Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

INTRODUCTION

We are a multi-state diversified regional bank holding company organized under Maryland law in 1966 and

headquartered in Columbus, Ohio. Through the Bank, we are committed to making people’s lives better, helping

businesses thrive, and strengthening the communities we serve, and we have been servicing the financial needs of

our customers since 1866. Through our subsidiaries, we provide full-service commercial and consumer deposit,

lending, and other banking and financial services. These include, but are not limited to, payments, mortgage

banking, direct and indirect consumer financing, investment banking, capital markets, advisory, equipment

financing, distribution finance, investment management, trust, brokerage, insurance, and other financial products

and services. As of March 31, 2026, we operated over 1,400 branches in 21 states, with our Commercial and Vehicle

Finance businesses delivering expertise nationally.

This MD&A provides information we believe necessary for understanding our financial condition, changes in

financial condition, results of operations, and cash flows. This MD&A provides only material updates to the MD&A

included in our Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Annual Report on

Form 10-K”), and therefore, should be read in conjunction with the 2025 Annual Report on Form 10-K. This MD&A

should also be read in conjunction with the Unaudited Consolidated Financial Statements, Notes to Unaudited

Consolidated Financial Statements, and other information contained in this report.

In this MD&A we refer to FTE net interest income and FTE total revenue. These financial measures are not

required by, or calculated in accordance with GAAP, and may not be calculated the same as similarly titled measures

used by other companies. These financial measures should thus be considered as supplemental in nature and not

considered in isolation or as a substitute for the related financial information prepared in accordance with GAAP. For

a further description of these non-GAAP financial measures, see the "Non-GAAP Financial Measures" within the

“Additional Disclosures” section below.

EXECUTIVE OVERVIEW

Veritex and Cadence Acquisitions

Effective October 20, 2025, Huntington completed the acquisition of Veritex Holdings, Inc. (“Veritex”), a bank

holding company headquartered in Dallas, Texas, whereby Veritex merged with and into Huntington, with

Huntington as the surviving entity. Upon completion of the merger, Huntington issued 107 million shares of its

common stock to Veritex shareholders of record as of the merger date, in addition to 1 million shares issued upon

the conversion of certain Veritex equity awards, resulting in total consideration from the transaction of $1.7 billion.

Effective February 1, 2026, Huntington completed the acquisition of Cadence Bank (“Cadence”), a regional bank

headquartered in Houston, Texas and Tupelo, Mississippi, whereby Cadence merged with and into Huntington

National Bank, with Huntington National Bank as the surviving bank. Upon completion of the merger, Huntington

issued 462 million shares of its common stock to Cadence shareholders of record as of the merger date, in addition

to the conversion of certain Cadence equity awards into Huntington equity awards. Further, each outstanding share

of 5.50% Series A Non-Cumulative Perpetual Preferred Stock of Cadence was converted into the right to receive one

depositary share representing 1/1000 of a share of a newly created 5.50% Series L Non-Cumulative Perpetual

Preferred Stock of Huntington. Consideration from the transaction totaled $8.3 billion.

Historical periods reflect results of legacy Huntington operations. Subsequent to the closing of each respective

acquisition, results reflect combined post-acquisition activity. For further information on the Veritex and Cadence

acquisitions, refer to Note 3 - “Business Combinations” of the Notes to Unaudited Consolidated Financial

Statements.

2026 1Q Form 10-Q 5

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Financial Performance Review

Selected Financial Data

Table 1 - Selected Quarterly Income Statement Data
	Three Months Ended
(amounts in millions, except per share data)	March 31, 2026		March 31, 2025		Change
		Amount		Percent
Interest income	$3,086		$2,489		$597		24%
Interest expense	1,195		1,063		132		12
Net interest income	1,891		1,426		465		33
Provision for credit losses	158		115		43		37
Net interest income after provision for credit losses	1,733		1,311		422		32
Noninterest income	682		494		188		38
Noninterest expense	1,774		1,152		622		54
Income before income taxes	641		653		(12)		(2)
Provision for income taxes	114		122		(8)		(7)
Income after income taxes	527		531		(4)		(1)
Income attributable to non-controlling interest	4		4		—		—
Net income attributable to Huntington	523		527		(4)		(1)
Dividends on preferred shares	41		27		14		52
Net income applicable to common shares	$482		$500		$(18)		(4)%
Average common shares—basic	1,869		1,454		415		29%
Average common shares—diluted	1,901		1,482		419		28
Net income per common share—basic	$0.26		$0.34		$(0.08)		(24)
Net income per common share—diluted	0.25		0.34		(0.09)		(26)
Cash dividends declared per common share	0.155		0.155		—		—
Return on average total assets	0.81%		1.04%
Return on average common shareholders’ equity	7.2		11.3
Return on average tangible common shareholders’ equity (1)	11.6		16.7
Net interest margin (2)	3.24		3.10
Efficiency ratio (3)	67.2		58.9
Revenue and Net Interest Income—FTE (non-GAAP)
Net interest income	$1,891		$1,426		$465		33%
FTE adjustment (2)	19		15		4		27
Net interest income, FTE (non-GAAP) (2)	1,910		1,441		469		33
Noninterest income	682		494		188		38
Total revenue, FTE (non-GAAP) (2)	$2,592		$1,935		$657		34%

(1)Net income applicable to common shares excluding expense for amortization of intangibles for the period divided by average tangible common

shareholders’ equity, which represents a non-GAAP measure. Average tangible common shareholders’ equity equals average total common shareholders’

equity less average intangible assets and goodwill. Expense for amortization of intangibles and average intangible assets are net of deferred taxes and

calculated assuming a 21% tax rate.

(2)Calculated on an FTE basis, which represents a non-GAAP measure, assuming a 21% tax rate.

(3)Noninterest expense less amortization of intangibles divided by the sum of FTE net interest income and noninterest income excluding securities gains

(losses), which represents a non-GAAP measure.

6 Huntington Bancshares Incorporated

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Summary of 2026 First Quarter Results Compared to 2025 First Quarter

For the first quarter of 2026, we reported net income attributable to Huntington of $523 million, or $0.25 per

diluted common share, compared with $527 million, or $0.34 per diluted common share, in the year-ago quarter.

The first quarter of 2026 reported net income was impacted by $263 million, or $210 million after tax, of acquisition-

related expenses and $8 million, or $6 million after tax, of CECL initial provision expense related to the Cadence

acquisition, which reduced diluted earnings by $0.12 per common share.

Net interest income was $1.9 billion for the first quarter of 2026, an increase of $465 million, or 33%, from the

year-ago quarter. FTE net interest income, a non-GAAP financial measure, increased $469 million, or 33%, from the

year-ago quarter. The increase in FTE net interest income primarily reflected a $50.7 billion, or 27%, increase in

average earning assets and a 14 basis point increase in the FTE NIM to 3.24%, partially offset by a $40.1 billion, or

27%, increase in average interest-bearing liabilities. The increases in average earning assets and interest-bearing

liabilities were attributable to a combination of the Cadence and Veritex acquisitions, as well as organic growth. The

NIM increase was primarily due to a decrease in funding costs, partially offset by a decrease in yields on earning

assets.

The provision for credit losses increased $43 million, or 37%, from the year-ago quarter to $158 million in the

first quarter of 2026. The ACL increased $890 million from the year-ago quarter to $3.4 billion, or 1.78% of total

loans and leases, in the first quarter of 2026, compared to $2.5 billion, or 1.87% of total loans and leases, for the

year-ago quarter. The increase in the ACL was driven by the ACL recorded for loans acquired in the Cadence and

Veritex transactions, in addition to loan and lease growth, partially offset by a decrease in the overall ACL coverage

ratio.

Noninterest income, inclusive of the impact from the Cadence and Veritex acquisitions, was $682 million, an

increase of $188 million, or 38%, from the year-ago quarter. The increase in noninterest income was driven by

increases across all major noninterest income categories. Noninterest expense, inclusive of the impact from the

Cadence and Veritex acquisitions, was $1.8 billion, an increase of $622 million, or 54%, from the year-ago quarter.

The increase in noninterest expense was primarily due to $263 million of acquisition-related expenses, in addition to

higher personnel costs, outside data processing and other services, and amortization of intangibles.

Consolidated Balance Sheet and Capital Ratios as of March 31, 2026 Compared to Prior Year End

Total assets at March 31, 2026 were $285.4 billion, an increase of $60.3 billion, or 27%, compared to

December 31, 2025. The increase in total assets was primarily driven by $51.3 billion of assets acquired as a result of

the completion of the Cadence acquisition, an increase in interest-earning deposits with banks, goodwill resulting

from the Cadence acquisition, and organic loan growth. Total liabilities at March 31, 2026 were $252.8 billion, an

increase of $52.1 billion, or 26%, compared to December 31, 2025. The increase in total liabilities was primarily

driven by $46.5 billion of liabilities assumed as a result of the completion of the Cadence acquisition, additional

short- and long-term borrowings, and organic deposit growth.

The tangible common equity to tangible assets ratio, a non-GAAP measure, was 7.0% at March 31, 2026, down

slightly compared to 7.1% at December 31, 2025, as an increase in tangible common equity from current period

earnings, net of dividends, and the impact of the Cadence acquisition, were offset by a decline in AOCI, common

share repurchases, and an increase in tangible assets. The CET1 risk-based capital ratio was 10.2% at March 31,

2026, compared to 10.4% at December 31, 2025, with the decrease driven by the impact of the Cadence acquisition

and share repurchases, partially offset by an increase in regulatory capital from current period earnings, net of

dividends.

2026 1Q Form 10-Q 7

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General

Our general business objectives are to:

• Deliver our Culture, Purpose, and Vision through a Differentiated Operating Model;

• Build on our vision to be the leading People-First, Customer-Centered bank in the country;

• Deliver top quartile performance through sustainable long-term profitable growth;

• Differentiate our culture, brand, and customer experience through expanded product offerings to

drive digital acquisition, deepening, and retention, and leveraging partnerships and technology to

grow customers and market share;

• Leverage our regional banking model and national franchise to drive scale, growth and expansion;

• Anticipate evolving customer needs to drive profitable growth;

• Maintain positive operating leverage and execute disciplined capital management; and

• Provide stability and resilience through disciplined risk management, while maintaining an aggregate

moderate-to-low risk appetite.

Our quarterly results reflect continued progress across our organic growth initiatives, supported by the

combination of existing and new business, and our partnerships with Cadence and Veritex. Driven by our robust

liquidity, capital, and credit, we continued to invest in building existing business relationships, adding new

relationships, and expanding capabilities and expertise through both geographic expansion and the addition of new

commercial verticals. Credit continues to perform well, consistent with our aggregate moderate-to-low risk appetite.

Our differentiated super regional bank model, which combines national expertise with local delivery, has enabled us

to accelerate organic growth across our core footprint and expand new markets and verticals, while we remain

focused on driving our proven flywheel of value creation to deliver profitable growth and long-term value for our

customers, colleagues, and shareholders.

Economy

Economic conditions in the first quarter brought uncertainty, including global energy constraints related to U.S.

military action in the Middle East contributing to increased market volatility. Labor market conditions softened

further but did not sharply deteriorate. Payroll growth has been volatile month‑to‑month, reflecting strikes, weather

effects, and revisions, but underlying trends point to a low‑hire, low‑fire environment. Nonfarm payrolls declined in

February before rebounding in March, while the unemployment rate remained in the 4.3%–4.4% range. U.S.

economic activity in the first quarter remained resilient but uneven, supported by consumer spending and continued

investment tied to artificial intelligence and infrastructure, even as policy uncertainty and elevated energy prices

weighed on confidence.

The FOMC maintained the federal funds rate at 3.50%–3.75% in both of its first‑quarter meetings, noting

uncertainty regarding the economic effects of geopolitical events. At its March meeting, FOMC participants

projected one rate cut in 2026, while market consensus currently has none projected for the remainder of this year.

The Federal Reserve has indicated that the current federal funds rate is nearing a neutral level.

Recession risk indicators remain elevated, amid persistent energy-driven inflation pressures, softened job

growth, and ongoing geopolitical instability.

