Core Insights - Huntington Bancshares Incorporated (NASDAQ: HBANM) reported strong financial performance in Q3 2025, with earnings per share of $0.41, exceeding estimates of $0.37, and revenue of approximately $2.13 billion, surpassing expectations of $2.05 billion [2][6] Financial Performance - The company demonstrated robust net profit growth and stable loan loss provisions, with non-performing assets decreasing and provisions covering approximately 300% of these assets, indicating effective risk management [3][6] - Financial metrics include a price-to-earnings (P/E) ratio of 16.02 and a price-to-sales ratio of 3.54, reflecting favorable market valuation of earnings and revenue [4] - The enterprise value to sales ratio stands at 4.28, while the enterprise value to operating cash flow ratio is 25.84, indicating the company's valuation in relation to sales and cash flow [4] Investment Metrics - The earnings yield is reported at 6.24%, providing insight into the return on investment for shareholders [5] - The debt-to-equity ratio is 0.86, suggesting a balanced approach to financing assets, while the current ratio of 0.13 indicates the company's ability to cover short-term liabilities with short-term assets [5]

[General Notes and Definitions](index=2&type=section&id=General%20Notes%20and%20Definitions) This section clarifies the financial reporting standards, non-GAAP measures, and capital ratio definitions used throughout the report for consistent interpretation [GAAP and Non-GAAP Financial Measures](index=2&type=section&id=GAAP%20and%20Non-GAAP%20Financial%20Measures) Financial statements adhere to GAAP, requiring management estimates, and include non-GAAP measures with 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 an FTE basis, a non-GAAP measure, to accurately compare interest margins and assess revenue 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 utilizes non-regulatory capital ratios, such as Tangible Common Equity to Tangible Assets and Adjusted 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](index=3&type=section&id=Quarterly%20Financial%20Overview) This section provides a detailed analysis of the company's financial performance and position for the most recent quarter, highlighting key trends in income, expenses, balance sheet items, and credit quality metrics [Quarterly Key Statistics](index=3&type=section&id=Quarterly%20Key%20Statistics) Huntington Bancshares reported strong quarterly performance for Q3 2025, with significant increases in net income and diluted EPS compared to both the previous quarter and the 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 provides detailed definitions and methodologies for key financial metrics presented in the quarterly and year-to-date statistics, including the calculation of 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, Huntington Bancshares reported a **3% increase in total assets to $210,228 million** compared to December 31, 2024, primarily driven by a **6% increase in net loans and leases** and a **37% increase in preferred stock**, while deposits also grew 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 consumer loans, especially automobile loans, also showing 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 consumer | $58,731 | $56,701 | 43 % | | **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 remaining the largest and growing 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 also 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) also 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 the 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**, and total risk-based capital also improving, reflecting a solid capital position 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](index=4&type=section&id=Year-to-Date%20Financial%20Overview) This section presents the company's cumulative financial performance and position for the nine months ended September 30, 2025, compared to the prior year, covering key income statement, balance sheet, and credit quality trends [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, while the efficiency ratio improved, and credit quality metrics showed mixed trends 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 the 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)

[Glossary of Acronyms and Terms](index=4&type=section&id=Glossary_of_Acronyms_and_Terms) This section provides a comprehensive reference of common acronyms and terms used throughout the document - This section provides a comprehensive reference of common acronyms and terms used throughout the document, such as **ACL (Allowance for Credit Losses)**, **AFS (Available-for-Sale)**, **CECL (Current Expected Credit Losses)**, **CET1 (Common Equity Tier 1)**, **NII (Net Interest Income)**, and **NIM (Net Interest Margin)**[10](index=10&type=chunk)[11](index=11&type=chunk)[12](index=12&type=chunk) [PART I. FINANCIAL INFORMATION](index=6&type=section&id=PART_I_FINANCIAL_INFORMATION) This part presents the company's unaudited financial statements, management's discussion and analysis, and related disclosures [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=6&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition, results of operations, and key trends for the reported periods [Introduction](index=6&type=section&id=Introduction) This introduction outlines Huntington Bancshares Incorporated's business as a multi-state diversified regional bank holding company - Huntington Bancshares Incorporated is a multi-state diversified regional bank holding company, organized in Maryland in 1966 and headquartered in Columbus, Ohio[14](index=14&type=chunk) - Through its bank subsidiary, The Huntington National Bank, the company provides full-service commercial and consumer deposit, lending, and other banking and financial services across **971 full-service branches** and private client group offices in **13 states** as of June 30, 2025[14](index=14&type=chunk) [Executive Overview](index=6&type=section&id=Executive_Overview) This overview highlights the definitive merger agreement with Veritex Holdings, Inc., updated deposit categories, key financial performance metrics, balance sheet changes, and the prevailing economic and regulatory landscape - Huntington announced a definitive merger agreement with Veritex Holdings, Inc. on July 14, 2025, in a **100% stock transaction valued at approximately $1.9 billion**, expected to close in Q4 2025[16](index=16&type=chunk)[233](index=233&type=chunk) - Veritex had **$12.5 billion in assets**, **$9.5 billion in loans**, and **$10.4 billion in deposits** as of June 30, 2025[16](index=16&type=chunk)[233](index=233&type=chunk) - The company updated its deposit categories in Q4 2024 to align with strategic management, now reporting demand deposits (noninterest-bearing and interest-bearing), money market, savings, and time deposits[17](index=17&type=chunk) Selected Quarterly Income Statement Data (Three Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions, except per share data) | June 30, 2025 | June 30, 2024 | Change Amount | Change Percent | | :------------------------------------------------ | :------------ | :------------ | :------------ | :------------- | | Net income attributable to Huntington | $536 | $474 | $62 | 13% | | Net income per common share—diluted | $0.34 | $0.30 | $0.04 | 13% | | Net interest income | $1,467 | $1,312 | $155 | 12% | | Noninterest income | $471 | $491 | $(20) | (4)% | | Noninterest expense | $1,197 | $1,117 | $80 | 7% | | Return on average total assets | 1.04% | 0.98% | | | | Net interest margin | 3.11% | 2.99% | | | | Efficiency ratio | 59.0% | 60.8% | | | Selected Year-to-Date Income Statement Data (Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions, except per share data) | June 30, 2025 | June 30, 2024 | Change Amount | Change Percent | | :------------------------------------------------ | :------------ | :------------ | :------------ | :------------- | | Net income attributable to Huntington | $1,063 | $893 | $170 | 19% | | Net income per common share—diluted | $0.68 | $0.56 | $0.12 | 21% | | Net interest income | $2,893 | $2,599 | $294 | 11% | | Noninterest income | $965 | $958 | $7 | 1% | | Noninterest expense | $2,349 | $2,254 | $95 | 4% | | Return on average total assets | 1.04% | 0.93% | | | | Net interest margin | 3.11% | 3.00% | | | | Efficiency ratio | 58.9% | 62.2% | | | - Q2 2025 net income was impacted by a **$900 million investment securities repositioning**, which decreased pre-tax net income by **$58 million** (**$46 million after tax**)[22](index=22&type=chunk) Consolidated Balance Sheet Highlights (June 30, 2025 vs. December 31, 2024) | Metric (amounts in billions) | June 30, 2025 | Dec 31, 2024 | Change Amount | Change Percent | | :------------------------- | :------------ | :----------- | :------------ | :------------- | | Total assets | $207.7 | $204.2 | $3.5 | 2% | | Loans and leases | $135.0 | $130.0 | $4.9 | 4% | | Investment securities | $44.8 | $43.7 | $1.1 | 2% | | Total liabilities | $186.8 | $184.4 | $2.3 | 1% | | Long-term debt | $17.5 | $16.4 | $1.1 | 7% | | Total deposits | $163.4 | $162.4 | $0.9 | 1% | | Tangible common equity to tangible assets ratio | 6.6% | 6.1% | | | | CET1 risk-based capital ratio | 10.5% | 10.5% | | 0% | - The increase in total assets was primarily driven by increases in loans and leases (**$4.9 billion, 4%**) and investment securities (**$1.1 billion, 2%**), partially offset by a decrease in interest-earning deposits with banks (**$2.5 billion, 21%**)[26](index=26&type=chunk) - The tangible common equity to tangible assets ratio increased to **6.6%** at June 30, 2025, compared to **6.1%** at December 31, 2024, primarily due to an increase in tangible common equity from current period earnings, net of dividends, and an improvement in AOCI[27](index=27&type=chunk) - Huntington's general business objectives include delivering a differentiated operating model, building a people-first/customer-centered bank, achieving top quartile performance, expanding product offerings, leveraging its regional banking model, anticipating customer needs, maintaining positive operating leverage and disciplined capital management, and providing stability through disciplined risk management[28](index=28&type=chunk) - The market remains challenging with fluid tariff impacts, extended negotiation deadlines, and uncertainty regarding the 'One Big Beautiful Bill Act' (OBBBA)[30](index=30&type=chunk)[32](index=32&type=chunk) - The Federal Reserve held rates steady in H1 2025 due to inflation above **2%** but has discussed restarting rate cuts, while the labor market remains strong with unemployment at **4.1%**[30](index=30&type=chunk) - The CFPB's December 2024 final rule on overdraft fees was overturned in May 2025, and **67 guidance documents** were rescinded, requiring financial institutions to reassess compliance programs[33](index=33&type=chunk)[34](index=34&type=chunk) - Federal banking agencies proposed rescinding the October 2023 CRA final rule, which would have materially changed the CRA framework and imposed additional costs[35](index=35&type=chunk) [Discussion of Results of Operations](index=9&type=section&id=Discussion_of_Results_of_Operations) This section details the company's financial performance, including net interest income growth, changes in noninterest income and expense, and the provision for credit losses - Huntington's results of operations for Q2 and YTD 2025 showed significant growth in net interest income, driven by increased earning assets and an expanded net interest margin, despite a decrease in noninterest income due to investment securities repositioning, while noninterest expenses rose due to higher personnel and technology costs, and the provision for credit losses saw a modest increase[22](index=22&type=chunk)[23](index=23&type=chunk)[25](index=25&type=chunk)[52](index=52&type=chunk) Consolidated Quarterly Average Balance Sheet and Net Interest Margin Analysis (Three Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | June 30, 2025 | June 30, 2024 | Change Amount | Change Percent | | :------------------------- | :------------ | :------------ | :------------ | :------------- | | Net interest income (FTE) | $1,483 | $1,325 | $158 | 12% | | FTE Net Interest Margin | 3.11% | 2.99% | 0.12% | | | Average earning assets | $191,092 | $178,062 | $13,030 | 7% | | Average interest-bearing liabilities | $153,221 | $140,308 | $12,913 | 9% | | Average loans and leases | $133,171 | $123,376 | $9,795 | 8% | | Average total deposits | $163,429 | $153,578 | $9,851 | 6% | Consolidated Year-to-Date Average Balance Sheet and Net Interest Margin Analysis (Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | June 30, 2025 | June 30, 2024 | Change Amount | Change Percent | | :------------------------- | :------------ | :------------ | :------------ | :------------- | | Net interest income (FTE) | $2,924 | $2,625 | $299 | 11% | | FTE Net Interest Margin | 3.11% | 3.00% | 0.11% | | | Average earning