Item 1. Financial Statements

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Item 1. Financial Statements

Huntington Bancshares Incorporated

Consolidated Balance Sheets (Unaudited)


	At June 30,		At December 31,
(dollar amounts in millions)	2024		2023
Assets
Cash and due from banks	$	1,333	$	1,558
Interest-earning deposits with banks	11,450		8,765
Trading account securities	154		125
Available-for-sale securities	27,454		25,305
Held-to-maturity securities	15,036		15,750


Other securities	844		725
Loans held for sale (includes $659 and $506 respectively, measured at fair value)	668		516
Loans and leases (includes $175 and $174 respectively, measured at fair value)	124,422		121,982
Allowance for loan and lease losses	(2,304)		(2,255)
Net loans and leases (1)	122,118		119,727
Bank owned life insurance	2,775		2,759
Accrued income and other receivables	1,591		1,646
Premises and equipment	1,095		1,109
Goodwill	5,561		5,561
Servicing rights and other intangible assets	673		672
Other assets (1)	5,558		5,150
Total assets	$	196,310	$	189,368
Liabilities and shareholders’ equity
Liabilities
Deposits:
Demand deposits—noninterest-bearing	$	28,636	$	30,967
Interest-bearing	125,731		120,263
Total deposits	154,367		151,230
Short-term borrowings	187		620
Long-term debt (1) (includes $480 and $0 respectively, measured at fair value)	16,461		12,394
Other liabilities (1)	5,732		5,726
Total liabilities	176,747		169,970
Commitments and Contingent Liabilities (Note 15)
Shareholders’ Equity
Preferred stock	2,394		2,394
Common stock	15		15
Capital surplus	15,425		15,389
Less treasury shares, at cost	(90)		(91)
Accumulated other comprehensive income (loss)	(2,911)		(2,676)
Retained earnings	4,682		4,322
Total Huntington shareholders’ equity	19,515		19,353
Non-controlling interest	48		45
Total equity	19,563		19,398
Total liabilities and equity	$	196,310	$	189,368
Common shares authorized (par value of $0.01)	2,250,000,000		2,250,000,000

Common shares outstanding	1,452,432,838		1,448,319,953
Treasury shares outstanding	7,322,727		7,403,008
Preferred stock, authorized shares	6,617,808		6,617,808

Preferred shares outstanding	881,587		881,587

(1)Includes VIE balances in net loans and leases and long-term debt of $1.4 billion and $1.3 billion, respectively, at June 30, 2024, and VIE balances in other assets of $173 million and $82 million, and other liabilities of $63 million and $57 million, at June 30, 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				Six Months Ended
(dollar amounts in millions, except per share data, share count in thousands)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Interest and fee income:
Loans and leases	$	1,859	$	1,679	$	3,668	$	3,258
Available-for-sale securities
Taxable	322		252		618		484
Tax-exempt	27		26		54		49
Held-to-maturity securities—taxable	93		102		188		204
Other securities—taxable	10		11		19		21

Other	165		155		309		237
Total interest income	2,476		2,225		4,856		4,253
Interest expense:
Deposits	907		570		1,764		976
Short-term borrowings	19		74		38		134

Long-term debt	238		235		455		388

Total interest expense	1,164		879		2,257		1,498
Net interest income	1,312		1,346		2,599		2,755
Provision for credit losses	100		92		207		177
Net interest income after provision for credit losses	1,212		1,254		2,392		2,578
Payments and cash management revenue	154		146		300		283
Wealth and asset management revenue	90		83		178		163
Customer deposit and loan fees	83		76		160		152
Capital markets and advisory fees	73		62		129		127
Leasing revenue	19		25		41		51
Mortgage banking income	30		33		61		59
Insurance income	18		18		37		37
Bank owned life insurance income	17		16		33		32
Gain on sale of loans	2		8		7		11
Net gains (losses) on sales of securities	—		(5)		—		(4)

Other noninterest income	5		33		12		96
Total noninterest income	491		495		958		1,007
Personnel costs	663		613		1,302		1,262
Outside data processing and other services	165		148		331		299
Deposit and other insurance expense	25		23		79		43
Equipment	62		64		132		128
Net occupancy	51		54		108		114
Marketing	27		32		55		57
Professional services	26		21		51		37
Amortization of intangibles	12		13		24		26
Lease financing equipment depreciation	4		8		8		16

Other noninterest expense	82		74		164		154
Total noninterest expense	1,117		1,050		2,254		2,136
Income before income taxes	586		699		1,096		1,449
Provision for income taxes	106		134		192		278
Income after income taxes	480		565		904		1,171
Income attributable to non-controlling interest	6		6		11		10
Net income attributable to Huntington	474		559		893		1,161
Dividends on preferred shares	35		40		71		69

Net income applicable to common shares	$	439	$	519	$	822	$	1,092
Average common shares—basic	1,451,207		1,446,372		1,449,850		1,444,820
Average common shares—diluted	1,474,259		1,465,720		1,473,797		1,467,500
Per common share:
Net income—basic	$	0.30	$	0.36	$	0.57	$	0.76
Net income—diluted	0.30		0.35		0.56		0.74



See Notes to Unaudited Consolidated Financial Statements

2024 2Q Form 10-Q 39

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Huntington Bancshares Incorporated

Consolidated Statements of Comprehensive Income (Unaudited)


	Three Months Ended				Six Months Ended
(dollar amounts in millions)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Net income attributable to Huntington	$	474	$	559	$	893	$	1,161
Other comprehensive income (loss), net of tax:



Unrealized (losses) gains on available-for-sale securities, net of hedges	(70)		(83)		(198)		71

Net change related to cash flow hedges on loans	37		(169)		(36)		20


Translation adjustments, net of hedges	—		1		(2)		1
Change in accumulated unrealized gains for pension and other post-retirement obligations	1		—		1		—
Other comprehensive income (loss), net of tax	(32)		(251)		(235)		92
Comprehensive income attributable to Huntington	442		308		658		1,253
Comprehensive income attributed to non-controlling interest	6		6		11		10
Comprehensive income	$	448	$	314	$	669	$	1,263

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 Stock			Common Stock				Capital Surplus		Treasury Stock			AOCI		Retained Earnings		Huntington Shareholders’ Equity		Non-controlling Interest		Total Equity
Amount			Shares		Amount			Shares		Amount
Three months ended June 30, 2024
Balance, beginning of period	$	2,394		1,456,668		$	15	$	15,407	(7,414)	$	(91)	$	(2,879)	$	4,476	$	19,322	$	51	$	19,373
Net income															474		474		6		480
Other comprehensive income (loss), net of tax													(32)				(32)				(32)







Cash dividends declared:
Common ($0.155 per share)															(230)		(230)				(230)
Preferred															(35)		(35)				(35)
Recognition of the fair value of share-based compensation								33									33				33

Other share-based compensation activity				3,088		—		(15)							(3)		(18)				(18)

Other								—		91	1						1		(9)		(8)
Balance, end of period	$	2,394		1,459,756		$	15	$	15,425	(7,323)	$	(90)	$	(2,911)	$	4,682	$	19,515	$	48	$	19,563

Three months ended June 30, 2023
Balance, beginning of period	$	2,484		1,450,080		$	15	$	15,332	(6,465)	$	(82)	$	(2,755)	$	3,764	$	18,758	$	53	$	18,811
Net income															559		559		6		565
Other comprehensive income (loss), net of tax													(251)				(251)				(251)

Cash dividends declared:
Common ($0.155 per share)															(228)		(228)				(228)
Preferred															(40)		(40)				(40)
Recognition of the fair value of share-based compensation								23									23				23
Other share-based compensation activity				5,232		—		(20)							(3)		(23)				(23)
Other								—		(965)	(10)						(10)		(9)		(19)
Balance, end of period	$	2,484		1,455,312		$	15	$	15,335	(7,430)	$	(92)	$	(3,006)	$	4,052	$	18,788	$	50	$	18,838

See Notes to Unaudited Consolidated Financial Statements

2024 2Q Form 10-Q 41

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(dollar amounts in millions, share amounts in thousands)	Preferred Stock			Common Stock				Capital Surplus		Treasury Stock			AOCI		Retained Earnings		Huntington Shareholders’ Equity		Non-controlling Interest		Total Equity
Amount			Shares		Amount			Shares		Amount
Six months ended June 30, 2024
Balance, beginning of period	$	2,394		1,455,723		$	15	$	15,389	(7,403)	$	(91)	$	(2,676)	$	4,322	$	19,353	$	45	$	19,398

Net income															893		893		11		904
Other comprehensive income (loss), net of tax													(235)				(235)				(235)








Cash dividends declared:
Common ($0.31 per share)															(458)		(458)				(458)
Preferred															(71)		(71)				(71)

Recognition of the fair value of share-based compensation								53									53				53
Other share-based compensation activity				4,033		—		(17)							(4)		(21)				(21)

Other								—		80	1				—		1		(8)		(7)
Balance, end of period	$	2,394		1,459,756		$	15	$	15,425	(7,323)	$	(90)	$	(2,911)	$	4,682	$	19,515	$	48	$	19,563

Six months ended June 30, 2023
Balance, beginning of period	$	2,167		1,449,390		$	14	$	15,309	(6,322)	$	(80)	$	(3,098)	$	3,419	$	17,731	$	38	$	17,769

Net income															1,161		1,161		10		1,171
Other comprehensive income, net of tax													92				92				92