Regulatory Update

On March 19, 2026, the federal banking agencies issued a series of proposed rulemakings intended to modernize

the U.S. regulatory capital framework applicable to banking organizations of all sizes. The proposals are intended to

streamline regulatory capital requirements, enhance risk sensitivity, and better align capital levels with institutions’

underlying business models, while maintaining overall safety and soundness. For Category III and Category IV

banking organizations, such as Huntington and the Bank, the proposals focus primarily on (i) revisions to the

standardized approach for calculating risk‑based capital ratios, including a new loan‑to‑value-based framework for

residential mortgages, reduced risk weights for corporate and retail exposures, and a uniform 250% risk weight for

mortgage servicing assets rather than threshold‑based deductions, and (ii) requiring banking organizations to

recognize most elements of AOCI associated with unrealized gains and losses on certain securities in their regulatory

capital, subject to a five‑year transition period. Huntington and the Bank would have the option under the proposals

to apply the expanded risk-based approach, which would be required for Category I and II banking organizations

under the proposals, in lieu of the revised standardized approach. We are in the process of evaluating these

proposed rulemakings and their potential effects on Huntington and the Bank.

8 Huntington Bancshares Incorporated

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DISCUSSION OF RESULTS OF OPERATIONS

This section provides a review of financial performance on a consolidated basis. Key unaudited interim

consolidated balance sheet and unaudited interim income statement trends are discussed. All earnings per share

data are reported on a diluted basis. For additional insight on financial performance, please read this section in

conjunction with the “Business Segment Discussion.”

Quarterly Average Balance Sheet / Net Interest Income

The following table details the change in our quarterly average balance sheet and the net interest margin.

Table 2 - Consolidated Quarterly Average Balance Sheet and Net Interest Margin Analysis
	Three Months Ended March 31, 2026						Three Months Ended March 31, 2025
	Average		Interest Income/ Expense		Yield/		Average		Interest Income/ Expense		Yield/		Change in Average Balances
(dollar amounts in millions)	Balances		(FTE) (1)		Rate (1)(2)		Balances		(FTE) (1)		Rate (1)(2)		Amount		Percent
Assets:
Interest-earning deposits with banks	$15,634		$141		3.62%		$11,632		$129		4.45%		$4,002		34%
Securities:
Trading account securities	235		2		3.70		487		4		3.67		(252)		(52)
Available-for-sale securities:
Taxable	28,063		258		3.67		24,245		287		4.73		3,818		16
Tax-exempt	3,441		42		4.86		3,254		42		5.22		187		6
Total available-for-sale securities	31,504		300		3.80		27,499		329		4.79		4,005		15
Held-to-maturity securities—taxable	14,975		99		2.65		16,358		108		2.64		(1,383)		(8)
Other securities	1,219		16		5.17		877		12		5.28		342		39
Total securities	47,933		417		3.48		45,221		453		4.01		2,712		6
Loans held for sale	1,190		18		6.19		584		9		6.48		606		104
Loans and leases (3):
Commercial:
Commercial and industrial	81,535		1,191		5.85		57,555		873		6.07		23,980		42
Commercial real estate	21,138		327		6.17		11,021		185		6.72		10,117		92
Lease financing	5,754		99		6.86		5,476		89		6.49		278		5
Total commercial	108,427		1,617		5.96		74,052		1,147		6.19		34,375		46
Consumer:
Residential mortgage	30,392		353		4.65		24,299		250		4.11		6,093		25
Automobile	16,056		232		5.86		14,665		207		5.71		1,391		9
Home equity	11,325		193		6.89		10,123		183		7.33		1,202		12
RV and marine	5,631		76		5.44		5,951		78		5.34		(320)		(5)
Other consumer	2,385		58		9.88		1,772		48		11.01		613		35
Total consumer	65,789		912		5.59		56,810		766		5.44		8,979		16
Total loans and leases	174,216		2,529		5.82		130,862		1,913		5.87		43,354		33
Total earning assets	238,973		3,105		5.27		188,299		2,504		5.39		50,674		27
Cash and due from banks	1,778						1,404						374		27
Goodwill and other intangible assets	9,175						5,651						3,524		62
All other assets	12,244						9,733						2,511		26
Total assets	$262,170						$205,087						$57,083		28%
Liabilities and shareholders’ equity:
Interest-bearing deposits:
Demand deposits—interest-bearing	$52,985		$246		1.88%		$43,582		$205		1.91%		$9,403		22%
Money market deposits	75,216		446		2.41		60,213		458		3.08		15,003		25
Savings deposits	18,033		30		0.68		14,866		7		0.20		3,167		21
Time deposits	22,864		198		3.50		13,993		140		4.06		8,871		63
Total interest-bearing deposits	169,098		920		2.21		132,654		810		2.48		36,444		27
Short-term borrowings	1,745		16		3.83		1,439		14		3.87		306		21
Long-term debt	20,248		259		5.09		16,901		239		5.68		3,347		20
Total interest-bearing liabilities	191,091		1,195		2.53		150,994		1,063		2.86		40,097		27
Demand deposits—noninterest-bearing	35,518						28,946						6,572		23
All other liabilities	5,624						5,102						522		10
Total liabilities	232,233						185,042						47,191		26
Total Huntington shareholders’ equity	29,896						19,997						9,899		50
Non-controlling interest	41						48						(7)		(15)
Total equity	29,937						20,045						9,892		49
Total liabilities and equity	$262,170						$205,087						$57,083		28%
Net interest rate spread					2.74						2.53
Impact of noninterest-bearing funds on NIM					0.50						0.57
NII/NIM (FTE)			$1,910		3.24%				$1,441		3.10%

(1)Calculated on an FTE basis, which represents a non-GAAP measure, assuming a 21% tax rate.

(2)Yield/rates include the impact of applicable derivatives. Loan and lease and deposit average yield/rates also include the impact of applicable non-

deferrable and amortized fees.

(3)For purposes of this analysis, NALs are reflected in the average balances of loans and leases.

2026 1Q Form 10-Q 9

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Quarterly Net Interest Income

Net interest income for the first quarter of 2026 increased $465 million, or 33%, from the first quarter of 2025.

FTE net interest income, a non-GAAP financial measure, for the first quarter of 2026 increased $469 million, or 33%,

from the first quarter of 2025. The increase in FTE net interest income primarily reflected a $50.7 billion, or 27%,

increase in average earning assets and a 14 basis point increase in the FTE NIM to 3.24%, partially offset by a $40.1

billion, or 27%, increase in average interest-bearing liabilities. The increase in average earning assets and average

interest-bearing liabilities each included the impact of earning assets and interest-bearing liabilities acquired in

connection with the Cadence and Veritex transactions, as well as organic growth. The higher NIM was driven by

lower cost of funds, partially offset by lower yields on earning assets.

Quarterly Average Balance Sheet

Average assets for the first quarter of 2026 were $262.2 billion, an increase of $57.1 billion, or 28%, from the

first quarter of 2025. Average assets were impacted by $51.3 billion of total assets acquired in connection with the

Cadence transaction which was effective February 1, 2026, and $12.0 billion of total assets acquired in connection

with the Veritex transaction which was effective October 20, 2025. The increase in average assets was primarily due

to an increases in average loans and leases of $43.4 billion, or 33%, average interest-earning deposits with banks of

$4.0 billion, or 34%, and average goodwill and other intangible assets of $3.5 billion, or 62%. The increase in average

loans and leases, inclusive of acquired Cadence and Veritex loans and leases, included growth in average commercial

loans and leases of $34.4 billion, or 46%, and average consumer loans of $9.0 billion, or 16%. The Cadence

acquisition added $36.9 billion of loans as of the acquisition date, including $26.4 billion of commercial loans and

$10.5 billion of consumer loans. The Veritex acquisition added $9.3 billion of loans as of the acquisition date,

including $8.2 billion of commercial loans and $1.1 billion of consumer loans.

Average liabilities for the first quarter of 2026 increased $47.2 billion, or 26%, from the first quarter of 2025.

Average liability increases were also impacted by the Cadence and Veritex acquisitions. The increase in average

liabilities was primarily due to increases in average deposits of $43.0 billion, or 27%, and average total borrowings of

$3.7 billion, or 20%. The increase in average deposits included an increase in average interest-bearing deposits of

$36.4 billion, or 27%, and an increase in noninterest-bearing deposits of $6.6 billion, or 23%. The increase in average

interest-bearing deposits was primarily due to increases in average money market, interest-bearing demand and

time deposits. The increase in average total borrowings was driven by holding company and bank debt issuances, an

increase in FHLB borrowings, and CLN transactions over the last year. The Cadence acquisition added $43.5 billion of

deposits as of the acquisition date, including $8.8 billion of noninterest-bearing deposits and $34.7 billion of

interest-bearing deposits. The Veritex acquisition added $10.5 billion of deposits as of the acquisition date, including

$2.4 billion of noninterest-bearing deposits and $8.1 billion of interest-bearing deposits. Following completion of the

acquisitions, certain higher-cost acquired Cadence and Veritex deposits were allowed to run-off in order to optimize

our funding mix.

Average shareholders’ equity for the first quarter of 2026 increased $9.9 billion, or 50%, from the first quarter of

2025, primarily due to the impact of common stock issued in connection with the Cadence and Veritex acquisitions,

earnings, net of dividends, the impact of issued and acquired preferred stock, and the benefit from a decrease in

average accumulated other comprehensive loss.

10 Huntington Bancshares Incorporated

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Provision for Credit Losses

(This section should be read in conjunction with the “Credit Risk” section.)

The provision for credit losses for the first quarter of 2026 was $158 million, an increase of $43 million, or 37%,

compared to the first quarter of 2025. The increase in provision expense in the first quarter of 2026, compared to

the first quarter of 2025, is reflective of loan growth and higher net loan charge-offs, partially offset by a lower

overall reserve coverage. The provision for credit losses in the first quarter of 2026 also included $8 million of

expense associated with certain acquired Cadence loans that are not within the scope of ASU 2025-08, which

Huntington adopted on October 1, 2025.

The following table presents the components of the provision for credit losses.

Table 3 - Provision for Credit Losses
	Three Months Ended
(dollar amounts in millions)	March 31, 2026		March 31, 2025
Provision for loan and lease losses	$250		$105
Provision (benefit) for unfunded lending commitments	(92)		13
Provision (benefit) for securities	—		(3)
Total provision for credit losses	$158		$115

Noninterest Income

The following table reflects noninterest income for each of the periods presented.

Table 4 - Noninterest Income
	Three Months Ended
	March 31,		March 31,		Change
(dollar amounts in millions)	2026		2025		Percent
Payments and cash management revenue	$187		$155		21%
Wealth and asset management revenue	120		101		19
Customer deposit and loan fees	110		86		28
Capital markets and advisory fees	132		67		97
Mortgage banking income	32		31		3
Insurance income	21		20		5
Leasing revenue	13		14		(7)
Net gains (losses) on sales of securities	13		—		NM
Other noninterest income	54		20		170
Total noninterest income	$682		$494		38%

Noninterest income for the first quarter of 2026 was $682 million, an increase of $188 million, or 38%, from the

year-ago quarter, inclusive of the impact of the Cadence and Veritex acquisitions. Capital markets and advisory fees

increased $65 million, or 97%, primarily due to higher advisory fees, which included the impact of three strategic

business units acquired from Janney in January 2026. Payments and cash management revenue increased $32

million, or 21%, driven by higher cash management and interchange revenue. Customer deposit and loan fees

increased $24 million, or 28%, primarily due to an increase in the volume of personal service charges. Wealth and

asset management revenue increased $19 million, or 19%, primarily due to higher investment management and

trust income. Other noninterest income increased $34 million largely due to the net impact of credit risk transfer

transactions, an increase in bank owned life insurance income, and changes in valuation adjustments for strategic

and other investments. In addition, the first quarter of 2026 included a $13 million gain from the sale of certain

investment securities as part of ongoing portfolio positioning.

2026 1Q Form 10-Q 11

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Noninterest Expense

The following table reflects noninterest expense for each of the periods presented.

Table 5 - Noninterest Expense
	Three Months Ended
	March 31,		March 31,		Change
(dollar amounts in millions)	2026		2025		Percent
Personnel costs	$992		$671		48%
Outside data processing and other services	311		170		83
Equipment	93		67		39
Net occupancy	85		65		31
Professional services	44		22		100
Marketing	37		29		28
Deposit and other insurance expense	35		37		(5)
Amortization of intangibles	41		11		273
Lease financing equipment depreciation	3		4		(25)
Other noninterest expense	133		76		75
Total noninterest expense	$1,774		$1,152		54%
Number of employees (average full-time equivalent)	24,641		20,092		23%

Noninterest expense in the first quarter of 2026 was $1.8 billion, an increase of $622 million, or 54%, from the

prior year. Noninterest expense for the first quarter of 2026 included $263 million of acquisition-related expenses,

as detailed in the following table. There were no acquisition-related expenses in the first quarter of 2025.