assets | $189,703 | $175,913 | $13,790 | 8% | | Average interest-bearing liabilities | $152,114 | $138,101 | $14,013 | 10% | | Average loans and leases | $132,023 | $122,653 | $9,370 | 8% | | Average total deposits | $162,519 | $152,153 | $10,366 | 7% | - The increase in FTE net interest income for Q2 2025 was primarily due to a **$13.0 billion (7%) increase in average earning assets** and a **12 basis point increase in FTE NIM to 3.11%**, partially offset by a **$12.9 billion (9%) increase in average interest-bearing liabilities**[40](index=40&type=chunk) - The higher NIM was driven by net hedging activity and a lower cost of funds, partially offset by a decrease in yields on earning assets[40](index=40&type=chunk)[48](index=48&type=chunk) Provision for Credit Losses (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :------------------------- | :------ | :------ | :------- | :------- | | Provision for loan and lease losses | $134 | $114 | $239 | $231 | | Provision (benefit) for unfunded lending commitments | $(31) | $(16) | $(18) | $(26) | | Provision (benefit) for securities | $0 | $2 | $(3) | $2 | | Total provision for credit losses | $103 | $100 | $218 | $207 | - Total provision for credit losses increased by **$3 million (3%) to $103 million** in Q2 2025 compared to Q2 2024, and by **$11 million (5%) to $218 million** on a year-to-date basis[24](index=24&type=chunk)[52](index=52&type=chunk) Noninterest Income (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | Q2 2025 | Q2 2024 | Change Percent (QoQ) | YTD 2025 | YTD 2024 | Change Percent (YoY) | | :------------------------- | :------ | :------ | :------------------- | :------- | :------- | :------------------- | | Payments and cash management revenue | $165 | $154 | 7% | $320 | $300 | 7% | | Wealth and asset management revenue | $102 | $90 | 13% | $203 | $178 | 14% | | Customer deposit and loan fees | $95 | $83 | 14% | $181 | $160 | 13% | | Capital markets and advisory fees | $84 | $73 | 15% | $151 | $129 | 17% | | Mortgage banking income | $28 | $30 | (7)% | $59 | $61 | (3)% | | Leasing revenue | $10 | $19 | (47)% | $24 | $41 | (41)% | | Insurance income | $19 | $18 | 6% | $39 | $37 | 5% | | Net gains (losses) on sales of securities | $(58) | $0 | NM | $(58) | $0 | NM | | Other noninterest income | $26 | $24 | 8% | $46 | $52 | (12)% | | Total noninterest income | $471 | $491 | (4)% | $965 | $958 | 1% | - Total noninterest income decreased by **$20 million (4%)** in Q2 2025, primarily due to a **$58 million net loss on sale of investment securities** and a decrease in leasing revenue, partially offset by increases in wealth and asset management revenue, customer deposit and loan fees, payments and cash management revenue, and capital markets and advisory fees[25](index=25&type=chunk)[56](index=56&type=chunk) Noninterest Expense (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | Q2 2025 | Q2 2024 | Change Percent (QoQ) | YTD 2025 | YTD 2024 | Change Percent (YoY) | | :------------------------- | :------ | :------ | :------------------- | :------- | :------- | :------------------- | | Personnel costs | $722 | $663 | 9% | $1,393 | $1,302 | 7% | | Outside data processing and other services | $182 | $165 | 10% | $352 | $331 | 6% | | Equipment | $68 | $62 | 10% | $135 | $132 | 2% | | Net occupancy | $54 | $51 | 6% | $119 | $108 | 10% | | Marketing | $28 | $27 | 4% | $57 | $55 | 4% | | Deposit and other insurance expense | $20 | $25 | (20)% | $57 | $79 | (28)% | | Professional services | $22 | $26 | (15)% | $44 | $51 | (14)% | | Amortization of intangibles | $11 | $12 | (8)% | $22 | $24 | (8)% | | Lease financing equipment depreciation | $2 | $4 | (50)% | $6 | $8 | (25)% | | Other noninterest expense | $88 | $82 | 7% | $164 | $164 | 0% | | Total noninterest expense | $1,197 | $1,117 | 7% | $2,349 | $2,254 | 4% | - Total noninterest expense increased by **$80 million (7%)** in Q2 2025, primarily due to higher personnel costs (**$59 million, 9%**) and outside data processing and other services (**$17 million, 10%**)[25](index=25&type=chunk)[60](index=60&type=chunk) Provision for Income Taxes and Effective Tax Rate (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :------------------------- | :------ | :------ | :------- | :------- | | Provision for income taxes | $96 | $106 | $218 | $192 | | Effective tax rate | 15.0% | 18.2% | 16.8% | 17.5% | - The provision for income taxes decreased by **$10 million** in Q2 2025, resulting in a lower effective tax rate of **15.0%** (vs. **18.2%** in Q2 2024)[62](index=62&type=chunk) - The decrease in the effective tax rate was primarily due to the remeasurement of deferred tax assets for changes in certain state tax laws enacted in Q2 2025[62](index=62&type=chunk) [Risk Management](index=18&type=section&id=Risk_Management) This section outlines the company's comprehensive risk management framework, covering credit, market, liquidity, operational, and compliance risks, along with related financial metrics and strategies - Huntington's risk management program is guided by its Risk Governance Framework and Board-approved Risk Appetite Statement, covering seven key risk categories: credit, market, liquidity, operational, compliance, strategic, and reputation[65](index=65&type=chunk) - The company focuses on early identification, monitoring, and management of risks through policies, processes, and quantitative measurement capabilities, consistent with a **moderate-to-low risk appetite**[67](index=67&type=chunk)[70](index=70&type=chunk) Loan and Lease Portfolio Composition (June 30, 2025 vs. December 31, 2024) | Loan Type (amounts in millions) | June 30, 2025 | % of Total | Dec 31, 2024 | % of Total | | :---------------------------- | :------------ | :--------- | :----------- | :--------- | | Commercial and industrial | $60,723 | 45% | $56,809 | 43% | | Commercial real estate | $10,698 | 8% | $11,078 | 9% | | Lease financing | $5,516 | 4% | $5,454 | 4% | | Residential mortgage | $24,527 | 19% | $24,242 | 19% | | Automobile | $15,382 | 11% | $14,564 | 11% | | Home equity | $10,221 | 8% | $10,142 | 8% | | RV and marine | $5,907 | 4% | $5,982 | 5% | | Other consumer | $1,986 | 1% | $1,771 | 1% | | Total loans and leases | $134,960 | 100% | $130,042 | 100% | - Total loans and leases increased by **$4.9 billion (4%) to $135.0 billion** at June 30, 2025, compared to December 31, 2024[68](index=68&type=chunk) - The Commercial Real Estate (CRE) portfolio decreased by **$380 million (3%) to $10.7 billion** at June 30, 2025, with