Net proceeds from issuance of Series J preferred stock	317																317				317



Cash dividends declared:
Common ($0.31 per share)															(456)		(456)				(456)
Preferred															(69)		(69)				(69)

Recognition of the fair value of share-based compensation								48									48				48
Other share-based compensation activity				5,922		1		(22)							(3)		(24)				(24)

Other								—		(1,108)	(12)				—		(12)		2		(10)
Balance, end of period	$	2,484		1,455,312		$	15	$	15,335	(7,430)	$	(92)	$	(3,006)	$	4,052	$	18,788	$	50	$	18,838

See Notes to Unaudited Consolidated Financial Statements

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Huntington Bancshares Incorporated

Consolidated Statements of Cash Flows (Unaudited)


	Six Months Ended
(dollar amounts in millions)	June 30, 2024		June 30, 2023
Operating activities
Net income	$	904	$	1,171
Adjustments to reconcile net income to net cash provided by operating activities:

Provision for credit losses	207		177
Depreciation and amortization	360		344
Share-based compensation expense	53		48
Deferred income tax (benefit) expense	(27)		38


Net change in:
Trading account securities	(29)		(109)
Loans held for sale	(190)		(79)

Other assets	(592)		(617)
Other liabilities	81		(213)


Other, net	2		—
Net cash provided by operating activities	769		760
Investing activities
Change in interest bearing deposits in banks	(24)		5

Proceeds from:
Maturities and calls of available-for-sale securities	4,677		1,060
Maturities and calls of held-to-maturity securities	699		710
Maturities and calls of other securities	27		337
Sales of available-for-sale securities	—		736
Sales of other securities	—		142
Purchases of available-for-sale securities	(7,058)		(1,549)
Purchases of held-to-maturity securities	—		(254)
Purchases of other securities	(146)		(600)

Net proceeds from sales of portfolio loans and leases	164		266
Principal payments received under direct finance and sales-type leases	896		950
Net loan and lease activity, excluding sales and purchases	(3,708)		(3,012)

Purchases of premises and equipment	(74)		(57)

Purchases of loans and leases	(48)		(25)
Net accrued income and other receivables activity	100		116


Other, net	41		43
Net cash used in investing activities	(4,454)		(1,132)
Financing activities
Increase in deposits	3,137		114
Decrease in short-term borrowings	(699)		(207)

Net proceeds from issuance of long-term debt	5,306		13,594
Maturity/redemption of long-term debt	(1,081)		(8,536)
Dividends paid on preferred stock	(71)		(57)
Dividends paid on common stock	(451)		(449)



Net proceeds from issuance of preferred stock	—		317


Other, net	(39)		(29)
Net cash provided by financing activities	6,102		4,747
Increase in cash and cash equivalents	2,417		4,375
Cash and cash equivalents at beginning of period (1)	10,129		6,704
Cash and cash equivalents at end of period (1)	$	12,546	$	11,079

2024 2Q Form 10-Q 43

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	Six Months Ended
(dollar amounts in millions)	June 30, 2024		June 30, 2023
Supplemental disclosures:
Interest paid	$	2,209	$	1,433
Income taxes paid	92		93

Non-cash activities
Loans transferred to held-for-sale from portfolio	164		246
Loans transferred to portfolio from held-for-sale	17		12

(1)Includes cash and due from banks and interest-earning deposits at the Federal Reserve Bank, included within interest-earning deposits with banks on our Unaudited Consolidated Balance Sheets.

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 interim 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 interim 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 interim 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


Standard			Summary of guidance			Effects 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 Consolidated Financial Statements.

Accounting standards yet to be adopted


Standard	Summary of guidance	Summary 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 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 Consolidated Financial Statements.

2024 2Q Form 10-Q 45

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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 Gains		Gross Losses		Fair Value
At June 30, 2024
Available-for-sale securities:
U.S. Treasury	$	6,112	$	1	$	(2)	$	6,111
Federal agencies:
Residential CMO	3,440		—		(448)		2,992
Residential MBS	12,586		1		(1,972)		10,615
Commercial MBS	2,525		—		(747)		1,778
Other agencies	149		—		(7)		142
Total U.S. Treasury, federal agency, and other agency securities	24,812		2		(3,176)		21,638
Municipal securities	3,556		—		(178)		3,378
Private-label CMO	124		—		(12)		112
Asset-backed securities	332		—		(26)		306
Corporate debt	2,167		90		(247)		2,010
Other securities/sovereign debt	10		—		—		10
Total available-for-sale securities	$	31,001	$	92	$	(3,639)	$	27,454

Held-to-maturity securities:
Federal agencies:
Residential CMO	$	4,542	$	1	$	(714)	$	3,829
Residential MBS	8,956		—		(1,345)		7,611
Commercial MBS	1,450		—		(242)		1,208
Other agencies	87		—		(6)		81
Total federal agency and other agency securities	15,035		1		(2,307)		12,729
Municipal securities	1		—		—		1
Total held-to-maturity securities	$	15,036	$	1	$	(2,307)	$	12,730

Other securities, at cost:
Non-marketable equity securities:
Federal Home Loan Bank stock	$	276	$	—	$	—	$	276
Federal Reserve Bank stock	519		—		—		519
Equity securities	17		—		—		17
Other securities, at fair value:
Mutual funds	30		—		—		30
Equity securities	1		1		—		2
Total other securities	$	843	$	1	$	—	$	844

(1)Amortized cost amounts exclude accrued interest receivable, which is recorded within accrued income and other receivables on the Unaudited Consolidated Balance Sheets. At June 30, 2024, accrued interest receivable on available-for-sale securities and held-to-maturity securities totaled $72 million and $34 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 $642 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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			Unrealized
(dollar amounts in millions)	Amortized Cost (1)(2)		Gross Gains		Gross Losses		Fair Value
At December 31, 2023
Available-for-sale securities:
U.S. Treasury	$	2,855	$	1	$	—	$	2,856
Federal agencies:
Residential CMO	3,592		—		(408)		3,184
Residential MBS	13,155		3		(1,776)		11,382
Commercial MBS	2,536		—		(709)		1,827
Other agencies	161		—		(6)		155
Total U.S. Treasury, federal agency, and other agency securities	22,299		4		(2,899)		19,404
Municipal securities	3,536		2		(165)		3,373
Private-label CMO	131		—		(12)		119
Asset-backed securities	387		—		(31)		356
Corporate debt	2,202		79		(238)		2,043
Other securities/sovereign debt	10		—		—		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 MBS	9,368		1		(1,145)		8,224
Commercial MBS	1,509		—		(224)		1,285
Other agencies	101		—		(6)		95
Total federal agency and other agency securities	15,748		7		(2,039)		13,716
Municipal securities	2		—		—		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 stock	507		—		—		507
Other non-marketable equity securities	17		—		—		17
Other securities, at fair value:
Mutual funds	30		—		—		30
Equity securities	1		1		—		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 June 30, 2024				At December 31, 2023
(dollar amounts in millions)	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Available-for-sale securities:
Under 1 year	$	5,480	$	5,469	$	3,380	$	3,372
After 1 year through 5 years	3,769		3,608		2,484		2,338
After 5 years through 10 years	2,396		2,235		2,392		2,255
After 10 years	19,356		16,142		20,309		17,340
Total available-for-sale securities	$	31,001	$	27,454	$	28,565	$	25,305

Held-to-maturity securities:
Under 1 year	$	—	$	—	$	1	$	1
After 1 year through 5 years	38		37		48		46
After 5 years through 10 years	64		60		69		66
After 10 years	14,934		12,633		15,632		13,605
Total held-to-maturity securities	$	15,036	$	12,730	$	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 Months				Over 12 Months				Total
(dollar amounts in millions)	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
At June 30, 2024
Available-for-sale securities:
U.S. Treasury	$	2,761	$	(2)	$	—	$	—	$	2,761	$	(2)
Federal agencies:
Residential CMO	223		(4)		2,769		(444)		2,992		(448)
Residential MBS	273		(4)		10,253		(1,968)		10,526		(1,972)
Commercial MBS	—		—		1,778		(747)		1,778		(747)
Other agencies	—		—		72		(7)		72		(7)
Total federal agency and other agency securities	3,257		(10)		14,872		(3,166)		18,129		(3,176)
Municipal securities	848		(25)		2,422		(153)		3,270		(178)
Private-label CMO	—		—		92		(12)		92		(12)
Asset-backed securities	—		—		271		(26)		271		(26)
Corporate debt	—		—		2,009		(247)		2,009		(247)

Total temporarily impaired available-for-sale securities	$	4,105	$	(35)	$	19,666	$	(3,604)	$	23,771	$	(3,639)

Held-to-maturity securities:
Federal agencies:
Residential CMO	$	202	$	(2)	$	3,416	$	(712)	$	3,618	$	(714)
Residential MBS	81		(2)		7,530		(1,343)		7,611		(1,345)
Commercial MBS	—		—		1,208		(242)		1,208		(242)
Other agencies	—		—		81		(6)		81		(6)
Total federal agency and other agency securities	283		(4)		12,235		(2,303)		12,518		(2,307)

Total temporarily impaired held-to-maturity securities	$	283	$	(4)	$	12,235	$	(2,303)	$	12,518	$	(2,307)

48 Huntington Bancshares Incorporated

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	Less than 12 Months				Over 12 Months				Total
(dollar amounts in millions)	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
At December 31, 2023
Available-for-sale securities:
Federal agencies:
Residential CMO	$	543	$	(7)	$	2,641	$	(401)	$	3,184	$	(408)
Residential MBS	207		(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 securities	750		(9)		15,462		(2,890)		16,212		(2,899)
Municipal securities	625		(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 securities	156		(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 June 30, 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 $37.6 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 June 30, 2024 or December 31, 2023. At June 30, 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 June 30, 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 June 30, 2024, Huntington has concluded that, except for one municipal bond classified as an AFS debt security for which a $2 million write-down was recognized during the second quarter of 2024, 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 June 30, 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 June 30, 2024		At December 31, 2023


















Commercial loan and lease portfolio:
Commercial and industrial	$	52,307	$	50,657
Commercial real estate	11,933		12,422
Lease financing	5,202		5,228
Total commercial loan and lease portfolio	69,442		68,307
Consumer loan portfolio:
Residential mortgage	24,069		23,720
Automobile	13,233		12,482
Home equity	10,076		10,113
RV and marine	6,042		5,899
Other consumer	1,560		1,461
Total consumer loan portfolio	54,980		53,675
Total loans and leases (1)(2)	124,422		121,982
Allowance for loan and lease losses	(2,304)		(2,255)
Net loans and leases	$	122,118	$	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 $354 million and $323 million at June 30, 2024 and December 31, 2023, respectively.