Table 6 - Impact of Acquisition-related Expenses	Three Months Ended March 31,
(dollar amounts in millions)	2026
Personnel costs	$97
Outside data processing and other services	88
Equipment	19
Net occupancy	2
Professional services	18
Marketing	6
Other noninterest expense	33
Total impact of acquisition-related expenses	$263

Excluding acquisition-related expenses, noninterest expense for the first quarter of 2026 was $1.5 billion, an

increase of $359 million, or 31%, from the year-ago quarter, inclusive of the impact of the Cadence and Veritex

acquisitions. Personnel costs increased $224 million, or 33%, primarily due to higher salary and benefit expense.

Outside data processing and other services increased $53 million, or 31%, primarily reflecting higher technology and

data expense. Amortization of intangibles increased $30 million primarily due to the impact from the addition of

core deposit intangibles from the acquisitions. Net occupancy increased $18 million, or 28%, largely due to increases

in lease and depreciation expense. Other noninterest expense increased $24 million, or 32%, primarily due to an

increased volume of expense activity driven by the impact of the acquisitions.

12 Huntington Bancshares Incorporated

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Provision for Income Taxes

The provision for income taxes in the first quarter of 2026 was $114 million, compared to $122 million in the

first quarter of 2025. Both periods included the benefits from general business credits, tax-exempt income, tax-

exempt bank-owned life insurance income, and investments in qualified affordable housing projects. The effective

tax rates for the first quarter of 2026 and first quarter of 2025 were 17.8% and 18.6%, respectively. The decreases in

both the provision for income taxes and the effective tax rate in the first quarter of 2026, compared to the first

quarter of 2025, related primarily to increased benefits from general business credits.

The net federal deferred tax asset was $1.1 billion, and the net state deferred tax asset was $118 million at

March 31, 2026.

We file income tax returns with the IRS and various state, city, and foreign jurisdictions. Federal income tax

audits have been completed for tax years through 2019. The 2020-2024 tax years remain open under the statute of

limitations. Also, with few exceptions, the Company is no longer subject to state, city, or foreign income tax

examinations for tax years before 2021.

RISK MANAGEMENT

Our Risk Governance Framework and Risk Appetite Statement are foundational to the risk management

program. The Risk Governance Framework defines the three lines of defense structure, roles, responsibilities, and

requirements. The Risk Appetite Statement is approved by our Board and defines the level and types of risks we are

willing to assume to achieve our corporate objectives through defined risk limits for the key risk categories to which

we are exposed: credit, market, liquidity, operational, compliance, and strategic. More information on our risk

management can be found in Item 1A: Risk Factors, the Risk Factors section included in Item 1A of our 2025 Annual

Report on Form 10-K, and subsequent filings with the SEC. Our definition, philosophy, and approach to risk

management have not materially changed from the discussion presented in the 2025 Annual Report on Form 10-K.

Credit Risk

Credit risk is the risk of financial loss if a counterparty is not able to meet the agreed upon terms of the financial

obligation. The majority of our credit risk is associated with lending activities, as the acceptance and management of

credit risk is central to profitable lending. A number of other products expose the Company to credit risk, including

investment securities and derivatives. Credit exposure is limited to the sum of the aggregate fair value of positions

that have become favorable to us, including any accrued interest receivable due from counterparties. Potential

credit losses are mitigated by derivatives through central clearing parties, careful evaluation of counterparty credit

standing, selection of counterparties from a limited group of high quality institutions, collateral agreements, and

other contract provisions.

We focus on the early identification, monitoring, and management of all aspects of our credit risk. In addition to

the traditional credit risk mitigation strategies of credit policies and processes, market risk management activities,

and portfolio diversification, we use quantitative measurement capabilities utilizing external data sources, enhanced

modeling technology, and internal stress testing processes. Our disciplined portfolio management processes are

central to our commitment to maintaining an aggregate moderate-to-low risk appetite. In our efforts to identify risk

mitigation techniques, we have focused on product design features, origination policies, and solutions for delinquent

or stressed borrowers.

2026 1Q Form 10-Q 13

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Loan and Lease Credit Exposure Mix

Refer to the “Loan and Lease Credit Exposure Mix” section of our 2025 Annual Report on Form 10-K for a

description of each portfolio segment.

At March 31, 2026, our loans and leases totaled $188.8 billion, representing a $39.2 billion, or 26%, increase

compared to $149.6 billion at December 31, 2025. The increase was driven by a combination of the Cadence

acquisition and organic growth. As of the Cadence acquisition date, acquired loans totaled $36.9 billion, including

$17.4 billion of commercial and industrial loans, $9.4 billion of commercial real estate loans, $131 million of lease

financing loans, $8.2 billion of residential mortgage loans, $1.5 billion of home equity loans, and $264 million of

other consumer loans.

The table below provides the composition of our total loan and lease portfolio.

Table 7 - Loan and Lease Portfolio Composition
(dollar amounts in millions)	At March 31, 2026				At December 31, 2025
Commercial:
Commercial and industrial	$89,282		47%		$69,442		46%
Commercial real estate	24,337		13		15,209		10
Lease financing	5,796		3		5,727		4
Total commercial	119,415		63		90,378		60
Consumer:
Residential mortgage	33,458		19		24,777		17
Automobile	15,953		8		16,168		11
Home equity	11,831		6		10,395		7
RV and marine	5,627		3		5,682		4
Other consumer	2,534		1		2,242		1
Total consumer	69,403		37		59,264		40
Total loans and leases	$188,818		100%		$149,642		100%

Our loan and lease portfolio is a managed mix of consumer and commercial credits. We manage the overall

credit exposure and portfolio composition via a credit concentration policy. The policy designates specific loan types,

collateral types, and loan structures to be formally tracked and assigned maximum exposure limits as a percentage

of capital. Commercial lending by NAICS categories, specific limits for CRE project types, loans secured by residential

real estate, large dollar exposures, and designated high risk loan categories represent examples of specifically

tracked components of our concentration management process. As of March 31, 2026, there were no identified

concentrations that exceed the assigned exposure limit. Our concentration management policy is approved by the

ROC and is used to ensure a high quality, well diversified portfolio that is consistent with our overall objective of

maintaining an aggregate moderate-to-low risk appetite. Changes to existing concentration limits and incorporating

specific information relating to the potential impact on the overall portfolio composition and performance metrics

require the approval of the ROC prior to implementation.

14 Huntington Bancshares Incorporated

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The table below provides our total loan and lease portfolio segregated by industry type. The changes in the

industry composition from December 31, 2025 are consistent with the portfolio growth metrics.

Table 8 - Loan and Lease Portfolio by Industry Type
(dollar amounts in millions)	At March 31, 2026				At December 31, 2025
Commercial loans and leases:
Real estate and rental and leasing	$29,734		17%		$20,237		14%
Finance and insurance	14,701		8		10,489		7
Retail trade (1)	13,999		7		12,181		8
Manufacturing	8,573		5		8,265		6
Health care and social assistance	7,900		4		5,920		4
Wholesale trade	6,245		3		5,842		4
Accommodation and food services	6,137		3		4,228		3
Construction	4,662		2		2,369		2
Transportation and warehousing	4,467		2		3,288		2
Utilities	4,455		2		3,156		2
Other services	3,363		2		3,617		2
Professional, scientific, and technical services	3,068		2		2,296		2
Information	2,597		1		1,937		1
Arts, entertainment, and recreation	2,470		1		1,923		1
Admin./support/waste mgmt. and remediation services	2,240		1		1,844		1
Public administration	1,124		1		816		1
Mining, quarrying, and oil and gas extraction	870		1		147		—
Educational services	853		1		738		—
Agriculture, forestry, fishing, and hunting	831		—		410		—
Management of companies and enterprises	682		—		243		—
Unclassified/Other	444		—		432		—
Total commercial loans and leases by industry category	119,415		63		90,378		60
Residential mortgage	33,458		19		24,777		17
Automobile	15,953		8		16,168		11
Home equity	11,831		6		10,395		7
RV and marine	5,627		3		5,682		4
Other consumer loans	2,534		1		2,242		1
Total loans and leases	$188,818		100%		$149,642		100%

(1)Amounts include $4.4 billion and $4.3 billion of auto dealer services loans at March 31, 2026 and December 31, 2025, respectively.

The following tables present our commercial real estate portfolio by property type and geographic location.

Table 9 - Commercial Real Estate Portfolio by Property Type
	At March 31, 2026				At December 31, 2025
(dollar amounts in millions)	Amount by Property Type		% of Total Loans and Leases		Amount by Property Type		% of Total Loans and Leases
Multi-family	$6,951		4%		$4,822		3%
Warehouse/Industrial	3,835		2		3,054		2
Retail	3,732		2		2,224		1
Office	2,951		2		1,804		1
Hotel	1,885		1		1,438		1
Other	4,983		2		1,867		1
Total commercial real estate loans and leases	$24,337		13%		$15,209		9%

2026 1Q Form 10-Q 15

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Table 10 - Commercial Real Estate Portfolio by Geographic Location
	At March 31, 2026				At December 31, 2025
(dollar amounts in millions)	Amount by Location (1)		% of Total CRE Loans and Leases		Amount by Location (1)		% of Total CRE Loans and Leases
Texas	$7,411		30%		$4,090		27%
Ohio	2,223		9		2,176		14
Michigan	1,793		7		1,872		12
Florida	1,686		7		830		5
Georgia	1,597		7		347		2
Alabama	800		3		186		1
Illinois	777		3		787		5
Colorado	683		3		555		4
California	609		3		406		3
Arizona	561		2		350		2
Other	6,197		26		3,610		25
Total commercial real estate loans and leases	$24,337		100%		$15,209		100%

(1)Geographic location based on location of underlying collateral.

Our CRE portfolio totaled $24.3 billion at March 31, 2026, an increase of $9.1 billion, or 60%, compared to

December 31, 2025, driven by $9.4 billion of loans acquired as a result of the completion of the Cadence acquisition.

The CRE portfolio had an associated allowance coverage of 3.4% and 3.7% at March 31, 2026 and December 31,

2025, respectively.

Credit Quality

(This section should be read in conjunction with Note 5 - “Loans and Leases” and Note 6 - “**Allowance for Credit

Losses**” of the Notes to Unaudited Consolidated Financial Statements.)

We believe the most meaningful way to assess overall credit quality performance is through an analysis of

specific performance ratios. This approach forms the basis of the discussion in the sections immediately following:

NALs and NPAs, ACL, and NCOs. In addition, we utilize delinquency rates, risk distribution and migration patterns,

product segmentation, and origination trends in the analysis of our credit quality performance.

Credit quality performance in the first quarter of 2026 reflected NCOs of $111 million, or 0.26% of average total

loans and leases, annualized, an increase of $25 million, compared to $86 million, or 0.26% of average total loans

and leases, annualized, in the year-ago quarter. The increase reflects a $13 million increase in consumer NCOs to $55

million, and a $12 million increase in commercial NCOs to $56 million in the first quarter of 2026. NPAs totaled $1.4

billion at March 31, 2026, an increase of $412 million, or 44%, from December 31, 2025, with the increase primarily

due to $295 million of NPAs assumed in the Cadence acquisition and additional increases in commercial and

industrial and commercial real estate NALs.

16 Huntington Bancshares Incorporated

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NALs and NPAs

The following table presents the details of our NALs and NPAs.

Table 11 - Nonaccrual Loans and Leases and Nonperforming Assets
(dollar amounts in millions)	At March 31, 2026		At December 31, 2025
Nonaccrual loans and leases (NALs):
Commercial and industrial	$824		$562
Commercial real estate	188		133
Lease financing	9		8
Residential mortgage	185		107
Automobile	6		6
Home equity	117		113
RV and marine	2		2
Other consumer	1		—
Total nonaccrual loans and leases	1,332		931
Other real estate, net	22		13
Other NPAs (1)	3		1
Total nonperforming assets	$1,357		$945
Nonaccrual loans and leases as a % of total loans and leases	0.71%		0.62%
NPA ratio (2)	0.72		0.63

(1)Other nonperforming assets include certain impaired investment securities and/or nonaccrual loans held-for-sale.

(2)Nonperforming assets divided by the sum of loans and leases, other real estate owned, and other NPAs.

ACL

Our ACL is comprised of two different components, the ALLL and the AULC, both of which in our judgment are

appropriate to absorb lifetime expected credit losses in our loan and lease portfolio. We utilize an independent

third-party baseline forecast that projects future economic conditions and considers multiple macroeconomic

scenarios. These macroeconomic scenarios contain certain variables that are influential to our modeling process, the

most significant being unemployment rates and GDP.