an associated allowance coverage of **3.9%**[79](index=79&type=chunk) - The office portfolio, predominantly suburban and multi-tenant, totaled **$1.5 billion (1% of total loans)** with ACL reserves of approximately **11%**[80](index=80&type=chunk) Nonaccrual Loans and Leases (NALs) and Nonperforming Assets (NPAs) (June 30, 2025 vs. December 31, 2024) | Metric (amounts in millions) | June 30, 2025 | Dec 31, 2024 | | :------------------------- | :------------ | :----------- | | Total nonaccrual loans and leases | $842 | $783 | | Total nonperforming assets | $852 | $822 | | NALs as a % of total loans and leases | 0.62% | 0.60% | | NPA ratio | 0.63% | 0.63% | - NPAs increased by **$30 million (4%)** from December 31, 2024, primarily driven by increases in commercial and industrial, commercial real estate, and residential mortgage, partially offset by a **$31 million decrease** in other NPAs[83](index=83&type=chunk) Allowance for Credit Losses (ACL) (June 30, 2025 vs. December 31, 2024) | Metric (amounts in millions) | June 30, 2025 | Dec 31, 2024 | | :------------------------- | :------------ | :----------- | | Total ALLL | $2,331 | $2,244 | | AULC | $184 | $202 | | Total ACL | $2,515 | $2,446 | | Total ALLL as a % of Total loans and leases | 1.73% | 1.73% | | Total ACL as % of Total loans and leases | 1.86% | 1.88% | - The ACL increased by **$69 million to $2.5 billion** at June 30, 2025, driven by loan and lease growth, partially offset by a slight reduction in the ACL coverage ratio[99](index=99&type=chunk)[277](index=277&type=chunk) - The baseline economic scenario for ACL determination assumes tariffs impact global trade and weaken the U.S. economy, with weak near-term GDP growth and increasing unemployment (to **4.4% by Q4 2025** and **4.9% by end of 2026**)[88](index=88&type=chunk)[279](index=279&type=chunk) Net Charge-off Analysis (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric (annualized percentages) | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :---------------------------- | :------ | :------ | :------- | :------- | | Net charge-offs as a % of average loans and leases | 0.20% | 0.29% | 0.23% | 0.30% | | Commercial NCOs | 0.16% | 0.33% | 0.20% | 0.33% | | Consumer NCOs | 0.25% | 0.24% | 0.27% | 0.26% | - Net Charge-offs (NCOs) decreased to an annualized **0.20% of average loans and leases** in Q2 2025 (from **0.29% in Q2 2024**), largely due to net recoveries in commercial real estate loans[83](index=83&type=chunk)[102](index=102&type=chunk) - Huntington is primarily exposed to interest rate risk and secondarily to price risk from trading securities, foreign exchange, and equity investments[105](index=105&type=chunk) - Market risk is measured using financial simulation models (**NII at Risk** and **EVE at Risk**) that consider yield curve changes, interest rate volatility, and balance sheet characteristics[106](index=106&type=chunk)[109](index=109&type=chunk) Net Interest Income at Risk (NII at Risk) (June 30, 2025 vs. December 31, 2024) | Basis point change scenario | NII at Risk (%) (June 30, 2025) | NII at Risk (%) (Dec 31, 2024) | | :------------------------ | :------------------------------ | :----------------------------- | | +200 | 1.5% | 2.0% | | +100 | 0.6% | 0.8% | | Base | — | — | | -100 | -0.7% | -0.5% | | -200 | -1.9% | -1.3% | - The balance sheet is **asset-sensitive** at both June 30, 2025, and December 31, 2024, with changes in sensitivity driven by current and projected balance sheet composition and market rates[113](index=113&type=chunk) Economic Value of Equity at Risk (EVE at Risk) (June 30, 2025 vs. December 31, 2024) | Basis point change scenario | EVE at Risk (%) (June 30, 2025) | EVE at Risk (%) (Dec 31, 2024) | | :------------------------ | :------------------------------ | :----------------------------- | | -200 | 0.7% | 5.9% | | -100 | 2.0% | 4.3% | | +100 | -3.9% | -5.8% | | +200 | -9.0% | -12.6% | - Huntington uses derivative instruments (interest rate swaps, swaptions, floors, forward contracts) to manage interest rate risk and minimize earnings fluctuations[117](index=117&type=chunk) - Mortgage Servicing Rights (MSRs) totaled **$567 million** at June 30, 2025, representing the right to service **$33.9 billion in mortgage loans**[126](index=126&type=chunk)[127](index=127&type=chunk) - MSR fair values are sensitive to interest rate movements, and hedging strategies are employed to reduce risk[126](index=126&type=chunk)[127](index=127&type=chunk) - Liquidity risk is managed to ensure adequate, stable, and cost-effective funds to meet financial obligations, supported by core earnings, strong capital ratios, and credit quality[130](index=130&type=chunk) Deposit Composition (June 30, 2025 vs. December 31, 2024) | Deposit Type (amounts in millions) | June 30, 2025 | % of Total | Dec 31, 2024 | % of Total | | :------------------------------- | :------------ | :--------- | :----------- | :--------- | | Demand deposits—noninterest-bearing | $28,656 | 18% | $29,345 | 18% | | Demand deposits—interest-bearing | $45,468 | 28% | $43,378 | 27% | | Money market deposits | $60,998 | 37% | $60,730 | 37% | | Savings deposits | $15,112 | 9% | $14,723 | 9% | | Time deposits | $13,146 | 8% | $14,272 | 9% | | Total deposits | $163,380 | 100% | $162,448 | 100% | | Insured deposits | $115,386 | 71% | $112,394 | 69% | | Uninsured deposits | $47,994 | 29% | $50,054 | 31% | - Total deposits increased by **$932 million (1%) to $163.4 billion** at June 30, 2025, driven by increases in demand, savings, and money market deposits, partially offset by lower time deposits[135](index=135&type=chunk) - Wholesale funding increased by **$1.3 billion to $24.9 billion** at June 30, 2025, primarily due to a **$1.1 billion increase in long-term debt** resulting from the issuance of **$1.5 billion of senior bank notes** and a **$415 million CLN transaction** completed during the 2025 first quarter, partially offset by repayments[140](index=140&type=chunk) Selected Contingent Liquidity Sources (Bank Level) (June 30, 2025 vs. December 31, 2024) | Metric (amounts in millions) | June 30, 2025 | Dec 31, 2024 | | :------------------------- | :------------ | :----------- | | Unused secured borrowing capacity: FRB | $67,776 | $70,020 | | Unused secured borrowing capacity: FHLB | $15,924 | $15,524 | | Unpledged investment securities (at market value) | $10,917 | $5,786 | | Interest-earning deposits held at FRB | $8,583 | $11,162 | | Primary contingent liquidity sources | $103,200 | $102,492 | - The Bank's primary