristics. The classifications described above, and also presented in the table below, represent one of those characteristics that are closely monitored in the overall credit risk management processes.

The following tables present the amortized cost basis of loans and leases by vintage and credit quality indicator.

At March 31, 2024
Term Loans Amortized Cost Basis by Origination YearRevolver Total at Amortized Cost BasisRevolver Total Converted to Term Loans
(dollar amounts in millions)20242023202220212020PriorTotal
Commercial and industrial
Credit Quality Indicator (1):
Pass$4,493$12,002$8,692$3,364$1,976$2,458$15,168$5$48,158
OLEM25211243743037256—876
Substandard118380428230148209952—2,465
Doubtful—————1——1
Total Commercial and industrial$4,636$12,593$9,363$3,668$2,154$2,705$16,376$5$51,500
Commercial real estate
Credit Quality Indicator (1):
Pass$356$1,264$3,235$1,674$1,011$2,286$557$—$10,383
OLEM11804101335512160—870
Substandard172133791762426416—1,089
Total Commercial real estate$384$1,557$4,024$1,983$1,090$2,671$633$—$12,342
Lease financing
Credit Quality Indicator (1):
Pass$384$1,924$1,159$724$502$272$—$—$4,965
OLEM—15193110——48
Substandard12646221312——120
Total Lease financing$385$1,965$1,224$749$516$294$—$—$5,133
Residential mortgage
Credit Quality Indicator (2):
750+$212$2,257$4,041$5,995$3,252$2,877$—$—$18,634
650-74988781903894471901——4,038
<650743849774592——897
Total Residential mortgage$307$3,081$5,028$6,986$3,797$4,370$—$—$23,569
Automobile
Credit Quality Indicator (2):
750+$1,045$2,156$1,831$1,372$630$339$—$—$7,373
650-7494121,4931,092753300160——4,210
<6503127430327311484——1,079
Total Automobile$1,488$3,923$3,226$2,398$1,044$583$—$—$12,662
Home equity
Credit Quality Indicator (2):
750+$43$393$414$496$517$247$4,404$226$6,740
650-74920107956253962,0352252,693
<650—495446413133614
Total Home equity$63$504$518$563$574$389$6,852$584$10,047
RV and marine
Credit Quality Indicator (2):
750+$226$1,059$934$816$557$847$—$—$4,439
650-74938353232246147284——1,300
<650—1319302363——148
Total RV and marine$264$1,425$1,185$1,092$727$1,194$—$—$5,887
Other consumer
Credit Quality Indicator (2):
750+$69$141$70$34$16$56$409$1$796
650-7492982371451438612579
<650196312411477
Total Other consumer$99$232$113$51$22$72$836$27$1,452

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At December 31, 2023
Term Loans Amortized Cost Basis by Origination YearRevolver Total at Amortized Cost BasisRevolver Total Converted to Term Loans
(dollar amounts in millions)20232022202120202019PriorTotal
Commercial and industrial
Credit Quality Indicator (1):
Pass$14,677$9,889$3,673$2,151$1,187$1,431$14,563$3$47,574
OLEM21323964201220462—1,030
Substandard39330518815083184750—2,053
Total Commercial and industrial$15,283$10,433$3,925$2,321$1,282$1,635$15,775$3$50,657
Commercial real estate
Credit Quality Indicator (1):
Pass$1,395$3,253$1,774$1,063$1,152$1,288$585$—$10,510
OLEM16340611265325460—892
Substandard1644041761013711415—1,020
Total Commercial real estate$1,722$4,063$2,062$1,138$1,321$1,456$660$—$12,422
Lease financing
Credit Quality Indicator (1):
Pass$1,973$1,284$828$583$243$106$—$—$5,017
OLEM16226529——60
Substandard20663116135——151
Total Lease financing$2,009$1,372$865$604$258$120$—$—$5,228
Residential mortgage
Credit Quality Indicator (2):
750+$2,077$3,963$6,028$3,292$749$2,191$—$—$18,300
650-7499501,024964510186775——4,409
<6502479826485503——837
Total Residential mortgage$3,051$5,066$7,074$3,866$1,020$3,469$—$—$23,546
Automobile
Credit Quality Indicator (2):
750+$2,624$1,964$1,525$740$367$85$—$—$7,305
650-7491,4381,30590737016853——4,241
<6501702812661186437——936
Total Automobile$4,232$3,550$2,698$1,228$599$175$—$—$12,482
Home equity
Credit Quality Indicator (2):
750+$381$429$512$534$17$244$4,454$233$6,804
650-749136100655771012,0832302,779
<6502633243344127530
Total Home equity$519$535$580$594$26$388$6,881$590$10,113
RV and marine
Credit Quality Indicator (2):
750+$1,206$971$867$588$295$612$—$—$4,539
650-74928924825215891210——1,248
<65041221181443——112
Total RV and marine$1,499$1,231$1,140$764$400$865$—$—$5,899
Other consumer
Credit Quality Indicator (2):
750+$186$80$39$19$17$48$424$3$816
650-749984317651238313577
<650453111391468
Total Other consumer$288$128$59$26$23$61$846$30$1,461

(1)Consistent with the credit quality disclosures, indicators for the Commercial portfolio are based on internally defined categories of credit grades.

(2)Consistent with the credit quality disclosures, indicators for the Consumer portfolio are based on updated customer credit scores refreshed at least quarterly.

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The following tables present the gross charge-offs of loans and leases by vintage.

Term Loans Gross Charge-offs by Origination YearRevolver Gross Charge-offsRevolver Converted to Term Loans Gross Charge-offs
(dollar amounts in millions)20242023202220212020PriorTotal
Three months ended March 31, 2024
Commercial and industrial$—$5$11$15$11$2$10$1$55
Commercial real estate—191—6——17
Lease Financing———1—1——2
Residential mortgage—————1——1
Automobile—4542———15
Home equity———————22
RV and marine—11213——8
Other consumer175213—928
Total$1$18$31$25$15$16$10$12$128
Term Loans Gross Charge-offs by Origination YearRevolver Gross Charge-offsRevolver Converted to Term Loans Gross Charge-offs
Three months ended March 31, 202320232022202120202019PriorTotal
Commercial and industrial$1$14$3$6$4$—$4$—$32
Commercial real estate——19—————19
Lease Financing—————1——1
Residential mortgage——1——1——2
Automobile—34212——12
Home equity——————112
RV and marine——1111——4
Other consumer185114—727
Total$2$25$33$10$7$9$5$8$99

Modifications to Debtors Experiencing Financial Difficulty

See Note 5 - “Loans and Leases” to the Consolidated Financial Statements appearing in Huntington’s 2023 Annual Report on Form 10-K for a description of reported modification types and the impact on credit quality of borrowers experiencing financial difficulty.

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The following table summarizes the amortized cost basis of loans modified during the reporting period to borrowers experiencing financial difficulty, disaggregated by class of financing receivable and type of modification.

Amortized Cost
(dollar amounts in millions)Interest rate reductionTerm extensionPayment deferralCombo - interest rate reduction and term extensionTotal% of total loan class (1)
Three months ended March 31, 2024
Commercial and industrial$87$154$—$7$2480.48%
Commercial real estate—31——310.25
Residential mortgage—1031140.06
Automobile—4——40.03
Home equity—1—450.05
Total loans to borrowers experiencing financial difficulty in which modifications were made$87$200$3$12$3020.25%
Three months ended March 31, 2023
Commercial and industrial$35$124$—$3$1620.32%
Commercial real estate—48——480.36
Residential mortgage—23—1240.11
Automobile—3——30.02
Home equity———330.03
RV and marine—1——10.02
Total loans to borrowers experiencing financial difficulty in which modifications were made$35$199$—$7$2410.21%

(1)Represents the amortized cost of loans modified during the reporting period as a percentage of the period-end loan balance by class.

