Acquisitions and Growth - Huntington completed the acquisition of Veritex Holdings, Inc. on October 20, 2025, valued at $1.7 billion, adding $12.0 billion in assets, including $9.3 billion in loans and $10.5 billion in deposits[20]. - On February 1, 2026, Huntington acquired Cadence Bank for approximately $8.1 billion, adding $54 billion in assets, including $37 billion in loans and $44 billion in deposits[21]. - As of December 31, 2025, Huntington operated over 1,000 branches in 14 states, which will increase to nearly 1,400 branches in 21 states post-Cadence merger[19]. Banking Operations and Services - Huntington's Consumer & Regional Banking segment offers a wide array of financial products, including deposits, lending, and investment management, emphasizing a "Fair Play" banking philosophy[23]. - The bank's competitive ranking in the top 10 MSAs as of June 30, 2025, shows a market share of 44% in Columbus, OH, and 12% in Cleveland, OH[38]. - Huntington's payments capabilities are expanding, with unique solutions like Huntington ChoicePay for diverse client segments[30]. Regulatory Compliance and Capital Requirements - Huntington's total consolidated assets are expected to exceed $250 billion following the Cadence acquisition, transitioning to Category III banking organization standards[45]. - The bank's comprehensive regulatory framework includes supervision by various federal and state regulators, impacting its operations and compliance[43]. - Huntington is subject to enhanced prudential standards due to its consolidated assets exceeding $100 billion, including liquidity and capital requirements[63]. - The company must maintain a Tier 1 Risk-Based Capital Ratio of 6.0% or greater and a Total Risk-Based Capital Ratio of 10.0% or greater to be considered well-capitalized[73]. - Huntington is required to hold a minimum outstanding eligible long-term debt amount of no less than 6% of total risk-weighted assets, 2.5% of total leverage exposure, or 3.5% of average total consolidated assets[68]. - The company is subject to a capital conservation buffer (SCB) of 2.5% to avoid restrictions on capital distributions and discretionary bonus payments[75]. - Huntington's liquidity coverage ratio (LCR) will require it to hold an amount of eligible high-quality liquid assets (HQLA) that equals or exceeds 100% of projected adjusted net cash outflows over a 30-day period when it becomes a Category III institution[65]. - The Federal Reserve's LFI Rating System emphasizes capital and liquidity planning, with ratings confidentially assessing capital planning, liquidity risk management, and governance[56]. - The company must comply with regulatory capital requirements under U.S. Basel III capital rules, which may require higher capital levels based on its size and risk profile[71]. - Huntington's capital ratios as of December 31, 2025, are expected to exceed revised well-capitalized standards if applied similarly to those of the Bank[73]. - The company is subject to periodic reporting and filing requirements to ensure financial safety and soundness[52]. - Failure to meet capital requirements could result in restrictions on capital distributions and regulatory actions that may adversely affect operations[74]. Financial Performance and Risks - As of December 31, 2025, Huntington's CET1 risk-based capital ratio was 10.4%, significantly above the minimum requirement of 4.5%[78]. - The Tier 1 risk-based capital ratio for Huntington was 12.0%, exceeding the minimum requirement of 6.0%[78]. - Huntington's total risk-based capital ratio stood at 14.2%, well above the minimum requirement of 8.0%[78]. - The Tier 1 leverage ratio for Huntington was 9.3%, surpassing the minimum requirement of 4.0%[78]. - Huntington's SCB requirement is 2.5%, which is the same as the previous year, indicating stability in capital planning[88]. - The Federal Reserve's proposed rule for the Basel III endgame aims to increase capital requirements for large banks, including Huntington, to better manage potential risks[80]. - Huntington is required to submit an annual capital plan to the Federal Reserve, which includes assessments of capital adequacy and planned capital actions[82]. - The Federal Reserve expects BHCs like Huntington to maintain sufficient capital to withstand adverse operating environments and continue operations[84]. - Huntington's ability to make capital distributions, including dividends, is contingent upon receiving dividends from its subsidiaries and meeting regulatory capital requirements[91]. Risk Management and Governance - The Bank is required to submit its own resolution plan to the FDIC, with the first full plan submitted on July 1, 2025, under new regulations[98]. - The Bank is required to maintain an Anti-Money Laundering (AML) compliance program, including policies and procedures, and undergo periodic independent audits to assess the effectiveness of its AML program[107]. - The Bank's total assets are currently subject to heightened governance and risk management standards set by the OCC, which apply to institutions with assets equal to or greater than $50 billion[105]. - The FDIC provides insurance coverage for certain deposits up to a maximum of $250,000 per depositor, funded through assessments on insured depository institutions[117]. - The FDIC has implemented a special assessment to recoup losses associated with bank failures, with a quarterly rate of 3.36 basis points starting from Q2 2024[121]. - The Bank received the highest possible CRA rating of "Outstanding" in its most recent examination, which is crucial for merger or acquisition applications[125]. - The Bank's insurance premiums may increase based on the FDIC's assessment of its risk profile[117]. - The OCC proposed to increase the threshold for heightened standards from $50 billion to $700 billion, which would exempt the Bank from these standards unless determined otherwise[106]. - The Bank must comply with the Bank Secrecy Act, which includes maintaining an AML program and reporting suspicious transactions[107]. - The CRA framework is subject to changes, with a final rule issued in October 2023 that may impose additional costs and change performance assessments[126]. - The Bank's cybersecurity and data privacy policies are in effect across all businesses and geographic locations, ensuring compliance with federal and state regulations[116]. Community Commitment and Employee Engagement - Huntington made a five-year commitment of $40 billion toward its Community Plan to support small businesses and improve financial opportunities, exceeding its commitment through 2025[141]. - In 2025, Huntington had an average of 20,424 full-time equivalent colleagues, with 85%, 83%, and 83% of them responding favorably on trust, culture, and engagement, respectively[145]. - Huntington colleagues completed over 500,000 training hours in 2025, supporting their development and career growth[150]. - The company offers a minimum hourly wage of $21 and competitive wages, along with various wellness programs to support physical, mental, and financial well-being[151]. - Huntington's Board of Directors consists of 12 members, including 10 independent directors, ensuring strong governance and oversight[137]. - The Chief Risk Officer provides regular updates on risk management issues, including climate-related credit risks, to the Board's Risk Oversight Committee[139]. - Huntington's Corporate Responsibility and Sustainability Executive is responsible for advancing the corporate responsibility strategy and ensuring regulatory compliance[138]. Economic and Operational Risks - Economic uncertainty, including inflation and rising interest rates, could adversely affect the company's business and financial condition[168]. - Changes in interest rates could reduce net interest income and negatively impact the value of loans and securities[172]. - Prolonged inflation may negatively impact profitability and stock price due to increased fixed costs and decreased consumer purchasing power[179]. - The company faces significant operational risks that could lead to financial loss and loss of confidence from customers and regulators[164]. - The company is expected to incur substantial costs related to the Cadence Merger and integration[180]. - Regulatory changes could require higher levels of capital and liquidity, impacting the company's ability to pay dividends and attract deposits[180]. - Cybersecurity risks, including data breaches, could adversely affect the company's operations and reputation[164]. - The company relies on third parties for key components of its business infrastructure, which presents additional risks[164]. - The primary source of liquidity for the company is a large supply of deposits from consumer and commercial customers, which is influenced by customer willingness and regulatory changes[182]. - The company relies on dividends from its bank subsidiary for liquidity needs, and any limitations on these dividends could adversely affect its ability to pay dividends on Preferred and Common Stock[183]. - Access to capital markets is crucial for meeting cash flow requirements; disruptions could hinder corporate expansion and operational activities[184]. - Rising interest rates and negative perceptions of the banking industry may impact the company's ability to raise additional capital on acceptable terms[185]. - A reduction in credit ratings could adversely affect access to capital and increase the cost of funds, impacting growth and profitability[186]. - Global economic instability and geopolitical matters could materially affect the company's financial condition and results of operations[187]. - Operational risks, including potential breaches of security systems, could disrupt business and adversely impact liquidity and financial condition[188]. - Cybersecurity risks have significantly increased, with potential for material losses and reputational harm due to cyber-attacks or information breaches[195]. - The company faces risks from third-party cybersecurity breaches, which may not be disclosed in a timely manner, potentially leading to significant liabilities[196]. - A successful cyber-attack could result in loss of customers, significant business disruption, and regulatory penalties, adversely impacting financial condition[197]. Goodwill and Accounting Risks - The book value of goodwill for Huntington was $6.0 billion as of December 31, 2025, which could impact the ability to pay dividends if impaired[212]. - Huntington faces significant operational risks, including fraud, unauthorized transactions, and system failures, which could lead to financial loss and litigation[198]. - The company relies on third-party service providers for key business infrastructure, which presents risks that could adversely affect service delivery and increase costs[208]. - Changes in accounting policies and standards could affect how Huntington reports its financial condition and results of operations[210]. - The banking industry is highly regulated, and compliance failures could result in fines and restrictions that adversely affect operations and capital base[217]. - Huntington's reliance on quantitative models for risk measurement may lead to inaccurate business decisions if the models are flawed or based on incorrect assumptions[204]. - The company is exposed to climate change risks that could disrupt operations and increase expenses due to regulatory changes and market shifts[213]. - AI usage in operations presents inherent risks, including potential legal and regulatory challenges, which could impact business outcomes[214]. - Acquisitions carry risks related to integration and the accuracy of assumptions made during the acquisition process, which could affect financial results[200]. Reputation and Consumer Relations - Negative public opinion and regulatory actions could adversely impact Huntington's ability to attract and retain customers[199]. - The company is under heightened regulatory oversight by the CFPB, affecting consumer and business banking products and services[218]. - Increased regulatory inquiries may lead to a greater number of investigations and enforcement actions, raising compliance costs[218]. - Potential revenue loss could occur due to required changes in business operations from regulatory developments[218]. - Regulatory actions could limit the products and services offered, impacting revenue generation[218]. - The company may face fines or penalties, which could further strain financial performance[218]. - Increased compliance costs may lead to higher prices for consumers, potentially reducing demand[218]. - The company is subject to scrutiny regarding sales practices of branch personnel, similar to actions taken against other financial institutions[218]. - Harm to the company's reputation could adversely affect its consumer businesses[218].