(2)The total amount of accrued interest recorded for these loans and leases at June 30, 2024 was $325 million and $221 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 June 30, 2024		At December 31, 2023

Lease payments receivable	$	4,976	$	4,980
Estimated residual value of leased assets	813		804
Gross investment in lease financing receivables	5,789		5,784
Deferred origination costs	54		54
Deferred fees, unearned income and other	(641)		(610)
Total lease financing receivables	$	5,202	$	5,228

The carrying value of residual values guaranteed was $479 million and $478 million as of June 30, 2024 and December 31, 2023, respectively. The future lease rental payments due from customers on sales-type and direct financing leases at June 30, 2024, totaled $5.0 billion and were due as follows: $557 million in 2024, $895 million in 2025, $855 million in 2026, $865 million in 2027, $875 million in 2028, and $929 million thereafter. Interest income recognized for these types of leases was $81 million and $70 million for the three-month periods ended June 30, 2024 and 2023, respectively. For the six-month periods ended June 30, 2024 and 2023, interest income recognized for these types of leases was $160 million and $138 million, respectively.

50 Huntington Bancshares Incorporated

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Nonaccrual and Past Due Loans and Leases

The following table presents NALs by class.


	At June 30, 2024				At December 31, 2023
(dollar amounts in millions)	Nonaccrual loans and leases with no ACL		Total nonaccrual loans and leases		Nonaccrual loans and leases with no ACL		Total nonaccrual loans and leases
Commercial and industrial	$	68	$	346	$	66	$	344
Commercial real estate	69		194		64		140
Lease financing	—		13		3		14
Residential mortgage	—		80		—		72
Automobile	—		4		—		4
Home equity	—		95		—		91
RV and marine	—		1		—		2

Total nonaccrual loans and leases	$	137	$	733	$	133	$	667

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


	Past Due (1)										Loans Accounted for Under FVO		Total Loans and Leases		90 or more days past due and accruing
(dollar amounts in millions)	30-59 Days		60-89 Days		90 or more days		Total		Current
At June 30, 2024
Commercial and industrial	$	80	$	35	$	141	$	256	$	52,051	$	—	$	52,307	$	1	(2)
Commercial real estate	4		10		94		108		11,825		—		11,933		—
Lease financing	40		12		5		57		5,145		—		5,202		4
Residential mortgage	218		79		187		484		23,410		175		24,069		138		(3)
Automobile	88		20		11		119		13,114		—		13,233		8
Home equity	65		29		80		174		9,902		—		10,076		18
RV and marine	19		5		4		28		6,014		—		6,042		3
Other consumer	13		5		4		22		1,538		—		1,560		3
Total loans and leases	$	527	$	195	$	526	$	1,248	$	122,999	$	175	$	124,422	$	175
At December 31, 2023
Commercial and industrial	$	90	$	48	$	90	$	228	$	50,429	$	—	$	50,657	$	1	(2)
Commercial real estate	28		20		32		80		12,342		—		12,422		—
Lease financing	35		15		9		59		5,169		—		5,228		4
Residential mortgage	205		88		193		486		23,060		174		23,720		146		(3)
Automobile	89		23		12		124		12,358		—		12,482		9
Home equity	66		32		83		181		9,932		—		10,113		22
RV and marine	17		5		4		26		5,873		—		5,899		3
Other consumer	13		4		4		21		1,440		—		1,461		4
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 June 30, 2024
	Term Loans Amortized Cost Basis by Origination Year												Revolver Total at Amortized Cost Basis		Revolver Total Converted to Term Loans
(dollar amounts in millions)	2024		2023		2022		2021		2020		Prior				Total
Commercial and industrial
Credit Quality Indicator (1):
Pass	$	8,164	$	10,077	$	7,883	$	2,992	$	1,870	$	2,137	$	15,943	$	5	$	49,071
OLEM	66		242		123		53		17		30		259		—		790
Substandard	205		372		495		176		101		197		900		—		2,446

Total Commercial and industrial	$	8,435	$	10,691	$	8,501	$	3,221	$	1,988	$	2,364	$	17,102	$	5	$	52,307
Commercial real estate
Credit Quality Indicator (1):
Pass	$	625	$	1,246	$	3,119	$	1,490	$	1,058	$	2,134	$	531	$	—	$	10,203
OLEM	25		25		387		173		1		81		60		—		752
Substandard	126		174		249		174		23		217		15		—		978

Total Commercial real estate	$	776	$	1,445	$	3,755	$	1,837	$	1,082	$	2,432	$	606	$	—	$	11,933
Lease financing
Credit Quality Indicator (1):
Pass	$	851	$	1,804	$	1,072	$	674	$	449	$	221	$	—	$	—	$	5,071
OLEM	1		14		16		3		6		9		—		—		49
Substandard	1		17		34		12		7		11		—		—		82

Total Lease financing	$	853	$	1,835	$	1,122	$	689	$	462	$	241	$	—	$	—	$	5,202
Residential mortgage
Credit Quality Indicator (2):
750+	$	802	$	2,379	$	4,048	$	5,872	$	3,167	$	2,771	$	—	$	—	$	19,039
650-749	343		651		809		840		462		855		—		—		3,960
<650	21		43		98		102		64		567		—		—		895

Total Residential mortgage	$	1,166	$	3,073	$	4,955	$	6,814	$	3,693	$	4,193	$	—	$	—	$	23,894
Automobile
Credit Quality Indicator (2):
750+	$	2,155	$	1,997	$	1,683	$	1,230	$	532	$	246	$	—	$	—	$	7,843
650-749	1,078		1,302		947		639		246		117		—		—		4,329
<650	114		259		279		245		99		65		—		—		1,061

Total Automobile	$	3,347	$	3,558	$	2,909	$	2,114	$	877	$	428	$	—	$	—	$	13,233
Home equity
Credit Quality Indicator (2):
750+	$	99	$	376	$	405	$	483	$	502	$	228	$	4,487	$	227	$	6,807
650-749	41		102		86		54		48		89		2,019		223		2,662
<650	1		5		9		5		4		43		409		131		607

Total Home equity	$	141	$	483	$	500	$	542	$	554	$	360	$	6,915	$	581	$	10,076
RV and marine
Credit Quality Indicator (2):
750+	$	605	$	1,010	$	897	$	784	$	529	$	799	$	—	$	—	$	4,624
650-749	117		317		216		224		136		258		—		—		1,268
<650	1		16		20		32		22		59		—		—		150

Total RV and marine	$	723	$	1,343	$	1,133	$	1,040	$	687	$	1,116	$	—	$	—	$	6,042
Other consumer
Credit Quality Indicator (2):
750+	$	160	$	126	$	65	$	30	$	14	$	54	$	435	$	—	$	884
650-749	66		72		30		12		3		12		393		11		599
<650	2		9		6		2		1		2		41		14		77

Total Other consumer	$	228	$	207	$	101	$	44	$	18	$	68	$	869	$	25	$	1,560

52 Huntington Bancshares Incorporated

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	At December 31, 2023
	Term Loans Amortized Cost Basis by Origination Year												Revolver Total at Amortized Cost Basis		Revolver Total Converted to Term Loans
(dollar amounts in millions)	2023		2022		2021		2020		2019		Prior				Total
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
OLEM	213		239		64		20		12		20		462		—		1,030
Substandard	393		305		188		150		83		184		750		—		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
OLEM	163		406		112		65		32		54		60		—		892
Substandard	164		404		176		10		137		114		15		—		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
OLEM	16		22		6		5		2		9		—		—		60
Substandard	20		66		31		16		13		5		—		—		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
650-749	950		1,024		964		510		186		775		—		—		4,409
<650	24		79		82		64		85		503		—		—		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
650-749	1,438		1,305		907		370		168		53		—		—		4,241
<650	170		281		266		118		64		37		—		—		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
650-749	136		100		65		57		7		101		2,083		230		2,779
<650	2		6		3		3		2		43		344		127		530

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
650-749	289		248		252		158		91		210		—		—		1,248
<650	4		12		21		18		14		43		—		—		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
650-749	98		43		17		6		5		12		383		13		577
<650	4		5		3		1		1		1		39		14		68