The following table describes the financial effect of the modification made to borrowers experiencing financial difficulty.

Interest Rate Reduction (1)Term Extension (1)
Weighted-average contractual interest rateWeighted-average years added to the life
FromTo
Three months ended March 31, 2024
Commercial and industrial8.24%7.28%0.4
Commercial real estate0.6
Residential mortgage7.255.208.6
Three months ended March 31, 2023
Commercial and industrial7.60%6.80%0.9
Commercial real estate0.6
Residential mortgage5.364.146.3

(1) Certain disclosures related to financial effects of modifications do not include those deemed to be immaterial.

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The performance of loans made to borrowers experiencing financial difficulty in which modifications were made is closely monitored to understand the effectiveness of modification efforts. Loans are considered to be in payment default at 90 or more days past due. The following table depicts the performance of loans that have been modified during the identified period.

At March 31, 2024
Past Due
(dollar amounts in millions)30-59 Days60-89 Days90 or more daysTotalCurrentTotal
Commercial and industrial$2$11$11$24$449$473
Commercial real estate27—9118127
Residential mortgage859223153
Automobile2——21416
Home equity11131114
RV and marine————11
Total loans to borrowers experiencing financial difficulty in which modifications were made in the twelve months ended March 31, 2024$15$24$21$60$624$684
At March 31, 2023 (1)
Past Due
(dollar amounts in millions)30-59 Days60-89 Days90 or more daysTotalCurrentTotal
Commercial and industrial$—$—$—$—$162$162
Commercial real estate————4848
Residential mortgage44—81624
Automobile————33
Home equity————33
RV and marine————11
Total loans to borrowers experiencing financial difficulty in which modifications were made in the three months ended March 31, 2023$4$4$—$8$233$241

(1) Huntington adopted ASU 2022-02 - Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures effective January 1, 2023, therefore, the at March 31, 2023 presentation only includes loans since guidance became effective.

Pledged Loans

The Bank has access to secured borrowings from the Federal Reserve’s discount window and advances from the FHLB. As of March 31, 2024 and December 31, 2023, loans and leases totaling $99.5 billion and $101.8 billion, respectively, were pledged to the Federal Reserve and FHLB for access to these contingent funding sources.

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5. ALLOWANCE FOR CREDIT LOSSES

Allowance for Credit Losses - Roll-forward

The following tables present ACL activity by portfolio segment.

(dollar amounts in millions)CommercialConsumerTotal
Three months ended March 31, 2024
ALLL balance, beginning of period$1,563$692$2,255
Loan and lease charge-offs(74)(54)(128)
Recoveries of loans and leases previously charged-off191736
Provision for loan and lease losses8136117
ALLL balance, end of period$1,589$691$2,280
AULC balance, beginning of period$66$79$145
Provision (benefit) for unfunded lending commitments3(13)(10)
AULC balance, end of period$69$66$135
ACL balance, end of period$1,658$757$2,415
Three months ended March 31, 2023
ALLL balance, beginning of period$1,424$697$2,121
Loan and lease charge-offs(52)(47)(99)
Recoveries of loans and leases previously charged-off231942
Provision for loan and lease losses621678
ALLL balance, end of period$1,457$685$2,142
AULC balance, beginning of period$71$79$150
Provision for unfunded lending commitments437
AULC balance, end of period$75$82$157
ACL balance, end of period$1,532$767$2,299

At March 31, 2024, the ACL was $2.4 billion, a marginal increase of $15 million compared to December 31, 2023. The increase in the total ACL was primarily driven by loan and lease portfolio growth.

The commercial ACL was $1.7 billion at March 31, 2024 and $1.6 billion at December 31, 2023. The increase of $29 million since year end was primarily due to loan growth in the commercial portfolio.

The consumer ACL was $757 million, a modest decrease from the December 31, 2023 balance of $771 million, with the decrease is primarily attributable to lower residential mortgage reserves based on the current macro-economic forecast.

The baseline economic scenario used in the March 31, 2024 ACL determination included the federal funds rate projected to have peaked during the third quarter of 2023, remaining at this terminal level until mid-2024 as the Federal Reserve has continued to address inflation levels and tightness in the labor market. The Federal Reserve is expected to complete four 25 basis point rate cuts by the end of 2024. Further subsequent cuts of 25 basis points per quarter are expected in 2025 and 2026 until reaching 3% by the second half of 2026. Inflation is forecasted to drop from 2.9% in first quarter of 2024, approaching the Federal Reserve’s target level of 2% by the fourth quarter of 2024. Unemployment is projected to gradually increase, peaking at 4.1% in the first quarter of 2025 before marginally improving to 4.0% by 2026.

The economic scenarios used included elevated levels of economic uncertainty including the impact of specific challenges in the commercial real estate Industry, recent inflation levels, the U.S. labor market, the expected path of interest rate changes by the Federal Reserve, and the impact of significant conflicts on-going around the world. Given the uncertainty associated with key economic scenario assumptions, the March 31, 2024 ACL included a general reserve that consists of various risk profile components to address uncertainty not measured within the quantitative transaction reserve.

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6. MORTGAGE LOAN SALES AND SERVICING RIGHTS

Residential Mortgage Portfolio

The following table summarizes activity relating to residential mortgage loans sold with servicing retained.

Three Months Ended
(dollar amounts in millions)March 31, 2024March 31, 2023
Residential mortgage loans sold with servicing retained$811$862
Pretax gains resulting from above loan sales (1)137
Total servicing, late, and other ancillary fees (1)2624

(1)Included in mortgage banking income.

The following table summarizes the changes in MSRs recorded using the fair value method.

Three Months Ended
(dollar amounts in millions)March 31, 2024March 31, 2023
Fair value, beginning of period$515$494
New servicing assets created1013
Change in fair value during the period due to:
Time decay (1)(6)(6)
Payoffs (2)(5)(4)
Changes in valuation inputs or assumptions (3)20(12)
Fair value, end of period$534$485
Loans serviced for third parties, unpaid principal balance$33,303$33,237

(1)Represents decrease in value due to passage of time, including the impact from both regularly scheduled principal payments and partial loan paydowns.

(2)Represents decrease in value associated with loans that paid off during the period.

(3)Represents change in value resulting primarily from market-driven changes in interest rates.

A summary of key assumptions and the sensitivity of the MSR value to changes in these assumptions follows:

At March 31, 2024At December 31, 2023
Decline in fair value due toDecline in fair value due to
(dollar amounts in millions)Actual10% adverse change20% adverse changeActual10% adverse change20% adverse change
Constant prepayment rate (annualized)8.15%$(14)$(28)8.61%$(15)$(28)
Spread over forward interest rate swap rates550bps(12)(23)538bps(11)(22)

7. BORROWINGS

Borrowings with original maturities of one year or less are classified as short-term and were comprised of the following:

(dollar amounts in millions)At March 31, 2024At December 31, 2023
Securities sold under agreements to repurchase$134$618
Other borrowings482
Total short-term borrowings$182$620

The carrying value of assets pledged as collateral against repurchase agreements totaled $156 million and $840 million as of March 31, 2024 and December 31, 2023, respectively. Assets pledged as collateral are reported in available-for-sale securities and held-to-maturity securities on the Unaudited Consolidated Balance Sheets. The repurchase agreements have maturities within 60 days. No amounts have been offset against the agreements.

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Huntington’s long-term debt consisted of the following:

(dollar amounts in millions)At March 31, 2024At December 31, 2023
The Parent Company:
Senior Notes$5,423$4,233
Subordinated Notes748760
Total notes issued by the parent6,1714,993
The Bank:
Senior Notes3,4523,480
Subordinated Notes661662
Total notes issued by the bank4,1134,142
FHLB Advances2,6992,731
Auto Loan Securitization Trust (1)1,401—
Other510528
Total long-term debt$14,894$12,394

(1) Represents secured borrowings collateralized by auto loans with a weighted average rate of 5.38% due through 2029. See Note 14 - “Variable Interest Entities” for additional information.