Financial Performance - Net interest income for Q4 2025 was $1,592 million, a 6% increase compared to Q3 2025 and a 14% increase compared to Q4 2024[10] - Net income attributable to Huntington for Q4 2025 was $519 million, a decrease of 17% from Q4 2024[10] - Net income per common share - diluted for the year 2025 was $1.39, a 14% increase from $1.22 in 2024[11] - Total revenue for Q4 2025 was $2,191 million, up from $2,151 million in Q3 2025[24] - Net income applicable to common shares for the quarter was $476 million, down from $602 million in the previous quarter[41] - Net income attributable to Huntington increased by 14% to $2,211 million in 2025, up from $1,940 million in 2024[50] Asset and Deposit Growth - Total assets increased by 10% to $225,106 million from $204,230 million[14] - Average total deposits rose by 5% to $173,156 million in Q4 2025 compared to Q4 2024[10] - Total deposits grew by 9% to $176,610 million from $162,448 million[17] - Total assets increased by 5% year-over-year to $220.230 billion from $209.727 billion[18] - Total loans and leases rose by 8% to $146.607 billion compared to $135.944 billion in the previous quarter[18] - Total interest-bearing deposits increased by 5% to $142.388 billion from $135.804 billion[18] Loan and Lease Performance - Average loans and leases increased by 8% to $146,607 million in Q4 2025 compared to Q4 2024[10] - Net loans and leases rose by 15% to $147,105 million compared to $127,798 million[14] - Commercial and industrial loans accounted for 46% of total loans at $69,442 million, up from $62,978 million[16] - Total commercial loans reached $90,378 million, representing 60% of total loans[16] - Commercial and industrial loans grew by 10% to $67.378 billion, up from $61.440 billion[18] Interest Income and Margin - The net interest margin for Q4 2025 was 3.15%, slightly up from 3.13% in Q4 2024[10] - Interest income for Q4 2025 was $2,665 million, an increase from $2,600 million in Q3 2025[24] - Net interest income on a fully-taxable equivalent basis was $1,609 million in Q4 2025, compared to $1,523 million in Q3 2025[24] - The net interest margin improved to 3.13% in 2025, compared to 3.00% in 2024[47] Credit Losses and Nonperforming Assets - Provision for credit losses in Q4 2025 was $123 million, up 1% from Q3 2025 and 15% from Q4 2024[10] - The allowance for loan and lease losses at the end of Q4 2025 was $2.537 billion, an increase from $2.374 billion in Q3 2025[28] - Total allowance for credit losses at the end of Q4 2025 was $2.743 billion, compared to $2.562 billion in Q3 2025[28] - Total nonaccrual loans and leases increased to $931 million in 2025, up from $783 million in 2024, representing a 19% increase year-over-year[57] - Nonperforming assets (NPAs) rose to $945 million at the end of 2025, compared to $822 million in 2024, marking a 15% increase[57] Equity and Capital Ratios - Total equity rose by 23% to $24,379 million compared to $19,782 million[14] - Common equity tier 1 capital reached $17,276 million, reflecting a ratio of 10.4% as of December 31, 2025, compared to 10.6% in the prior quarter[34] - The tangible common equity to tangible assets ratio improved to 7.1% at the end of Q4 2025, compared to 6.8% at the end of Q4 2024[10] - The total risk-based capital ratio was 14.2% as of December 31, 2025, compared to 14.7% in the prior quarter[34] Employee and Branch Growth - The number of domestic full-service branches increased to 1,005, up from 972 in the previous quarter[40] - The average number of employees increased to 20,924 from 20,247 in the previous quarter[40]

Core Insights - Artificial intelligence (AI) is identified as the greatest investment opportunity of the current era, with a strong emphasis on the urgent need for energy to support its growth [1][2][3] - A specific company is highlighted as a key player in the AI energy sector, owning critical energy infrastructure assets that are essential for meeting the increasing energy demands of AI technologies [3][7][8] Investment Landscape - Wall Street is investing hundreds of billions into AI, but there is a looming question regarding the energy supply needed to sustain this growth [2] - AI data centers consume vast amounts of energy, comparable to that of small cities, leading to concerns about power grid strain and rising electricity prices [2][3] Company Profile - The company in focus is not a chipmaker or cloud platform but is positioned as a crucial player in the energy sector, particularly in nuclear energy infrastructure [7][8] - It is capable of executing large-scale engineering, procurement, and construction projects across various energy sectors, including oil, gas, and renewables [7] Financial Position - The company is noted for being debt-free and holding a significant cash reserve, amounting to nearly one-third of its market capitalization [8] - It also has a substantial equity stake in another AI-related company, providing investors with indirect exposure to multiple growth opportunities [9] Market Trends - The company is poised to benefit from the onshoring trend driven by tariffs, as well as the surge in U.S. LNG exports under the current administration's energy policies [5][14] - The overall market is experiencing a supercycle in AI infrastructure, which is expected to drive significant growth in energy demand [14] Investment Potential - The stock is described as undervalued, trading at less than seven times earnings, which presents a compelling investment opportunity [10] - The company is positioned to capitalize on the increasing demand for energy in the AI sector, making it a strategic investment choice for those looking to benefit from the AI revolution [11][12]

Financial Performance - For Q3 2025, Huntington reported net income of $629 million, or $0.41 per diluted common share, compared to $517 million, or $0.33 per diluted common share in Q3 2024, representing a 22% increase in net income [24]. - Net interest income for Q3 2025 was $1.5 billion, an increase of $155 million, or 11%, from the previous year, with FTE net interest income rising by $159 million, or 12% [25]. - Noninterest income reached $628 million, up $105 million, or 20%, driven by gains in various revenue streams including payments and cash management [27]. - The efficiency ratio improved to 57.4% in Q3 2025, down from 59.4% in Q3 2024, indicating better cost management [21]. - Return on average total assets increased to 1.19% in Q3 2025, compared to 1.04% in Q3 2024, reflecting improved profitability [21]. - Net income attributable to Huntington for the nine months ended September 30, 2025, was $1,692 million, an increase of $282 million, or 20%, compared to $1,410 million in the same period of 2024 [181]. - Net income attributable to Huntington for the three months ended September 30, 2025, was $629 million, up 21.6% from $517 million in the same period last year [212]. Asset and Liability Management - Total assets increased to $210.2 billion, up $6.0 billion or 3% from December 31, 2024, driven by a $7.9 billion or 6% increase in loans and leases [28]. - Total liabilities rose to $187.9 billion, an increase of $3.5 billion or 2%, primarily due to a $2.8 billion or 2% increase in total deposits [28]. - Average assets for Q3 2025 were $209.7 billion, an increase of $11.4 billion, or 6%, from Q3 2024, driven by a 9% increase in average loans and leases [40]. - Average liabilities for Q3 2025 increased by $10.2 billion, or 6%, primarily due to an $8.3 billion, or 5%, increase in average deposits [41]. - Total deposits increased by $2.8 billion, or 2%, to $165.2 billion at September 30, 2025, compared to $162.4 billion at December 31, 2024 [131]. Credit Quality and Loss Provisions - The provision for credit losses rose by $16 million, or 15%, to $122 million in Q3 2025, with the allowance for credit losses increasing to $2.6 billion, or 1.86% of total loans and leases [26]. - Nonaccrual loans and leases (NALs) totaled $808 million at September 30, 2025, an increase from $783 million at December 31, 2024, with NALs as a percentage of total loans and leases at 0.59% [84]. - Net charge-offs (NCOs) for the third quarter of 2025 were $75 million, or 0.22% of average total loans and leases, a decrease from $93 million, or 0.30%, in the same quarter of the previous year [82]. - The provision for credit losses for Q3 2025 was $122 million, an increase of $16 million, or 15%, compared to Q3 2024 [51]. - The Allowance for Credit Losses (ACL) at September 30, 2025, represents the current estimate of lifetime credit losses expected from the loan and lease portfolio, with management utilizing statistical models based on economic parameters [199]. Mergers and Acquisitions - Huntington completed the acquisition of Veritex Holdings, issuing approximately $1.7 billion in total consideration, with Veritex holding $12.8 billion in assets [17]. - Huntington announced a definitive merger agreement with Cadence Bank, valued at approximately $7.4 billion, expected to close in Q1 2026 [18]. - The integration of Huntington and Cadence is subject to regulatory approvals, and any delays could adversely affect the expected benefits of the transaction [190]. Capital and Liquidity - The CET1 risk-based capital ratio was 10.6% at September 30, 2025, slightly up from 10.5% at December 31, 2024 [29]. - The total risk-based capital ratio was 14.7% at September 30, 2025, up from 14.3% at December 31, 2024 [166]. - The company maintains capital ratios in excess of the well-capitalized standards established by the Federal Reserve [168]. - The parent company believes it has sufficient liquidity and capital resources to meet cash flow obligations over the next 12 months [148]. - The company has filed an automatic shelf registration statement with the SEC to issue debt or equity securities as needed [147]. Economic Outlook - The labor market faced challenges with an unemployment rate of 4.3%, but the economy is expected to transition to moderate GDP growth [34]. - The Federal Reserve reduced the federal funds rate by 25 basis points in September 2025, marking the first adjustment since December 2024 [33]. - The allowance for credit losses (ACL) reflects ongoing economic uncertainty, with the unemployment rate expected to end 2025 at 4.4% and GDP growth forecasted at approximately 1% [87]. - In a hypothetical adverse scenario, the unemployment rate is projected to reach 6.0% by the end of 2025, significantly higher than the baseline projection of 4.4% [203]. - The projected GDP decline in the adverse scenario is estimated at 3.0% in Q4 2025, contrasting with a baseline growth of 1.0% [203]. Shareholder Returns - The Board of Directors declared a quarterly cash dividend of $0.155 per common share, totaling approximately $269 million for the current quarter [146]. - During the first nine months of 2025, the Bank paid $750 million in common dividends and $34 million in preferred dividends to the parent company [147]. - The company has authorized a share repurchase program of up to $1.0 billion, with no shares repurchased under the current authorization as of the report date [173].