contingent liquidity sources totaled **$103.2 billion** at June 30, 2025, sufficient to meet obligations[148](index=148&type=chunk) - The parent company had cash and cash equivalents of **$3.6 billion** at June 30, 2025, and declared a quarterly common stock dividend of **$0.155 per share**, totaling approximately **$226 million per quarter**[150](index=150&type=chunk)[152](index=152&type=chunk) Credit Ratings and Outlook (June 30, 2025) | Entity/Instrument | Moody's | S&P | Fitch | DBRS Morningstar | Outlook | | :---------------- | :------ | :-- | :---- | :--------------- | :------ | | Huntington Bancshares Inc. Senior unsecured notes | Baa1 | BBB+ | A- | A | Stable | | Huntington Bancshares Inc. Subordinated notes | Baa1 | BBB | BBB+ | A (low) | Stable | | The Huntington National Bank Senior unsecured notes | A3 | A- | A- | A (high) | Stable | | The Huntington National Bank Long-term deposits | A1 | NR | A | A (high) | Stable | - Operational risk is the risk of loss from human error, third-party failures, inadequate internal systems, noncompliance, or external influences like fraud and disasters[160](index=160&type=chunk) - Huntington manages operational risks through various committees (e.g., Operational Risk, Legal/Regulatory/Compliance, Fraud Risk, AI Risk) and a Model Risk Oversight Committee, which report to the Risk Management Committee[161](index=161&type=chunk) - Cybersecurity is a critical component, with active operations designed to detect, contain, and respond to cybersecurity threats and incidents in a prompt and effective manner, employing defense-in-depth strategies and internal training[163](index=163&type=chunk)[164](index=164&type=chunk)[165](index=165&type=chunk) - Financial institutions are subject to numerous federal and state laws and regulations, including anti-money laundering, lending limits, client privacy, fair lending, and community reinvestment[167](index=167&type=chunk) - Huntington ensures compliance through a dedicated team of experts and mandatory colleague training on broad-based laws and regulations[167](index=167&type=chunk) [Capital](index=33&type=section&id=Capital) This section details the company's capital management objectives, regulatory capital ratios, shareholders' equity, and share repurchase program - Huntington's primary capital objective is to maintain appropriate capital levels to support operations, absorb losses, protect depositors, fund growth, and provide shareholder returns, consistent with its Board-approved risk appetite[168](index=168&type=chunk) Regulatory Capital Data (Consolidated and Bank Level) (June 30, 2025 vs. December 31, 2024) | Metric | June 30, 2025 | Dec 31, 2024 | | :-------------------------- | :------------ | :----------- | | **Consolidated:** | | | | CET1 risk-based capital ratio | 10.5% | 10.5% | | Tier 1 risk-based capital ratio | 11.8% | 11.9% | | Total risk-based capital ratio | 14.1% | 14.3% | | Tier 1 leverage ratio | 8.5% | 8.6% | | **Bank:** | | | | CET1 risk-based capital ratio | 11.4% | 11.6% | | Tier 1 risk-based capital ratio | 12.2% | 12.4% | | Total risk-based capital ratio | 13.9% | 14.1% | | Tier 1 leverage ratio | 8.8% | 8.9% | - Huntington and the Bank maintained capital ratios in excess of the **well-capitalized standards** established by the Federal Reserve at June 30, 2025[173](index=173&type=chunk) - The consolidated CET1 risk-based capital ratio remained at **10.5%** at June 30, 2025, as current period earnings (net of dividends) were offset by an increase in risk-weighted assets due to loan growth, partially offset by a CLN transaction and investment securities repositioning[173](index=173&type=chunk) - Shareholders' equity totaled **$20.9 billion** at June 30, 2025, an increase of **$1.2 billion (6%)** from December 31, 2024, primarily driven by an improvement in accumulated other comprehensive income and earnings (net of dividends)[176](index=176&type=chunk) - On April 16, 2025, the Board approved a repurchase authorization of up to **$1.0 billion of common shares**, with no expiration date[178](index=178&type=chunk)[424](index=424&type=chunk) - No shares have been repurchased under the current authorization as of June 30, 2025[178](index=178&type=chunk)[423](index=423&type=chunk) [Business Segment Discussion](index=34&type=section&id=Business_Segment_Discussion) This section analyzes financial performance across the Consumer & Regional Banking, Commercial Banking, and Treasury / Other business segments, detailing their respective contributions and trends - Huntington operates through two business segments: **Consumer & Regional Banking** and **Commercial Banking**, with unallocated items reported in the Treasury / Other function[179](index=179&type=chunk) - Segment results are determined based on internal management practices, including revenue sharing, a two-phase expense allocation approach (activity-based costs and overhead), and a centralized Funds Transfer Pricing (FTP) methodology to attribute net interest income and centralize interest rate risk[180](index=180&type=chunk)[181](index=181&type=chunk)[183](index=183&type=chunk)[184](index=184&type=chunk) Net Income (Loss) by Business Segment (Six Months Ended June 30, 2025 vs. 2024) | Segment (amounts in millions) | June 30, 2025 | June 30, 2024 | | :-------------------------- | :------------ | :------------ | | Consumer & Regional Banking | $616 | $716 | | Commercial Banking | $552 | $526 | | Treasury / Other | $(105) | $(349) | | Net income attributable to Huntington | $1,063 | $893 | Consumer & Regional Banking Key Performance Indicators (Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | June 30, 2025 | June 30, 2024 | Change Amount | Change Percent | | :------------------------- | :------------ | :------------ | :------------ | :------------- | | Net income attributable to Huntington | $616 | $716 | $(100) | (14)% | | Net interest income | $1,957 | $1,963 | $(6) | 0% | | Provision for credit losses | $185 | $122 | $63 | 52% | | Noninterest income | $666 | $630 | $36 | 6% | | Total noninterest expense | $1,659 | $1,565 | $94 | 6% | | Total average loans/leases | $72,601 | $67,771 | $4,830 | 7% | | Total average deposits | $111,558 | $110,041 | $1,517 | 1% | | Net interest margin | 3.48% | 3.53% | (0.05)% | (1)% | | NCOs | $118 | $96 | $22 | 23% | - Net income for Consumer & Regional Banking decreased by **$100 million (14%)** in H1 2025, primarily due to a **$63 million (52%) increase in provision for credit losses** and higher noninterest expense, partially