8. OTHER COMPREHENSIVE INCOME

The components of Huntington’s OCI were as follows:

(dollar amounts in millions)PretaxTax (expense) benefitAfter-tax
Three months ended March 31, 2024
Unrealized losses on available-for-sale securities arising during the period, net of hedges$(170)$40$(130)
Reclassification adjustment for realized net losses included in net income3(1)2
Total unrealized losses on available-for-sale securities, net of hedges(167)39(128)
Unrealized losses on cash flow hedges during the period(161)37(124)
Reclassification adjustment for cash flow hedges included in net income67(16)51
Net change related to cash flow hedges on loans(94)21(73)
Translation adjustments, net of hedges (1)(2)—(2)
Other comprehensive loss$(263)$60$(203)
Three months ended March 31, 2023
Unrealized gains on available-for-sale securities arising during the period, net of hedges$197$(45)$152
Reclassification adjustment for realized net losses included in net income3(1)2
Total unrealized gains on available-for-sale securities, net of hedges200(46)154
Unrealized gains on cash flow hedges during the period231(53)178
Reclassification adjustment for cash flow hedges included in net income12(1)11
Net change related to cash flow hedges on loans243(54)189
Other comprehensive income$443$(100)$343

(1)Foreign investments are deemed to be permanent in nature and, therefore, Huntington does not provide for taxes on foreign currency translation adjustments.

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Activity in accumulated OCI was as follows:

(dollar amounts in millions)Unrealized gains (losses) on available-for-sale securities, net of hedges (1)Net change related to cash flow hedges on loansTranslation adjustments, net of hedgesUnrealized losses for pension and other post-retirement obligationsTotal
Three months ended March 31, 2024
Balance, beginning of period$(2,094)$(363)$(6)$(213)$(2,676)
Other comprehensive loss before reclassifications(130)(124)(2)—(256)
Amounts reclassified from accumulated OCI to earnings251——53
Period change(128)(73)(2)—(203)
Balance, end of period$(2,222)$(436)$(8)$(213)$(2,879)
Three months ended March 31, 2023
Balance, beginning of period$(2,248)$(632)$(8)$(210)$(3,098)
Other comprehensive income before reclassifications152178——330
Amounts reclassified from accumulated OCI to earnings211——13
Period change154189——343
Balance, end of period$(2,094)$(443)$(8)$(210)$(2,755)

(1)AOCI amounts at March 31, 2024 and March 31, 2023 include $56 million and $64 million, respectively, of net unrealized losses (after-tax) on securities transferred from the available-for-sale securities portfolio to the held-to-maturity securities portfolio. The net unrealized losses will be recognized in earnings over the remaining life of the security using the effective interest method.

9. SHAREHOLDERS' EQUITY

Preferred Stock

The following is a summary of Huntington’s non-cumulative, non-voting, perpetual preferred stock outstanding.

(dollar amounts in millions)Issuance DateShares OutstandingDividend RateEarliest Redemption Date (1)Carrying Amount
SeriesAt March 31, 2024At December 31, 2023
Series B (2)12/28/201135,500Variable (3)1/15/2017$23$23
Series E (4)2/27/20184,087Variable (5)4/15/2023405405
Series F (4)5/27/20205,0005.625%7/15/2030494494
Series G (4)8/3/20205,0004.4510/15/2027494494
Series H (2)2/2/2021500,0004.504/15/2026486486
Series I (6)6/9/20217,0005.7012/01/2022175175
Series J (2)3/6/2023325,0006.8754/15/2028317317
Total881,587$2,394$2,394

(1) Redeemable at Huntington’s option on the date stated or on a quarterly basis thereafter.

(2) Liquidation value and redemption price per share of $1,000, plus any declared and unpaid dividends.

(3) Dividend rate converted to 3-month CME Term SOFR + 26 bps LIBOR spread adjustment + 270 bps effective July 15, 2023. Prior to July 15, 2023, the dividend rate was 3-mo. LIBOR + 270 bps.

(4) Liquidation value and redemption price per share of $100,000, plus any declared and unpaid dividends.

(5) Dividend rate converted to 3-month CME Term SOFR + 26 bps LIBOR spread adjustment + 288 bps effective July 15, 2023. Prior to July 15, 2023, the dividend rate was 3-mo. LIBOR +288 bps.

(6) Liquidation value and redemption price per share of $25,000, plus any declared and unpaid dividends.

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The following table presents the dividends declared for each series of Preferred shares.

Three Months Ended
(amounts in millions, except per share data)March 31, 2024March 31, 2023
Cash Dividend Declared Per ShareCash Dividend Declared Per Share
Preferred SeriesAmount ($)Amount ($)
Series B$20.69$(1)$18.82$(1)
Series E2,113.90(8)1,425.00(7)
Series F1,406.25(7)1,406.25(7)
Series G1,112.50(6)1,112.50(6)
Series H11.25(6)11.25(6)
Series I356.25(2)356.25(2)
Series J17.19(6)——
Total$(36)$(29)

10. EARNINGS PER SHARE

Basic earnings per share is the amount of earnings (adjusted for preferred stock dividends and the impact of preferred stock repurchases and redemptions) available to each share of common stock outstanding during the reporting period. Diluted earnings per share is the amount of earnings available to each share of common stock outstanding during the reporting period adjusted to include the effect of potentially dilutive common shares. Potentially dilutive common shares include incremental shares issued for stock options, restricted stock units and awards, and distributions from deferred compensation plans. Potentially dilutive common shares are excluded from the computation of diluted earnings per share in periods in which the effect would be antidilutive.

The calculation of basic and diluted earnings per share was as follows:

Three Months Ended
(dollar amounts in millions, except per share data, share count in thousands)March 31, 2024March 31, 2023
Basic earnings per common share:
Net income attributable to Huntington$419$602
Preferred stock dividends3629
Net income available to common shareholders$383$573
Average common shares issued and outstanding1,448,4921,443,268
Basic earnings per common share$0.26$0.40
Diluted earnings per common share:
Average dilutive potential common shares:
Stock options and restricted stock units and awards17,39619,613
Shares held in deferred compensation plans7,4476,398
Average dilutive potential common shares24,84326,011
Total diluted average common shares issued and outstanding1,473,3351,469,279
Diluted earnings per common share$0.26$0.39
Anti-dilutive awards (1)9,7949,344

(1)Reflects the total number of shares related to outstanding options that have been excluded from the computation of diluted earnings per share because the impact would have been anti-dilutive.

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11. REVENUE FROM CONTRACTS WITH CUSTOMERS

Revenue is segregated based on the nature of product and services offered as part of contractual arrangements. Certain sources of revenue are recognized within interest or fee income and are outside of the scope of ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). Other sources of revenue fall within the scope of ASC 606 and are generally recognized within noninterest income. These revenues are included within various sections of the Unaudited Consolidated Financial Statements. The following table shows Huntington’s total noninterest income segregated between revenue with contracts with customers within the scope of ASC 606 and revenue within the scope of other GAAP Topics.

(dollar amounts in millions)Three Months Ended
Noninterest incomeMarch 31, 2024March 31, 2023
Noninterest income from contracts with customers$336$377
Noninterest income within the scope of other GAAP topics131135
Total noninterest income$467$512

The following table illustrates the disaggregation by operating segment and major revenue stream and reconciles disaggregated revenue to segment revenue presented in Note 16 - “Segment Reporting”. During the fourth quarter of 2023 we updated the presentation of our noninterest income categories to align product and service types more closely with how we strategically manage our business. Additionally, during the second quarter of 2023, we completed an organizational realignment and now report on two business segments. Prior period results for each reporting update have been adjusted to conform to the current presentation.