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General Notes and Definitions [GAAP and Non-GAAP Financial Measures](index=2&type=section&id=GAAP%20and%20Non-GAAP%20Financial%20Measures) Financial statements are prepared in conformity with GAAP, requiring management estimates, and include non-GAAP measures with GAAP reconciliations for operational understanding - Financial statement data is prepared in conformity with GAAP, requiring management estimates and assumptions[4](index=4&type=chunk) - Non-GAAP financial measures are included to aid in understanding results, with comparable GAAP reconciliations provided[5](index=5&type=chunk) [Fully-Taxable Equivalent (FTE) Basis](index=2&type=section&id=Fully-Taxable%20Equivalent%20(FTE)%20Basis) Interest income, yields, and ratios are presented on a Fully-Taxable Equivalent (FTE) basis, a non-GAAP measure used by management for accurate comparison of interest margin and revenue comparability from taxable and tax-exempt sources, assuming a 21% federal statutory tax rate - Interest income, yields, and ratios on an FTE basis are non-GAAP financial measures[6](index=6&type=chunk) - The FTE basis provides a more accurate picture of interest margin for comparison and assesses comparability of revenue from taxable and tax-exempt sources, assuming a **21% federal statutory tax rate**[6](index=6&type=chunk) [Non-Regulatory Capital Ratios](index=2&type=section&id=Non-Regulatory%20Capital%20Ratios) The Company uses non-regulatory capital ratios like Tangible Common Equity to Tangible Assets, Tangible Common Equity to Risk-Weighted Assets, and Adjusted Common Equity Tier 1 (CET1) to evaluate capital utilization and adequacy, differing from regulatory ratios by excluding preferred securities and including AOCI for Adjusted CET1 - Non-regulatory capital ratios, including **Tangible Common Equity to Tangible Assets**, **Tangible Common Equity to Risk-Weighted Assets**, and **Adjusted CET1**, are used to evaluate capital utilization and adequacy[7](index=7&type=chunk)[9](index=9&type=chunk) - These ratios are non-GAAP and differ from regulatory capital ratios primarily by excluding preferred securities and, for Adjusted CET1, including the impact of AOCI (excluding cash flow hedges)[7](index=7&type=chunk) - The Company encourages readers to consider consolidated financial statements in their entirety due to potential differences in calculation methods for these non-regulatory ratios among financial services companies[8](index=8&type=chunk) Quarterly Financial Overview [Quarterly Key Statistics](index=3&type=section&id=Quarterly%20Key%20Statistics) Huntington Bancshares reported strong Q3 2025 performance with significant increases in net income and diluted EPS compared to both the previous quarter and prior year, alongside robust growth in Net Interest Income, Noninterest Income, and Income before income taxes, while credit quality metrics remained stable or improved Key Quarterly Financial Highlights (Q3 2025 vs. Q2 2025 and Q3 2024) | Metric (in millions, except per share) | Sep 30, 2025 | Jun 30, 2025 | Sep 30, 2024 | % Change vs. 2Q25 | % Change vs. 3Q24 | | :------------------------------------- | :----------- | :----------- | :----------- | :----------------- | :----------------- | | Net interest income (FTE) | $1,523 | $1,483 | $1,364 | 3 % | 12 % | | Provision for credit losses | $122 | $103 | $106 | 18 % | 15 % | | Noninterest income | $628 | $471 | $523 | 33 % | 20 % | | Noninterest expense | $1,246 | $1,197 | $1,130 | 4 % | 10 % | | Income before income taxes | $766 | $638 | $638 | 20 % | 20 % | | Net income applicable to common shares | $602 | $509 | $481 | 18 % | 25 % | | Net income per common share - diluted | $0.41 | $0.34 | $0.33 | 21 % | 24 % | | Return on average assets | 1.19 % | 1.04 % | 1.04 % | | | | Net interest margin | 3.13 % | 3.11 % | 2.98 % | | | | Efficiency ratio | 57.4 % | 59.0 % | 59.4 % | | | | Average total assets | $209,727 | $207,852 | $198,278 | 1 % | 6 % | | Average loans and leases | $135,944 | $133,171 | $124,507 | 2 % | 9 % | | Average total deposits | $164,812 | $163,429 | $156,488 | 1 % | 5 % | | NCOs as a % of average loans and leases| 0.22 % | 0.20 % | 0.30 % | | | | NAL ratio | 0.59 % | 0.62 % | 0.58 % | | | | Common equity tier 1 risk-based capital ratio | 10.6 % | 10.5 % | 10.4 % | | | [Notes to Quarterly and Year-to-Date Key Statistics](index=5&type=section&id=Notes%20to%20Quarterly%20and%20Year-to-Date%20Key%20Statistics) This section defines and details methodologies for key financial metrics, including Fully-Taxable Equivalent (FTE) basis, Return on Average Tangible Common Shareholders' Equity, Efficiency Ratio, Nonperforming Assets (NPAs), Common Equity Tier 1 (CET1) risk-based capital ratio, and Tangible Common Equity to Tangible Asset ratio - FTE basis assumes a **21% tax rate** for calculations[15](index=15&type=chunk) - Return on average tangible common shareholders' equity is calculated by adjusting net income for amortization of intangibles and dividing by average tangible common shareholders' equity[15](index=15&type=chunk) - The efficiency ratio is defined as noninterest expense (less amortization of intangibles) divided by the sum of FTE net interest income and noninterest income (excluding securities gains/losses)[15](index=15&type=chunk) [Consolidated Balance Sheets](index=6&type=section&id=Consolidated%20Balance%20Sheets) As of September 30, 2025, total assets increased by **3% to $210,228 million** compared to December 31, 2024, driven by a **6% increase in net loans and leases** and a **37% increase in preferred stock**, with deposits also growing by **2%** Consolidated Balance Sheet Highlights (Sep 30, 2025 vs. Dec 31, 2024) | Metric (in millions) | Sep 30, 2025 | Dec 31, 2024 | % Change | | :------------------- | :----------- | :----------- | :------- | | Total assets | $210,228 | $204,230 | 3 % | | Net loans and leases | $135,582 | $127,798 | 6 % | | Total liabilities | $187,942 | $184,448 | 2 % | | Deposits | $165,212 | $162,448 | 2 % | | Preferred stock | $2,731 | $1,989 | 37 % | | Total Huntington shareholders' equity | $22,248 | $19,740 | 13 % | [Loans and Leases Composition](index=7&type=section&id=Loans%20and%20Leases%20Composition) Total loans and leases increased to **$137,956 million** as of September 30, 2025, up from **$130,042 million** at December 31, 2024, with commercial loans, particularly Commercial and Industrial, remaining the largest segment, and automobile loans showing notable growth Ending Balances by Loan Type (Sep 30, 2025 vs. Dec 31, 2024) | Loan Type (in millions) | Sep 30, 2025 | Dec 31, 2024 | % of Total (Sep 30, 2025) | | :---------------------- | :----------- | :----------- | :------------------------ | | Commercial and industrial | $62,978 | $56,809 | 45 % | | Commercial real estate | $10,732 | $11,078 | 8 % | | Lease financing | $5,515 | $5,454 | 4 % | | Total commercial | $79,225 | $73,341 | 57 % | | Residential mortgage | $24,502 | $24,242 | 18 % | | Automobile | $15,996 | $14,564 | 12 % | | Home equity | $10,314 | $10,142 | 7 % | | RV and marine | $5,805 | $5,982 | 4 % | | Other consumer | $2,114 | $1,771 | 2 % | | **Total loans and leases**| **$137,956** | **$130,042** | **100 %** | - Commercial Banking segment loans increased from **$57,858 million to $62,755 million (8.5% growth)** from Dec 31, 2024, to Sep 30, 2025[17](index=17&type=chunk) - Consumer & Regional Banking segment loans increased from **$72,051 million to $75,027 million (4.1% growth)** from Dec 31, 2024, to Sep 30, 2025[17](index=17&type=chunk) [Deposits Composition](index=8&type=section&id=Deposits%20Composition) Total deposits increased to **$165,212 million** as of September 30, 2025, up from **$162,448 million** at December 31, 2024, with money market deposits growing as the largest category, while time deposits decreased, and Commercial Banking deposits experienced significant growth Ending Balances by Deposit Type (Sep 30, 2025 vs. Dec 31, 2024) | Deposit Type (in millions) | Sep 30, 2025 | Dec 31, 2024 | % of Total (Sep 30, 2025) | | :------------------------- | :----------- | :----------- | :------------------------ | | Demand deposits - noninterest bearing | $28,596 | $29,345 | 17 % | | Demand deposits - interest bearing | $46,056 | $43,378 | 28 % | | Money market deposits | $62,837 | $60,730 | 38 % | | Savings deposits | $14,986 | $14,723 | 9 % | | Time deposits | $12,737 | $14,272 | 8 % | | **Total deposits** | **$165,212** | **$162,448** | **100 %** | - Commercial Banking deposits increased from **$43,366 million to $47,651 million (9.9% growth)** from Dec 31, 2024, to Sep 30, 2025[18](index=18&type=chunk) - Consumer & Regional Banking deposits decreased from **$111,390 million to $110,043 million (1.2% decrease)** from Dec 31, 2024, to Sep 30, 2025[18](index=18&type=chunk) [Consolidated Quarterly Average Balance Sheets](index=9&type=section&id=Consolidated%20Quarterly%20Average%20Balance%20Sheets) For Q3 2025, average total assets increased by **1% QoQ and 6% YoY**, reaching **$209,727 million**, with average earning assets growing, driven by a **2% QoQ and 9% YoY increase in average loans and leases**, and average total deposits seeing a **1% QoQ and 5% YoY increase** Average Balance Sheet Highlights (Q3 2025 vs. Q2 2025 and Q3 2024) | Metric (in millions) | Sep 30, 2025 | Jun 30, 2025 | Sep 30, 2024 | % Change vs. 2Q25 | % Change vs. 3Q24 | | :------------------- | :----------- | :----------- | :----------- | :---------------- | :---------------- | | Average total assets | $209,727 | $207,852 | $198,278 | 1 % | 6 % | | Average earning assets | $192,732 | $191,092 | $181,891 | 1 % | 6 % | | Average loans and leases | $135,944 | $133,171 | $124,507 | 2 % | 9 % | | Average total deposits | $164,812 | $163,429 | $156,488 | 1 % | 5 % | | Average tangible common shareholders' equity | $13,587 | $12,935 | $12,069 | 5 % | 13 % | - Average commercial loans increased by **3% QoQ and 