offset by a **$36 million (6%) increase in noninterest income**[188](index=188&type=chunk) Commercial Banking Key Performance Indicators (Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | June 30, 2025 | June 30, 2024 | Change Amount | Change Percent | | :------------------------- | :------------ | :------------ | :------------ | :------------- | | Net income attributable to Huntington | $552 | $526 | $26 | 5% | | Net interest income | $1,026 | $1,050 | $(24) | (2)% | | Provision for credit losses | $33 | $85 | $(52) | (61)% | | Noninterest income | $339 | $309 | $30 | 10% | | Total noninterest expense | $620 | $594 | $26 | 4% | | Total average loans/leases | $59,201 | $54,666 | $4,535 | 8% | | Total average deposits | $43,002 | $36,211 | $6,791 | 19% | | Net interest margin | 3.34% | 3.71% | (0.37)% | (10)% | | NCOs | $34 | $86 | $(52) | (60)% | - Net income for Commercial Banking increased by **$26 million (5%)** in H1 2025, driven by a **$52 million (61%) decrease in provision for credit losses** and a **$30 million (10%) increase in noninterest income**, partially offset by a **$24 million (2%) decrease in net interest income**[190](index=190&type=chunk) Treasury / Other Key Performance Indicators (Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | June 30, 2025 | June 30, 2024 | Change Amount | Change Percent | | :------------------------- | :------------ | :------------ | :------------ | :------------- | | Net interest loss | $(90) | $(414) | $324 | 78% | | Noninterest income | $(40) | $19 | $(59) | (311)% | | Total noninterest expense | $70 | $95 | $(25) | (26)% | | Net loss attributable to Huntington | $(105) | $(349) | $244 | 70% | - Treasury / Other reported a net loss of **$105 million** in H1 2025, a **$244 million (70%) improvement** from a **$349 million net loss** in H1 2024[196](index=196&type=chunk) [Additional Disclosures](index=38&type=section&id=Additional_Disclosures) This section provides important disclosures regarding forward-looking statements, non-GAAP financial measures, critical accounting policies, and recent accounting standards updates - This report contains forward-looking statements subject to numerous assumptions, risks, and uncertainties, and readers should exercise caution against undue reliance[197](index=197&type=chunk)[200](index=200&type=chunk) - Forward-looking statements are identified by words like 'expect,' 'anticipate,' 'believe,' 'intend,' and 'estimate,' and are intended to be subject to the safe harbor provided by Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995[197](index=197&type=chunk) - Factors that could cause actual results to differ materially from forward-looking statements include changes in general economic, political, or industry conditions; deterioration in business and economic conditions; changes in U.S. trade policies; impacts of catastrophic events; cybersecurity risks; and uncertainties in U.S. fiscal and monetary policy[199](index=199&type=chunk) - The document includes non-GAAP financial measures (e.g., FTE basis, non-regulatory capital ratios) to provide additional insight into operations and financial position[201](index=201&type=chunk)[203](index=203&type=chunk)[205](index=205&type=chunk) - FTE basis assumes a **21% federal statutory tax rate** and helps compare revenue arising from both taxable and tax-exempt sources[203](index=203&type=chunk) - Non-regulatory capital ratios, such as tangible common equity to tangible assets, are used to evaluate capital adequacy but differ from regulatory definitions and may not be comparable across companies[204](index=204&type=chunk)[205](index=205&type=chunk)[206](index=206&type=chunk) - Critical accounting policies include the **allowance for credit losses (ACL)** and **goodwill**, requiring significant judgment and assumptions about uncertain matters[208](index=208&type=chunk) - The ACL is estimated by projecting probability of default, loss given default, and exposure at default, conditional on economic parameters like unemployment rates and GDP, using statistically-based models and a probability-weighted approach with multiple economic scenarios[209](index=209&type=chunk)[211](index=211&type=chunk)[212](index=212&type=chunk) - Huntington adopted **ASU 2023-07 (Segment Reporting)** effective for the year ended December 31, 2024, with no material impact on consolidated financial statements[231](index=231&type=chunk) - **ASU 2023-09 (Income Taxes)** will be effective for fiscal years beginning after December 15, 2024, requiring enhanced tabular rate reconciliation and disaggregation of income tax disclosures, but is not expected to have a material impact[232](index=232&type=chunk) [Item 1. Financial Statements (Unaudited)](index=44&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This item presents the company's unaudited consolidated balance sheets, statements of income, comprehensive income, changes in shareholders' equity, and cash flows [Consolidated Balance Sheets](index=44&type=section&id=Consolidated_Balance_Sheets) This section presents the company's consolidated financial position, detailing assets, liabilities, and shareholders' equity at period-end Consolidated Balance Sheets (June 30, 2025 vs. December 31, 2024) | Asset (amounts in millions) | June 30, 2025 | Dec 31, 2024 | | :------------------------ | :------------ | :----------- | | Total assets | $207,742 | $204,230 | | Cash and due from banks | $1,776 | $1,685 | | Interest-earning deposits with banks | $9,171 | $11,647 | | Trading account securities | $481 | $53 | | Available-for-sale securities | $28,330 | $27,273 | | Held-to-maturity securities | $15,965 | $16,368 | | Loans and leases | $134,960 | $130,042 | | Allowance for loan and lease losses | $(2,331) | $(2,244) | | Net loans and leases | $132,629 | $127,798 | | Goodwill | $5,561 | $5,561 | | Servicing rights and other intangible assets | $647 | $677 | | **Liabilities & Equity** | | | | Total liabilities | $186,772 | $184,448 | | Total deposits | $163,380 | $162,448 | | Short-term borrowings | $576 | $199 | | Long-term debt | $17,467 | $16,374 | | Total Huntington shareholders' equity | $20,928 | $19,740 | [Consolidated Statements of Income](index=45&type=section&id=Consolidated_Statements_of_Income) This section presents the company's consolidated financial performance, including net interest income, noninterest income and expense, and net income for the reported periods Consolidated Statements of Income (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions, except