(dollar amounts in millions)Consumer & Regional BankingCommercial BankingTreasury / OtherHuntington Consolidated
Major Revenue Streams
Three months ended March 31, 2024
Payments and cash management revenue$107$27$—$134
Wealth and asset management revenue853—88
Customer deposit and loan fees504—54
Capital markets and advisory fees425—29
Leasing revenue19—10
Insurance income163—19
Other noninterest income2——2
Net revenue from contracts with customers26571—336
Noninterest income within the scope of other GAAP topics437414131
Total noninterest income$308$145$14$467
Three months ended March 31, 2023
Payments and cash management revenue$100$25$—$125
Wealth and asset management revenue791—80
Customer deposit and loan fees461—47
Capital markets and advisory fees330—33
Leasing revenue—14—14
Insurance income172—19
Other noninterest income59——59
Net revenue from contracts with customers30473—377
Noninterest income within the scope of other GAAP topics408312135
Total noninterest income$344$156$12$512

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Huntington generally provides services for customers in which it acts as principal. Payment terms and conditions vary amongst services and customers, and thus impact the timing and amount of revenue recognition. Some fees may be paid before any service is rendered and accordingly, such fees are deferred until the obligations pertaining to those fees are satisfied. Most Huntington contracts with customers are cancelable by either party without penalty or they are short-term in nature, with a contract duration of less than one year. Accordingly, most revenue deferred for the reporting period ended March 31, 2024 is expected to be earned within one year. Huntington does not have significant balances of contract assets or contract liabilities and any change in those balances during the reporting period ended March 31, 2024 was determined to be immaterial.

12. FAIR VALUES OF ASSETS AND LIABILITIES

See Note 19 - “Fair Value of Assets and Liabilities” to the Consolidated Financial Statements appearing in Huntington’s 2023 Annual Report on Form 10-K for a description of the valuation methodologies used for instruments measured at fair value. Assets and liabilities measured at fair value rarely transfer between Level 1 and Level 2 measurements. There were no such transfers during the three-month periods ended March 31, 2024 and 2023.

Assets and Liabilities measured at fair value on a recurring basis

Fair Value Measurements at Reporting Date UsingNetting Adjustments (1)At March 31, 2024
(dollar amounts in millions)Level 1Level 2Level 3
Assets
Trading account securities:
U.S. Treasury securities$92$—$—$—$92
Municipal securities—51——51
Corporate debt—24——24
Total trading account securities9275——167
Available-for-sale securities:
U.S. Treasury securities5,027———5,027
Residential CMO—3,075——3,075
Residential MBS—10,930——10,930
Commercial MBS—1,795——1,795
Other agencies—147——147
Municipal securities—383,293—3,331
Private-label CMO—9720—117
Asset-backed securities—27972—351
Corporate debt—2,018——2,018
Other securities/sovereign debt—10——10
Total available-for-sale securities5,02718,3893,385—26,801
Other securities311——32
Loans held for sale—487——487
Loans held for investment—11758—175
MSRs——534—534
Other assets:
Derivative assets—1,7346(1,399)341
Assets held in trust for deferred compensation plans186———186
Liabilities
Derivative liabilities—1,6242(872)754

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Fair Value Measurements at Reporting Date UsingNetting Adjustments (1)At December 31, 2023
(dollar amounts in millions)Level 1Level 2Level 3
Assets
Trading account securities:
U.S. Treasury securities$91$—$—$—$91
Other agencies—2——2
Municipal securities—32——32
Total trading account securities9134——125
Available-for-sale securities:
U.S. Treasury securities2,856———2,856
Residential CMOs—3,184——3,184
Residential MBS—11,382——11,382
Commercial MBS—1,827——1,827
Other agencies—155——155
Municipal securities—383,335—3,373
Private-label CMO—9920—119
Asset-backed securities—28175—356
Corporate debt—2,043——2,043
Other securities/sovereign debt—10——10
Total available-for-sale securities2,85619,0193,430—25,305
Other securities302——32
Loans held for sale—506——506
Loans held for investment—12054—174
MSRs——515—515
Other assets:
Derivative assets—1,7203(1,330)393
Assets held in trust for deferred compensation plans177———177
Liabilities
Derivative liabilities—1,4165(751)670

(1)Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and cash collateral held or placed with the same counterparties.

The following tables present a rollforward of the balance sheet amounts measured at fair value on a recurring basis and classified as Level 3. The classification of an item as Level 3 is based on the significance of the unobservable inputs to the overall fair value measurement. However, Level 3 measurements may also include observable components of value that can be validated externally. Accordingly, the gains and losses in the table below include changes in fair value due in part to observable factors that are part of the valuation methodology.

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Level 3 Fair Value Measurements
Available-for-sale securitiesLoans held for investment
(dollar amounts in millions)MSRsDerivative instrumentsMunicipal securitiesPrivate- label CMOAsset-backed securities
Three months ended March 31, 2024
Opening balance$515$(2)$3,335$20$75$54
Transfers into Level 3—————4
Transfers out of Level 3 (1)—(5)————
Total gains/losses for the period:
Included in earnings:
Mortgage banking income207————
Noninterest income—(2)————
Included in OCI——19———
Purchases/originations10—72———
Settlements(11)6(133)—(3)—
Closing balance$534$4$3,293$20$72$58
Change in unrealized gains or losses for the period included in earnings for assets held at end of the reporting date$20$1$—$—$—$—
Change in unrealized gains or losses for the period included in other comprehensive income for assets held at the end of the reporting period——18———
Three months ended March 31, 2023
Opening balance$494$(2)$3,248$20$74$16
Transfers out of Level 3 (1)—(2)————
Total gains/losses for the period:
Included in earnings:
Mortgage banking income(12)7————
Interest and fee income———(1)——
Included in OCI——3———
Purchases/originations13—177———
Repayments—————(1)
Settlements(10)—(89)1——
Closing balance$485$3$3,339$20$74$15
Change in unrealized gains or losses for the period included in earnings for assets held at end of the reporting date$(12)$5$—$—$—$—
Change in unrealized gains or losses for the period included in other comprehensive income for assets held at the end of the reporting period——3———
(1)Transfers out of Level 3 represent the settlement value of the derivative instruments (i.e., interest rate lock agreements) that are transferred to loans held for sale, which is classified as Level 2.

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Assets and liabilities under the fair value option

The following table presents the fair value and aggregate principal balance of certain assets and liabilities under the fair value option:

Total LoansLoans that are 90 or more days past due
(dollar amounts in millions)Fair value carrying amountAggregate unpaid principalDifferenceFair value carrying amountAggregate unpaid principalDifference
At March 31, 2024
Loans held for sale$487$477$10$—$—$—
Loans held for investment175186(11)33—
At December 31, 2023
Loans held for sale$506$489$17$—$—$—
Loans held for investment174184(10)23(1)

The following table presents the net gains (losses) from fair value changes:

Three Months Ended
(dollar amounts in millions)March 31, 2024March 31, 2023
Loans held for sale (1)$(7)$—
Loans held for investment(1)—

(1)The net gains (losses) from fair value changes are included in mortgage banking income on the Unaudited Consolidated Statements of Income.

Assets and Liabilities measured at fair value on a nonrecurring basis

Certain assets and liabilities may be required to be measured at fair value on a nonrecurring basis in periods subsequent to their initial recognition. These assets and liabilities are not measured at fair value on an ongoing basis; however, they are subject to fair value adjustments in certain circumstances, for example, when there is evidence of impairment. The gains (losses) represent the amounts recorded during the period regardless of whether the asset is still held at period end.

The amounts measured at fair value on a nonrecurring basis were as follows:

Fair Value Measurements Using Significant Unobservable Inputs (Level 3)Total Losses
Three Months Ended
(dollar amounts in millions)At March 31, 2024At December 31, 2023March 31, 2024March 31, 2023
Collateral-dependent loans$68$40$(25)$(6)

Huntington records nonrecurring adjustments of collateral-dependent loans held for investment. Such amounts are generally based on the fair value of the underlying collateral supporting the loan. Appraisals are generally obtained to support the fair value of the collateral and incorporate measures such as recent sales prices for comparable properties and cost of construction. Periodically, in cases where the carrying value exceeds the fair value of the collateral less cost to sell, an impairment charge is recognized in the form of a charge-off.