12% YoY**, while average consumer loans increased by **1% QoQ and 5% YoY**[19](index=19&type=chunk) - Average interest-bearing deposits increased by **1% QoQ and 6% YoY**, with money market deposits showing a **2% QoQ and 12% YoY increase**[19](index=19&type=chunk) [Consolidated Quarterly Net Interest Margin - Interest Income / Expense](index=10&type=section&id=Consolidated%20Quarterly%20Net%20Interest%20Margin%20-%20Interest%20Income%20%2F%20Expense) Net interest income (FTE) for Q3 2025 was **$1,523 million**, a **3% increase QoQ and 12% increase YoY**, driven by higher interest income from loans and leases, particularly commercial and industrial loans, while interest expense on deposits remained relatively stable QoQ but decreased YoY for time deposits Quarterly Interest Income / Expense (FTE, in millions) | Metric | Sep 30, 2025 | Jun 30, 2025 | Sep 30, 2024 | | :-------------------------------- | :----------- | :----------- | :----------- | | Total earning assets interest income | $2,617 | $2,572 | $2,568 | | Total loans and leases interest income | $2,057 | $1,977 | $1,911 | | Commercial and industrial interest income | $959 | $914 | $840 | | Total interest-bearing liabilities interest expense | $1,094 | $1,089 | $1,204 | | Total interest-bearing deposits interest expense | $830 | $822 | $945 | | Net interest income (FTE) | $1,523 | $1,483 | $1,364 | - Interest income from commercial and industrial loans increased by **$45 million QoQ (4.9%) and $119 million YoY (14.2%)**[21](index=21&type=chunk) - Interest expense on time deposits decreased by **$8 million QoQ (6.5%) and $65 million YoY (35.9%)**[21](index=21&type=chunk) [Consolidated Quarterly Net Interest Margin - Yields / Rates](index=11&type=section&id=Consolidated%20Quarterly%20Net%20Interest%20Margin%20-%20Yields%20%2F%20Rates) The net interest margin (FTE) improved to **3.13%** in Q3 2025, up from **3.11% QoQ and 2.98% YoY**, driven by a stable yield on earning assets (**5.39%**) and a decrease in the total cost of deposits (**2.00%**), leading to an increased net interest rate spread Quarterly Average Yields / Rates (FTE) | Metric | Sep 30, 2025 | Jun 30, 2025 | Sep 30, 2024 | | :-------------------------------- | :----------- | :----------- | :----------- | | Total earning assets yield | 5.39 % | 5.40 % | 5.62 % | | Total loans and leases yield | 5.96 % | 5.91 % | 6.05 % | | Total interest-bearing liabilities rate | 2.81 % | 2.85 % | 3.32 % | | Total interest-bearing deposits rate | 2.43 % | 2.46 % | 2.94 % | | Net interest rate spread | 2.58 % | 2.55 % | 2.30 % | | Net interest margin | 3.13 % | 3.11 % | 2.98 % | | Total cost of deposits | 2.00 % | 2.02 % | 2.40 % | - The yield on commercial and industrial loans remained stable at **6.11% QoQ**, while the rate on money market deposits decreased from **3.05% to 2.99% QoQ**[23](index=23&type=chunk) - The impact of noninterest-bearing funds on margin decreased from **0.56% to 0.55% QoQ** and from **0.68% YoY**[23](index=23&type=chunk) [Selected Quarterly Income Statement Data](index=12&type=section&id=Selected%20Quarterly%20Income%20Statement%20Data) Huntington Bancshares reported a significant increase in net income applicable to common shares to **$602 million** in Q3 2025, up **18% QoQ and 25% YoY**, with total revenue (FTE) growing by **10% QoQ and 14% YoY**, driven by strong noninterest income, particularly from net gains on sales of securities and other noninterest income Selected Quarterly Income Statement Data (in millions, except per share) | Metric | Sep 30, 2025 | Jun 30, 2025 | Sep 30, 2024 | | :------------------------------------- | :----------- | :----------- | :----------- | | Net interest income | $1,506 | $1,467 | $1,351 | | Provision for credit losses | $122 | $103 | $106 | | Total noninterest income | $628 | $471 | $523 | | Net gains (losses) on sales of securities | $0 | $(58) | $0 | | Other noninterest income | $68 | $26 | $33 | | Total noninterest expense | $1,246 | $1,197 | $1,130 | | Income before income taxes | $766 | $638 | $638 | | Net income applicable to common shares | $602 | $509 | $481 | | Net income per common share - diluted | $0.41 | $0.34 | $0.33 | | Total revenue (FTE) | $2,151 | $1,954 | $1,887 | - Noninterest income increased by **$157 million QoQ (33.3%) and $105 million YoY (20.1%)**, largely due to a shift from net losses to no gains/losses on sales of securities and higher 'Other noninterest income'[25](index=25&type=chunk) - Personnel costs increased by **$35 million QoQ (4.8%) and $73 million YoY (10.7%)**[25](index=25&type=chunk) [Quarterly Mortgage Banking Noninterest Income](index=13&type=section&id=Quarterly%20Mortgage%20Banking%20Noninterest%20Income) Mortgage banking income significantly increased to **$43 million** in Q3 2025, up **54% QoQ and 13% YoY**, primarily driven by higher net origination and secondary marketing income, and a positive shift in net MSR risk management, despite a negative MSR valuation adjustment Quarterly Mortgage Banking Noninterest Income (in millions) | Metric | Sep 30, 2025 | Jun 30, 2025 | Sep 30, 2024 | | :------------------------------------- | :----------- | :----------- | :----------- | | Net origination and secondary marketing income | $30 | $26 | $25 | | Net mortgage servicing income | $12 | $2 | $13 | | MSR valuation adjustment | $(1) | $0 | $(25) | | Gains (losses) due to MSR hedging | $4 | $(6) | $27 | | Mortgage banking income | $43 | $28 | $38 | | Mortgage origination volume | $2,243 | $2,412 | $1,883 | - Net origination and secondary marketing income increased by **15% QoQ and 20% YoY**[26](index=26&type=chunk) - Net MSR risk management improved significantly from **$(6) million in Q2 2025 to $3 million in Q3 2025**, and from **$2 million in Q3 2024**[26](index=26&type=chunk) [Quarterly Credit Reserves Analysis](index=14&type=section&id=Quarterly%20Credit%20Reserves%20Analysis) The Allowance for Loan and Lease Losses (ALLL) increased to **$2,374 million** at September 30, 2025, from **$2,235 million** a year prior, reflecting a provision for loan and lease losses of **$118 million** for the quarter, while ALLL as a percentage of total loans and leases remained stable QoQ at **1.72%** but decreased from **1.77% YoY** Quarterly Credit Reserves (in millions) | Metric | Sep 30, 2025 | Jun 30, 2025 | Sep 30, 2024 | | :------------------------------------- | :----------- | :----------- | :----------- | | Allowance for loan and lease losses, end of period | $2,374 | $2,331 | $2,235 | | Provision for loan and lease losses | $118 | $134 | $24 | | Net loan and lease charge-offs | $(75) | $(66) | $(93) | | Total allowance for credit losses, end of period | $2,562 | $2,515 | $2,436 | | ALLL as % of total loans and leases | 1.72 % | 1.73 % | 1.77 % | | ACL as % of total loans and leases | 1.86 % | 1.86 % | 1.93 % | - Provision for loan and lease losses decreased by **$16 million QoQ** but significantly increased by **$94 million YoY**[29](index=29&type=chunk) - The allocation of ALLL for commercial loans increased to **$1,568 million from $1,498 million YoY**, while consumer loans increased to **$806 million from $737 million YoY**[29](index=29&type=chunk) [Quarterly Net Charge-Off Analysis](index=15&type=section&id=Quarterly%20Net%20Charge-Off%20Analysis) Total net charge-offs for Q3 2025 were **$75 million**, an increase from **$66 million QoQ** but a decrease from **$93 million YoY**, with net charge-offs as a percentage of average loans and leases at **0.22%**, slightly up QoQ but down YoY, indicating improved credit quality compared to the prior year Quarterly Net Charge-Offs (in millions) | Metric | Sep 30, 2025 | Jun 30, 2025 | Sep 30, 2024 | | :------------------------------------- | :----------- | :----------- | :----------- | | Total net charge-offs | $75 | $66 | $93 | | Commercial net charge-offs | $36 | $31 | $54 | | Consumer net charge-offs | $39 | $35 | $39 | | Net charge-offs as a % of average loans and leases | 0.22 % | 0.20 % | 0.30 % | - Commercial net charge-offs increased by **$5 million QoQ** but decreased by **$18 million YoY**[30](index=30&type=chunk) - Consumer net charge-offs increased by **$4 million QoQ**, remaining stable YoY[30](index=30&type=chunk) [Quarterly Nonaccrual Loans and Leases (NALs) and Nonperforming Assets (NPAs)](index=16&type=section&id=Quarterly%20Nonaccrual%20Loans%20and%20Leases%20(NALs)%20and%20Nonperforming%20Assets%20(NPAs)) Total nonaccrual loans and leases (NALs) decreased to **$808 million** at September 30, 2025, from **$842 million QoQ**, but increased from **$738 million YoY**, with the NAL ratio improving to **0.59% QoQ**, and the NPA ratio also improving to **0.60% QoQ**, indicating a slight improvement in asset quality Quarterly Nonaccrual Loans and Leases (NALs) and Nonperforming Assets (NPAs) (in millions) | Metric | Sep 30, 2025 | Jun 30, 2025 | Sep 30, 2024 | | :------------------------------------- | :----------- | :----------- | :----------- | | Total nonaccrual loans and leases | $808 | $842 | $738 | | Total nonperforming assets | $821 | $852 | $784 | | NALs as a % of total loans and leases | 0.59 % | 0.62 % | 0.58 % | | NPA ratio | 0.60 % | 0.63 % | 0.62 % | - New nonperforming assets decreased from **$343 million in Q2 2025 to $252 million in Q3 2025**[31](index=31&type=chunk) - Commercial and industrial NALs decreased from **$489 million to $455 million QoQ**[31](index=31&type=chunk) [Quarterly Accruing Past Due Loans and Leases](index=17&type=section&id=Quarterly%20Accruing%20Past%20Due%20Loans%20and%20Leases) Total accruing loans and leases past due 90+ days, including U.S. Government guaranteed loans, decreased to **$234 million** in Q3 2025 from **$241 million QoQ**, with the ratio of these loans to total loans and leases remaining stable at **0.17% QoQ and 0.18% YoY** Quarterly Accruing Past Due Loans and Leases (in millions) | Metric | Sep 30, 2025 | Jun 30, 2025 | Sep 30, 2024 | | :------------------------------------- | :----------- | :----------- | :----------- | | Total