per share data, share count in thousands) | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :------------------------------------------------------------ | :------ | :------ | :------- | :------- | | Total interest income | $2,556 | $2,476 | $5,045 | $4,856 | | Total interest expense | $1,089 | $1,164 | $2,152 | $2,257 | | Net interest income | $1,467 | $1,312 | $2,893 | $2,599 | | Provision for credit losses | $103 | $100 | $218 | $207 | | Total noninterest income | $471 | $491 | $965 | $958 | | Total noninterest expense | $1,197 | $1,117 | $2,349 | $2,254 | | Income before income taxes | $638 | $586 | $1,291 | $1,096 | | Provision for income taxes | $96 | $106 | $218 | $192 | | Net income attributable to Huntington | $536 | $474 | $1,063 | $893 | | Net income per common share—diluted | $0.34 | $0.30 | $0.68 | $0.56 | [Consolidated Statements of Comprehensive Income](index=47&type=section&id=Consolidated_Statements_of_Comprehensive_Income) This section presents the company's consolidated comprehensive income, including net income and other comprehensive income components Consolidated Statements of Comprehensive Income (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :------------------------- | :------ | :------ | :------- | :------- | | Net income attributable to Huntington | $536 | $474 | $1,063 | $893 | | Other comprehensive income (loss), net of tax | $187 | $(32) | $620 | $(235) | | Comprehensive income attributable to Huntington | $723 | $442 | $1,683 | $658 | - Other comprehensive income (loss) significantly improved, showing a gain of **$187 million** in Q2 2025 compared to a loss of **$32 million** in Q2 2024, primarily due to unrealized gains on available-for-sale securities and net changes related to cash flow hedges[223](index=223&type=chunk)[297](index=297&type=chunk) [Consolidated Statements of Changes in Shareholders' Equity](index=48&type=section&id=Consolidated_Statements_of_Changes_in_Shareholders'_Equity) This section details the changes in the company's consolidated shareholders' equity, including net income, other comprehensive income, and dividends Consolidated Statements of Changes in Shareholders' Equity (Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | June 30, 2025 | June 30, 2024 | | :------------------------- | :------------ | :------------ | | Balance, beginning of period | $19,782 | $19,398 | | Net income | $1,073 | $904 | | Other comprehensive income (loss), net of tax | $620 | $(235) | | Cash dividends declared: Common | $(460) | $(458) | | Cash dividends declared: Preferred | $(54) | $(71) | | Total equity, end of period | $20,970 | $19,563 | - Total equity increased by **$1.2 billion to $20.97 billion** at June 30, 2025, from **$19.78 billion** at the beginning of the period, driven by net income and other comprehensive income[225](index=225&type=chunk) [Consolidated Statements of Cash Flows](index=50&type=section&id=Consolidated_Statements_of_Cash_Flows) This section presents the company's consolidated cash flows from operating, investing, and financing activities Consolidated Statements of Cash Flows (Six Months Ended June 30, 2025 vs. 2024) | Activity (amounts in millions) | June 30, 2025 | June 30, 2024 | | :--------------------------- | :------------ | :------------ | | Net cash provided by operating activities | $1,067 | $779 | | Net cash used in investing activities | $(4,645) | $(4,454) | | Net cash provided by financing activities | $1,090 | $6,092 | | (Decrease) increase in cash and cash equivalents | $(2,488) | $2,417 | | Cash and cash equivalents at end of period | $10,359 | $12,546 | - Net cash provided by operating activities increased to **$1.07 billion** in H1 2025 from **$779 million** in H1 2024[226](index=226&type=chunk) - Net cash used in investing activities increased to **$4.65 billion** in H1 2025 from **$4.45 billion** in H1 2024, primarily due to net loan and lease activity[226](index=226&type=chunk) - Net cash provided by financing activities significantly decreased to **$1.09 billion** in H1 2025 from **$6.09 billion** in H1 2024, mainly due to lower net proceeds from long-term debt issuance and a smaller increase in deposits[226](index=226&type=chunk) [Notes to Unaudited Consolidated Financial Statements](index=52&type=section&id=Notes_to_Unaudited_Consolidated_Financial_Statements) This section provides detailed disclosures and explanations supporting the unaudited consolidated financial statements - This section provides detailed disclosures and explanations for the unaudited consolidated financial statements, covering accounting policies, recent updates, pending acquisitions, investment securities, loans and leases, credit loss allowances, mortgage servicing rights, borrowings, comprehensive income, shareholders' equity, earnings per share, revenue recognition, fair value measurements, derivative instruments, variable interest entities, commitments, contingent liabilities, and segment reporting[229](index=229&type=chunk) [Note 1 - Basis of Presentation](index=52&type=section&id=Note%201%20-%20Basis_of_Presentation) This note outlines the basis of presentation for the interim unaudited consolidated financial statements, adhering to SEC rules and GAAP - The interim Unaudited Consolidated Financial Statements reflect all normal recurring accruals necessary for a fair statement of financial position, results of operations, and cash flows, prepared according to SEC rules and GAAP[229](index=229&type=chunk) [Note 2 - Accounting Standards Update](index=52&type=section&id=Note%202%20-%20Accounting_Standards_Update) This note details the adoption of ASU 2023-07 and the expected impact of ASU 2023-09 on segment reporting and income tax disclosures - Huntington adopted **ASU 2023-07 (Segment Reporting)** effective for the year ended December 31, 2024, with retrospective application, which did not result in a material impact[231](index=231&type=chunk) - **ASU 2023-09 (Income Taxes)** will be effective for fiscal years beginning after December 15, 2024, requiring enhanced tabular rate reconciliation and disaggregation of income tax disclosures, but is not expected to have a material impact[232](index=232&type=chunk) [Note 3 - Pending Acquisition](index=54&type=section&id=Note%203%20-%20Pending_Acquisition) This note discloses the definitive merger agreement with Veritex Holdings, Inc., including transaction details and expected closing timeline - On July 14, 2025, Huntington announced a definitive merger agreement with Veritex Holdings, Inc., a