The baseline economic scenario used to estimate our March 31, 2026 ACL assumes continued tariff uncertainty,

but reflects marginal improved performance of the U.S. economy in the near term with minimal change in the

overall outlook. In this scenario, the unemployment rate is expected to remain at 4.5% throughout 2026 before

declining slightly in 2027. The Federal Reserve restarts rate cuts in 2026, resulting in an average federal funds rate of

3.2% for 2026. The inflation outlook stabilizes slightly as the impacts of tariffs and other trade policies moderate,

and near-term inflation declines but remains above the Federal Reserve’s 2% target throughout 2026. After slow

GDP growth to end 2025, GDP growth accelerates in the first quarter of 2026 but is expected to decline over the

remainder of 2026 and remain below 2% for all of 2027.

The table below is intended to show how the forecasted path of unemployment and GDP in the baseline

scenario has changed since the end of 2025.

Table 12 - Forecasted Key Macroeconomic Variables
	2025		2026				2027
Baseline scenario forecast	Q4		Q2		Q4		Q2		Q4
Unemployment rate (1)
4Q 2025	4.3%		4.6%		4.8%		4.7%		4.6%
1Q 2026	N/A		4.5		4.5		4.4		4.4
Gross Domestic Product (1)
4Q 2025	0.5%		2.3%		1.8%		1.9%		2.0%
1Q 2026	N/A		2.5		1.7		1.7		1.8

(1)Values reflect the baseline scenario forecast inputs for each period presented, not updated for subsequent actual amounts.

2026 1Q Form 10-Q 17

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Management continues to assess the uncertainty in the macroeconomic environment, including ongoing risks in

the commercial real estate environment, current inflation levels, the impacts of U.S. trade policies, including tariffs,

the impact of higher oil prices, political uncertainty, and geopolitical instability, considering multiple macroeconomic

forecasts that reflect a range of possible outcomes. While we have incorporated estimates of economic uncertainty

into our ACL, the ultimate impact that specific challenges will have on the economy remains unknown.

Management develops additional analytics to support adjustments to our modeled results. Our Allowance for

Credit Loss Development Methodology Committee reviewed model results of each economic scenario for

appropriate usage, concluding that the quantitative transaction reserve will continue to utilize scenario weighting.

Given the uncertainty associated with key economic scenario assumptions, the March 31, 2026 ACL included a

general reserve that consists of various risk profile components, including profiles to capture uncertainty not

addressed within the quantitative transaction reserve.

The most significant risk profiles the Company maintains at March 31, 2026 relate to business banking loans

within the C&I portfolio and office loans within the CRE portfolio. The business banking risk profile addresses a

modest upward trend in default rates resulting from the current interest rate environment and inflationary impacts

on customers. The office portfolio risk profile addresses concerns relating to the current interest rate environment,

upcoming maturities, falling property values, and uncertainty about demand for office space.

Our ACL evaluation process includes the on-going assessment of credit quality metrics and a comparison of

certain ACL benchmarks to current performance.

The table below reflects the allocation of our ACL among our various loan and lease categories as well as certain

coverage metrics of the reported ALLL and ACL.

Table 13 - Allocation of Allowance for Credit Losses
	At March 31, 2026						At December 31, 2025
(dollar amounts in millions)	Allocation of Allowance		% of Total ALLL		% of Total Loans and Leases (1)		Allocation of Allowance		% of Total ALLL		% of Total Loans and Leases (1)
Commercial
Commercial and industrial	$1,390		43%		47%		$1,070		42%		46%
Commercial real estate	819		25		13		569		22		10
Lease financing	96		3		3		92		4		4
Total commercial	2,305		71		63		1,731		68		60
Consumer
Residential mortgage	291		9		19		205		9		17
Automobile	178		6		8		181		7		11
Home equity	171		5		6		149		6		7
RV and marine	134		4		3		136		5		4
Other consumer	164		5		1		135		5		1
Total consumer	938		29		37		806		32		40
Total ALLL	3,243						2,537
AULC	125						206
Total ACL	$3,368						$2,743
Total ALLL as a % of:
Total loans and leases	1.72%						1.70%
Nonaccrual loans and leases	243						272
NPAs	239						269
Total ACL as % of:
Total loans and leases	1.78%						1.83%
Nonaccrual loans and leases	253						295
NPAs	248						290

(1)Percentages represent the percentage of each loan and lease category to total loans and leases.

18 Huntington Bancshares Incorporated

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At March 31, 2026, the ACL was $3.4 billion, or 1.78% of total loans and leases, compared to $2.7 billion, or

1.83%, at December 31, 2025. The increase in the ACL was driven by $578 million of ACL recorded for loans and

commitments acquired in the Cadence transaction, as well as organic loan and lease growth. The ACL coverage ratio

at March 31, 2026 is reflective of the current macroeconomic forecast and changes in various risk profiles intended

to capture uncertainty not addressed within the quantitative reserve.

NCOs

The table below reflects NCO detail.

Table 14 - Net Charge-off Analysis
	Three Months Ended
(dollar amounts in millions)	March 31, 2026		March 31, 2025
Net charge-offs (recoveries) by loan and lease type:
Commercial:
Commercial and industrial (1)	$54		$48
Commercial real estate	2		(8)
Lease financing	—		4
Total commercial	56		44
Consumer:
Residential mortgage	1		—
Automobile	15		13
Home equity	—		—
RV and marine	7		7
Other consumer	32		22
Total consumer	55		42
Total net charge-offs	$111		$86
Net charge-offs (recoveries) - annualized percentages:
Commercial:
Commercial and industrial	0.26%		0.33%
Commercial real estate	0.03		(0.26)
Lease financing	0.01		0.33
Total commercial	0.21		0.24
Consumer:
Residential mortgage	0.02		—
Automobile	0.38		0.35
Home equity	0.02		—
RV and marine	0.51		0.45
Other consumer	5.30		4.89
Total consumer	0.34		0.29
Net charge-offs as a % of average loans and leases	0.26%		0.26%

(1)Includes charge-offs of $23 million on certain loans previously charged off by Cadence, which were written up to the unpaid principal balance at acquisition

and then immediately written off as required by purchase accounting.

NCOs were an annualized 0.26% of average loans and leases in the first quarter of 2026, unchanged from the

year-ago quarter. As a percentage of average loans and leases, NCOs for commercial loans and leases were lower,

with annualized commercial loan and lease NCOs of 0.21% in the first quarter of 2026, compared to 0.24% in the

year-ago quarter, while annualized consumer loan NCOs of 0.34% in the first quarter of 2026 increased from 0.29%

in the year-ago quarter.

2026 1Q Form 10-Q 19

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Market Risk

Market risk refers to potential losses arising from changes in interest rates, credit spreads, foreign exchange

rates, equity prices, and commodity prices, including the correlation among these factors and their volatility. When

the value of an instrument is tied to such external factors, the holder faces market risk. We are exposed primarily to

interest rate risk as a result of offering a wide array of financial products to our customers, and secondarily to price

risk from trading securities, securities owned by our broker-dealer subsidiaries, foreign exchange positions, equity

investments, and investments in securities backed by mortgage loans.

We measure market risk exposure via financial simulation models that provide management with insights on the

potential impact to net interest income and other key metrics as a result of changes in market interest rates. Models

are used to simulate cash flows and accrual characteristics of the balance sheet based on assumptions regarding the

slope or shape of the yield curve, the direction and volatility of interest rates, and the changing composition and

characteristics of the balance sheet resulting from strategic objectives and customer behavior. Our models

incorporate market-based assumptions that include the impact of changing interest rates on prepayment rates of

assets and runoff rates of deposits. The models also include our projections of the future volume and pricing of

various business lines.

In measuring the financial risks associated with interest rate sensitivity in our balance sheet, we compare a set of

alternative interest rate scenarios to the results of a base case scenario derived using market forward rates. The

market forward rates reflect the general market consensus regarding the future level and slope of the yield curve

across a range of tenor points. The standard set of interest rate scenarios includes two types: “shock” scenarios,

which are immediate parallel rate shifts, and “ramp” scenarios, where the parallel shift is applied gradually over the

first 12 months of the forecast on a pro-rata basis. In both shock and ramp scenarios with falling rates, we presume

that market rates will not go below 0%. The scenarios include all executed interest rate risk hedging activities.

Forward-starting hedges are included to the extent that they have been transacted and that they start within the

measurement horizon.

A key driver of our interest rate risk profile is our assumption of interest-bearing deposit repricing sensitivity to

changes in interest rates, otherwise known as deposit beta. In addition, our interest expense is impacted by the

composition of both interest-bearing and noninterest-bearing deposits in relation to our total deposits. Accordingly,

we consider the impacts from both interest-bearing and noninterest-bearing deposits on our total deposit beta.

Following the start of the current falling rate cycle, which began in the third quarter of 2024, our cumulative total

deposit beta (total cost of deposits) through the first quarter of 2026 was 33%.

We use two approaches to model interest rate risk: net interest income at risk (NII at Risk) and economic value

of equity at risk modeling sensitivity analysis (EVE at Risk).

NII at Risk is used by management to measure the risk and impact to earnings over the next 12 months, using a

wide range of interest rate scenarios, including instantaneous and gradual, as well as parallel and non-parallel,

changes in interest rates. The NII at Risk results included in the table below present select gradual “ramp” -200, -100,

+100 and +200 basis point parallel shift scenarios, implied by the forward yield curve over the next 12 months.

Table 15 - Net Interest Income at Risk
	At March 31, 2026						At December 31, 2025
	Federal Funds Rate						Federal Funds Rate
Basis point change scenario	Starting Point		Month 12 (1)		NII at Risk (%)		Starting Point		Month 12 (1)		NII at Risk (%)
+200	3.75%		5.50%		2.6%		3.75%		5.25%		2.5%
+100	3.75		4.50		1.3		3.75		4.25		0.9
Base	3.75		3.50		—		3.75		3.25		—
-100	3.75		2.50		-0.5		3.75		2.25		-0.6
-200	3.75		1.50		-1.4		3.75		1.25		-1.9

(1)Represents the federal funds rate in month 12 given a gradual, parallel “ramp” relative to the base implied forward scenario.

The NII at Risk shows that the balance sheet is asset-sensitive at both March 31, 2026, and December 31, 2025.

The primary drivers to the change in sensitivity from December 31, 2025 include current and projected balance

sheet composition, including impacts from the Cadence acquisition, over the simulation horizon and market rates.

20 Huntington Bancshares Incorporated

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EVE at Risk is used by management to measure the impact of interest rate changes on the net present value of

assets and liabilities, including derivative exposures, using a wide range of scenarios. The EVE results included in the

table below present select immediate -200, -100, +100 and +200 basis point parallel “shock” scenarios from the yield

curve term points at the specific point in time that EVE sensitivity is measured.

Table 16 - Economic Value of Equity at Risk
	Economic Value of Equity at Risk (%)
Basis point change scenario	-200		-100		+100		+200
At March 31, 2026	-1.0%		0.9%		-2.7%		-6.7%
At December 31, 2025	0.3		1.7		-3.5		-8.3

The change in sensitivity from December 31, 2025 was driven primarily by market rates and changes to actual

balance sheet composition, in part due to impacts from the Cadence acquisition.

Use of Derivatives to Manage Interest Rate Risk

An integral component of our interest rate risk management strategy is the use of derivative instruments to

minimize significant fluctuations in earnings caused by changes in market interest rates. A variety of derivative

financial instruments, principally interest rate swaps, swaptions, floors, forward contracts, and forward-starting

interest rate swaps, are used in asset and liability management activities to protect against the risk of adverse price

or interest rate movements. These instruments provide flexibility in adjusting Huntington’s sensitivity to changes in

interest rates without exposure to loss of principal and higher funding requirements.

Table 17 shows all swap and floor positions that are utilized for purposes of managing our exposures to the

variability of interest rates. The interest rate variability may impact either the fair value of the assets and liabilities or

the cash flows attributable to net interest margin. These positions are used to protect the fair value of assets and

liabilities by converting the contractual interest rate on a specified amount of assets and liabilities (i.e., notional

amounts) to another interest rate index. The positions are also used to hedge the variability in cash flows

attributable to the contractually specified interest rate by converting the variable-rate index into a fixed rate. The

volume, maturity, and mix of derivative positions change frequently as we adjust our broader interest rate risk

management objectives and the balance sheet positions to be hedged. For further information, including the

notional amount and fair values of these derivatives, refer to Note 15 - “Derivative Financial Instruments” of the

Notes to Unaudited Consolidated Financial Statements.