accruing loans and leases past due 90+ days, including loans guaranteed by the U.S. Government | $234 | $241 | $224 | | Excluding loans guaranteed by the U.S. Government | $82 | $92 | $88 | | Guaranteed by U.S. Government | $152 | $149 | $136 | | Ratio (incl. guaranteed) as % of total loans and leases | 0.17 % | 0.18 % | 0.18 % | - Accruing residential mortgage loans (excluding guaranteed) past due 90+ days decreased from **$40 million to $35 million QoQ**[34](index=34&type=chunk) [Quarterly Capital Under Current Regulatory Standards (Basel III)](index=18&type=section&id=Quarterly%20Capital%20Under%20Current%20Regulatory%20Standards%20(Basel%20III)) Huntington Bancshares maintained strong capital ratios under Basel III, with the estimated Common Equity Tier 1 (CET1) risk-based capital ratio increasing to **10.6%** in Q3 2025 from **10.5% QoQ and 10.4% YoY**, reflecting a solid capital position with improved total risk-based capital Quarterly Regulatory Capital Ratios (Basel III) | Metric | Sep 30, 2025 | Jun 30, 2025 | Sep 30, 2024 | | :------------------------------------- | :----------- | :----------- | :----------- | | Common equity tier 1 capital | $15,924 | $15,539 | $14,803 | | Common equity tier 1 risk-based capital ratio | 10.6 % | 10.5 % | 10.4 % | | Tier 1 leverage ratio | 9.0 % | 8.5 % | 8.8 % | | Total risk-based capital ratio | 14.7 % | 14.1 % | 14.1 % | | Risk-weighted assets (RWA) | $150,221 | $148,602 | $142,543 | - The impact of the CECL deferral was fully phased in for periods beginning on or after January 1, 2025[36](index=36&type=chunk) - Adjusted CET1 ratio (non-GAAP) increased to **9.2% from 9.0% QoQ and 8.9% YoY**[35](index=35&type=chunk) [Quarterly Common Stock Summary, Non-Regulatory Capital, and Other Data](index=19&type=section&id=Quarterly%20Common%20Stock%20Summary%2C%20Non-Regulatory%20Capital%2C%20and%20Other%20Data) The company reported a tangible book value per common share of **$9.54** at September 30, 2025, an increase of **4% QoQ and 10% YoY**, with the tangible common equity to tangible asset ratio also improving to **6.8% QoQ**, and operational data showing stable employee count and branch network Quarterly Common Stock and Non-Regulatory Capital Data | Metric | Sep 30, 2025 | Jun 30, 2025 | Sep 30, 2024 | | :------------------------------------- | :----------- | :----------- | :----------- | | Cash dividends declared per common share | $0.155 | $0.155 | $0.155 | | Tangible book value per common share | $9.54 | $9.13 | $8.65 | | Total tangible common equity | $13,919 | $13,320 | $12,566 | | Tangible common equity / tangible asset ratio | 6.8 % | 6.6 % | 6.4 % | | Return on average tangible common shareholders' equity | 17.8 % | 16.1 % | 16.2 % | - Average full-time equivalent employees remained stable at **20,247**, with **972 domestic full-service branches**[41](index=41&type=chunk) - Return on average tangible common shareholders' equity increased to **17.8% from 16.1% QoQ and 16.2% YoY**[42](index=42&type=chunk) Year-to-Date Financial Overview [Year-to-Date Key Statistics](index=4&type=section&id=Year-to-Date%20Key%20Statistics) For the nine months ended September 30, 2025, Huntington Bancshares demonstrated strong year-over-year growth in net income and diluted EPS, with net interest income and total revenue also seeing double-digit percentage increases, an improved efficiency ratio, and mixed trends in credit quality metrics Key Year-to-Date Financial Highlights (Nine Months Ended Sep 30, 2025 vs. 2024) | Metric (in millions, except per share) | Sep 30, 2025 | Sep 30, 2024 | Change Amount | % Change | | :------------------------------------- | :----------- | :----------- | :------------ | :------- | | Net interest income (FTE) | $4,447 | $3,989 | $458 | 11 % | | Provision for credit losses | $340 | $313 | $27 | 9 % | | Noninterest income | $1,593 | $1,481 | $112 | 8 % | | Noninterest expense | $3,595 | $3,384 | $211 | 6 % | | Income before income taxes | $2,057 | $1,734 | $323 | 19 % | | Net income applicable to common shares | $1,611 | $1,303 | $308 | 24 % | | Net income per common share - diluted | $1.09 | $0.88 | $0.21 | 24 % | | Return on average assets | 1.09 % | 0.97 % | | | | Net interest margin | 3.12 % | 3.00 % | | | | Efficiency ratio | 58.4 % | 61.2 % | | | | Average total assets | $207,572 | $194,395 | $13,177 | 7 % | | Average loans and leases | $133,344 | $123,276 | $10,068 | 8 % | | Average total deposits | $163,292 | $153,609 | $9,683 | 6 % | | NCOs as a % of average loans and leases| 0.23 % | 0.30 % | | | [Consolidated Year-to-Date Average Balance Sheets](index=21&type=section&id=Consolidated%20Year-to-Date%20Average%20Balance%20Sheets) For the nine months ended September 30, 2025, average total assets increased by **7% YoY to $207,572 million**, supported by a **7% increase in average earning assets** and an **8% increase in average loans and leases**, with average total deposits also growing by **6% YoY** Year-to-Date Average Balance Sheet Highlights (Nine Months Ended Sep 30, 2025 vs. 2024) | Metric (in millions) | Sep 30, 2025 | Sep 30, 2024 | Change Amount | % Change | | :------------------- | :----------- | :----------- | :------------ | :------- | | Average total assets | $207,572 | $194,395 | $13,177 | 7 % | | Average earning assets | $190,724 | $177,920 | $12,804 | 7 % | | Average loans and leases | $133,344 | $123,276 | $10,068 | 8 % | | Average total deposits | $163,292 | $153,609 | $9,683 | 6 % | | Average tangible common shareholders' equity | $12,970 | $11,476 | $1,494 | 13 % | - Average commercial loans increased by **10% YoY**, while average consumer loans increased by **6% YoY**[44](index=44&type=chunk) - Average interest-bearing deposits increased by **8% YoY**, with money market deposits showing a **14% YoY increase**[44](index=44&type=chunk) [Consolidated Year-to-Date Net Interest Margin - Interest Income / Expense](index=22&type=section&id=Consolidated%20Year-to-Date%20Net%20Interest%20Margin%20-%20Interest%20Income%20%2F%20Expense) Year-to-date net interest income (FTE) increased by **11% to $4,447 million** for the nine months ended September 30, 2025, compared to the same period in 2024, driven by a **3% increase in total earning assets interest income**, while total interest-bearing liabilities interest expense decreased by **6%** Year-to-Date Interest Income / Expense (FTE, in millions) | Metric | Sep 30, 2025 | Sep 30, 2024 | | :-------------------------------- | :----------- | :----------- | | Total earning assets interest income | $7,693 | $7,450 | | Total loans and leases interest income | $5,947 | $5,591 | | Commercial and industrial interest income | $2,746 | $2,470 | | Total interest-bearing liabilities interest expense | $3,246 | $3,461 | | Total interest-bearing deposits interest expense | $2,462 | $2,709 | | Net interest income (FTE) | $4,447 | $3,989 | - Interest income from commercial and industrial loans increased by **$276 million (11.2%) YoY**[46](index=46&type=chunk) - Interest expense on time deposits decreased by **$156 million (29.1%) YoY**[46](index=46&type=chunk) [Consolidated Year-to-Date Net Interest Margin - Yields / Rates](index=23&type=section&id=Consolidated%20Year-to-Date%20Net%20Interest%20Margin%20-%20Yields%20%2F%20Rates) The year-to-date net interest margin (FTE) improved to **3.12%** for the nine months ended September 30, 2025, up from **3.00%** in the prior year, driven by a higher net interest rate spread (**2.55% vs. 2.29%**) and a decrease in the total cost of deposits (**2.02% vs. 2.36%**), despite a slight decrease in the total earning assets yield Year-to-Date Average Yields / Rates (FTE) | Metric | Sep 30, 2025 | Sep 30, 2024 | | :-------------------------------- | :----------- | :----------- | | Total earning assets yield | 5.39 % | 5.59 % | | Total loans and leases yield | 5.91 % | 6.00 % | | Total interest-bearing liabilities rate | 2.84 % | 3.30 % | | Total interest-bearing deposits rate | 2.45 % | 2.91 % | | Net interest rate spread | 2.55 % | 2.29 % | | Net interest margin | 3.12 % | 3.00 % | | Total cost of deposits | 2.02 % | 2.36 % | - The yield on commercial and industrial loans decreased from **6.30% to 6.09% YoY**, while the rate on money market deposits decreased from **3.78% to 3.04% YoY**[48](index=48&type=chunk) - The impact of noninterest-bearing funds on margin decreased from **0.71% to 0.57% YoY**[48](index=48&type=chunk) [Selected Year-to-Date Income Statement Data](index=24&type=section&id=Selected%20Year-to-Date%20Income%20Statement%20Data) For the nine months ended September 30, 2025, net income applicable to common shares increased by **24% to $1,611 million YoY**, with total revenue (FTE) growing by **10% to $6,040 million**, driven by an **11% increase in net interest income** and an **8% increase in noninterest income**, despite a **$58 million net loss on sales of securities** Selected Year-to-Date Income Statement Data (in millions, except per share) | Metric | Sep 30, 2025 | Sep 30, 2024 | Change Amount | % Change | | :------------------------------------- | :----------- | :----------- | :------------ | :------- | | Net interest income | $4,399 | $3,950 | $449 | 11 % | | Provision for credit losses | $340 | $313 | $27 | 9 % | | Total noninterest income | $1,593 | $1,481 | $112 | 8 % | | Net gains (losses) on sales of securities | $(58) | $0 | $(58) | (100) % | | Total noninterest expense | $3,595 | $3,384 | $211 | 6 % | | Income before income taxes | $2,057 | $1,734 | $323 | 19 % | | Net income applicable to common shares | $1,611 | $1,303 | $308 | 24 % | | Net income per common share - diluted | $1.09 | $0.88 | $0.21 | 24 % | | Total revenue (FTE) | $6,040 | $5,470 | $570 | 10 % | - Payments and cash management revenue increased by **8% YoY**, and Capital markets and advisory fees increased by **18% YoY**[51](index=51&type=chunk) - Personnel costs increased by **8% YoY**, while deposit and other