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 Year												Revolver Gross Charge-offs		Revolver Converted to Term Loans Gross Charge-offs
(dollar amounts in millions)	2024		2023		2022		2021		2020		Prior				Total
Three months ended June 30, 2024
Commercial and industrial	$	—	$	5	$	19	$	7	$	—	$	2	$	10	$	—	$	43
Commercial real estate	9		1		21		1		—		18		—		—		50
Lease financing	—		1		1		—		—		—		—		—		2
Residential mortgage	—		—		—		—		—		1		—		—		1
Automobile	—		4		4		3		1		2		—		—		14
Home equity	—		—		—		—		—		—		1		1		2
RV and marine	—		—		1		1		1		3		—		—		6
Other consumer	2		6		3		2		1		4		—		9		27
Total	$	11	$	17	$	49	$	14	$	3	$	30	$	11	$	10	$	145
Six months ended June 30, 2024
Commercial and industrial	$	—	$	10	$	30	$	22	$	11	$	4	$	20	$	1	$	98
Commercial real estate	9		2		30		2		—		24		—		—		67
Lease financing	—		1		1		1		—		1		—		—		4
Residential mortgage	—		—		—		—		—		2		—		—		2
Automobile	—		8		9		7		3		2		—		—		29
Home equity	—		—		—		—		—		—		1		3		4
RV and marine	—		1		2		3		2		6		—		—		14
Other consumer	3		13		8		4		2		7		—		18		55
Total	$	12	$	35	$	80	$	39	$	18	$	46	$	21	$	22	$	273

	Term Loans Gross Charge-offs by Origination Year												Revolver Gross Charge-offs		Revolver Converted to Term Loans Gross Charge-offs
(dollar amounts in millions)	2023		2022		2021		2020		2019		Prior				Total
Three months ended June 30, 2023
Commercial and industrial	$	1	$	4	$	14	$	—	$	8	$	10	$	—	$	1	$	38
Commercial real estate	—		3		—		—		5		5		—		—		13
Lease Financing	—		1		1		—		—		—		—		—		2
Residential mortgage	—		—		—		—		—		1		—		—		1
Automobile	—		3		4		2		2		—		—		—		11
Home equity	—		—		—		—		—		1		—		1		2
RV and marine	—		1		—		—		—		3		—		—		4
Other consumer	2		5		3		2		2		1		—		6		21
Total	$	3	$	17	$	22	$	4	$	17	$	21	$	—	$	8	$	92
Six months ended June 30, 2023
Commercial and industrial	$	2	$	18	$	17	$	6	$	12	$	10	$	4	$	1	$	70
Commercial real estate	—		3		19		—		5		5		—		—		32
Lease financing	—		1		1		—		—		1		—		—		3
Residential mortgage	—		—		1		—		—		2		—		—		3
Automobile	—		6		8		4		3		2		—		—		23
Home equity	—		—		—		—		—		1		1		2		4
RV and marine	—		1		1		1		1		4		—		—		8
Other consumer	3		13		8		3		3		5		—		13		48
Total	$	5	$	42	$	55	$	14	$	24	$	30	$	5	$	16	$	191

54 Huntington Bancshares Incorporated

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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.

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 reduction		Term extension		Payment deferral		Combo - interest rate reduction and term extension		Total		% of total loan class (1)
Three months ended June 30, 2024
Commercial and industrial	$	34	$	116	$	—	$	41	$	191	0.37	%
Commercial real estate	—		184		—		14		198		1.66
Residential mortgage	—		15		1		1		17		0.07
Automobile	—		4		—		—		4		0.03
Home equity	—		2		—		2		4		0.04

Other consumer	1		—		—		—		1		0.06
Total loans to borrowers experiencing financial difficulty in which modifications were made	$	35	$	321	$	1	$	58	$	415	0.33	%
Three months ended June 30, 2023
Commercial and industrial	$	—	$	138	$	—	$	—	$	138	0.28	%
Commercial real estate	—		134		—		—		134		1.02
Residential mortgage	—		12		2		1		15		0.06
Automobile	—		4		—		1		5		0.04
Home equity	—		1		—		3		4		0.04

Other consumer	1		—		—		—		1		0.07
Total loans to borrowers experiencing financial difficulty in which modifications were made	$	1	$	289	$	2	$	5	$	297	0.26	%
Six months ended June 30, 2024
Commercial and industrial	$	84	$	144	$	—	$	42	$	270	0.52	%
Commercial real estate	—		198		—		14		212		1.78
Residential mortgage	—		23		4		1		28		0.12
Automobile	—		7		—		1		8		0.06
Home equity	—		3		—		6		9		0.09

Other consumer	1		—		—		—		1		0.06
Total loans to borrowers experiencing financial difficulty in which modifications were made	$	85	$	375	$	4	$	64	$	528	0.42	%
Six months ended June 30, 2023
Commercial and industrial	$	35	$	198	$	—	$	3	$	236	0.47	%
Commercial real estate	—		148		—		—		148		1.12
Residential mortgage	—		35		2		2		39		0.17
Automobile	—		7		—		1		8		0.06
Home equity	—		1		—		5		6		0.06
RV and marine	—		1		—		—		1		0.02
Other consumer	1		—		—		—		1		0.07
Total loans to borrowers experiencing financial difficulty in which modifications were made	$	36	$	390	$	2	$	11	$	439	0.38	%

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

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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 rate				Weighted-average years added to the life
	From		To
Three months ended June 30, 2024
Commercial and industrial	8.46	%	8.21	%	0.7
Commercial real estate	7.98	%	7.85	%	0.4
Residential mortgage					7.4




Three months ended June 30, 2023
Commercial and industrial					0.7
Commercial real estate					0.5
Residential mortgage					8.8




Six months ended June 30, 2024
Commercial and industrial	8.40	%	7.57	%	0.8
Commercial real estate	7.98	%	7.85	%	0.4
Residential mortgage					7.6
Automobile					1.6

Home equity	9.28	%	6.69	%	12.9


Six months ended June 30, 2023
Commercial and industrial	7.68	%	6.94	%	0.9
Commercial real estate					0.5
Residential mortgage					7.2
Automobile					2.0
Home equity	8.37	%	5.86	%	15.5

(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.


	Past Due
(dollar amounts in millions)	30-59 Days		60-89 Days		90 or more days		Total		Current		Total
At June 30, 2024
Commercial and industrial	$	16	$	1	$	7	$	24	$	396	$	420
Commercial real estate	—		—		4		4		244		248
Residential mortgage	9		6		8		23		29		52
Automobile	2		1		—		3		12		15
Home equity	1		1		2		4		11		15
RV and marine	—		—		—		—		1		1
Other consumer	—		—		—		—		2		2
Total loans to borrowers experiencing financial difficulty in which modifications were made in the twelve months ended June 30, 2024	$	28	$	9	$	21	$	58	$	695	$	753
At June 30, 2023 (1)
Commercial and industrial	$	1	$	1	$	—	$	2	$	234	$	236
Commercial real estate	—		—		—		—		148		148
Residential mortgage	7		3		4		14		25		39
Automobile	1		—		—		1		7		8
Home equity	1		—		—		1		5		6
RV and marine	—		—		—		—		1		1
Other consumer	—		—		—		—		1		1

Total loans to borrowers experiencing financial difficulty in which modifications were made in the six months ended June 30, 2023 (1)	$	10	$	4	$	4	$	18	$	421	$	439

(1) Huntington adopted ASU 2022-02 - Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures effective January 1, 2023, therefore, the June 30, 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 June 30, 2024 and December 31, 2023, loans and leases totaling $101.2 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)	Commercial		Consumer		Total
Three months ended June 30, 2024
ALLL balance, beginning of period	$	1,589	$	691	$	2,280

Loan and lease charge-offs	(95)		(50)		(145)
Recoveries of loans and leases previously charged-off	38		17		55
Provision for loan and lease losses	55		59		114


ALLL balance, end of period	$	1,587	$	717	$	2,304
AULC balance, beginning of period	$	69	$	66	$	135

Provision (benefit) for unfunded lending commitments	(5)		(11)		(16)


AULC balance, end of period	$	64	$	55	$	119
ACL balance, end of period	$	1,651	$	772	$	2,423
Three months ended June 30, 2023
ALLL balance, beginning of period	$	1,457	$	685	$	2,142

Loan and lease charge-offs	(53)		(39)		(92)
Recoveries of loans and leases previously charged-off	26		17		43
Provision for loan and lease losses	53		31		84


ALLL balance, end of period	$	1,483	$	694	$	2,177
AULC balance, beginning of period	$	75	$	82	$	157

Provision for unfunded lending commitments	3		5		8


AULC balance, end of period	$	78	$	87	$	165
ACL balance, end of period	$	1,561	$	781	$	2,342



(dollar amounts in millions)	Commercial		Consumer		Total
Six months ended June 30, 2024
ALLL balance, beginning of period	$	1,563	$	692	$	2,255

Loan and lease charge-offs	(169)		(104)		(273)
Recoveries of loans and leases previously charged-off	57		34		91
Provision for loan and lease losses	136		95		231


ALLL balance, end of period	$	1,587	$	717	$	2,304
AULC balance, beginning of period	$	66	$	79	$	145

Provision (benefit) for unfunded lending commitments	(2)		(24)		(26)


AULC balance, end of period	$	64	$	55	$	119
ACL balance, end of period	$	1,651	$	772	$	2,423
Six months ended June 30, 2023
ALLL balance, beginning of period	$	1,424	$	697	$	2,121

Loan and lease charge-offs	(105)		(86)		(191)
Recoveries of loans and leases previously charged-off	49		36		85
Provision for loan and lease losses	115		47		162


ALLL balance, end of period	$	1,483	$	694	$	2,177
AULC balance, beginning of period	$	71	$	79	$	150

Provision for unfunded lending commitments	7		8		15


AULC balance, end of period	$	78	$	87	$	165
ACL balance, end of period	$	1,561	$	781	$	2,342

58 Huntington Bancshares Incorporated

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At June 30, 2024, the ACL was $2.4 billion, a marginal increase of $23 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 June 30, 2024 and $1.6 billion at December 31, 2023. The increase of $22 million since year end was primarily due to loan growth in the commercial portfolio.