2026 1Q Form 10-Q 21

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The following presents additional information about the interest rate swaps and floors used in Huntington’s

asset and liability management activities.

Table 17 - Information on Asset Liability Management Instruments
			Weighted- Average Maturity (years)				Weighted- Average Fixed Rate
(dollar amounts in millions)	Notional Value			Fair Value
At March 31, 2026
Asset conversion swaps
Securities (1):
Pay Fixed - Receive SOFR	$1,505		7.95		$134		2.14%
Pay Fixed - Receive SOFR - forward-starting (2)	2,852		13.81		59		3.75
Loans:
Receive Fixed - Pay SOFR	16,050		1.83		(66)		3.19
Receive Fixed - Pay SOFR - forward-starting (3)	3,825		3.88		(22)		3.32
Liability conversion swaps
Receive Fixed - Pay SOFR	10,099		2.86		(59)		3.45
Receive Fixed - Pay SOFR - forward-starting (3)	2,300		4.07		(16)		3.38
Purchased floor spreads (4)
Purchased Floor Spread - SOFR	7,150		1.59		44		2.80 / 3.87
Purchased Floor Spread - SOFR forward-starting (3)	1,250		3.63		15		2.73 / 3.73
Basis swaps (5)
Pay SOFR - Receive Fed Fund (economic hedges)	27		4.58		—		3.66
Pay Fed Fund - Receive SOFR (economic hedges)	1		9.56		—		3.76
Total swap portfolio	$45,059				$89
At December 31, 2025
Asset conversion swaps
Securities (1):
Pay Fixed - Receive SOFR	$3,987		3.92		$130		2.48%
Pay Fixed - Receive SOFR - forward-starting (6)	1,160		12.47		44		3.36
Loans:
Receive Fixed - Pay SOFR	15,800		2.05		(2)		3.18
Receive Fixed - Pay SOFR - forward-starting (7)	2,500		4.21		(3)		3.30
Liability conversion swaps
Receive Fixed - Pay SOFR	10,599		2.97		(22)		3.51
Purchased floor spreads (4)
Purchased Floor Spread - SOFR	6,750		1.06		30		2.80 / 3.87
Purchased Floor Spread - SOFR forward-starting (7)	3,200		3.49		51		2.83 / 3.83
Basis swaps (5)
Pay SOFR - Receive Fed Fund (economic hedges)	27		4.83		—		3.81
Pay Fed Fund - Receive SOFR (economic hedges)	1		9.81		—		3.99
Total swap portfolio	$44,024				$228

(1)Amounts include interest rate swaps as fair value hedges of fixed rate investment securities using the portfolio layer method.

(2)Forward-starting swaps effective starting from July 2026 to April 2029.

(3)Forward-starting swaps and forward-starting floor spreads effective starting from April 2026 to January 2027.

(4)The weighted-average fixed rates for floor spreads are the weighted-average strike rates for the upper and lower bounds of the instruments.

(5)Basis swaps have variable pay and variable receive resets. Weighted-average fixed rate column represents pay rate reset.

(6)Forward-starting swaps effective starting from February 2026 to October 2027.

(7)Forward-starting swaps and forward-starting floor spreads effective starting from January 2026 to December 2026.

Use of Derivatives to Manage Credit Risk

We may utilize credit derivatives as a tool to manage credit risk within the portfolio by purchasing credit

protection over certain types of loan products. When we purchase credit protection, such as a CDS, we pay a fee to

the seller, or CDS counterparty, in return for the right to receive a payment if a specified credit event occurs.

22 Huntington Bancshares Incorporated

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MSRs

(This section should be read in conjunction with Note 7 - “Mortgage Loan Sales and Servicing Rights” of Notes to

Unaudited Consolidated Financial Statements**.)

At March 31, 2026, we had a total of $735 million of capitalized MSRs representing the right to service $42.8

billion in mortgage loans.

MSR fair values are sensitive to movements in interest rates, as expected future net servicing income depends

on the projected outstanding principal balances of the underlying loans, which can be reduced by prepayments and

declines in credit quality. Prepayments usually increase when mortgage interest rates decline and decrease when

mortgage interest rates rise. We also employ hedging strategies to reduce the risk of MSR fair value changes.

However, volatile changes in interest rates can diminish the effectiveness of these economic hedges. We report

changes in the MSR value net of hedge-related trading activity in the mortgage banking income category of

noninterest income.

MSR assets are included in servicing rights and other intangible assets in the Unaudited Consolidated Financial

Statements.

Price Risk

Price risk represents the risk of loss arising from adverse movements in the prices of financial instruments that

are carried at fair value and are subject to fair value accounting. We have price risk from trading securities, securities

owned by our broker-dealer subsidiaries, foreign exchange positions, derivative instruments, and equity

investments. We have established loss limits on the trading portfolio, on the amount of foreign exchange exposure

that can be maintained, and on the amount of marketable equity securities that can be held.

Liquidity Risk

Liquidity risk is the possibility of us being unable to meet current and future financial obligations in a timely

manner. The goal of liquidity management is to ensure adequate, stable, reliable, and cost-effective sources of funds

to satisfy changes in loan and lease demand, unexpected levels of deposit withdrawals, investment opportunities,

and other contractual obligations. We consider core earnings, strong capital ratios, and credit quality essential for

maintaining high credit ratings, which allow us cost-effective access to market-based liquidity. We mitigate liquidity

risk by maintaining a large, stable customer deposit base and a diversified base of readily available wholesale

funding sources, including secured funding sources from the FHLB and FRB through pledged borrowing capacity,

issuance through dealers in the capital markets, and access to deposits issued through brokers. We further mitigate

liquidity risk by maintaining liquid assets in the form of cash and cash equivalents and securities.

The Board of Directors is responsible for establishing an acceptable level of liquidity risk at Huntington, including

approval of the liquidity risk appetite at least annually. The liquidity risk appetite includes liquidity risk metrics that

are designed and monitored to ensure Huntington maintains adequate liquidity to meet current and future funding

needs, including during periods of potential stress. The Board receives and reviews information on at least a semi-

annual basis to ensure Huntington is operating in accordance with its established risk tolerance. Further, the ALCO is

appointed by the ROC to oversee liquidity risk management, including the establishment of liquidity risk policies and

additional liquidity risk metrics and limits to support our overall liquidity risk appetite. Liquidity risk appetite metrics

are monitored by senior management daily and are reported to the Board at least semi-annually and to ROC on a

more frequent basis.

Liquidity risk is reviewed and managed continuously for the Bank and the parent company, as well as its

subsidiaries. In addition, liquidity working groups meet regularly to identify and monitor liquidity positions, provide

policy guidance, review funding strategies, and oversee the adherence to, and maintenance of, contingency funding

plans. At March 31, 2026, management believes current sources of liquidity are sufficient to meet Huntington’s on-

and off-balance sheet obligations over the next 12 months and for the foreseeable future.

2026 1Q Form 10-Q 23

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We maintain a contingency funding plan that provides for liquidity stress testing, which assesses the potential

erosion of funds in the event of an institution-specific event or systemic financial market crisis. Examples of

institution specific events could include a downgrade in our public credit rating by a rating agency, a large charge to

earnings, declines in profitability or other financial measures, declines in liquidity sources including reductions in

deposit balances or access to contingent funding sources, or a significant merger or acquisition. Examples of

systemic events unrelated to us that could have an effect on our access to liquidity would be terrorism or war,

natural disasters, political events, failure of a major financial institution, or the default or bankruptcy of a major

corporation, mutual fund, or hedge fund. Similarly, market speculation or rumors about us, or the banking industry

in general, may adversely affect the cost and availability of normal funding sources. The contingency funding plan,

which is reviewed and approved by the ROC at least annually, outlines the process for addressing a liquidity crisis

and provides for an evaluation of funding sources under various market conditions. It also assigns specific roles and

responsibilities and communication protocols for effectively managing liquidity through a problem period and

outlines early warning indicators that are used to monitor emerging liquidity stress events.

Deposits

Our largest source of liquidity on a consolidated basis is customer deposits, which provide stable and lower-cost

funding. Our customer deposits come from a base of primary bank customer relationships, and we continue to focus

on acquiring and deepening those relationships, resulting in a diversified deposit base. Total deposits were $223.5

billion at March 31, 2026, compared to $176.6 billion at December 31, 2025. The $46.9 billion, or 27%, increase in

total deposits, compared to December 31, 2025, was primarily driven by the $43.5 billion of deposits acquired in the

Cadence acquisition and additional increases in interest-bearing demand and time deposits. Total deposits included

$6.3 billion of brokered deposits primarily consisting of brokered money market and time deposit balances at

March 31, 2026, compared to $5.9 billion at December 31, 2025. The level of brokered deposits was below our

established liquidity risk metric limits at March 31, 2026.

Insured deposits comprised approximately 69% and 70% of our total deposits at March 31, 2026 and

December 31, 2025, respectively. The composition of our deposits is presented in the table below.

Table 18 - Deposit Composition
(dollar amounts in millions)	At March 31, 2026				At December 31, 2025
By type:
Demand deposits—noninterest-bearing	$40,839		18%		$32,205		18%
Demand deposits—interest-bearing	61,086		27		48,510		27
Money market deposits	75,554		34		65,123		37
Savings deposits	18,971		9		15,426		9
Time deposits	27,032		12		15,346		9
Total deposits	$223,482		100%		$176,610		100%
Total deposits (insured/uninsured):
Insured deposits	$155,223		69%		$123,744		70%
Uninsured deposits (1)	68,259		31		52,866		30
Total deposits	$223,482		100%		$176,610		100%

(1)Represents consolidated Huntington uninsured deposits, determined by adjusting the amounts reported in the Bank Call Report (FFIEC 031) by inter-

company deposits, which are not customer deposits and are therefore eliminated through consolidation. As of March 31, 2026, the Bank Call Report

estimated uninsured deposit balance was $72.3 billion, which includes $4.0 billion of inter-company deposits. As of December 31, 2025, the Bank Call

Report estimated uninsured deposit balance was $56.9 billion, which includes $4.1 billion of inter-company deposits.

Wholesale Funding

Sources of wholesale funding include non-customer brokered deposits, short-term borrowings, and long-term

debt. Our wholesale funding totaled $29.8 billion at March 31, 2026, an increase of $5.4 billion compared to $24.4

billion at December 31, 2025. The increase from year end was primarily due to a $4.4 billion increase in long-term

debt driven by $2.6 billion of long-term FHLB advances and $1.8 billion of senior and subordinated debt issuances,

partially offset by maturities and repayments.

24 Huntington Bancshares Incorporated

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Cash and Cash Equivalents and Investment Securities

Cash and cash equivalents were $19.2 billion and $13.5 billion at March 31, 2026 and December 31, 2025,

respectively. The $5.7 billion increase in cash and cash equivalents was primarily due to an increase in interest-

earning deposits held at the FRB as part of prudent liquidity risk management to support our strong liquidity position

amid continued growth and external uncertainty.

Our investment securities portfolio is evaluated under established ALCO objectives. Changing market conditions

could affect the profitability of the portfolio, as well as the level of interest rate risk exposure.

Total investment securities were $50.5 billion at March 31, 2026, compared to $41.5 billion at December 31,

2025. The $9.1 billion increase in investment securities, compared to December 31, 2025, was largely driven by $9.2

billion of investment securities acquired in the Cadence transaction. At March 31, 2026, the duration of the

investment securities portfolio, net of hedging, was 3.3 years. Securities are pledged to secure borrowing capacity

with the FHLB and the FRB, discussed further in the Bank Liquidity and Sources of Funding section below.

Bank Liquidity and Sources of Funding

Our primary source of funding for the Bank is customer deposits. At March 31, 2026, customer deposits funded

76% of total assets (115% of total loans and leases). To the extent we are unable to obtain sufficient liquidity

through customer deposits, cash and cash equivalents, and investment securities, we may meet our liquidity needs

through wholesale funding and asset securitization or sale. Additionally, the Bank may also access funding through

intercompany notes or parent company deposits placed at the Bank.

The Bank maintains borrowing capacity at both the FHLB and the FRB secured by pledged loans and securities.

While the Bank does not consider borrowing capacity at the FRB a primary source of funding, it could be used as a

potential source of liquidity in a stressed environment or during a market disruption. The amount of available

contingent borrowing capacity may fluctuate based on the level of borrowings outstanding and level of assets

pledged.