insurance expense decreased by **30% YoY**[51](index=51&type=chunk) [Year-to-Date Mortgage Banking Noninterest Income](index=25&type=section&id=Year-to-Date%20Mortgage%20Banking%20Noninterest%20Income) Year-to-date mortgage banking income increased by **3% to $102 million** for the nine months ended September 30, 2025, compared to the prior year, primarily driven by a **28% increase in net origination and secondary marketing income**, despite a decrease in total net mortgage servicing income due to MSR valuation adjustments Year-to-Date Mortgage Banking Noninterest Income (in millions) | Metric | Sep 30, 2025 | Sep 30, 2024 | Change Amount | % Change | | :------------------------------------- | :----------- | :----------- | :------------ | :------- | | Net origination and secondary marketing income | $74 | $58 | $16 | 28 % | | Total net mortgage servicing income | $27 | $40 | $(13) | (33) % | | MSR valuation adjustment | $(16) | $6 | $(22) | (367) % | | Mortgage banking income | $102 | $99 | $3 | 3 % | | Mortgage origination volume | $6,254 | $5,323 | $931 | 17 % | - Mortgage origination volume increased by **17% YoY**, with volume for sale increasing by **23% YoY**[52](index=52&type=chunk) - Mortgage servicing rights (MSR) increased by **12% to $576 million YoY**[52](index=52&type=chunk) [Year-to-Date Credit Reserves Analysis](index=26&type=section&id=Year-to-Date%20Credit%20Reserves%20Analysis) For the nine months ended September 30, 2025, the Allowance for Loan and Lease Losses (ALLL) increased to **$2,374 million** from **$2,235 million YoY**, with a provision for loan and lease losses of **$357 million**, while ALLL as a percentage of total loans and leases decreased slightly to **1.72% from 1.77% YoY** Year-to-Date Credit Reserves (in millions) | Metric | Sep 30, 2025 | Sep 30, 2024 | | :------------------------------------- | :----------- | :----------- | | Allowance for loan and lease losses, end of period | $2,374 | $2,235 | | Provision for loan and lease losses | $357 | $255 | | Net loan and lease charge-offs | $(227) | $(275) | | Total allowance for credit losses, end of period | $2,562 | $2,436 | | ALLL as % of total loans and leases | 1.72 % | 1.77 % | | ACL as % of total loans and leases | 1.86 % | 1.93 % | - Provision for loan and lease losses increased by **$102 million (40%) YoY**[55](index=55&type=chunk) - Net loan and lease charge-offs decreased by **$48 million (17.5%) YoY**[55](index=55&type=chunk) [Year-to-Date Net Charge-Off Analysis](index=27&type=section&id=Year-to-Date%20Net%20Charge-Off%20Analysis) Year-to-date total net charge-offs decreased to **$227 million** for the nine months ended September 30, 2025, from **$275 million** in the prior year, with net charge-offs as a percentage of average loans and leases improving to **0.23% from 0.30% YoY**, indicating an overall improvement in credit quality Year-to-Date Net Charge-Offs (in millions) | Metric | Sep 30, 2025 | Sep 30, 2024 | | :------------------------------------- | :----------- | :----------- | | Total net charge-offs | $227 | $275 | | Commercial net charge-offs | $111 | $166 | | Consumer net charge-offs | $116 | $109 | | Net charge-offs as a % of average loans and leases | 0.23 % | 0.30 % | - Commercial net charge-offs decreased by **$55 million (33.1%) YoY**, primarily due to a significant improvement in commercial real estate charge-offs[57](index=57&type=chunk) - Consumer net charge-offs increased by **$7 million (6.4%) YoY**, mainly driven by automobile loans[57](index=57&type=chunk) [Year-to-Date Nonaccrual Loans and Leases (NALs) and Nonperforming Assets (NPAs)](index=28&type=section&id=Year-to-Date%20Nonaccrual%20Loans%20and%20Leases%20(NALs)%20and%20Nonperforming%20Assets%20(NPAs)) Year-to-date total nonaccrual loans and leases (NALs) increased to **$808 million** at September 30, 2025, from **$738 million YoY**, with total nonperforming assets (NPAs) also increasing to **$821 million from $784 million YoY**, however, the NPA ratio remained relatively stable at **0.60% compared to 0.62% YoY** Year-to-Date Nonaccrual Loans and Leases (NALs) and Nonperforming Assets (NPAs) (in millions) | Metric | Sep 30, 2025 | Sep 30, 2024 | | :------------------------------------- | :----------- | :----------- | | Total nonaccrual loans and leases | $808 | $738 | | Total nonperforming assets | $821 | $784 | | NALs as a % of total loans and leases | 0.59 % | 0.58 % | | NPA ratio | 0.60 % | 0.62 % | | New nonperforming assets | $845 | $833 | - Commercial and industrial NALs increased from **$408 million to $455 million YoY**[59](index=59&type=chunk) - Payments on nonperforming assets increased significantly from **$375 million to $548 million YoY**[59](index=59&type=chunk)

Financial Performance - For Q2 2025, Huntington reported net income of $536 million, or $0.34 per diluted common share, compared to $474 million, or $0.30 per diluted common share in Q2 2024, reflecting a 13% increase in net income year-over-year[22]. - Net interest income for Q2 2025 was $1.5 billion, an increase of $155 million, or 12%, from the previous year, driven by a $13.0 billion increase in average earning assets[23]. - Noninterest income decreased by $20 million, or 4%, to $471 million in Q2 2025, primarily due to a $58 million loss on the sale of investment securities[25]. - Net interest income for the first six months of 2025 increased by $294 million, or 11%, compared to the same period last year, with FTE net interest income also rising by 11%[48]. - Net income attributable to Huntington for the six months ended June 30, 2025, was $1.063 billion, an increase from $893 million for the same period in 2024[186]. Asset and Liability Management - Total assets as of June 30, 2025, were $207.7 billion, an increase of $3.5 billion, or 2%, compared to December 31, 2024, driven by a $4.9 billion increase in loans and leases[26]. - Total liabilities increased to $186.8 billion, up $2.3 billion, or 1%, compared to December 31, 2024, primarily due to a $1.1 billion increase in long-term debt[26]. - Average assets for Q2 2025 were $207.9 billion, an increase of $13.3 billion, or 7%, from Q2 2024, primarily due to an increase in average loans and leases of $9.8 billion, or 8%[41]. - Average liabilities for Q2 2025 increased by $12.0 billion, or 7%, from Q2 2024, mainly due to a $9.9 billion, or 6%, increase in average deposits[42]. - Total average assets for Consumer & Regional Banking increased by $4.961 billion, or 7%, to $78.511 billion[188]. Credit Quality and Losses - The provision for credit losses increased by $3 million, or 3%, to $103 million in Q2 2025, with the allowance for credit losses rising to $2.5 billion, or 1.86% of total loans and leases[24]. - Nonaccrual loans and leases (NALs) increased to $842 million at June 30, 2025, from $783 million at December 31, 2024[85]. - Net charge-offs (NCOs) for the second quarter of 2025 were $66 million, or 0.20% of average total loans and leases, down from $90 million, or 0.29%, in the same quarter last year[83]. - Provision for credit losses for the first six months of 2025 was $218 million, an increase of $11 million, or 5%, compared to the previous year[52]. - The company's Allowance for Credit Losses (ACL) at June 30, 2025, reflects the estimated lifetime credit losses from its loan and lease portfolio and unfunded lending commitments[209]. Capital and Equity - The tangible common equity to tangible assets ratio improved to 6.6% as of June 30, 2025, compared to 6.1% at the end of 2024[27]. - Shareholders' equity totaled $20.9 billion at June 30, 2025, an increase of $1.2 billion, or 6%, compared to December 31, 2024, primarily driven by improved accumulated other comprehensive income[176]. - As of June 30, 2025, consolidated CET1 risk-based capital ratio was 10.5%, unchanged from December 31, 2024, while total risk-based capital ratio decreased to 14.1% from 14.3%[170]. - The Bank maintained capital ratios above the well-capitalized standards established by the Federal Reserve, with a Tier 1 leverage ratio of 8.5% as of June 30, 2025[173]. - The Bank's total risk-weighted assets increased to $148.602 billion as of June 30, 2025, from $143.650 billion at December 31, 2024[170]. Economic Environment and Outlook - The Federal Reserve has held rates steady for the first half of 2025, with inflation remaining above the 2% target, impacting the overall economic outlook[30]. - The unemployment rate is projected to rise to 4.4% by Q4 2025, with GDP growth starting at 0.4% in Q2 2025[88]. - In a hypothetical adverse scenario, the unemployment rate is projected to reach 7.2% by the end of 2025, which is approximately 280 basis points higher than the baseline scenario[213]. - The adverse scenario also predicts GDP declines of 3.0% in the second half of 2025 and 1.7% for the full year of 2026, contrasting with growth of 1.4% and 1.5% in the baseline scenario[213]. Mergers and Acquisitions - Huntington announced a definitive merger agreement with Veritex Holdings, valued at approximately $1.9 billion, expected to close in Q4 2025[16]. Operational Efficiency - Noninterest expense rose by $80 million, or 7%, to $1.2 billion in Q2 2025, primarily due to higher personnel costs[25]. - The average number of full-time equivalent employees increased by 2% to 20,242 in the second quarter of 2025 compared to 19,889 in the same quarter of 2024[60]. - The operational risk management framework includes multiple committees to monitor and mitigate risks, ensuring compliance with laws and regulations[161]. Investment and Funding - Total deposits increased by $932 million, or 1%, to $163.4 billion at June 30, 2025, compared to $162.4 billion at December 31, 2024[135]. - Insured deposits comprised approximately 71% of total deposits at June 30, 2025, up from 69% at December 31, 2024[136]. - Wholesale funding totaled $24.9 billion at June 30, 2025, an increase of $1.3 billion compared to $23.6 billion at December 31, 2024[140].