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Significant unobservable inputs for assets and liabilities measured at fair value

The following table presents quantitative information about the significant unobservable inputs for assets and liabilities measured at fair value.

Quantitative Information about Level 3 Fair Value Measurements (1)
At March 31, 2024At December 31, 2023
(dollar amounts in millions)Valuation TechniqueSignificant Unobservable InputRangeWeighted AverageRangeWeighted Average
Measured at fair value on a recurring basis:
MSRsDiscounted cash flowConstant prepayment rate4%-41%8%4%-37%9%
Spread over forward interest rate swap rates5%-13%6%5%-13%5%
Municipal securities and asset-backed securitiesDiscounted cash flowDiscount rate5%-6%5%4%-6%5%
Cumulative default—%-64%6%—%-64%6%
Loss given default20%20%20%20%

(1) Certain disclosures related to quantitative level 3 fair value measurements do not include those deemed to be immaterial.

The following provides a general description of the impact of a change in an unobservable input on the fair value measurement and the interrelationship between unobservable inputs, where relevant/significant. Interrelationships may also exist between observable and unobservable inputs.

Components of credit loss estimates including probability of default, constant default, cumulative default, loss given default, cure given deferral, and loss severity, are driven by the ability of the borrowers to pay their loans and the value of the underlying collateral and are impacted by changes in macroeconomic conditions, typically increasing when economic conditions worsen and decreasing when conditions improve. An increase in the estimated prepayment rate typically results in a decrease in estimated credit losses and vice versa. Higher credit loss estimates generally result in lower fair values. Credit spreads generally increase when liquidity risks and market volatility increase and decrease when liquidity conditions and market volatility improve.

Discount rates and spread over forward interest rate swap rates typically increase when market interest rates increase and/or credit and liquidity risks increase and decrease when market interest rates decline and/or credit and liquidity conditions improve. Higher discount rates and credit spreads generally result in lower fair market values.

Fair values of financial instruments

Many of the assets and liabilities subject to the disclosure requirements are not actively traded, requiring fair values to be estimated by management. These estimations necessarily involve the use of judgment about a wide variety of factors, including but not limited to, relevancy of market prices of comparable instruments, expected future cash flows, and appropriate discount rates.

The short-term nature of certain assets and liabilities result in their carrying value approximating fair value. These include trading account securities, customers’ acceptance liabilities, short-term borrowings, bank acceptances outstanding, FHLB advances, and cash and short-term assets, which include cash and due from banks, interest-bearing deposits in banks, interest-bearing deposits at the Federal Reserve Bank, and federal funds sold. Loan commitments and letters-of-credit generally have short-term, variable-rate features and contain clauses that limit Huntington’s exposure to changes in customer credit quality. Accordingly, their carrying values, which are immaterial at the respective balance sheet dates, are reasonable estimates of fair value.

Certain assets, the most significant being operating lease assets, bank owned life insurance, and premises and equipment, do not meet the definition of a financial instrument and are excluded from this disclosure. Similarly, mortgage servicing rights and relationship intangibles are not considered financial instruments and are not included in following tables. Accordingly, this fair value information is not intended to, and does not, represent Huntington’s underlying value.

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The following table provides the carrying amounts and estimated fair values of Huntington’s financial instruments.

(dollar amounts in millions)Amortized CostLower of Cost or MarketFair Value or Fair Value OptionTotal Carrying AmountEstimated Fair Value
At March 31, 2024
Financial Assets
Cash and short-term assets$12,405$—$—$12,405$12,405
Trading account securities——167167167
Available-for-sale securities——26,80126,80126,801
Held-to-maturity securities15,416——15,41613,171
Other securities695—32727727
Loans held for sale—3487490490
Net loans and leases (1)120,312—175120,487117,441
Derivative assets——341341341
Assets held in trust for deferred compensation plans——186186186
Financial Liabilities
Deposits (2)153,225——153,225153,175
Short-term borrowings182——182182
Long-term debt14,894——14,89414,906
Derivative liabilities——754754754
At December 31, 2023
Financial Assets
Cash and short-term assets$10,323$—$—$10,323$10,323
Trading account securities——125125125
Available-for-sale securities——25,30525,30525,305
Held-to-maturity securities15,750——15,75013,718
Other securities693—32725725
Loans held for sale—10506516516
Net loans and leases (1)119,553—174119,727116,781
Derivative assets——393393393
Assets held in trust for deferred compensation plans——177177177
Financial Liabilities
Deposits (2)151,230——151,230151,183
Short-term borrowings620——620620
Long-term debt12,394——12,39412,276
Derivative liabilities——670670670

(1)Includes collateral-dependent loans.

(2)Includes $1.4 billion in time deposits in excess of the FDIC insurance coverage limit at both March 31, 2024 and December 31, 2023.

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The following table presents the level in the fair value hierarchy for the estimated fair values.

Estimated Fair Value Measurements at Reporting Date UsingNetting Adjustments (1)Presented Balance
(dollar amounts in millions)Level 1Level 2Level 3
At March 31, 2024
Financial Assets
Trading account securities$92$75$—$—$167
Available-for-sale securities5,02718,3893,385—26,801
Held-to-maturity securities—13,171——13,171
Other securities (2)311——32
Loans held for sale—4873—490
Net loans and leases—117117,324—117,441
Derivative assets—1,7346(1,399)341
Financial Liabilities
Deposits—137,13116,044—153,175
Short-term borrowings—182——182
Long-term debt—11,5833,323—14,906
Derivative liabilities—1,6242(872)754
At December 31, 2023
Financial Assets
Trading account securities$91$34$—$—$125
Available-for-sale securities2,85619,0193,430—25,305
Held-to-maturity securities—13,718——13,718
Other securities (2)302——32
Loans held for sale—50610—516
Net loans and leases—120116,661—116,781
Derivative assets—1,7203(1,330)393
Financial Liabilities
Deposits—135,62715,556—151,183
Short-term borrowings—620——620
Long-term debt—8,9293,347—12,276
Derivative liabilities—1,4165(751)670

(1)Amounts represent the impact of legally enforceable master netting agreements that allow the Company to settle positive and negative positions and cash collateral held or placed with the same counterparties.

(2)Excludes securities without readily determinable fair values.

13. DERIVATIVE FINANCIAL INSTRUMENTS

Derivative financial instruments are recorded in the Unaudited Consolidated Balance Sheets as either an asset or a liability (in other assets or other liabilities, respectively) and measured at fair value.

Derivative financial instruments can be designated as accounting hedges under GAAP. Designating a derivative as an accounting hedge allows Huntington to recognize gains and losses on the hedging instruments in the income statement line item where the gains and losses on the hedged item are recognized. Gains and losses on derivatives that are not designated in an effective hedge relationship under GAAP immediately impact earnings within the period they occur.

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The following table presents the fair values and notional values of all derivative instruments included in the Unaudited Consolidated Balance Sheets. Amounts in the table below are presented gross without the impact of any net collateral arrangements.

At March 31, 2024At December 31, 2023
(dollar amounts in millions)Notional ValueAssetLiabilityNotional ValueAssetLiability
Derivatives designated as Hedging Instruments
Interest rate contracts$41,517$842$704$38,017$868$519
Foreign exchange contracts230—22226—
Derivatives not designated as Hedging Instruments
Interest rate contracts42,31579883841,526718757
Foreign exchange contracts4,64047345,2576976
Credit contracts3462—381—2
Commodities contracts60847466816260
Equity contracts82042759—7
Total contracts$90,476$1,740$1,626$86,843$1,723$1,421

The following table presents the amount of gain or loss recognized in income for derivatives not designated as hedging instruments under ASC Subtopic 815-10 in the Unaudited Consolidated Income Statement.