A summary of the Bank’s selected contingent liquidity sources is presented in the following table.

Table 19 - Selected Contingent Liquidity Sources
(dollar amounts in millions)	At March 31, 2026		At December 31, 2025
Unused secured borrowing capacity:
FRB	$77,666		$71,296
FHLB	21,242		16,212
Unpledged investment securities (at market value)	13,258		11,743
Interest-earning deposits held at FRB	17,090		11,712
Selected contingent liquidity sources	$129,256		$110,963

As of March 31, 2026, we believe the Bank has sufficient liquidity and capital resources to meet its cash flow

obligations over the next 12 months and for the foreseeable future.

Parent Company Liquidity

The parent company’s primary financial obligations consist of dividends to shareholders, debt service, income

taxes, operating expenses, funding of nonbank subsidiaries, repurchases of our stock, and acquisitions. The parent

company obtains funding to meet obligations from dividends and interest received from the Bank, interest and

dividends received from direct subsidiaries, net taxes collected from subsidiaries included in the federal consolidated

tax return, fees for services provided to subsidiaries, and the issuance of debt and equity instruments.

The parent company had cash and cash equivalents of $3.6 billion at both March 31, 2026 and December 31,

2026 1Q Form 10-Q 25

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On April 22, 2026, our Board of Directors declared a quarterly cash dividend on our common stock of $0.155 per

common share, payable on July 1, 2026 to shareholders of record on June 17, 2026. Additionally, on April 22, 2026,

our Board of Directors declared quarterly dividends on our Series B, F, G, H, J, and K preferred stock, payable on

July 15, 2026 to shareholders of record on July 1, 2026, and a quarterly dividend on our Series L preferred stock,

payable on August 20, 2026 to shareholders of record on August 5, 2026. On March 25, 2026, our Board of Directors

declared a quarterly dividend on our Series I preferred stock, payable on June 1, 2026 to shareholders of record on

May 15, 2026. Current quarterly dividend declarations are expected to total approximately $355 million.

During the first three months of 2026, there were no Bank dividends paid to the parent company. During the

first quarter of 2026, the Bank redeemed all of its preferred stock outstanding that had previously been held by the

parent company. To meet any additional liquidity needs, the parent company may issue debt or equity securities. To

support the parent company’s ability to issue debt or equity securities, we have filed an automatic shelf registration

statement with the SEC covering an indeterminate amount or number of securities to be offered or sold from time

to time as authorized by Huntington’s Board of Directors.

As of March 31, 2026, we believe the Company has sufficient liquidity and capital resources to meet its cash flow

obligations over the next 12 months and for the foreseeable future.

Credit Ratings

Credit ratings represent evaluations by rating agencies based on a number of factors, including financial strength

and the ability to generate earnings, as well as factors not entirely within our control, including conditions affecting

the financial services industry, the economy, and changes in rating methodologies. Credit ratings are subject to

change at any time. Our credit ratings impact our availability and cost of financing, as well as collateral requirements

for certain derivative instruments and deposit products. A downgrade to our credit ratings could adversely affect our

access to capital, increase our cost of funds, or trigger additional collateral or funding requirements.

The following table presents our credit ratings and rating agency outlooks.

Table 20 - Credit Ratings and Outlook
	At March 31, 2026
	Moody’s		Standard & Poor’s		Fitch		DBRS Morningstar
Huntington Bancshares Incorporated
Senior unsecured notes	Baa1		BBB+		A-		A
Subordinated notes	Baa1		BBB		BBB+		A (low)
Commercial paper	NR		NR		F1		R-1 (low)
Ratings outlook	Negative		Stable		Stable		Positive
The Huntington National Bank
Senior unsecured notes	A3		A-		A-		A (high)
Long-term deposits	A1		NR (1)		A		A (high)
Short-term deposits	P-1		NR (1)		F1		R-1 (middle)
Ratings outlook	Negative		Stable		Stable		Positive

NR - Not Rated

(1) Standard & Poor’s does not provide a depositor rating. The Bank’s issuer credit rating is A-.

Contractual Obligations and Commitments

In the normal course of business, we enter into various contractual obligations and commitments that could

impact our liquidity and capital resources. These arrangements include commitments to extend credit, interest rate

swaps, floors, financial guarantees contained in standby letters-of-credit issued by the Bank, commitments by the

Bank to sell mortgage loans, operating lease payments, and other purchase and marketing obligations.

26 Huntington Bancshares Incorporated

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Operational Risk

Operational risk is the risk of loss due to human error, third-party performance failures, or inadequate or failed

internal systems and controls, including the use of financial or other quantitative methodologies that may not

adequately predict future results; violations of, or noncompliance with, laws, rules, regulations, prescribed practices,

or ethical standards; and external influences such as market conditions, fraudulent activities, disasters, failed

business contingency plans, and security risks. We continuously strive to test and strengthen our system of internal

controls to ensure compliance with significant contracts, agreements, laws, rules, and regulations, to reduce our

exposure to fraud and to improve the oversight of our operational risk.

To govern operational risks, we have an Operational Risk Committee, a Legal, Regulatory, and Compliance

Committee, a Funds Movement Committee, a Fraud Risk Committee, an Information and Technology Risk

Committee, an Artificial Intelligence Risk Committee, a Regulatory and Data Oversight Committee, and a Third Party

Risk Management Committee. The responsibilities of these committees, among other duties, include establishing

and maintaining management information systems to monitor material risks and to identify potential concerns,

risks, or trends that may have a significant impact and ensuring that recommendations are developed to address the

identified issues. In addition, we have a Model Risk Oversight Committee that is responsible for policies and

procedures describing how model risk is evaluated and managed and the application of the governance process to

implement these practices throughout the enterprise. These committees report any significant findings and

remediation recommendations to the Risk Management Committee. Potential concerns may be escalated to our

ROC and our Audit Committee, as appropriate.

The goal of this framework is to implement effective operational risk monitoring; minimize operational, fraud,

and legal losses; minimize the impact of inadequately designed models; and enhance our overall performance.

Cybersecurity

Cybersecurity represents an important component of Huntington’s overall cross-functional approach to risk

management. We actively manage a cybersecurity operation designed to detect, contain, and respond to

cybersecurity threats and incidents in a prompt and effective manner with the goal of minimizing disruptions to our

business. We actively monitor cyberattacks, such as attempts related to online deception and loss of sensitive

customer data. We evaluate our technology, processes, and controls to mitigate loss from cyberattacks. Although to

date we have not experienced any material losses, with the increasing sophistication, acceleration, and complexity

of cyber events, we cannot ensure that there will not be a material loss in the future. Cybersecurity threats continue

to evolve and increase across the entire digital landscape. We actively monitor our environment for malicious

content and implement specific cybersecurity and fraud capabilities, including the monitoring of phishing email

campaigns. In addition, we have implemented specific cybersecurity and fraud monitoring of remote connections by

geography and volume of connections to detect anomalous remote logins, since a portion of our workforce works

remotely from time to time.

Our objective for managing cybersecurity risk is to avoid or minimize the impacts of both internal and external

threat events or other efforts to penetrate our systems. We work to achieve this objective by hardening networks

and systems against attack and by diligently managing visibility and monitoring controls within our data and

communications environment to recognize events and respond before the attacker has the opportunity to plan and

execute on its own goals. To this end, we employ a set of defense-in-depth strategies, which include efforts to make

us less attractive as a target and less vulnerable to threats, while investing in threat analytic capabilities for rapid

detection and response. Potential concerns related to cybersecurity may be escalated to our board-level ROC and/or

Technology Committee, as appropriate.

As a complement to the overall cybersecurity risk management, we use a number of internal training methods,

both formally through mandatory courses and informally through written communications and other updates, to

ensure awareness of the risks of cybersecurity threats at all levels across the organization. Internal policies and

procedures have been implemented to encourage the reporting of potential phishing attacks or other security risks.

We also use third-party services to test the effectiveness of our cybersecurity risk management framework, and any

such third-parties are required to comply with our policies regarding information security and confidentiality.

2026 1Q Form 10-Q 27

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Compliance Risk

Compliance risk arises from the possibility that we may fail to comply with the extensive federal and state laws,

rules, and regulations that govern our operations. These requirements span a broad range of obligations, including

anti‑money laundering, consumer protection, lending and servicing standards, client privacy, fair lending,

prohibitions against unfair, deceptive, or abusive acts or practices, protections for military service members, and

community reinvestment expectations.

We maintain a comprehensive compliance management framework designed to identify, assess, monitor, and

report compliance risk across the Company. This framework is supported by dedicated compliance professionals

who partner with our business segments to implement and maintain effective policies, procedures, and controls

consistent with applicable regulatory requirements. Our colleagues receive mandatory training on core regulatory

obligations such as anti‑money laundering and customer privacy, with additional targeted training for those engaged

in lending activities, including flood disaster protection, equal credit opportunity, and fair lending.

We continue to invest in systems, processes, and governance to support compliance with evolving regulatory

expectations. Ongoing changes in regulatory requirements and supervisory priorities may affect our compliance risk

profile. We remain committed to maintaining strong compliance practices and to enhancing our compliance

program as necessary to align with applicable laws, rules, and regulations and to support our aggregate

moderate‑to‑low, through‑the‑cycle risk appetite.

CAPITAL

Our primary capital objective is to maintain appropriate levels of capital within our Board-approved risk appetite

to support the Bank’s operations, absorb unanticipated losses and declines in asset values, and provide protection to

uninsured depositors and debt holders in the event of liquidation, while also funding organic growth and providing

appropriate returns to our shareholders. We manage regulatory capital and shareholders’ equity at the Bank and on

a consolidated basis. We have an active program for managing capital, and we maintain a comprehensive process

for assessing our overall capital adequacy, including the monitoring and reporting of capital risk metrics to the Board

and ROC that we believe are useful for evaluating capital adequacy and making capital decisions. In addition to as-

reported regulatory capital and tangible common equity metrics, we also actively monitor other measures of capital,

such as tangible common equity including the mark-to-market impact on HTM securities and CET1 including the

impact of AOCI excluding cash flow hedges. We believe our current levels of both regulatory capital and

shareholders’ equity are adequate.

28 Huntington Bancshares Incorporated

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The following table presents certain regulatory capital information at both the consolidated and Bank level.

Table 21 - Regulatory Capital Information
(dollar amounts in millions)		At March 31, 2026		At December 31, 2025
Consolidated:
CET1 risk-based capital ratio		10.2%		10.4%
Tier 1 risk-based capital ratio		11.6		12.0
Total risk-based capital ratio		13.8		14.2
Tier 1 leverage ratio		9.5		9.3
CET1 risk-based capital		$21,160		$17,286
Tier 1 risk-based capital		24,051		20,027
Total risk-based capital		28,772		23,593
Total risk-weighted assets		208,132		166,684
Bank:
CET1 risk-based capital ratio		12.0%		11.7%
Tier 1 risk-based capital ratio		12.3		12.4
Total risk-based capital ratio		14.1		14.0
Tier 1 leverage ratio		10.2		9.6
CET1 risk-based capital		$24,918		$19,426
Tier 1 risk-based capital		25,347		20,626
Total risk-based capital		29,147		23,165
Total risk-weighted assets		206,828		165,701

At March 31, 2026, Huntington and the Bank maintained capital ratios in excess of the well-capitalized standards

established by the Federal Reserve. Our consolidated CET1 risk-based capital ratio was 10.2% at March 31, 2026,

compared to 10.4% at December 31, 2025, with the decrease driven by the impact of the Cadence acquisition and

share repurchases, partially offset by current period earnings, net of dividends. The Bank CET1 risk-based capital

ratio of 12.0% increased approximately 30 basis points from year-end driven by a $780 million capital contribution

from the parent, which the Bank in turn used to redeem its outstanding preferred stock held by the parent, and net

income, partially offset by the impact of the Cadence acquisition.

We are authorized to make capital distributions that are consistent with the requirements in the Federal

Reserve’s capital rule, including the SCB requirement. Our SCB requirement is 2.5%.

Shareholders’ Equity

We generate shareholders’ equity primarily through the retention of earnings, net of dividends and share

repurchases. Other potential sources of shareholders’ equity include issuances of common and preferred stock. Our

objective is to maintain capital at an amount commensurate with our risk appetite and risk tolerance objectives, to

meet both regulatory and market expectations, and to provide the flexibility needed for future growth and business

opportunities.

