Exhibit Index
This report incorporates by reference the documents listed below that we have previously filed with the SEC. The SEC allows us to incorporate by reference information in this document. The information incorporated by reference is considered to be a part of this document, except for any information that is superseded by information that is included directly in this document.
The SEC maintains an Internet web site that contains reports, proxy statements, and other information about issuers, like us, who file electronically with the SEC. The address of the site is http://www.sec.gov. The reports and other information filed by us with the SEC are also available free of charge at our internet web site. The address of the site is http://www.huntington.com. Except as specifically incorporated by reference into this Quarterly Report on Form 10-Q, information on those web sites is not part of this report. You also should be able to inspect reports, proxy statements, and other information about us at the offices of the Nasdaq National Market at 33 Whitehall Street, New York, New York 10004.
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| Exhibit Number | | | Document Description | | | Report or Registration Statement | | | SEC File or Registration Number | | | Exhibit Reference | | |
| 3.1 | | | Articles Supplementary of Huntington Bancshares Incorporated, as of January 18, 2019. | | | Current Report on Form 8-K dated January 16, 2019. | | | 001-34073 | | | 3.1 | | |
| 3.2 | | | Articles of Restatement of Huntington Bancshares Incorporated, as of January 18, 2019. | | | Current Report on Form 8-K dated January 16, 2019. | | | 001-34073 | | | 3.2 | | |
| 3.3 | | | Articles Supplementary of Huntington Bancshares Incorporated, as of May 28, 2020. | | | Current Report on Form 8-K dated May 28, 2020. | | | 001-34073 | | | 3.1 | | |
| 3.4 | | | Articles Supplementary of Huntington Bancshares Incorporated, as of August 5, 2020. | | | Current Report on Form 8-K dated August 10, 2020. | | | 001-34073 | | | 3.1 | | |
| 3.5 | | | Bylaws of Huntington Bancshares Incorporated, as amended and restated on January 16, 2019. | | | Current Report on Form 8-K dated January 16, 2019. | | | 001-34073 | | | 3.3 | | |
| 3.6 | | | Articles Supplementary of Huntington Bancshares Incorporated, as of February 5, 2021 | | | Current Report on Form 8-K dated February 5, 2021. | | | 001-34073 | | | 3.1 | | |
| 3.7 | | | Articles Supplementary of Huntington Bancshares Incorporated, as of June 8, 2021 | | | Current Report on Form 8-K dated June 8, 2021 | | | 001-34073 | | | 3.1 | | |
| 3.8 | | | Articles of Amendment of Huntington Bancshares Incorporated to Articles of Restatement of Huntington Bancshares Incorporated, as of June 8, 2021 | | | Current Report on Form 8-K dated June 8, 2021 | | | 001-34073 | | | 3.2 | | |
| 3.9 | | | Articles Supplementary of Huntington Bancshares Incorporated, as of March 3, 2023. | | | Current Report on Form 8-K dated March 2, 2023 | | | 001-34073 | | | 3.1 | | |
| 3.10 | | | Bylaws of Huntington Bancshares Incorporated, as amended and restated on July 19, 2023. | | | Current Report on Form 8-K dated July 21, 2023 | | | 001-34073 | | | 3.2 | | |
| 4.1(P) | | | Instruments defining the Rights of Security Holders—reference is made to Articles Fifth, Eighth, and Tenth of Articles of Restatement of Charter, as amended and supplemented. Instruments defining the rights of holders of long-term debt will be furnished to the Securities and Exchange Commission upon request. | | | | | | | | | | | |
| 10.1 | | | Separation Agreement dated January 19, 2024 by and between The Huntington National Bank and Julie Tutkovics. | | | | | | | | | | | |
| 31.1 | | | *Rule 13a-14(a) Certification – Chief Executive Officer. | | | | | | | | | | | |
| 31.2 | | | *Rule 13a-14(a) Certification – Chief Financial Officer. | | | | | | | | | | | |
| 32.1 | | | **Section 1350 Certification – Chief Executive Officer. | | | | | | | | | | | |
| 32.2 | | | **Section 1350 Certification – Chief Financial Officer. | | | | | | | | | | | |
| 101.INS | | | ***The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document | | | | | | | | | | | |
| 101.SCH | | | *Inline XBRL Taxonomy Extension Schema Document | | | | | | | | | | | |
| 101.CAL | | | *Inline XBRL Taxonomy Extension Calculation Linkbase Document | | | | | | | | | | | |
| 101.DEF | | | *Inline XBRL Taxonomy Extension Definition Linkbase Document | | | | | | | | | | | |
| 101.LAB | | | *Inline XBRL Taxonomy Extension Label Linkbase Document | | | | | | | | | | | |
| 101.PRE | | | *Inline XBRL Taxonomy Extension Presentation Linkbase Document | | | | | | | | | | | |
| 104 | | | *Cover Page Interactive Data File (formatted as Inline XBRL and contained within Exhibit 101 attachments) | | | | | | | | | | | |
** Furnished herewith
*** The following material from Huntington’s Form 10-Q Report for the quarterly period ended March 31, 2024 formatted in Inline XBRL: (1) Unaudited Consolidated Balance Sheets, (2) Unaudited Consolidated Statements of Income, (3) Unaudited Consolidated Statements of Comprehensive Income (4) Unaudited Consolidated Statement of Changes in Shareholders’ Equity, (5) Unaudited Consolidated Statements of Cash Flows, and (6) the Notes to Unaudited Consolidated Financial Statements.
2024 1Q Form 10-Q 75
Table of Contents
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
HUNTINGTON BANCSHARES INCORPORATED
(Registrant)
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| Date: | | | April 30, 2024 | | | | | | /s/ Stephen D. Steinour | | |
| | | | | | | | | Stephen D. Steinour | | |
| | | | | | | | | Chairman, President, and Chief Executive Officer (Principal Executive Officer) | | |
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| Date: | | | April 30, 2024 | | | | | | /s/ Zachary Wasserman | | |
| | | | | | | | | Zachary Wasserman | | |
| | | | | | | | | Chief Financial Officer (Principal Financial Officer) | | |
76 Huntington Bancshares Incorporated