The consumer ACL was $772 million, at June 30, 2024, relatively consistent compared to $771 million at December 31, 2023.

The baseline economic scenario used in the June 30, 2024 ACL determination projected the Federal Reserve to complete two 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 2027. Inflation is forecasted to approach the Federal Reserve’s target level of 2% by the end 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 June 30, 2024 ACL included a general reserve that consists of various risk profile components to address uncertainty not measured within the quantitative transaction reserve.

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				Six Months Ended
(dollar amounts in millions)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Residential mortgage loans sold with servicing retained	$	983	$	1,117	$	1,794	$	1,979
Pretax gains resulting from above loan sales (1)	19		15		32		22
Total servicing, late, and other ancillary fees (1)	25		24		51		48

(1)Included in mortgage banking income.

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


	Three Months Ended				Six Months Ended
(dollar amounts in millions)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Fair value, beginning of period	$	534	$	485	$	515	$	494


New servicing assets created	11		18		21		31
Change in fair value during the period due to:
Time decay (1)	(7)		(6)		(13)		(12)
Payoffs (2)	(7)		(7)		(12)		(11)
Changes in valuation inputs or assumptions (3)	12		15		32		3
Fair value, end of period	$	543	$	505	$	543	$	505
Loans serviced for third parties, unpaid principal balance, end of period	$	33,404	$	32,712	$	33,404	$	32,712

(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 June 30, 2024							At December 31, 2023
				Decline in fair value due to							Decline in fair value due to
(dollar amounts in millions)	Actual			10% adverse change		20% adverse change		Actual			10% adverse change		20% adverse change
Constant prepayment rate (annualized)	8.48	%		$	(15)	$	(29)	8.61	%		$	(15)	$	(28)
Spread over forward interest rate swap rates	523		bps	(11)		(22)		538		bps	(11)		(22)

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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 June 30, 2024		At December 31, 2023
Securities sold under agreements to repurchase	$	133	$	618


Other borrowings	54		2
Total short-term borrowings	$	187	$	620

The carrying value of assets pledged as collateral against repurchase agreements totaled $156 million and $840 million as of June 30, 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.

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


(dollar amounts in millions)	At June 30, 2024		At December 31, 2023
The Parent Company:
Senior Notes	$	5,409	$	4,233





Subordinated Notes	745		760







Total notes issued by the parent	6,154		4,993
The Bank:
Senior Notes	2,700		3,480











Subordinated Notes	664		662


Total notes issued by the bank	3,364		4,142
FHLB Advances	4,686		2,731

Auto Loan Securitization Trust (1)	1,265		—
Credit Linked Notes	480		—
Other	512		528





Total long-term debt	$	16,461	$	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.

During the second quarter of 2024, the Bank completed a CLN transaction whereby it issued $478 million of unsecured credit linked notes to third-party investors. There are five classes of notes, each maturing on May 20, 2032. One note class bears interest at a fixed rate of 6.153% and the remaining four note classes bear interest at SOFR plus a spread rate that ranges from 1.40% to 8.25% (weighted average spread of 3.04%). As of June 30, 2024, the weighted average contractual interest rate on the CLNs was 6.98%. Huntington has elected the fair value option for these notes. See Note 12 - “Fair Values of Assets and Liabilities” for additional information. The notes transfer a portion of the risk of losses to third-party investors on a $4.0 billion reference pool of Huntington’s auto-secured loans. To the extent losses exceed certain thresholds, the principal and interest payable on the notes may be reduced by a portion of the Company's aggregate net losses on the reference pool of loans, with losses allocated to note classes in reverse order of payment priority.

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8. OTHER COMPREHENSIVE INCOME

The components of Huntington’s OCI were as follows:


(dollar amounts in millions)	Pretax		Tax (expense) benefit		After-tax
Three months ended June 30, 2024

Unrealized losses on available-for-sale securities arising during the period, net of hedges	$	(93)	$	21	$	(72)
Reclassification adjustment for realized net losses included in net income	2		—		2
Total unrealized losses on available-for-sale securities, net of hedges	(91)		21		(70)


Unrealized losses on cash flow hedges during the period	(20)		5		(15)
Reclassification adjustment for cash flow hedges included in net income	68		(16)		52
Net change related to cash flow hedges on loans	48		(11)		37



Change in accumulated unrealized gains for pension and other post-retirement obligations	1		—		1
Other comprehensive loss	$	(42)	$	10	$	(32)
Three months ended June 30, 2023

Unrealized losses on available-for-sale securities arising during the period, net of hedges	$	(143)	$	33	$	(110)
Reclassification adjustment for realized net losses included in net income	35		(8)		27
Total unrealized losses on available-for-sale securities, net of hedges	(108)		25		(83)


Unrealized losses on cash flow hedges during the period	(266)		65		(201)
Reclassification adjustment for cash flow hedges included in net income	34		(2)		32
Net change related to cash flow hedges on loans	(232)		63		(169)


Translation adjustments, net of hedges (1)	1		—		1

Other comprehensive loss	$	(339)	$	88	$	(251)
Six months ended June 30, 2024

Unrealized losses on available-for-sale securities arising during the period, net of hedges	$	(263)	$	61	$	(202)
Reclassification adjustment for realized net losses included in net income	5		(1)		4
Total unrealized losses on available-for-sale securities, net of hedges	(258)		60		(198)


Unrealized losses on cash flow hedges during the period	(181)		42		(139)
Reclassification adjustment for cash flow hedges included in net income	135		(32)		103
Net change related to cash flow hedges on loans	(46)		10		(36)


Translation adjustments, net of hedges (1)	(2)		—		(2)
Change in accumulated unrealized gains for pension and other post-retirement obligations	1		—		1
Other comprehensive loss	$	(305)	$	70	$	(235)
Six months ended June 30, 2023

Unrealized gains on available-for-sale securities arising during the period, net of hedges	$	54	$	(12)	$	42
Reclassification adjustment for realized net losses included in net income	38		(9)		29
Total unrealized gains on available-for-sale securities	92		(21)		71


Unrealized losses on cash flow hedges during the period	(35)		12		(23)
Reclassification adjustment for cash flow hedges included in net income	46		(3)		43
Net change related to cash flow hedges on loans	11		9		20


Translation adjustments, net of hedges (1)	1		—		1

Other comprehensive income	$	104	$	(12)	$	92

(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 loans		Translation adjustments, net of hedges		Unrealized losses for pension and other post-retirement obligations		Total
Three months ended June 30, 2024
Balance, beginning of period	$	(2,222)	$	(436)	$	(8)	$	(213)	$	(2,879)

Other comprehensive loss before reclassifications	(72)		(15)		—		—		(87)
Amounts reclassified from accumulated OCI to earnings	2		52		—		1		55
Period change	(70)		37		—		1		(32)
Balance, end of period	$	(2,292)	$	(399)	$	(8)	$	(212)	$	(2,911)

Three months ended June 30, 2023
Balance, beginning of period	$	(2,094)	$	(443)	$	(8)	$	(210)	$	(2,755)

Other comprehensive income (loss) before reclassifications	(110)		(201)		1		—		(310)
Amounts reclassified from accumulated OCI to earnings	27		32		—		—		59
Period change	(83)		(169)		1		—		(251)

Balance, end of period	$	(2,177)	$	(612)	$	(7)	$	(210)	$	(3,006)

Six months ended June 30, 2024
Balance, beginning of period	$	(2,094)	$	(363)	$	(6)	$	(213)	$	(2,676)
Other comprehensive loss before reclassifications	(202)		(139)		(2)		—		(343)
Amounts reclassified from accumulated OCI to earnings	4		103		—		1		108
Period change	(198)		(36)		(2)		1		(235)
Balance, end of period	$	(2,292)	$	(399)	$	(8)	$	(212)	$	(2,911)

Six months ended June 30, 2023
Balance, beginning of period	$	(2,248)	$	(632)	$	(8)	$	(210)	$	(3,098)
Other comprehensive income (loss) before reclassifications	42		(23)		1		—		20
Amounts reclassified from accumulated OCI to earnings	29		43		—		—		72
Period change	71		20		1		—		92
Balance, end of period	$	(2,177)	$	(612)	$	(7)	$	(210)	$	(3,006)

(1)AOCI amounts at June 30, 2024 and June 30, 2023 include $54 million and $62 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.