Shareholders’ equity totaled $32.5 billion at March 31, 2026, an increase of $8.2 billion, or 34%, when compared

with December 31, 2025. The increase was primarily driven by $8.3 billion of common and preferred equity issued as

consideration for the Cadence acquisition, in addition to earnings, net of dividends and share repurchases, partially

offset by a reduction in accumulated other comprehensive income driven by changes in interest rates.

Share Repurchases

From time to time, our Board of Directors authorizes the Company to repurchase shares of our common stock.

Although we announce when our Board authorizes share repurchases, we typically do not give any public notice

before we repurchase our shares at any particular time. Share repurchases may include open market purchases,

through block trades, in privately negotiated transactions, and pursuant to any trading plan that may be adopted by

the Company’s management in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, or

otherwise, and is subject to the Federal Reserve’s capital regulations. The timing of repurchases will be discretionary

and depend on several factors, including the macroeconomic and interest rate environment, the pace of loan

growth, and other factors.

2026 1Q Form 10-Q 29

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On April 16, 2025, our Board approved the repurchase of up to $1.0 billion of common shares with no expiration

date. During the three months ended March 31, 2026, we repurchased 9.0 million shares totaling $150 million. As of

March 31, 2026, we had $850 million of common shares available for repurchase under this authorization.

On April 22, 2026, our Board approved a new share repurchase authorization of up to $3.0 billion of our

common shares with no expiration date, replacing the previous repurchase authorization.

BUSINESS SEGMENT DISCUSSION

Overview

Our business segments are based on our internally aligned segment leadership structure, which is how

management monitors results and assesses performance. We have two business segments: Consumer & Regional

Banking and Commercial Banking. All other items not included within our two business segments are reported

within the Treasury / Other function, which primarily includes technology and operations and other unallocated

assets, liabilities, revenue, and expense.

Business segment results are determined based on our management practices, which assign balance sheet and

income statement items to each of the business segments. The process is designed around our organizational and

management structure and, accordingly, the results derived are not necessarily comparable with similar information

published by other financial institutions.

Revenue Sharing

Revenue is recorded in the business segment responsible for the related product or service. Fee sharing is

recorded to allocate portions of such revenue to other business segments involved in selling to or providing service

to customers. Results of operations for the business segments reflect these fee-sharing allocations.

Expense Allocation

The management process that develops the business segment reporting utilizes various estimates and allocation

methodologies to measure the performance of the business segments. Expenses are allocated to business segments

using a two-phase approach. The first phase consists of measuring and assigning unit costs (activity-based costs) to

activities related to product origination and servicing. These activity-based costs are then extended, based on

volumes, with the resulting amount allocated to business segments that own the related products. The second

phase consists of the allocation of overhead costs to the business segments from Treasury / Other. We utilize a full-

allocation methodology, where all Treasury / Other expenses, except reported acquisition-related expenses, if any,

and a small amount of other residual unallocated expenses, are allocated to the business segments.

Funds Transfer Pricing (FTP)

We use an active and centralized FTP methodology to attribute appropriate net interest income to the business

segments. The intent of the FTP methodology is to transfer interest rate risk from the business segments by

providing modeled duration funding of assets and liabilities. The result is to centralize the financial impact,

management, and reporting of interest rate risk in the Treasury / Other function where it can be centrally monitored

and managed. The Treasury / Other function charges (credits) an internal cost of funds for assets held in (or pays for

funding provided by) each business segment. The FTP rate is based on prevailing market interest rates for

comparable duration assets (or liabilities). The primary components of the FTP rate include a base (market) rate, a

liquidity premium, contingent liquidity and collateral charges, and option cost.

Net Income (Loss) by Business Segment

Net income (loss) by business segment is presented in the following table.

Table 22 - Net Income (Loss) by Business Segment
	Three Months Ended
(dollar amounts in millions)	March 31, 2026		March 31, 2025
Consumer & Regional Banking	$446		$319
Commercial Banking	346		236
Treasury / Other	(269)		(28)
Net income attributable to Huntington	$523		$527

30 Huntington Bancshares Incorporated

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Consumer & Regional Banking
Table 23 - Key Performance Indicators for Consumer & Regional Banking
	Three Months Ended				Change
(dollar amounts in millions)	March 31, 2026		March 31, 2025		Amount		Percent
Net interest income	$1,365		$943		$422		45%
Provision for credit losses	120		47		73		155
Net interest income after provision for credit losses	1,245		896		349		39
Noninterest income	387		327		60		18
Noninterest expense:
Direct personnel costs	373		294		79		27
Other noninterest expense, including corporate allocations	694		525		169		32
Total noninterest expense	1,067		819		248		30
Income before income taxes	565		404		161		40
Provision for income taxes	119		85		34		40
Net income attributable to Huntington	$446		$319		$127		40%
Number of employees (average full-time equivalent)	13,123		11,227		1,896		17%
Total average assets	$103,408		$77,910		$25,498		33
Total average loans/leases	95,969		72,043		23,926		33
Total average deposits	138,557		110,974		27,583		25
Net interest margin	3.83%		3.39%		0.44%		13
NCOs	$96		$56		$40		71
NCOs as a % of average loans and leases	0.40%		0.31%		0.09%		29
Total assets under management (in billions)—eop	$44.0		$32.7		$11.3		35
Total trust assets (in billions)—eop	67.7		179.5		(111.8)		(62)

Consumer & Regional Banking reported net income of $446 million in the three-month period of 2026, an

increase of $127 million, or 40%, compared to the year-ago period. Segment net interest income increased $422

million, or 45%, primarily due to a $23.9 billion, or 33%, increase in average loans and leases, which includes the

Veritex and Cadence acquisitions, and a 44 basis point increase in NIM. The provision for credit losses increased $73

million due primarily to higher loan growth and net charge-offs. Noninterest income increased $60 million, or 18%,

primarily due to the addition of Veritex and Cadence, and additional increases in customer deposit fee income,

wealth and asset management revenue, and payments and cash management revenue. Noninterest expense

increased $248 million, or 30%, primarily due to incremental expenses from the Veritex and Cadence acquisitions,

and additional increases in direct personnel costs and indirect expense allocations.

2026 1Q Form 10-Q 31

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Commercial Banking
Table 24 - Key Performance Indicators for Commercial Banking
	Three Months Ended				Change
(dollar amounts in millions)	March 31, 2026		March 31, 2025		Amount		Percent
Net interest income	$640		$513		$127		25%
Provision for credit losses	38		68		(30)		(44)
Net interest income after provision for credit losses	602		445		157		35
Noninterest income	252		162		90		56
Noninterest expense:
Direct personnel costs	193		139		54		39
Other noninterest expense, including corporate allocations	218		164		54		33
Total noninterest expense	411		303		108		36
Income before income taxes	443		304		139		46
Provision for income taxes	93		64		29		45
Income attributable to non-controlling interest	4		4		—		—
Net income attributable to Huntington	$346		$236		$110		47%
Number of employees (average full-time equivalent)	2,653		2,164		489		23%
Total average assets	$87,645		$68,094		$19,551		29
Total average loans/leases	78,029		58,588		19,441		33
Total average deposits	56,622		42,714		13,908		33
Net interest margin	3.24%		3.40%		(0.16)%		(5)
NCOs	$15		$30		$(15)		(50)
NCOs as a % of average loans and leases	0.07%		0.21%		(0.14)%		(67)

Commercial Banking reported net income of $346 million in the first three-month period of 2026, an increase of

$110 million, or 47%, compared to the year-ago period. Segment net interest income increased $127 million, or 25%,

primarily driven by a $19.4 billion, or 33%, increase in average loans and leases and a $13.9 billion, or 33%, increase

in average deposits. The increases in loans and leases and deposits were driven by the impact of the Cadence and

Veritex acquisitions as well as organic growth. The provision for credit losses decreased $30 million, or 44%, due

primarily to lower net charge-offs and a lower ACL coverage ratio, partially offset by loan and lease growth.

Noninterest income increased $90 million, or 56%, primarily due to increases in capital markets and advisory fees,

which included the impact of three strategic business units acquired from Janney in January 2026. Customer deposit

and loan fees and payment and cash management revenue were also higher. Noninterest expense increased $108

million, or 36%, primarily driven by higher personnel expense related to the recent acquisitions and higher allocated

overhead.

Treasury / Other

The Treasury / Other function includes revenue and expense related to assets, liabilities, derivatives (including

mark-to-market of interest rate swaps, as applicable), and equity not directly assigned or allocated to one of the

business segments. Assets include investment securities and bank-owned life insurance.

Net interest income includes the impact of administering our investment securities portfolios, the net impact of

derivatives used to hedge interest rate sensitivity, and the financial impact associated with our FTP methodology, as

described above. Noninterest income includes miscellaneous fee income not allocated to other business segments,

such as bank-owned life insurance income and securities and trading asset gains or losses. Noninterest expense

includes certain corporate administrative expenses, acquisition-related expenses, if any, and other miscellaneous

expenses not allocated to other business segments. The provision for income taxes for the business segments is

calculated at a statutory 21% tax rate, although our overall effective tax rate is lower.

32 Huntington Bancshares Incorporated

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Table 25 - Key Performance Indicators for Treasury / Other
	Three Months Ended				Change
(dollar amounts in millions)	March 31, 2026		March 31, 2025		Amount		Percent
Net interest loss	$(114)		$(30)		$(84)		(280)%
Noninterest income	43		5		38		760
Noninterest expense:
Direct personnel costs	426		238		188		79
Other noninterest expense, including corporate allocations	(130)		(208)		78		38
Total noninterest expense	296		30		266		887
Loss before income taxes	(367)		(55)		(312)		(567)
Benefit for income taxes	(98)		(27)		(71)		(263)
Net loss attributable to Huntington	$(269)		$(28)		$(241)		(861)%
Number of employees (average full-time equivalent)	8,865		6,701		2,164		32%
Total average assets	$71,114		$59,083		$12,031		20

Treasury / Other reported a net loss of $269 million in the first three-month period of 2026, compared to a net

loss of $28 million in the year-ago period, driven by acquisition-related expenses, a decrease in net interest income,

and a reduction in corporate allocations, partially offset by higher noninterest income and an increase in the benefit

for income taxes. Net interest loss increased $84 million primarily due to the net impact of FTP credits assigned to

each business segment. The increase in noninterest income was largely due to the addition of Veritex and Cadence,

while the increase in noninterest expense was largely due to acquisition-related expenses. The benefit for income

taxes increased $71 million primarily due to an increase in pre-tax loss.

ADDITIONAL DISCLOSURES

Forward-Looking Statements

This Quarterly Report on Form 10-Q, including MD&A, contains certain forward-looking statements, including,

but not limited to, certain plans, expectations, goals, projections, and statements, which are not historical facts and

are subject to numerous assumptions, risks, estimates, and uncertainties that are beyond the control of Huntington.

Statements that do not describe historical or current facts, including statements about beliefs and expectations, are

forward-looking statements. Forward-looking statements may be identified by words such as expect, anticipate,

continue, believe, intend, estimate, plan, trend, objective, target, goal, or similar expressions, or future or

conditional verbs such as will, may, might, should, would, could, or similar variations. The forward-looking

statements are intended to be subject to the safe harbor provided by Section 27A of the Securities Act of 1933,

Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995.

2026 1Q Form 10-Q 33

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While there is no assurance that any list of risks and uncertainties or risk factors is complete, below are certain

factors which could cause actual results to differ materially from those contained or implied in the forward-looking

statements or historical performance: changes in general economic, political, regulatory, or industry conditions;

deterioration in business and economic conditions, including persistent inflation, supply chain issues or labor

shortages, instability in global economic conditions and geopolitical conditions, including U.S. direct involvement in

war and other conflicts, as well as volatility in financial markets; changes in U.S. trade policies, including the

imposition of tariffs and retaliatory tariffs; the impact of pandemics and other catastrophic events or disasters on

the global economy and financial market conditions and our business, results of operations, and financial condition;

the impacts related to or resulting from bank failures and other volatility, including potential increased regulatory

requirements and costs, such as FDIC special assessments, long-term debt requirements and heightened capital

requirements; potential impacts to macroeconomic conditions, which could affect the ability of depository

institutions, including us, to attract and retain depositors and to borrow or raise capital; unexpected outflows of

uninsured deposits which may require us to sell investment securities at a loss; changing interest rates which could

negatively impact the value of our portfolio of investment securities; the loss of value of our investment portfolio

which could negatively impact market perceptions of us and could lead to deposit withdrawals; the effects of social

media on market perceptions of us and banks generally; cybersecurity risks; uncertainty in U.S. fiscal and monetary

policy, including the interest rate policies of the Federal Reserve; volatility and disruptions in global capital, foreign

exchange, and credit markets; movements in interest rates; competitive pressures on product pricing and services;

success, impact, and timing of our business strategies, including market acceptance of any new products or services

including those implementing our “Fair Play” banking philosophy; introduction of new competitive products, such as

stablecoins, and new competitors, such as financial technology companies and other “nontraditional” bank

competitors; changes in policies and standards for regulatory review of bank mergers; the nature, extent, timing,

and results of governmental actions, examinations, reviews, reforms, regulations, and interpretations, including

those related to the Dodd-Frank Act and the Basel III regulatory capital reforms, as well as those involving the SEC,

the OCC, the Federal Reserve, the FDIC, and the CFPB, and state-level regulators; the possibility that the anticipated

benefits of recent or proposed acquisitions are not realized when expected or at all, including as a result of the

impact of, or problems arising from, the integration of the companies or as a result of the strength of the economy

and competitive factors in the areas where the companies do business; and other factors that may affect the future

results of Huntington.