Location of Gain or (Loss) Recognized in Income on DerivativeAmount of Gain or (Loss) Recognized in Income on Derivative
Three Months Ended
(dollar amounts in millions)March 31, 2024March 31, 2023
Interest rate contracts:
CustomerCapital markets fees$5$7
Mortgage bankingMortgage banking income(11)9
Interest rate swaptionsOther noninterest income—(1)
Foreign exchange contractsCapital markets fees1112
Credit contractsOther noninterest income(2)—
Commodities contractsCapital markets fees12
Equity contractsOther noninterest expense(2)(1)
Total$2$28

Derivatives used in asset and liability management activities

Huntington engages in balance sheet hedging activity, principally for asset and liability management purposes. Balance sheet hedging activity is generally arranged to receive hedge accounting treatment that can be classified as either fair value or cash flow hedges. Fair value hedges are executed to hedge changes in fair value of outstanding fixed-rate debt and investment securities caused by fluctuations in market interest rates. Cash flow hedges are executed to modify interest rate characteristics of designated commercial loans in order to reduce the impact of changes in future cash flows due to market interest rate changes.

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The following table presents the gross notional values of derivatives used in Huntington’s asset and liability management activities at March 31, 2024 and December 31, 2023, identified by the underlying interest rate-sensitive instruments.

(dollar amounts in millions)Fair Value HedgesCash Flow HedgesEconomic HedgesTotal
At March 31, 2024
Instruments associated with:
Investment securities$11,649$—$—$11,649
Loans—17,30017517,475
Long-term debt12,568——12,568
Total notional value$24,217$17,300$175$41,692
At December 31, 2023
Instruments associated with:
Investment securities$11,649$—$—$11,649
Loans—16,67517516,850
Long-term debt9,693——9,693
Total notional value$21,342$16,675$175$38,192

These derivative financial instruments were entered into for the purpose of managing the interest rate risk of assets and liabilities. Net amounts receivable or payable on contracts hedging either interest earning assets or interest bearing liabilities were accrued as an adjustment to either interest income or interest expense. Adjustments to interest income were also recorded for the amounts related to the amortization of premiums for collars and floors that were not included in the measurement of hedge effectiveness, as well as the amounts related to terminated hedges reclassified from AOCI. The net amounts resulted in a decrease to net interest income of $68 million and a decrease to net interest income of $52 million for the three-month periods ended March 31, 2024, and 2023, respectively.

Fair Value Hedges

The changes in fair value of the fair value hedges are recorded through earnings and offset against changes in the fair value of the hedged item.

Huntington has designated $11.0 billion of interest rate swaps as fair value hedges of fixed-rate investment securities using the portfolio layer method. This approach allows the Company to designate as the hedged item a stated amount of the assets that are not expected to be affected by prepayments, defaults and other factors affecting the timing and amount of cash flows. The fair value portfolio level basis adjustment on our hedged mortgage-backed securities portfolio has not been attributed to the individual available-for-sale securities in our Unaudited Consolidated Balance Sheets. Huntington has also designated $662 million of interest rate swaps as fair value hedges of fixed-rate corporate bonds.

The following table presents the change in fair value for derivatives designated as fair value hedges as well as the offsetting change in fair value on the hedged item.

Three Months Ended
(dollar amounts in millions)March 31, 2024March 31, 2023
Interest rate contracts
Change in fair value of interest rate swaps hedging investment securities (1)$71$(182)
Change in fair value of hedged investment securities (1)(72)181
Change in fair value of interest rate swaps hedging long-term debt (2)(128)116
Change in fair value of hedged long term debt (2)128(116)

(1)Recognized in Interest income—available-for-sale securities—taxable in the Unaudited Consolidated Statements of Income.

(2)Recognized in Interest expense—long-term debt in the Unaudited Consolidated Statements of Income.

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The following amounts were recorded on the balance sheet related to cumulative basis adjustments for fair value hedges.

Amortized CostCumulative Amount of Fair Value Hedging Adjustment To Hedged Items
(dollar amounts in millions)At March 31, 2024At December 31, 2023At March 31, 2024At December 31, 2023
Assets
Investment securities (1)$17,967$18,241$(770)$(698)
Liabilities
Long-term debt (2)12,2509,909(243)(115)

(1)Amounts include the amortized cost basis of closed portfolios used to designate hedging relationships under the portfolio layer method. The hedged item is a layer of the closed portfolio which is expected to be remaining at the end of the hedging relationship. As of March 31, 2024, the amortized cost basis of the closed portfolios used in these hedging relationships was $17.4 billion, the cumulative basis adjustments associated with these hedging relationships was $680 million, and the notional amounts of the designated hedging instruments were $11.0 billion.

(2)Excluded from the above table are the cumulative amount of fair value hedge adjustments remaining for long-term debt for which hedge accounting has been discontinued in the amounts of $(66) million at March 31, 2024 and $(69) million at December 31, 2023.

Cash Flow Hedges

At March 31, 2024, Huntington has $17.3 billion of interest rate swaps and floors. These are designated as cash flow hedges for variable rate commercial loans. The change in the fair value of a derivative instrument designated as a cash flow hedge is initially recognized in OCI and is reclassified into income when the hedged item impacts earnings. The initial premium paid for the interest rate floor contracts represents the time value of the contracts and is not included in the measurement of hedge effectiveness. The initial premium paid is amortized on a straight line basis as a reduction to interest income over the contractual life of these contracts.

At March 31, 2024, the net losses recognized in AOCI that are expected to be reclassified into earnings within the next 12 months were $174 million.

Derivatives used in mortgage banking activities

Mortgage loan origination hedging activity

Huntington’s mortgage origination hedging activity is related to economically hedging Huntington’s mortgage pricing commitments to customers and the secondary sale to third parties. The value of a newly originated mortgage is not firm until the interest rate is committed or locked. Forward commitments to sell economically hedge the possible loss on interest rate lock commitments due to interest rate change. The position of these derivatives at March 31, 2024 and December 31, 2023 were a net asset of $4 million and a net liability of $4 million, respectively. At March 31, 2024 and December 31, 2023, Huntington had commitments to sell residential real estate loans of $714 million and $674 million, respectively. These contracts mature in less than one year.

MSR hedging activity

Huntington’s MSR economic hedging activity uses securities and derivatives to manage the value of the MSR asset and to mitigate the various types of risk inherent in the MSR asset, including risks related to duration, basis, convexity, volatility, and yield curve. The hedging instruments include forward commitments, TBA securities, Treasury futures contracts, interest rate swaps, and options on interest rate swaps.

MSR hedging trading assets and liabilities are included in other assets and other liabilities, respectively, in the Unaudited Consolidated Balance Sheets. Trading gains (losses) are included in mortgage banking income in the Unaudited Consolidated Statement of Income. The notional value of the derivative financial instruments, the corresponding trading assets and liabilities positions, and net trading gains (losses) related to MSR hedging activity is summarized in the following tables.

(dollar amounts in millions)At March 31, 2024At December 31, 2023
Notional value$1,428$1,668
Trading liabilities(77)(69)
Three Months Ended
(dollar amounts in millions)March 31, 2024March 31, 2023
Trading (losses) gains$(19)$9

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Derivatives used in customer related activities

Various derivative financial instruments are offered to enable customers to meet their financing and investing objectives and for their risk management purposes. Derivative financial instruments used in trading activities consist of commodity, interest rate, and foreign exchange contracts. Huntington enters into offsetting third-party contracts with approved, reputable counterparties with substantially matching terms and currencies in order to economically hedge significant exposure related to derivatives used in trading activities.