62 Huntington Bancshares Incorporated

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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 Date	Shares Outstanding	Dividend Rate		Earliest Redemption Date (1)	Carrying Amount
Series			At June 30, 2024		At December 31, 2023
Series B (2)	12/28/2011	35,500	Variable (3)		1/15/2017	$	23	$	23



Series E (4)	2/27/2018	4,087	Variable (5)		4/15/2023	405		405
Series F (4)	5/27/2020	5,000	5.625	%	7/15/2030	494		494
Series G (4)	8/3/2020	5,000	4.45		10/15/2027	494		494
Series H (2)	2/2/2021	500,000	4.50		4/15/2026	486		486
Series I (6)	6/9/2021	7,000	5.70		12/01/2022	175		175
Series J (2)	3/6/2023	325,000	6.875		4/15/2028	317		317
Total		881,587				$	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 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 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.

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


		Three Months Ended											Six Months Ended
(amounts in millions, except per share data)		June 30, 2024						June 30, 2023					June 30, 2024					June 30, 2023
	Cash Dividend Declared Per Share						Cash Dividend Declared Per Share					Cash Dividend Declared Per Share					Cash Dividend Declared Per Share
Preferred Series				Amount ($)				Amount ($)				Amount ($)			Amount ($)
Series B		$	20.73		$	—		$	19.90	$	—		$	41.42	$	1		$	38.72	$	1


Series E		2,141.07			9			2,035.07		10			4,254.97		17			3,460.07		17
Series F		1,406.25			7			1,406.25		7			2,812.50		14			2,812.50		14
Series G		1,112.50			5			1,112.50		6			2,225.00		11			2,225.00		12
Series H		11.25			6			11.25		6			22.50		12			22.50		12
Series I		356.25			3			356.25		3			712.50		5			712.50		5
Series J		17.19			5			24.64		8			34.38		11			24.64		8
Total					$	35				$	40				$	71				$	69

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.

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


	Three Months Ended				Six Months Ended
(dollar amounts in millions, except per share data, share count in thousands)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Basic earnings per common share:
Net income attributable to Huntington	$	474	$	559	$	893	$	1,161
Preferred stock dividends	35		40		71		69

Net income available to common shareholders	$	439	$	519	$	822	$	1,092
Average common shares issued and outstanding	1,451,207		1,446,372		1,449,850		1,444,820
Basic earnings per common share	$	0.30	$	0.36	$	0.57	$	0.76
Diluted earnings per common share:




Average dilutive potential common shares:
Stock options and restricted stock units and awards	15,407		12,212		16,401		15,913
Shares held in deferred compensation plans	7,645		7,136		7,546		6,767


Average dilutive potential common shares	23,052		19,348		23,947		22,680
Total diluted average common shares issued and outstanding	1,474,259		1,465,720		1,473,797		1,467,500
Diluted earnings per common share	$	0.30	$	0.35	$	0.56	$	0.74
Anti-dilutive awards (1)	7,319		15,413		8,380		12,226

(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.

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				Six Months Ended
Noninterest income	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Noninterest income from contracts with customers	$	360	$	332	$	696	$	709
Noninterest income within the scope of other GAAP topics	131		163		262		298
Total noninterest income	$	491	$	495	$	958	$	1,007

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.

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(dollar amounts in millions)	Consumer & Regional Banking		Commercial Banking		Treasury / Other		Huntington Consolidated
Major Revenue Streams
Three months ended June 30, 2024
Payments and cash management revenue	$	114	$	28	$	—	$	142
Wealth and asset management revenue	88		2		—		90
Customer deposit and loan fees	53		3		—		56
Capital markets and advisory fees	7		36		—		43
Leasing revenue	—		10		—		10
Insurance income	16		2		—		18
Other noninterest income	2		—		(1)		1
Net revenue from contracts with customers	280		81		(1)		360
Noninterest income within the scope of other GAAP topics	42		83		6		131
Total noninterest income	$	322	$	164	$	5	$	491
Three months ended June 30, 2023
Payments and cash management revenue	$	109	$	25	$	—	$	134
Wealth and asset management revenue	76		7		—		83
Customer deposit and loan fees	51		1		—		52
Capital markets and advisory fees	5		23		—		28
Leasing revenue	1		13		—		14
Insurance income	15		3		—		18
Other noninterest income	1		3		(1)		3
Net revenue from contracts with customers	258		75		(1)		332
Noninterest income within the scope of other GAAP topics	44		92		27		163
Total noninterest income	$	302	$	167	$	26	$	495
Six months ended June 30, 2024
Payments and cash management revenue	$	221	$	55	$	—	$	276
Wealth and asset management revenue	173		5		—		178
Customer deposit and loan fees	103		7		—		110
Capital markets and advisory fees	11		61		—		72
Leasing revenue	1		19		—		20
Insurance income	32		5		—		37
Other noninterest income	4		—		(1)		3
Net revenue from contracts with customers	545		152		(1)		696
Noninterest income within the scope of other GAAP topics	85		157		20		262
Total noninterest income	$	630	$	309	$	19	$	958
Six months ended June 30, 2023
Payments and cash management revenue	$	209	$	50	$	—	$	259
Wealth and asset management revenue	155		8		—		163
Customer deposit and loan fees	97		2		—		99
Capital markets and advisory fees	8		53		—		61
Leasing revenue	1		27		—		28
Insurance income	32		5		—		37
Other noninterest income	60		3		(1)		62
Net revenue from contracts with customers	562		148		(1)		709
Noninterest income within the scope of other GAAP topics	84		175		39		298
Total noninterest income	$	646	$	323	$	38	$	1,007

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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 June 30, 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 June 30, 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, with the exception of the below described long-term debt elected to be accounted for at fair value in the three-month period ended June 30, 2024. 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 and six-month periods ended June 30, 2024 and 2023.

In the three-month period ended June 30, 2024, Huntington elected the fair value option for CLNs structured as long-term debt. CLNs are classified as Level 2 using quoted prices for similar liabilities in active markets, quoted prices of similar liabilities in markets that are not active, and inputs that are observable for the assets, either directly or indirectly, for substantially the full term of the financial instrument.

Assets and Liabilities measured at fair value on a recurring basis


	Fair Value Measurements at Reporting Date Using						Netting Adjustments (1)		At June 30, 2024
(dollar amounts in millions)	Level 1		Level 2		Level 3
Assets
Trading account securities:
U.S. Treasury securities	$	89	$	—	$	—	$	—	$	89


Municipal securities	—		44		—		—		44
Corporate debt	—		21		—		—		21
Total trading account securities	89		65		—		—		154
Available-for-sale securities:
U.S. Treasury securities	6,111		—		—		—		6,111
Residential CMO	—		2,992		—		—		2,992
Residential MBS	—		10,615		—		—		10,615
Commercial MBS	—		1,778		—		—		1,778
Other agencies	—		142		—		—		142
Municipal securities	—		37		3,341		—		3,378
Private-label CMO	—		92		20		—		112
Asset-backed securities	—		271		35		—		306
Corporate debt	—		2,010		—		—		2,010
Other securities/sovereign debt	—		10		—		—		10
Total available-for-sale securities	6,111		17,947		3,396		—		27,454
Other securities	30		2		—		—		32
Loans held for sale	—		659		—		—		659
Loans held for investment	—		115		60		—		175
MSRs	—		—		543		—		543
Other assets:
Derivative assets	—		1,637		4		(1,215)		426
Assets held in trust for deferred compensation plans	184		—		—		—		184
Liabilities

Long-term debt	—		480		—		—		480


Derivative liabilities	—		1,601		3		(884)		720

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	Fair Value Measurements at Reporting Date Using						Netting Adjustments (1)		At December 31, 2023
(dollar amounts in millions)	Level 1		Level 2		Level 3
Assets
Trading account securities:
U.S. Treasury securities	$	91	$	—	$	—	$	—	$	91
Other agencies	—		2		—		—		2
Municipal securities	—		32		—		—		32
Total trading account securities	91		34		—		—		125
Available-for-sale securities:
U.S. Treasury securities	2,856		—		—		—		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	—		38		3,335		—		3,373
Private-label CMO	—		99		20		—		119
Asset-backed securities	—		281		75		—		356
Corporate debt	—		2,043		—		—		2,043
Other securities/sovereign debt	—		10		—		—		10
Total available-for-sale securities	2,856		19,019		3,430		—		25,305
Other securities	30		2		—		—		32
Loans held for sale	—		506		—		—		506
Loans held for investment	—		120		54		—		174
MSRs	—		—		515		—		515
Other assets:
Derivative assets	—		1,720		3		(1,330)		393
Assets held in trust for deferred compensation plans	177		—		—		—		177
Liabilities
Derivative liabilities	—		1,416		5		(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 securities						Loans held for investment
(dollar amounts in millions)	MSRs		Derivative instruments		Municipal securities		Private- label CMO		Asset-backed securities
Three months ended June 30, 2024
Opening balance	$	534	$	4	$	3,293	$	20	$	72		$	58
Transfers into Level 3	—		—		—		—		—			4
Transfers out of Level 3 (1)	—		(6)		—		—		—			—
Total gains/losses for the period:
Included in earnings:
Mortgage banking income	12		4		—		—		—			—
Interest and fee income	—		—		(1)		—		—			(1)
Noninterest income	—		(6)		—		(1)		—			—
Provision for credit losses	—		—		(2)		—		—			—
Included in OCI	—		—		(33)		—		—			—
Purchases/originations	11		—		228		—		—			—

Repayments	—		—		—		—		—			(1)