All forward-looking statements are expressly qualified in their entirety by the cautionary statements set forth

above. Forward-looking statements speak only as of the date they are made and are based on information available

at that time. Huntington does not assume any obligation to update forward-looking statements to reflect actual

results, new information or future events, changes in assumptions or changes in circumstances or other factors

affecting forward-looking statements that occur after the date the forward-looking statements were made or to

reflect the occurrence of unanticipated events except as required by federal securities laws. If Huntington updates

one or more forward-looking statements, no inference should be drawn that Huntington will make additional

updates with respect to those or other forward-looking statements. As forward-looking statements involve

significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.

Non-GAAP Financial Measures

This document contains GAAP financial measures and non-GAAP financial measures, including FTE net interest

income and FTE total revenue, where management believes it to be helpful in understanding our results of

operations or financial position. Where non-GAAP financial measures are used, the comparable GAAP financial

measure, as well as the reconciliation to the comparable GAAP financial measure, can be found in Table 1 in this

report.

Fully-Taxable Equivalent Basis

Interest income, yields, and ratios on an FTE basis are considered non-GAAP financial measures. Management

believes net interest income on an FTE basis provides an insightful picture of the interest margin for comparison

purposes. The FTE basis also allows management to assess the comparability of revenue arising from both taxable

and tax-exempt sources. The FTE basis assumes a federal statutory tax rate of 21%. We encourage readers to

consider the Unaudited Consolidated Financial Statements and other financial information contained in this Form

10-Q in their entirety, and not to rely on any single financial measure.

34 Huntington Bancshares Incorporated

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Non-Regulatory Capital Ratios

In addition to capital ratios defined by banking regulators, the Company considers various other measures when

evaluating capital utilization and adequacy, including tangible common equity to tangible assets.

Non-regulatory capital ratios are viewed by management as useful additional methods of reflecting the level of

capital available to withstand unexpected market conditions. Additionally, presentation of these ratios allows

readers to compare our capitalization to other financial services companies. These ratios differ from capital ratios

defined by banking regulators principally in that the numerator excludes goodwill and other intangible assets, the

nature and extent of which varies among different financial services companies. These ratios are not defined in

GAAP or federal banking regulations. As a result, non-regulatory capital ratios disclosed by the Company are

considered non-GAAP financial measures.

Because there are no standardized definitions for non-regulatory capital ratios, the Company’s calculation

methods may differ from those used by other financial services companies. Also, there may be limits in the

usefulness of these measures to investors. As a result, we encourage readers to consider the Unaudited

Consolidated Financial Statements and other financial information contained in this Form 10-Q in their entirety, and

not to rely on any single financial measure.

Critical Accounting Policies and Use of Significant Estimates

Our Unaudited Consolidated Financial Statements are prepared in accordance with GAAP. The preparation of

financial statements in conformity with GAAP requires us to establish accounting policies and make estimates that

affect amounts reported in our Unaudited Consolidated Financial Statements. Note 1 - “Significant Accounting

Policies” of the Notes to Consolidated Financial Statements included in our 2025 Annual Report on Form 10-K, as

supplemented by this report including this MD&A, describes the significant accounting policies we used in our

Unaudited Consolidated Financial Statements.

An accounting estimate requires assumptions and judgments about uncertain matters that could have a material

effect on the Unaudited Consolidated Financial Statements. Estimates are made under facts and circumstances at a

point in time, and changes in those facts and circumstances could produce results substantially different from those

estimates. Our critical accounting policies include the allowance for credit losses, fair value measurements of certain

acquired assets, and goodwill. The following details the policies, assumptions, and judgments related to the

allowance for credit losses and acquisition fair value measurements. The policies, assumptions, and judgments

related to goodwill are described in the Critical Accounting Policies and Use of Significant Estimates section within

the MD&A of Huntington’s 2025 Annual Report on Form 10-K.

Allowance for Credit Losses

Our ACL at March 31, 2026 represents our current estimate of the lifetime credit losses expected from our loan

and lease portfolio and our unfunded lending commitments. Management estimates the ACL by projecting

probability of default, loss given default, and exposure at default, conditional on economic parameters, for the

remaining contractual term. Internal factors that impact the quarterly allowance estimate include the level of

outstanding balances, the portfolio performance, and assigned risk ratings. We utilize statistically based models that

employ assumptions about current and future economic conditions throughout the contractual life of our loan

portfolio. As part of our model risk oversight, we perform ongoing monitoring of model performance to assess

modeling approaches and identify potential model enhancements, which may result in updates to our statistically

based models from time to time.

One of the most significant judgments influencing the ACL estimate is the macroeconomic forecasts. Key

external economic parameters that directly impact our loss modeling framework include forecasted unemployment

rates and GDP. Changes in the economic forecasts could significantly affect the estimated credit losses, which could

potentially lead to materially different allowance levels from one reporting period to the next.

Given the dynamic relationship between macroeconomic variables within our modeling framework, it is difficult

to estimate the impact of a change in any one individual variable on the allowance. As a result, management uses a

probability-weighted approach that incorporates a baseline, an adverse, and a more favorable economic scenario

when formulating the quantitative estimate.

2026 1Q Form 10-Q 35

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To illustrate a hypothetical sensitivity analysis, management calculated a quantitative allowance using a 100%

weighting applied to an adverse scenario reflecting an amount of stress in excess of current expectations. This

scenario contemplates elevated interest rates weakening credit-sensitive consumer spending and confidence more

than expected. In this scenario, the impact of tariffs on the economy is significantly worse than expected, causing

inflation to increase. In response, the Federal Reserve lowers rates. Increased geopolitical tensions heighten the risk

that China might block the Taiwan strait, limiting the supply chain for semiconductors and raising fears of a broader

conflict. Additionally, concerns grow that the Russian invasion of Ukraine lasts longer than in the baseline scenario

and that the Middle East conflict will widen. The combination of tariffs, rising inflation, political tensions, still

elevated interest rates, and reduced credit availability causes the economy to fall into a recession in early 2026.

Under this scenario, as an example, the unemployment rate increases significantly from baseline levels peaking in

the second quarter of 2027 and GDP declines significantly. The unemployment rate in this adverse scenario is

projected to peak at 8.5% in the second quarter of 2027. This is approximately 4.0% higher than the baseline

scenario projections of 4.5% at the end of 2026 and 4.1% higher than the baseline projection of 4.4% at the end of

2027. In addition, GDP is significantly lower in the adverse scenario, with GDP turning negative for the remainder of

2026 before turning positive in 2027 but staying below 2%.

To demonstrate the sensitivity to key economic parameters used in the calculation of our ACL at March 31,

2026, management calculated the difference between our quantitative ACL and this 100% adverse scenario.

Excluding consideration of qualitative adjustments, this sensitivity analysis would result in a hypothetical increase in

our ACL of approximately $1.2 billion at March 31, 2026.

The resulting difference is not intended to represent an expected increase in allowance levels for a number of

reasons including the following:

• Management uses a weighted approach applied to multiple economic scenarios for its allowance estimation

process;

• The highly uncertain economic environment;

• The difficulty in predicting the inter-relationships between the economic parameters used in the various

economic scenarios; and

• The sensitivity estimate does not account for any general reserve components and associated risk profile

adjustments incorporated by management as part of its overall allowance framework.

We regularly review our ACL for appropriateness by performing on-going evaluations of the loan and lease

portfolio. In doing so, we consider factors such as the differing economic risks associated with each loan category,

the financial condition of specific borrowers, the level of delinquent loans, the value of any collateral and, where

applicable, the existence of any guarantees or other documented support. We also evaluate the impact of changes

in key economic parameters and overall economic conditions on the ability of borrowers to meet their financial

obligations when quantifying our exposure to credit losses and assessing the appropriateness of our ACL at each

reporting date. Large loan exposures may be addressed through a portfolio heterogeneity reserve. We also consider

how significant changes in underwriting policies and procedures could impact the ACL, including consideration of

material changes in portfolio growth rates or credit terms. Any changes to management and staffing that could

impact lending, collections, or other relevant departments that could increase risk within the allowance process are

also contemplated. Observed changes in the quality of the credit review process identified by the second and third

line reviews are also given appropriate consideration.

There is no certainty that our ACL will be appropriate over time to cover losses in our portfolio as economic and

market conditions may ultimately differ from our reasonable and supportable forecast. Additionally, events

adversely affecting specific customers, industries, or our markets such as geopolitical instability or risks of elevated

interest rates for longer including a near-term recession, could severely impact our current expectations. If the credit

quality of our customer base materially deteriorates or the risk profile of a market, industry, or group of customers

changes materially, our net income and capital could be materially adversely affected which, in turn could have a

material adverse effect on our financial condition and results of operations. The extent to which the geopolitical

instability and risks of elevated interest rates will continue to negatively impact our businesses, financial condition,

liquidity, and results will depend on future developments, which are highly uncertain and cannot be forecasted with

precision at this time. For more information, see Note 5 - “Loans and Leases” and Note 6 - “Allowance For Credit

Losses” of the Notes to Unaudited Consolidated Financial Statements.

36 Huntington Bancshares Incorporated

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Acquisition Fair Value Measurements

The acquisition method of accounting requires assets and liabilities in business combinations to be recorded at

their estimated fair values as of the date of acquisition. To estimate fair value, we apply various valuation

methodologies to assets acquired and liabilities assumed that often involve significant judgment. Examples of such

estimates include loans and core deposit intangible assets, both of which we developed using an income approach.

To value loans, management incorporated assumptions such as discount rates, prepayment speeds, expected credit

losses, and recovery speeds based on recent origination and market data. The methodology used to value CDI assets

considered the cost savings generated from the deposits relative to an alternative source of funds. Management

incorporated assumptions in the CDI valuation such as customer attrition, discount rates, alternative cost of funding,

and net maintenance costs. Changes in these assumptions could result in materially different fair value

measurements that may impact the Company’s financial condition, results of operations, or disclosures. Discussion

of the assumptions and estimates used by us to assess and determine fair values associated with business

combinations can be found in Note 3 - “Business Combinations” of the Notes to Unaudited Consolidated Financial

Statements.

Goodwill

Subsequent to the completion of our annual impairment test, as described in the Critical Accounting Policies and

Use of Significant Estimates section within the MD&A of Huntington’s 2025 Annual Report on Form 10-K, we

completed the acquisitions of Veritex and Cadence, which resulted in the recognition of additional goodwill of $450

million and $3.5 billion, respectively. Because this goodwill arose after our annual testing date, it was not included in

the annual impairment analysis performed as of October 1, 2025. However, the additions of Veritex and Cadence did

not change our conclusion with respect to goodwill impairment and no triggering event occurred through the end of

the first quarter of 2026 that required a reassessment of goodwill. The goodwill recognized in connection with the

acquisitions has been assigned to our reporting units based on our assessment of how the acquired business will be

integrated and how its operations will be managed. For more information, see Note 8 - “Goodwill and Other

Intangible Assets” to the Notes to the Unaudited Consolidated Financial Statements.

Recent Accounting Pronouncements and Developments

Note 2 - “Accounting Standards Update” of the Notes to Unaudited Consolidated Financial Statements discusses,

if applicable, new accounting pronouncements adopted during 2026 and the expected impact of accounting

pronouncements recently issued but not yet required to be adopted. To the extent the adoption of new accounting

standards materially affects financial condition, results of operations, or liquidity, the impacts are discussed in the

applicable section of this MD&A and the Notes to Unaudited Consolidated Financial Statements.

2026 1Q Form 10-Q 37

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