A Dark Vector Cognition product

Cover and table of contents

15K characters. Original on sec.gov ·

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2026

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Huntington_Exception_Logo_Horizontal_RGB_Dark (002).jpg

Huntington Bancshares Incorporated

(Exact name of registrant as specified in its charter)

Maryland1-3407331-0724920
(State or other jurisdiction of incorporation or organization)(Commission File Number)(I.R.S. Employer Identification No.)

Registrant’s address: 41 South High Street**,** Columbus**,** Ohio 43287

Registrant’s telephone number, including area code: (614) 480-2265

Securities registered pursuant to Section 12(b) of the Act

Title of each classTrading Symbol(s)Name of each exchange on which registered
Depositary Shares (each representing a 1/40th interest in a share of 4.500% Series H Non-Cumulative, perpetual preferred stock)HBANPThe Nasdaq Stock Market LLC
Depositary Shares (each representing a 1/1000th interest in a share of 5.70% Series I Non-Cumulative, perpetual preferred stock)HBANMThe Nasdaq Stock Market LLC
Depositary Shares (each representing a 1/40th interest in a share of 6.875% Series J Non-Cumulative, perpetual preferred stock)HBANLThe Nasdaq Stock Market LLC
Depositary Shares (each representing a 1/1000th interest in a share of 5.50% Series L Non-Cumulative, perpetual preferred stock)HBANZThe Nasdaq Stock Market LLC
Common Stock—Par Value $0.01 per ShareHBANThe Nasdaq Stock Market LLC
Nasdaq Texas, LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities

Exchange Act of 1934 during the preceding 12 months and (2) has been subject to such filing requirements for the past 90

days. x Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted

pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period

that the registrant was required to submit such files). x Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller

reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”

“smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filerxAccelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period

for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). ☐ Yes x No

There were 2,020,414,826 shares of the registrant’s common stock ($0.01 par value) outstanding on June 30, 2026.

2 Huntington Bancshares Incorporated

Table of Contents

TABLE OF CONTENTS

HUNTINGTON BANCSHARES INCORPORATED

Form 10-Q for the quarter ended June 30, 2026

Page Number
Glossary of Acronyms and Terms3
PART I. FINANCIAL INFORMATION
Item 1.Financial Statements (Unaudited)41
Consolidated Balance Sheets at June 30, 2026 and December 31, 202541
Consolidated Statements of Income for the three and six months ended June 30, 2026 and 202542
Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2026 and 202543
Consolidated Statements of Changes in Shareholders’ Equity for the three and six months ended June 30, 2026 and 202544
Consolidated Statements of Cash Flows for the six months ended June 30, 2026 and 202546
Notes to Unaudited Consolidated Financial Statements:48
Note 1 - Basis of Presentation48
Note 2 - Accounting Standards Update48
Note 3 - Business Combinations48
Note 4 - Investment and Other Securities54
Note 5 - Loans and Leases58
Note 6 - Allowance for Credit Losses66
Note 7 - Mortgage Loan Sales and Servicing Rights67
Note 8 - Goodwill and Other Intangible Assets68
Note 9 - Borrowings68
Note 10 - Other Comprehensive Income70
Note 11 - Shareholders’ Equity72
Note 12 - Earnings Per Share73
Note 13 - Revenue from Contracts with Customers74
Note 14 - Fair Value of Assets and Liabilities76
Note 15 - Derivative Financial Instruments84
Note 16 - Variable Interest Entities88
Note 17 - Commitments and Contingent Liabilities90
Note 18 - Segment Reporting92
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations4
Introduction4
Executive Overview4
Discussion of Results of Operations8
Risk Management:14
Credit Risk14
Market Risk22
Liquidity Risk25
Operational Risk29
Compliance Risk30
Capital30
Business Segment Discussion32
Additional Disclosures35
Item 3.Quantitative and Qualitative Disclosures about Market Risk94
Item 4.Controls and Procedures94
PART II. OTHER INFORMATION
Item 1.Legal Proceedings94
Item 1A.Risk Factors94
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds95
Item 5.Other Information95
Item 6.Exhibits96
Signatures97

2026 2Q Form 10-Q 3

Table of Contents

Glossary of Acronyms and Terms

The following listing provides a comprehensive reference of common acronyms and terms used throughout the

document:

ACLAllowance for Credit LossesNAICSNorth American Industry Classification System
AFSAvailable-for-SaleNALsNonaccrual Loans
ALCOAsset-Liability Management CommitteeNCONet Charge-off
ALLLAllowance for Loan and Lease LossesNIINet Interest Income
AOCIAccumulated Other Comprehensive Income (Loss)NIMNet Interest Margin
ASCAccounting Standards CodificationNPAsNonperforming Assets
ASUAccounting Standards UpdateOCCOffice of the Comptroller of the Currency
AULCAllowance for Unfunded Lending CommitmentsOCIOther Comprehensive Income (Loss)
Basel IIIRefers to the final rule issued by the FRB and OCC and published in the Federal Register on October 11, 2013OLEMOther Loans Especially Mentioned
BoardBoard of DirectorsPCDPurchased Credit Deteriorated
C&ICommercial and IndustrialROCRisk Oversight Committee
CadenceCadence BankRVRecreational Vehicle
CCARComprehensive Capital Analysis and ReviewSBASmall Business Administration
CDICore Deposit IntangibleSCBStress Capital Buffer
CDSCredit Default SwapSECSecurities and Exchange Commission
CET1Common Equity Tier 1SOFRSecured Overnight Financing Rate
CFPBBureau of Consumer Financial ProtectionSPESpecial Purpose Entity
CLNCredit Linked NoteTBATo Be Announced
CMEChicago Mercantile ExchangeU.S.United States of America
CMOCollateralized Mortgage ObligationsU.S. TreasuryU.S. Department of the Treasury
CRECommercial Real EstateVeritexVeritex Holdings, Inc.
EOPEnd of PeriodVIEVariable Interest Entity
EVEEconomic Value of EquityXBRLeXtensible Business Reporting Language
FDICFederal Deposit Insurance Corporation
Fed FundThe targeted rate by the Federal Reserve to secure overnight funding
Federal ReserveBoard of Governors of the Federal Reserve System
FFIECFederal Financial Institutions Examination Council
FHLBFederal Home Loan Bank
FOMCFederal Open Market Committee
FRBFederal Reserve Bank
FTEFully-Taxable Equivalent
FTPFunds Transfer Pricing
FVOFair Value Option
GAAPGenerally Accepted Accounting Principles in the United States of America
GDPGross Domestic Product
HTMHeld-to-Maturity
IRSInternal Revenue Service
JanneyJanney Montgomery Scott LLC
LIHTCLow Income Housing Tax Credit
MBSMortgage-Backed Securities
MD&AManagement’s Discussion and Analysis of Financial Condition and Results of Operations
MSRMortgage Servicing Right

4 Huntington Bancshares Incorporated

Table of Contents

PART I. FINANCIAL INFORMATION

When we refer to “we,” “our,” “us,” “Huntington,” and “the Company” in this Quarterly Report on Form 10-Q

(this “report”), we mean Huntington Bancshares Incorporated and our consolidated subsidiaries, unless the context

indicates that we refer only to the parent company, Huntington Bancshares Incorporated. When we refer to the

“Bank” in this report, we mean our only bank subsidiary, The Huntington National Bank, and its subsidiaries.

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