Settlements	(14)		5		(144)		1		(37)			—
Closing balance	$	543	$	1	$	3,341	$	20	$	35		$	60
Change in unrealized gains or losses for the period included in earnings for assets held at end of the reporting date	$	12	$	(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	—		—		(34)		—		—			—
Three months ended June 30, 2023
Opening balance	$	485	$	3	$	3,339	$	20	$	74		$	15
Transfers into Level 3	—		—		—		—		—			19
Transfers out of Level 3 (1)	—		(8)		—		—		—			—
Total gains/losses for the period:
Included in earnings:
Mortgage banking income	15		3		—		—		—			—


Included in OCI	—		—		(7)		—		1			—
Purchases/originations	18		—		378		—		—			—

Repayments	—		—		—		—		—			(1)

Settlements	(13)		—		(214)		—		—			—
Closing balance	$	505	$	(2)	$	3,496	$	20	$	75		$	33
Change in unrealized gains or losses for the period included in earnings for assets held at end of the reporting date	$	15	$	(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	—		—		(13)		—		—			—
(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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	Level 3 Fair Value Measurements
					Available-for-sale securities						Loans held for investment
(dollar amounts in millions)	MSRs		Derivative instruments		Municipal securities		Private- label CMO		Asset-backed securities
Six months ended June 30, 2024
Opening balance	$	515	$	(2)	$	3,335	$	20	$	75	$	54
Transfers into Level 3	—		—		—		—		—		8
Transfers out of Level 3 (1)	—		(11)		—		—		—		—
Total gains/losses for the period:
Included in earnings:
Mortgage banking income	32		11		—		—		—		—
Interest and fee income	—		—		(1)		(1)		—		(1)
Noninterest income	—		(8)		—		—		—		—
Provision for credit losses	—		—		(2)		—		—		—
Included in OCI	—		—		(14)		—		—		—
Purchases/originations	21		—		300		—		—		—

Repayments	—		—		—		—		—		(1)

Settlements	(25)		11		(277)		1		(40)		—
Closing balance	$	543	$	1	$	3,341	$	20	$	35	$	60
Change in unrealized gains or losses for the period included in earnings for assets held at end of the reporting date	$	32	$	—	$	—	$	—	$	—	$	—
Change in unrealized gains or losses for the period included in other comprehensive income for assets held at the end of the reporting period	—		—		(16)		—		—		—
Six months ended June 30, 2023
Opening balance	$	494	$	(2)	$	3,248	$	20	$	74	$	16
Transfers into Level 3	—		—		—		—		—		19
Transfers out of Level 3 (1)	—		(10)		—		—		—		—
Total gains/losses for the period:
Included in earnings
Mortgage banking income	3		10		—		—		—		—
Interest and fee income	—		—		—		(1)		—		—

Included in OCI	—		—		(4)		—		1		—
Purchases/originations	31		—		555		1		—		—

Repayments	—		—		—		—		—		(2)

Settlements	(23)		—		(303)		—		—		—
Closing balance	$	505	$	(2)	$	3,496	$	20	$	75	$	33
Change in unrealized gains or losses for the period included in earnings for assets held at end of the reporting date	$	3	$	4	$	—	$	—	$	—	$	—
Change in unrealized gains or losses for the period included in other comprehensive income for assets held at the end of the reporting period	—		—		(10)		—		—		—
(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						Loans that are 90 or more days past due
(dollar amounts in millions)	Fair value carrying amount		Aggregate unpaid principal		Difference		Fair value carrying amount		Aggregate unpaid principal		Difference
At June 30, 2024
Assets
Loans held for sale	$	659	$	645	$	14	$	—	$	—	$	—
Loans held for investment	175		186		(11)		2		3		(1)
Liabilities
Long-term debt	480		478		(2)
At December 31, 2023
Assets
Loans held for sale	$	506	$	489	$	17	$	—	$	—	$	—
Loans held for investment	174		184		(10)		2		3		(1)

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



	Three Months Ended				Six Months Ended
(dollar amounts in millions)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Loans held for sale (1)	$	4	$	—	$	(3)	$	—
Loans held for investment (1)	—		(3)		(1)		(3)
Long-term debt (2)	(2)		—		(2)		—

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

(2)The net gains (losses) from fair value changes are included in other noninterest 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			Six Months Ended
(dollar amounts in millions)	At June 30, 2024		At December 31, 2023			June 30, 2024			June 30, 2023		June 30, 2024		June 30, 2023

Collateral-dependent loans	$	97	$	40		$	(16)		$	(1)	$	(41)	$	(7)

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 June 30, 2024							At December 31, 2023
(dollar amounts in millions)	Valuation Technique	Significant Unobservable Input	Range					Weighted Average		Range					Weighted Average
Measured at fair value on a recurring basis:
MSRs	Discounted cash flow	Constant prepayment rate	4	%	-	40	%	8	%	4	%	-	37	%	9	%
		Spread over forward interest rate swap rates	4	%	-	13	%	5	%	5	%	-	13	%	5	%






Municipal securities and asset-backed securities	Discounted cash flow	Discount rate	5	%	-	6	%	5	%	4	%	-	6	%	5	%
		Cumulative default	—	%	-	64	%	6	%	—	%	-	64	%	6	%
		Loss given default				20	%	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 the 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 Cost		Lower of Cost or Market		Fair Value or Fair Value Option		Total Carrying Amount		Estimated Fair Value
At June 30, 2024
Financial Assets
Cash and short-term assets	$	12,783	$	—	$	—	$	12,783	$	12,783
Trading account securities	—		—		154		154		154
Available-for-sale securities	—		—		27,454		27,454		27,454
Held-to-maturity securities	15,036		—		—		15,036		12,730
Other securities	812		—		32		844		844
Loans held for sale	—		9		659		668		668
Net loans and leases (1)	121,943		—		175		122,118		118,794
Derivative assets	—		—		426		426		426
Assets held in trust for deferred compensation plans	—		—		184		184		184
Financial Liabilities
Deposits (2)	154,367		—		—		154,367		154,319
Short-term borrowings	187		—		—		187		187
Long-term debt	15,981		—		480		16,461		16,499
Derivative liabilities	—		—		720		720		720
At December 31, 2023
Financial Assets
Cash and short-term assets	$	10,323	$	—	$	—	$	10,323	$	10,323
Trading account securities	—		—		125		125		125
Available-for-sale securities	—		—		25,305		25,305		25,305
Held-to-maturity securities	15,750		—		—		15,750		13,718
Other securities	693		—		32		725		725
Loans held for sale	—		10		506		516		516
Net loans and leases (1)	119,553		—		174		119,727		116,781
Derivative assets	—		—		393		393		393
Assets held in trust for deferred compensation plans	—		—		177		177		177
Financial Liabilities
Deposits (2)	151,230		—		—		151,230		151,183
Short-term borrowings	620		—		—		620		620
Long-term debt	12,394		—		—		12,394		12,276
Derivative liabilities	—		—		670		670		670

(1)Includes collateral-dependent loans.

(2)Includes $1.4 billion in time deposits in excess of the FDIC insurance coverage limit at both June 30, 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 Using						Netting Adjustments (1)		Estimated Fair Value
(dollar amounts in millions)	Level 1		Level 2		Level 3
At June 30, 2024
Financial Assets
Trading account securities	$	89	$	65	$	—	$	—	$	154
Available-for-sale securities	6,111		17,947		3,396		—		27,454
Held-to-maturity securities	—		12,730		—		—		12,730
Other securities (2)	30		2		—		—		32
Loans held for sale	—		659		9		—		668
Net loans and leases	—		115		118,679		—		118,794
Derivative assets	—		1,637		4		(1,215)		426
Financial Liabilities
Deposits	—		138,159		16,160		—		154,319
Short-term borrowings	—		187		—		—		187
Long-term debt	—		11,177		5,322		—		16,499
Derivative liabilities	—		1,601		3		(884)		720
At December 31, 2023
Financial Assets
Trading account securities	$	91	$	34	$	—	$	—	$	125
Available-for-sale securities	2,856		19,019		3,430		—		25,305
Held-to-maturity securities	—		13,718		—		—		13,718
Other securities (2)	30		2		—		—		32
Loans held for sale	—		506		10		—		516
Net loans and leases	—		120		116,661		—		116,781
Derivative assets	—		1,720		3		(1,330)		393
Financial Liabilities
Deposits	—		135,627		15,556		—		151,183
Short-term borrowings	—		620		—		—		620
Long-term debt	—		8,929		3,347		—		12,276
Derivative liabilities	—		1,416		5		(751)		670

(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 June 30, 2024						At December 31, 2023
(dollar amounts in millions)	Notional Value		Asset		Liability		Notional Value		Asset		Liability
Derivatives designated as Hedging Instruments
Interest rate contracts	$	44,295	$	787	$	744	$	38,017	$	868	$	519
Foreign exchange contracts	231		1		—		222		6		—
Derivatives not designated as Hedging Instruments
Interest rate contracts	42,263		766		783		41,526		718		757
Foreign exchange contracts	5,576		45		35		5,257		69		76
Credit contracts	311		1		—		381		—		2
Commodities contracts	662		41		38		681		62		60
Equity contracts	727		—		4		759		—		7
Total contracts	$	94,065	$	1,641	$	1,604	$	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 Derivative		Amount of Gain or (Loss) Recognized in Income on Derivative
		Three Months Ended						Six Months Ended
(dollar amounts in millions)		June 30, 2024			June 30, 2023			June 30, 2024			June 30, 2023
Interest rate contracts:
Customer	Capital markets fees		$	6		$	10		$	11		$	17
Mortgage banking	Mortgage banking income		(12)			—			(23)			9

Interest rate swaptions	Other noninterest income		—			18			—			17
Foreign exchange contracts	Capital markets fees		11			13			22			25
Credit contracts	Other noninterest income		(6)			—			(8)			—
Commodities contracts	Capital markets fees		1			1			2			3

Equity contracts	Other noninterest expense		(2)			(4)			(4)			(5)
Total			$	(2)		$	38		$	—		$	66

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 June 30, 2024 and December 31, 2023, identified by the underlying interest rate-sensitive instruments.