The interest rate or price risk of customer derivatives is mitigated by entering into similar derivatives having offsetting terms with other counterparties. The credit risk to these customers is evaluated and included in the calculation of fair value. Foreign currency derivatives help the customer hedge risk and reduce exposure to fluctuations in exchange rates. Transactions are primarily in liquid currencies with Canadian dollars and Euros comprising a majority of all transactions. Commodity derivatives help the customer hedge risk and reduce exposure to fluctuations in the price of various commodities. Hedging of energy-related products and base metals comprise the majority of these transactions.

The net fair values of these derivative financial instruments, for which the gross amounts are included in other assets or other liabilities at March 31, 2024 and December 31, 2023, were $57 million and $47 million, respectively. The total notional values of derivative financial instruments used by Huntington on behalf of customers, including offsetting derivatives, were $44.7 billion and $44.5 billion at March 31, 2024 and December 31, 2023, respectively. Huntington’s credit risk from customer derivatives was $78 million and $122 million at the same dates, respectively.

Credit derivative instruments

Huntington enters into credit default swaps to hedge credit risk associated with certain loans and leases. These contracts are accounted for as derivatives, and accordingly, these contracts are recorded at fair value. The total notional value of credit contracts was $346 million and $381 million at March 31, 2024 and December 31, 2023, respectively. The position of these derivatives was a net asset of $2 million and net liability of $2 million at March 31, 2024 and December 31, 2023, respectively.

Financial assets and liabilities that are offset in the Unaudited Consolidated Balance Sheets

Huntington records derivatives at fair value as further described in Note 12 - “Fair Values of Assets and Liabilities”.

Derivative balances are presented on a net basis taking into consideration the effects of legally enforceable master netting agreements. Additionally, collateral exchanged with counterparties is also netted against the applicable derivative fair values. Huntington enters into derivative transactions with two primary groups: broker-dealers and banks, and Huntington’s customers. Different methods are utilized for managing counterparty credit exposure and credit risk for each of these groups.

Huntington enters into transactions with broker-dealers and banks for various risk management purposes. These types of transactions generally are high dollar volume. Huntington enters into collateral and master netting agreements with these counterparties, and routinely exchanges cash and high quality securities collateral. Huntington enters into transactions with customers to meet their financing, investing, payment and risk management needs. These types of transactions generally are low dollar volume. Huntington enters into master netting agreements with customer counterparties; however, collateral is generally not exchanged with customer counterparties.

In addition to the customer derivative credit exposure, aggregate credit risk associated with broker-dealer and bank derivative transactions was net credit risk of $255 million and $238 million at March 31, 2024 and December 31, 2023, respectively. The net credit risk associated with derivatives is calculated after considering master netting agreements and is reduced by collateral that has been pledged by the counterparty.

At March 31, 2024, Huntington pledged $181 million of investment securities and cash collateral to counterparties, while other counterparties pledged $616 million of investment securities and cash collateral to Huntington to satisfy collateral netting agreements. In the event of credit downgrades, Huntington would not be required to provide additional collateral.

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The following tables present the gross amounts of these assets and liabilities with any offsets to arrive at the net amounts recognized in the Unaudited Consolidated Balance Sheets.

Offsetting of Financial Assets and Derivative Assets
Gross amounts offset in the unaudited consolidated balance sheetsNet amounts of assets presented in the unaudited consolidated balance sheetsGross amounts not offset in the unaudited consolidated balance sheets
(dollar amounts in millions)Gross amounts of recognized assetsFinancial instrumentsCash collateral receivedNet amount
At March 31, 2024$1,740$(1,399)$341$—$(10)$331
At December 31, 20231,723(1,330)393(45)(4)344
Offsetting of Financial Liabilities and Derivative Liabilities
Gross amounts offset in the unaudited consolidated balance sheetsNet amounts of liabilities presented in the unaudited consolidated balance sheetsGross amounts not offset in the unaudited consolidated balance sheets
(dollar amounts in millions)Gross amounts of recognized liabilitiesFinancial instrumentsCash collateral deliveredNet amount
At March 31, 2024$1,626$(872)$754$(23)$(87)$644
At December 31, 20231,421(751)670—(93)577

14. VARIABLE INTEREST ENTITIES

Consolidated VIEs

During the first quarter of 2024, Huntington entered into an auto securitization involving a VIE. The VIE evaluation determined that Huntington is the primary beneficiary of the VIE, and therefore, must account for the VIE as a consolidated subsidiary. In addition, Huntington engages in activities with other VIEs in the normal course of business that result in Huntington being the primary beneficiary and which are consolidated in Huntington’s financial statements.

The following table provides a summary of the assets and liabilities of VIEs carried on Huntington’s Unaudited Consolidated Balance Sheets.

(dollar amounts in millions)At March 31, 2024At December 31, 2023
Assets
Net loans and leases$1,537$—
Other assets13682
Total assets$1,673$82
Liabilities
Long-term borrowings$1,401$—
Other liabilities5557
Total liabilities$1,456$57

As part of the securitization transaction, Huntington transferred $1.6 billion in aggregate automobile loans to a SPE which was deemed to be a VIE. This SPE then issued approximately $1.6 billion of asset-backed notes, of which approximately $128 million were retained by Huntington. The primary purpose of the VIE in the securitization transaction is to issue asset-backed securities with varying levels of credit subordination and payment priority. Huntington retained notes and residual interest in the VIE and, therefore, has an obligation to absorb losses and a right to receive benefits that could potentially be significant to the VIE. In addition, Huntington retained servicing rights for the underlying loans and, therefore, holds the power to direct the activities of the VIE that most significantly impact the economic performance of the VIE. The assets of the VIE are restricted to the settlement of the asset-backed securities and other obligations of the VIE. Third-party holders of the asset-backed notes do not have recourse to the general assets of Huntington.

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The economic performance of the VIE is most significantly impacted by the performance of the underlying loans. The VIE is exposed to credit and prepayment risk, which are managed through credit enhancements in the form of reserve accounts, over-collateralization, excess interest on the loans, and the subordination of certain classes of asset-backed securities.

Consolidated VIEs at March 31, 2024 and December 31, 2023 also included investments in LIHTC operating entities that were syndicated and where we serve as the general partner and manager. As manager of these entities, we have the power to direct the activities that most significantly impact economic performance, as well as an obligation to absorb significant expected losses, of the entities.

Unconsolidated VIEs

The following tables provide a summary of the assets and liabilities included in Huntington’s Unaudited Consolidated Financial Statements, as well as the maximum exposure to losses, associated with its interests related to unconsolidated VIEs for which Huntington holds an interest in, but is not the primary beneficiary.

(dollar amounts in millions)Total AssetsTotal LiabilitiesMaximum Exposure to Loss
At March 31, 2024
Affordable Housing Tax Credit Partnerships$2,349$1,267$2,349
Trust Preferred Securities14248—
Other Investments922146922
Total$3,285$1,661$3,271
At December 31, 2023
Affordable Housing Tax Credit Partnerships$2,297$1,279$2,297
Trust Preferred Securities14248—
Other Investments894140894
Total$3,205$1,667$3,191

Affordable Housing and Other Tax Credit Investments

Huntington makes certain equity investments in various limited partnerships that sponsor affordable housing projects utilizing the LIHTC pursuant to Section 42 of the Internal Revenue Code. The purpose of these investments is to achieve a satisfactory return on capital, to facilitate the sale of additional affordable housing product offerings, and to assist in achieving goals associated with the Community Reinvestment Act. The primary activities of the limited partnerships include the identification, development, and operation of multi-family housing that is leased to qualifying residential tenants. Generally, these types of investments are funded through a combination of debt and equity.

In the first quarter of 2024, Huntington adopted ASU 2023-02 which expanded the proportional amortization method to tax credit programs beyond LIHTC investments. In addition to LIHTC investments, Huntington elected to apply the proportional amortization method to certain tax credit investments that combine LIHTC with other types of credits and historical tax credits. Huntington does not have a material amount of investments in these additional categories.