[Huntington Bancshares Announces Acquisition of Veritex and Preliminary Q2 2025 Results](index=1&type=section&id=Huntington%20Bancshares%20Incorporated%20Announces%20Acquisition%20of%20Veritex%20and%20Provides%20Preliminary%202025%20Second%20Quarter%20Results) Huntington Bancshares announces its strategic acquisition of Veritex Holdings, Inc. and provides preliminary strong financial results for the second quarter of 2025 [Acquisition of Veritex Holdings, Inc.](index=2&type=section&id=Acquisition%20of%20Veritex%20Holdings%2C%20Inc.) Huntington Bancshares will acquire Veritex Holdings, Inc. to expand its commercial banking presence and accelerate growth in the high-growth Texas markets - The acquisition is a **strategic move** to expand Huntington's presence in the dynamic Texas markets of Dallas/Fort Worth and Houston[3](index=3&type=chunk)[4](index=4&type=chunk) Veritex Holdings, Inc. Key Metrics (as of March 31, 2025) | Metric | Value | | :--- | :--- | | Total Assets | ~$13 billion | | Total Loans | ~$9 billion | | Total Deposits | ~$11 billion | - Veritex Chairman, President, and CEO, **Malcolm Holland**, will join Huntington as **Chairman of Texas** in a non-executive capacity[4](index=4&type=chunk) - Huntington plans to maintain and invest in Veritex's network of over 30 branches and has committed an initial **$10 million** to philanthropic investments in Texas[5](index=5&type=chunk)[7](index=7&type=chunk) - The transaction is expected to close in the **early fourth quarter of 2025**, pending regulatory approvals and customary closing conditions[8](index=8&type=chunk) [Transaction Terms](index=3&type=section&id=Transaction%20Terms) The acquisition is a **$1.9 billion** all-stock transaction, expected to be modestly accretive to Huntington's EPS and neutral to regulatory capital Transaction Details | Metric | Value | | :--- | :--- | | Transaction Type | 100% stock | | Exchange Ratio | 1.95 Huntington shares per Veritex share | | Implied Value per Share | $33.91 (based on HBAN's $17.39 close on 7/11/2025) | | Aggregate Transaction Value | $1.9 billion | - The transaction is expected to be **modestly accretive** to Huntington's EPS, **neutral** to regulatory capital, and **slightly dilutive** to tangible book value per share with a payback period of approximately **one year**[9](index=9&type=chunk) [Preliminary Second Quarter 2025 Financial Highlights](index=3&type=section&id=Second%20Quarter%202025%20Financial%20Highlights) Huntington reported strong preliminary Q2 2025 financial results, with **EPS of $0.34** and growth in net interest income, loans, and deposits, alongside excellent credit quality Huntington Preliminary Q2 2025 Financial Results | Metric | Q2 2025 | Change vs. Prior Quarter | Change vs. Year-Ago Quarter | | :--- | :--- | :--- | :--- | | EPS | $0.34 | Unchanged | +13% | | Net Interest Income | $1.5 billion | +3% | +12% | | Average Loans & Leases | $133.2 billion | +2% | +8% | | Average Deposits | $163.4 billion | +1% | +6% | | Net Charge-offs (% of avg. loans) | 0.20% | -6 bps | N/A | | Tangible Book Value per Share | $9.13 | +4% | +16% | - Q2 EPS of **$0.34** included a **$0.04** negative impact from a securities repositioning and other notable items[12](index=12&type=chunk) - The Allowance for Credit Losses (ACL) increased by **$37 million** from the prior quarter to **$2.5 billion**, representing **1.86%** of total loans and leases[12](index=12&type=chunk) Tangible Book Value Per Share Reconciliation (Non-GAAP) | ($ in millions, except per share) | 2Q24 | 1Q25 | 2Q25 | | :--- | :--- | :--- | :--- | | Tangible common equity (A) | $11,466 | $12,817 | $13,320 | | Number of common shares outstanding (B) | 1,452 | 1,457 | 1,459 | | **Tangible book value per share (A/B)** | **$7.89** | **$8.80** | **$9.13** | [Company Profiles](index=4&type=section&id=Company%20Profiles) Huntington Bancshares is a **$210 billion** regional bank, while Veritex Community Bank is a **$13 billion** Texas-based community bank focused on small to mid-size businesses - Huntington is a **$210 billion** asset regional bank holding company headquartered in Columbus, Ohio, with a comprehensive suite of banking and wealth management services[16](index=16&type=chunk) - Veritex is a mid-sized community bank with approximately **$13 billion** in assets, headquartered in Dallas, Texas, focusing on credit and depository services for small to mid-size businesses[17](index=17&type=chunk) [Conference Call Information](index=4&type=section&id=Conference%20Call%20Information) Huntington will host two conference calls in July 2025 to discuss the Veritex acquisition and preliminary Q2 2025 financial results - A conference call to discuss the acquisition will be held on Monday, **July 14, 2025**, at 8:30 a.m. Eastern Time[13](index=13&type=chunk) - A separate conference call to review Q2 2025 financial results will be held on Friday, **July 18, 2025**, at 9:00 a.m. Eastern Time[14](index=14&type=chunk) [Legal Disclosures and Disclaimers](index=5&type=section&id=Legal%20Disclosures%20and%20Disclaimers) This document contains forward-looking statements and advises investors to review forthcoming SEC filings, including the Form S-4, for comprehensive transaction details and disclosures - The document contains **forward-looking statements** regarding the transaction and future performance, which are subject to significant risks, assumptions, and uncertainties[19](index=19&type=chunk)[20](index=20&type=chunk) - Huntington will file a Registration Statement on **Form S-4** with the SEC, which will include a Proxy Statement for Veritex and a Prospectus for Huntington. Shareholders are urged to read these documents when they become available[22](index=22&type=chunk) - Directors and executive officers of both Huntington and Veritex may be considered participants in the **proxy solicitation** from Veritex shareholders. Their interests will be detailed in the proxy statement/prospectus[23](index=23&type=chunk)

PART I. FINANCIAL INFORMATION [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=6&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Huntington Bancshares reported strong Q1 2025 financial performance, with net income of $527 million and an 11% rise in net interest income [Executive Overview](index=6&type=section&id=Executive%20Overview) Huntington's Q1 2025 net income reached $527 million, driven by increased net interest income, asset growth, and strengthened capital Q1 2025 vs. Q1 2024 Financial Performance | Metric | Q1 2025 | Q1 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Net Interest Income | $1,426M | $1,287M | 11% | | Net Income Attributable to Huntington | $527M | $419M | 26% | | Diluted EPS | $0.34 | $0.26 | 31% | | Return on Average Total Assets | 1.04% | 0.89% | N/A | | Return on Average Tangible Common Equity | 16.7% | 14.2% | N/A | | Net Interest Margin (FTE) | 3.10% | 3.01% | N/A | - Total assets increased by **$5.4 billion (3%)** to **$209.6 billion** at March 31, 2025, compared to year-end 2024, driven by growth in loans and interest-earning deposits[24](index=24&type=chunk) - The CET1 risk-based capital ratio improved to **10.6%** from **10.5%** at year-end 2024, primarily due to earnings retention, which offset an increase in risk-weighted assets[25](index=25&type=chunk) - The economic environment is characterized by heightened uncertainty from tariff policies and steady interest rates, with expectations of a potential U.S. recession in the second half of 2025[28](index=28&type=chunk)[29](index=29&type=chunk) [Discussion of Results of Operations](index=10&type=section&id=Discussion%20of%20Results%20of%20Operations) Q1 2025 net interest income rose 11% to $1.4 billion, noninterest income grew 6% to $494 million, and noninterest expense increased by 1% - FTE net interest income increased by **$141 million (11%)** YoY, driven by a **$14.5 billion (8%)** rise in average earning assets and a **9 basis point** increase in FTE NIM to **3.10%**[35](index=35&type=chunk) Q1 2025 Noninterest Income Breakdown (YoY) | Category | Q1 2025 | Q1 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Payments and cash management | $155M | $146M | 6% | | Wealth and asset management | $101M | $88M | 15% | | Capital markets and advisory | $67M | $56M | 20% | | **Total Noninterest Income** | **$494M** | **$467M** | **6%** | Q1 2025 Noninterest Expense Breakdown (YoY) | Category | Q1 2025 | Q1 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Personnel costs | $671M | $639M | 5% | | Deposit and other insurance | $37M | $54M | (31)% | | **Total Noninterest Expense** | **$1,152M** | **$1,137M** | **1%** | - The provision for credit losses for Q1 2025 was **$115 million**, an increase of **$8 million (7%)** from Q1 2024[39](index=39&type=chunk) [Risk Management](index=15&type=section&id=Risk%20Management) Huntington maintains a disciplined risk management framework, managing credit, market, and liquidity risks with a moderate-to-low appetite - The company's risk management is guided by a Board-approved Risk Appetite Statement, focusing on seven key risk categories: credit, market, liquidity, operational, compliance, strategic, and reputation[48](index=48&type=chunk) - Total loans and leases grew to **$132.5 billion** at March 31, 2025, a **2%** increase from year-end 2024, with commercial loans comprising **57%** and consumer loans **43%** of the portfolio[52](index=52&type=chunk)[53](index=53&type=chunk) - The CRE office portfolio totaled **$1.6 billion (1% of total loans)** and has an ACL reserve of approximately **11%** as of March 31, 2025, reflecting proactive management of this sector[61](index=61&type=chunk) - The balance sheet is asset sensitive, meaning net interest income is expected to rise with increasing interest rates. A gradual **100 basis point** rate increase is projected to increase NII by **0.5%**[91](index=91&type=chunk)[93](index=93&type=chunk) - Primary contingent liquidity sources totaled **$107.4 billion** at March 31, 2025, including significant unused borrowing capacity at the FRB (**$67.2B**) and FHLB (**$15.8B**)[125](index=125&type=chunk) [Capital](index=30&type=section&id=Capital) Huntington's capital ratios exceeded well-capitalized standards, with CET1 at 10.6% and shareholders' equity rising to $20.4 billion Regulatory Capital Ratios (Consolidated) | Ratio | March 31, 2025 | Dec 31, 2024 | | :--- | :--- | :--- | | CET1 risk-based capital | 10.6% | 10.5% | | Tier 1 risk-based capital | 11.9% | 11.9% | | Total risk-based capital | 14.3% | 14.3% | | Tier 1 leverage | 8.5% | 8.6% | - The increase in the CET1 ratio was driven by current period earnings, net of dividends, which was partially offset by an increase in risk-weighted assets from loan growth and a reduction in the CECL transitional amount[149](index=149&type=chunk) - On April 16, 2025, the Board of Directors approved a new share repurchase authorization of up to **$1.0 billion** of common shares[154](index=154&type=chunk) - Shareholders' equity increased by **$694 million** to **$20.4 billion** at March 31, 2025, compared to year-end 2024, primarily due to earnings and an improvement in accumulated other comprehensive income (AOCI)[152](index=152&type=chunk) [Business Segment Discussion](index=31&type=section&id=Business%20Segment%20Discussion) Huntington's Q1 2025 segment performance saw Consumer & Regional Banking net income down 8%, Commercial Banking down 2%, and Treasury / Other loss significantly narrowed Net Income by Business Segment (Q1 2025 vs Q1 2024) | Segment | Q1 2025 Net Income | Q1 2024 Net Income | Change (%) | | :--- | :--- | :--- | :--- | | Consumer & Regional Banking | $319M | $348M | (8)% | | Commercial Banking | $236M | $242M | (2)% | | Treasury / Other | ($28M) | ($171M) | 84% | | **Total Huntington** | **$527M** | **$419M** | **26%** | - Consumer & Regional Banking saw an **8%** decrease in net income due to a **5%** rise in noninterest expense, which offset a **6%** increase in noninterest income[163](index=163&type=chunk) - Commercial Banking's net income declined slightly by **2%**. A **2%** drop in net interest income was nearly offset by a **12%** increase in noninterest income, driven by capital markets and advisory fees[165](index=165&type=chunk) - The Treasury / Other function's net loss narrowed significantly to **$28 million** from **$171 million** YoY, primarily due to a **$162 million** improvement in net interest income, reflecting the impact of hedging and funds transfer pricing[169](index=169&type=chunk) [Financial Statements (Unaudited)](index=40&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This section presents Huntington's unaudited consolidated financial statements, including Balance Sheets, Income, Comprehensive Income, Equity, and Cash Flows [Consolidated Balance Sheets](index=40&type=section&id=Consolidated%20Balance%20Sheets) As of March 31, 2025, total assets reached **$209.6 billion**, driven by loan and deposit growth, with total liabilities at **$189.1 billion** and equity at **$20.4 billion** Balance Sheet Highlights | (in millions) | March 31, 2025 | Dec 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | **$209,596** | **$204,230** | | Net Loans and Leases | $130,242 | $127,798 | | Total Deposits | $165,337 | $162,448 | | **Total Liabilities** | **$189,110** | **$184,448** | | **Total Shareholders' Equity** | **$20,434** | **$19,740** | [Consolidated Statements of Income](index=41&type=section&id=Consolidated%20Statements%20of%20Income) Q1 2025 net interest income was $1.426 billion, leading to net income attributable to Huntington of $527 million, or $0.34 per diluted share Income Statement Summary (Three Months Ended) | (in millions) | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | Net Interest Income | $1,426 | $1,287 | | Provision for Credit Losses | $115 | $107 | | Total Noninterest Income | $494 | $467 | | Total Noninterest Expense | $1,152 | $1,137 | | **Net Income Attributable to Huntington** | **$527** | **$419** | [Consolidated Statements of Comprehensive Income](index=42&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) Q1 2025 comprehensive income attributable to Huntington was $960 million, comprising $527 million net income and $433 million positive other comprehensive income Comprehensive Income (Three Months Ended) | (in millions) | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | Net Income Attributable to Huntington | $527 | $419 | | Other Comprehensive Income (Loss) | $433 | ($203) | | **Comprehensive Income Attributable to Huntington** | **$960** | **$216** | [Consolidated Statements of Changes in Shareholders' Equity](index=43&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Shareholders%27%20Equity) Shareholders' equity increased to $20.43 billion by March 31, 2025, driven by $527 million in net income and $433 million in other comprehensive income - Total Huntington shareholders' equity grew by **$694 million** during Q1 2025, from **$19.740 billion** to **$20.434 billion**[197](index=197&type=chunk) [Consolidated Statements of Cash Flows](index=44&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Q1 2025 saw net cash provided by operating activities of $513 million, net cash used in investing of $2.15 billion, and net cash provided by financing of $4.1 billion Cash Flow Summary (Three Months Ended March 31, 2025) | Activity | Net Cash Flow (in millions) | | :--- | :--- | | Operating Activities | $513 | | Investing Activities | ($2,150) | | Financing Activities | $4,100 | | **Net Increase in Cash** | **$2,463** | [Notes to Unaudited Consolidated Financial Statements](index=46&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) These notes provide detailed disclosures supporting the consolidated financial statements, covering accounting policies, financial components, and segment reporting [Quantitative and Qualitative Disclosures about Market Risk](index=84&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section refers readers to the Market Risk section within the MD&A for detailed quantitative and qualitative disclosures on market risk - Disclosures regarding market risk for the current period are located in the Market Risk section of the MD&A in this report[381](index=381&type=chunk) [Controls and Procedures](index=84&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 31, 2025, with no material changes in internal control over financial reporting - The CEO and CFO concluded that as of March 31, 2025, the company's disclosure controls and procedures were effective[382](index=382&type=chunk) - No changes in internal control over financial reporting occurred during Q1 2025 that have materially affected, or are reasonably likely to materially affect, these controls[383](index=383&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=84&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in routine legal and regulatory matters, with an estimated aggregate reasonably possible loss of $0 to $15 million beyond accrued liabilities - Information regarding legal proceedings is detailed in Note 15 under 'Litigation and Regulatory Matters'[385](index=385&type=chunk) - As of March 31, 2025, management estimates the aggregate range of reasonably possible loss for certain legal matters is between **$0** and **$15 million**, in excess of any amounts already accrued[374](index=374&type=chunk) [Risk Factors](index=84&type=section&id=Item%201A.%20Risk%20Factors) This section directs readers to the 2024 Annual Report on Form 10-K for a comprehensive discussion of potential risk factors - Readers are directed to the Risk Factors section in the 2024 Annual Report on Form 10-K for a comprehensive discussion of potential risks[386](index=386&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=84&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This item is reported as not applicable for the current reporting period - This item is reported as 'Not Applicable'[387](index=387&type=chunk) [Other Information](index=84&type=section&id=Item%205.%20Other%20Information) On March 13, 2025, Marcy Hingst, General Counsel, adopted a Rule 10b5-1 trading plan for the sale of up to 54,800 common shares - Marcy Hingst, General Counsel, adopted a Rule 10b5-1 trading plan on March 13, 2025, for the potential sale of up to **54,800** shares of common stock[388](index=388&type=chunk) [Exhibits](index=85&type=section&id=Item%206.%20Exhibits) This section provides an index of all exhibits filed with the Form 10-Q report, including corporate governance documents and certifications - The report includes an exhibit index listing documents such as Articles of Incorporation, Bylaws, CEO/CFO certifications (Rule 13a-14(a) and Section 1350), and Inline XBRL files[393](index=393&type=chunk)

Financial Performance - Net interest income for Q1 2025 was $1,426 million, an increase of 11% compared to Q1 2024[9] - Net income attributable to Huntington for Q1 2025 was $527 million, a 26% increase compared to Q1 2024[9] - Total revenue for Q1 2025 was $1,935 million, slightly down from $1,968 million in Q4 2024, reflecting a decrease of 1.7%[23] - Noninterest income decreased by 12% to $494 million compared to Q4 2024, but increased by 6% compared to Q1 2024[9] - Net interest income for the quarter was $1,441 million, an increase from $1,409 million in the previous quarter[19] Asset and Loan Growth - Average total assets increased by 2% to $205,087 million compared to Q4 2024, and by 8% compared to Q1 2024[9] - Total assets at the end of the period were $209,596 million, reflecting a 3% increase from December 31, 2024[13] - Total loans and leases increased to $132,505 million in Q1 2025, up from $130,042 million in Q4 2024, representing a growth of 1.9%[15] - Total loans and leases rose by 2% to $130,862 million, up from $128,158 million in the prior quarter[17] - Commercial loans accounted for 57% of total loans and leases, with commercial and industrial loans at $58,948 million, a 3.8% increase from $56,809 million in Q4 2024[15] Deposits and Funding - Total deposits reached $165,337 million in Q1 2025, an increase of 1.1% from $162,448 million in Q4 2024[16] - Demand deposits (noninterest-bearing) rose to $30,217 million, accounting for 18% of total deposits, compared to $29,345 million in Q4 2024[16] - Money market deposits increased to $61,608 million, maintaining a 37% share of total deposits, up from $60,730 million in Q4 2024[16] - Total interest-bearing deposits grew by 2% to $132,654 million, up from $129,823 million in the prior quarter[17] Credit Quality and Losses - Provision for credit losses increased by 7% to $115 million compared to Q4 2024 and Q1 2024[9] - The allowance for loan and lease losses increased to $2.263 billion at the end of Q1 2025, up from $2.244 billion at the end of Q4 2024[27] - Total net charge-offs for Q1 2025 were $86 million, a decrease from $97 million in Q4 2024[28] - Nonperforming assets (NPAs) increased to 281 million in Q1 2025 from 273 million in Q4 2024[27] - The net charge-offs as a percentage of average loans and leases was 0.26% in Q1 2025, down from 0.30% in Q4 2024[28] Capital Ratios and Equity - The common equity tier 1 risk-based capital ratio was 10.6% as of March 31, 2025, compared to 10.5% at the end of 2024[9] - Total risk-based capital increased to $20,720 million as of March 31, 2025, up from $20,565 million at December 31, 2024[33] - Total Huntington shareholders' equity increased to $20,434 million in Q1 2025 from $19,322 million in Q1 2024, a growth of 5.8%[37] - Tangible common equity reached $12,817 million in Q1 2025, compared to $11,264 million in Q1 2024, marking a 13.8% increase[37] Operational Efficiency - The efficiency ratio improved to 58.9% in Q1 2025, down from 63.7% in Q1 2024[9] - The average yield on loans and leases was 5.87% in Q1 2025, slightly down from 5.89% in Q4 2024[21] - The total cost of deposits decreased to 2.03% in Q1 2025 from 2.16% in Q4 2024, a decline of 0.13 percentage points[21] Employee and Branch Metrics - The number of employees averaged 20,092 in Q1 2025, up from 19,719 in Q1 2024, reflecting a workforce growth of 1.9%[37] - The number of domestic full-service branches decreased to 968 in Q1 2025 from 969 in Q1 2024, showing a slight contraction[37] - ATM count decreased to 1,560 in Q1 2025 from 1,606 in Q1 2024, indicating a reduction in physical banking infrastructure[37]