(dollar amounts in millions)	Fair Value Hedges		Cash Flow Hedges		Economic Hedges		Total
At June 30, 2024
Instruments associated with:
Investment securities	$	11,649	$	—	$	—	$	11,649
Loans	—		20,550		175		20,725


Long-term debt	12,096		—		—		12,096

Total notional value	$	23,745	$	20,550	$	175	$	44,470



At December 31, 2023
Instruments associated with:
Investment securities	$	11,649	$	—	$	—	$	11,649
Loans	—		16,675		175		16,850


Long-term debt	9,693		—		—		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 $70 million and a decrease to net interest income of $64 million for the three-month periods ended June 30, 2024, and 2023, respectively. For the six-month periods ended June 30, 2024 and 2023, the net amounts resulted in a decrease to net interest income of $138 million and $116 million, 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				Six Months Ended
(dollar amounts in millions)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Interest rate contracts
Change in fair value of interest rate swaps hedging investment securities (1)	$	(39)	$	138	$	32	$	(44)
Change in fair value of hedged investment securities (1)	38		(139)		(34)		42


Change in fair value of interest rate swaps hedging long-term debt (2)	(31)		(138)		(159)		(22)
Change in fair value of hedged long term debt (2)	31		138		159		22

(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 Cost				Cumulative Amount of Fair Value Hedging Adjustment To Hedged Items
(dollar amounts in millions)	At June 30, 2024		At December 31, 2023		At June 30, 2024		At December 31, 2023
Assets
Investment securities (1)	$	17,535	$	18,241	$	(732)	$	(698)

Liabilities
Long-term debt (2)	11,750		9,909		(274)		(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 June 30, 2024, the amortized cost basis of the closed portfolios used in these hedging relationships was $16.9 billion, the cumulative basis adjustments associated with these hedging relationships was $642 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 $(63) million at June 30, 2024 and $(69) million at December 31, 2023.

Cash Flow Hedges

At June 30, 2024, Huntington has $20.6 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 June 30, 2024, the net losses recognized in AOCI that are expected to be reclassified into earnings within the next 12 months were $137 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 June 30, 2024 and December 31, 2023 were a net asset of $2 million and a net liability of $4 million, respectively. At June 30, 2024 and December 31, 2023, Huntington had commitments to sell residential real estate loans of $989 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 June 30, 2024		At December 31, 2023
Notional value	$	1,460	$	1,668

Trading liabilities	(51)		(69)


	Three Months Ended				Six Months Ended
(dollar amounts in millions)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Trading (losses) gains	$	(10)	$	(15)	$	(29)	$	(6)

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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 June 30, 2024 and December 31, 2023, were $56 million and $47 million, respectively. The total notional values of derivative financial instruments used by Huntington on behalf of customers, including offsetting derivatives, were $45.4 billion and $44.5 billion at June 30, 2024 and December 31, 2023, respectively. Huntington’s credit risk from customer derivatives was $64 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 $311 million and $381 million at June 30, 2024 and December 31, 2023, respectively. The position of these derivatives was a net asset of $1 million and net liability of $2 million at June 30, 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 $351 million and $238 million at June 30, 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 June 30, 2024, Huntington pledged $104 million of investment securities and cash collateral to counterparties, while other counterparties pledged $436 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 sheets		Net amounts of assets presented in the unaudited consolidated balance sheets		Gross amounts not offset in the unaudited consolidated balance sheets
(dollar amounts in millions)	Gross amounts of recognized assets				Financial instruments		Cash collateral received		Net amount
At June 30, 2024	$	1,641	$	(1,215)	$	426	$	—	$	(29)	$	397
At December 31, 2023	1,723		(1,330)		393		(45)		(4)		344


Offsetting of Financial Liabilities and Derivative Liabilities
			Gross amounts offset in the unaudited consolidated balance sheets		Net amounts of liabilities presented in the unaudited consolidated balance sheets		Gross amounts not offset in the unaudited consolidated balance sheets
(dollar amounts in millions)	Gross amounts of recognized liabilities				Financial instruments		Cash collateral delivered		Net amount
At June 30, 2024	$	1,604	$	(884)	$	720	$	(21)	$	(83)	$	616
At December 31, 2023	1,421		(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 June 30, 2024		At December 31, 2023
Assets
Net loans and leases	$	1,389	$	—
Other assets	173		82
Total assets	$	1,562	$	82
Liabilities
Long-term borrowings	$	1,265	$	—
Other liabilities	63		57
Total liabilities	$	1,328	$	57

As part of the securitization transaction completed in the first quarter of 2024, 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 June 30, 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 Assets		Total Liabilities		Maximum Exposure to Loss
At June 30, 2024
Affordable Housing Tax Credit Partnerships	$	2,416	$	1,184	$	2,416
Trust Preferred Securities	14		248		—
Other Investments	870		146		870
Total	$	3,300	$	1,578	$	3,286
At December 31, 2023
Affordable Housing Tax Credit Partnerships	$	2,297	$	1,279	$	2,297
Trust Preferred Securities	14		248		—
Other Investments	894		140		894
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 June 30, 2024		At December 31, 2023
Affordable housing tax credit investments	$	3,579	$	3,335
Less: amortization	(1,163)		(1,038)
Net affordable housing tax credit investments	$	2,416	$	2,297
Unfunded commitments	$	1,184	$	1,279

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


	Three Months Ended				Six Months Ended
(dollar amounts in millions)	June 30, 2024		June 30, 2023		June 30, 2024		June 30, 2023
Tax credits and other tax benefits recognized	$	76	$	65	$	152	$	131

Proportional amortization expense included in provision for income taxes	63		54		126		109

There were no sales of affordable housing tax credit investments during the three-month and six-month periods ended June 30, 2024 and 2023. There was no impairment recognized for the three-month and six-month periods ended June 30, 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 VIEs 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 June 30, 2024		At December 31, 2023
Contract amount representing credit risk
Commitments to extend credit:
Commercial and industrial	$	33,776	$	32,344
Consumer loan portfolio	19,749		19,270
Commercial real estate	1,940		2,543
Standby letters of credit and guarantees on industrial revenue bonds	728		814
Commercial letters of credit	14		9

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 $27 million and $9 million at June 30, 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 $117 million and $79 million as of June 30, 2024 and December 31, 2023, respectively, 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 June 30, 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.



	Consumer & Regional Banking		Commercial Banking		Treasury / Other		Huntington Consolidated
(dollar amounts in millions)
Three months ended June 30, 2024
Net interest income (loss)	$	1,007	$	527	$	(222)	$	1,312
Provision for credit losses	76		24		—		100
Noninterest income	322		164		5		491
Noninterest expense	788		300		29		1,117
Provision (benefit) for income taxes	97		77		(68)		106
Income attributable to non-controlling interest	—		6		—		6
Net income (loss) attributable to Huntington	$	368	$	284	$	(178)	$	474
Three months ended June 30, 2023
Net interest income	$	933	$	547	$	(134)	$	1,346
Provision for credit losses	64		28		—		92
Noninterest income	302		167		26		495
Noninterest expense	765		274		11		1,050
Provision (benefit) for income taxes	86		86		(38)		134
Income attributable to non-controlling interest	—		6		—		6
Net income (loss) attributable to Huntington	$	320	$	320	$	(81)	$	559
Six months ended June 30, 2024
Net interest income (loss)	$	1,963	$	1,050	$	(414)	$	2,599
Provision for credit losses	122		85		—		207
Noninterest income	630		309		19		958
Noninterest expense	1,565		594		95		2,254
Provision (benefit) for income taxes	190		143		(141)		192
Income attributable to non-controlling interest	—		11		—		11
Net income (loss) attributable to Huntington	$	716	$	526	$	(349)	$	893
Six months ended June 30, 2023
Net interest income	$	1,804	$	1,088	$	(137)	$	2,755
Provision for credit losses	110		67		—		177
Noninterest income	646		323		38		1,007
Noninterest expense	1,519		552		65		2,136
Provision (benefit) for income taxes	173		166		(61)		278
Income attributable to non-controlling interest	—		10		—		10
Net income (loss) attributable to Huntington	$	648	$	616	$	(103)	$	1,161


	Assets				Deposits
(dollar amounts in millions)	At June 30, 2024		At December 31, 2023		At June 30, 2024		At December 31, 2023
Consumer & Regional Banking	$	75,298	$	73,082	$	110,913	$	110,157
Commercial Banking	63,107		63,377		38,110		35,466


Treasury / Other	57,905		52,909		5,344		5,607
Total	$	196,310	$	189,368	$	154,367	$	151,230

82 Huntington Bancshares Incorporated

Table of Contents

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