Huntington uses the proportional amortization method to account for a majority of its investments in these entities. These investments are included in other assets. Investments that do not meet the requirements of the proportional amortization method are accounted for using the equity method. Investment losses are included in Other noninterest income in the Unaudited Consolidated Statements of Income.

The following table presents the balances of Huntington’s affordable housing tax credit investments and related unfunded commitments.

(dollar amounts in millions)At March 31, 2024At December 31, 2023
Affordable housing tax credit investments$3,450$3,335
Less: amortization(1,101)(1,038)
Net affordable housing tax credit investments$2,349$2,297
Unfunded commitments$1,267$1,279

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The following table presents other information relating to Huntington’s affordable housing tax credit investments.

Three Months Ended
(dollar amounts in millions)March 31, 2024March 31, 2023
Tax credits and other tax benefits recognized$76$66
Proportional amortization expense included in provision for income taxes6354

There were no sales of affordable housing tax credit investments during the three-month periods ended March 31, 2024 and 2023. There was no impairment recognized for the three-month periods ended March 31, 2024 and 2023.

Trust-Preferred Securities

Huntington has certain wholly-owned trusts whose assets, liabilities, equity, income, and expenses are not included within Huntington’s Unaudited Consolidated Financial Statements. These trusts have been formed for the sole purpose of issuing trust-preferred securities, from which the proceeds are then invested in Huntington junior subordinated debentures, which are reflected in Huntington’s Unaudited Consolidated Balance Sheet as long-term debt. The trust securities are the obligations of the trusts, and as such, are not consolidated within Huntington’s Unaudited Consolidated Financial Statements.

Other investments

Other investments determined to be VIE’s include investments in Small Business Investment Companies, Historic Tax Credit Investments, certain equity method investments, renewable energy financings, and other miscellaneous investments.

15. COMMITMENTS AND CONTINGENT LIABILITIES

Commitments to extend credit

In the ordinary course of business, Huntington makes various commitments to extend credit that are not reflected in the Unaudited Consolidated Financial Statements. The contract amounts of these financial agreements were as follows:

(dollar amounts in millions)At March 31, 2024At December 31, 2023
Contract amount representing credit risk
Commitments to extend credit:
Commercial$32,531$32,344
Consumer19,91619,270
Commercial real estate2,2382,543
Standby letters of credit and guarantees on industrial revenue bonds736814
Commercial letters of credit79

Commitments to extend credit generally have fixed expiration dates, are variable-rate, and contain clauses that permit Huntington to terminate or otherwise renegotiate the contracts in the event of a significant deterioration in the customer’s credit quality. These arrangements normally require the payment of a fee by the customer, the pricing of which is based on prevailing market conditions, credit quality, probability of funding, and other relevant factors. Since many of these commitments are expected to expire without being drawn upon, the contract amounts are not necessarily indicative of future cash requirements. The interest rate risk arising from these financial instruments is insignificant as a result of their predominantly short-term, variable-rate nature. Certain commitments to extend credit are secured by collateral, including residential and commercial real estate, inventory, receivables, cash and securities, and other business assets.

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Standby letters-of-credit and guarantees on industrial revenue bonds are conditional commitments issued to guarantee the performance of a customer to a third-party. These guarantees are primarily issued to support public and private borrowing arrangements, including commercial paper, bond financing, and similar transactions. Most of these arrangements mature within two years. Since the conditions under which Huntington is required to fund these commitments may not materialize, the cash requirements are expected to be less than the total outstanding commitments. The carrying amount of deferred revenue associated with these guarantees was $13 million and $9 million at March 31, 2024 and December 31, 2023, respectively.

Other Guarantees

Huntington provides guarantees to certain third-party investors in connection with the sale of syndicated affordable housing tax credits. These guarantees are generally in the form of make-whole provisions that are triggered if the underlying performance of LIHTC properties result in a shortfall to the third-party investors and remain in effect until the final associated tax credits are realized. The maximum amount guaranteed by the Company under these arrangements total approximately $79 million at both March 31, 2024 and December 31, 2023, and represents the guaranteed portion in these transactions where the make-whole provisions have not yet expired.

Litigation and Regulatory Matters

In the ordinary course of business, Huntington is routinely a defendant in or party to pending and threatened legal and regulatory actions and proceedings.

In view of the inherent difficulty of predicting the outcome of such matters, particularly where the claimants seek very large or indeterminate damages or where the matters present novel legal theories or involve a large number of parties, Huntington generally cannot predict what the eventual outcome of the pending matters will be, what the timing of the ultimate resolution of these matters will be, or what the eventual loss, fines or penalties related to each matter may be.

Huntington establishes an accrued liability when those matters present loss contingencies that are both probable and estimable. In such cases, there may be an exposure to loss in excess of any amounts accrued. Huntington thereafter continues to monitor the matter for further developments that could affect the amount of the accrued liability that has been previously established.

For certain matters, Huntington is able to estimate a range of possible loss. In cases in which Huntington possesses information to estimate a range of possible loss, that estimate is aggregated and disclosed below. There may be other matters for which a loss is probable or reasonably possible but such an estimate of the range of possible loss may not be possible. For those matters where an estimate of the range of possible loss is possible, management currently estimates the aggregate range of reasonably possible loss is $0 to $20 million at March 31, 2024 in excess of the accrued liability (if any) related to those matters. This estimated range of possible loss is based upon currently available information and is subject to significant judgment, a variety of assumptions, and known and unknown uncertainties. The matters underlying the estimated range will change from time to time, and actual results may vary significantly from the current estimate. The estimated range of possible loss does not represent Huntington’s maximum loss exposure.

Based on current knowledge, management does not believe that loss contingencies arising from pending matters will have a material adverse effect on the consolidated financial position of Huntington. Further, management believes that amounts accrued are adequate to address Huntington’s contingent liabilities. However, in light of the inherent uncertainties involved in these matters, some of which are beyond Huntington’s control, and the large or indeterminate damages sought in some of these matters, an adverse outcome in one or more of these matters could be material to Huntington’s results of operations for any particular reporting period.

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16. SEGMENT REPORTING

Huntington’s business segments are based on our internally-aligned segment leadership structure, which is how management monitors results and assesses performance. During the second quarter of 2023, we completed an organizational realignment and now report on two business segments: Consumer & Regional Banking and Commercial Banking. The Treasury / Other function includes technology and operations, other unallocated assets, liabilities, revenue, and expense. For a description of our business segments, see Note 25 - “Segment Reporting” to the Consolidated Financial Statements appearing in Huntington’s 2023 Annual Report on Form 10-K. Prior period results have been adjusted to conform to the current presentation.

Listed in the following tables is certain operating basis financial information reconciled to Huntington’s, reported results by business segment.

Income StatementsConsumer & Regional BankingCommercial BankingTreasury / OtherHuntington Consolidated
(dollar amounts in millions)
Three months ended March 31, 2024
Net interest income (loss)$956$523$(192)$1,287
Provision for credit losses4661—107
Noninterest income30814514467
Noninterest expense777294661,137
Provision (benefit) for income taxes9366(73)86
Income attributable to non-controlling interest—5—5
Net income (loss) attributable to Huntington$348$242$(171)$419
Three months ended March 31, 2023
Net interest income$871$541$(3)$1,409
Provision for credit losses4639—85
Noninterest income34415612512
Noninterest expense754278541,086
Provision (benefit) for income taxes8780(23)144
Income attributable to non-controlling interest—4—4
Net income (loss) attributable to Huntington$328$296$(22)$602
AssetsDeposits
(dollar amounts in millions)At March 31, 2024At December 31, 2023At March 31, 2024At December 31, 2023
Consumer & Regional Banking$73,340$73,082$112,032$110,157
Commercial Banking63,36563,37735,61935,466
Treasury / Other56,81452,9095,5745,607
Total$193,519$189,368$153,225$151,230

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