Dallas, Texas-based bank holding company[16](index=16&type=chunk)[233](index=233&type=chunk) - Under the agreement, Huntington will issue **1.95 shares for each outstanding Veritex share** in a **100% stock transaction**, valued at approximately **$1.9 billion** based on Huntington's July 11, 2025 closing price[16](index=16&type=chunk)[233](index=233&type=chunk) - Veritex had **$12.5 billion in assets**, **$9.5 billion in loans**, and **$10.4 billion in deposits** as of June 30, 2025, with the merger expected to close in Q4 2025, subject to regulatory and stockholder approvals[16](index=16&type=chunk)[233](index=233&type=chunk) [Note 4 - Investment Securities and Other Securities](index=55&type=section&id=Note%204%20-%20Investment_Securities_and_Other_Securities) This note provides details on the composition, fair value, and pledged status of the company's investment securities portfolio Total Available-for-Sale Securities (June 30, 2025 vs. December 31, 2024) | Metric (amounts in millions) | June 30, 2025 | Dec 31, 2024 | | :------------------------- | :------------ | :----------- | | Amortized Cost | $31,081 | $30,743 | | Fair Value | $28,330 | $27,273 | | Gross Gains | $44 | $13 | | Gross Losses | $(2,795) | $(3,483) | Total Held-to-Maturity Securities (June 30, 2025 vs. December 31, 2024) | Metric (amounts in millions) | June 30, 2025 | Dec 31, 2024 | | :------------------------- | :------------ | :----------- | | Amortized Cost | $15,965 | $16,368 | | Fair Value | $14,089 | $14,086 | | Gross Gains | $24 | $3 | | Gross Losses | $(1,900) | $(2,285) | - Total investment securities were **$44.8 billion** at June 30, 2025, an increase of **$1.1 billion** from December 31, 2024, primarily due to an improvement in unrealized losses on AFS securities and an increase in trading securities[144](index=144&type=chunk) - The duration of the investment securities portfolio, net of hedging, was **4.1 years** at June 30, 2025[144](index=144&type=chunk) - At June 30, 2025, the carrying value of investment securities pledged to secure public and trust deposits, trading account liabilities, U.S. Treasury demand notes, security repurchase agreements, and to support borrowing capacity, totaled **$32.9 billion**[244](index=244&type=chunk) [Note 5 - Loans and Leases](index=59&type=section&id=Note%205%20-%20Loans_and_Leases) This note details the composition of the loan and lease portfolio, nonaccrual loans, and modifications to borrowers experiencing financial difficulty Total Loans and Leases (June 30, 2025 vs. December 31, 2024) | Loan Type (amounts in millions) | June 30, 2025 | Dec 31, 2024 | | :---------------------------- | :------------ | :----------- | | Commercial loan and lease portfolio | $76,937 | $73,341 | | Consumer loan portfolio | $58,023 | $56,701 | | Total loans and leases | $134,960 | $130,042 | | Allowance for loan and lease losses | $(2,331) | $(2,244) | | Net loans and leases | $132,629 | $127,798 | - Total loans and leases increased by **$4.9 billion to $135.0 billion** at June 30, 2025, compared to December 31, 2024[68](index=68&type=chunk)[248](index=248&type=chunk) - Lease financing receivables totaled **$5.5 billion** at June 30, 2025, with future lease rental payments of **$5.2 billion** due from customers[251](index=251&type=chunk) Nonaccrual Loans and Leases (NALs) (June 30, 2025 vs. December 31, 2024) | Loan Class (amounts in millions) | June 30, 2025 | Dec 31, 2024 | | :----------------------------- | :------------ | :----------- | | Commercial and industrial | $489 | $457 | | Commercial real estate | $138 | $118 | | Residential mortgage | $93 | $83 | | Total nonaccrual loans and leases | $842 | $783 | - Total NALs increased to **$842 million** at June 30, 2025, from **$783 million** at December 31, 2024[254](index=254&type=chunk) Loans Modified to Borrowers Experiencing Financial Difficulty (Six Months Ended June 30, 2025 vs. 2024) | Modification Type (amounts in millions) | YTD 2025 | YTD 2024 | | :------------------------------------ | :------- | :------- | | Interest rate reduction | $92 | $85 | | Term extension | $460 | $375 | | Payment deferral | $11 | $4 | | Combo - interest rate reduction and term extension | $12 | $64 | | Total loans modified | $575 | $528 | - Loans and leases totaling **$108.3 billion** were pledged to the FRB and FHLB for access to contingent funding sources at June 30, 2025[273](index=273&type=chunk) [Note 6 - Allowance for Credit Losses](index=67&type=section&id=Note%206%20-%20Allowance_for_Credit_Losses) This note details the allowance for credit losses activity, its composition, and the economic assumptions used for its determination Allowance for Credit Losses (ACL) Activity (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :------------------------- | :------ | :------ | :------- | :------- | | ALLL balance, beginning of period | $2,263 | $2,280 | $2,244 | $2,255 | | Loan and lease charge-offs | $(111) | $(145) | $(244) | $(273) | | Recoveries | $45 | $55 | $92 | $91 | | Provision for loan and lease losses | $134 | $114 | $239 | $231 | | ALLL balance, end of period | $2,331 | $2,304 | $2,331 | $2,304 | | AULC balance, end of period | $184 | $119 | $184 | $119 | | ACL balance, end of period | $2,515 | $2,423 | $2,515 | $2,423 | - The ACL increased by **$69 million to $2.5 billion** at June 30, 2025, compared to December 31, 2024, driven by loan and lease growth, partially offset by a modest reduction in overall coverage ratios[277](index=277&type=chunk) - The commercial ACL increased by **$44 million to $1.7 billion**, and the consumer ACL increased by **$25 million to $843 million**, both primarily due to loan growth[278](index=278&type=chunk) - The ACL determination incorporates a baseline economic scenario assuming tariffs weaken the U.S. economy, leading to weak GDP growth, increasing unemployment, and Federal Reserve rate cuts[279](index=279&type=chunk) [Note 7 - Mortgage Loan Sales and Servicing Rights](index=68&type=section&id=Note%207%20-%20Mortgage_Loan_Sales_and_Servicing_Rights) This note provides information on residential mortgage loan sales with servicing retained and changes in mortgage servicing rights Residential Mortgage Loans Sold with Servicing Retained (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :------------------------- | :------ | :------ | :------- | :------- | | Residential mortgage loans sold with servicing retained | $1,168 | $983 | $2,177 | $1,794 | | Pretax gains from loan sales | $23 | $19 | $42 | $32 | | Total servicing, late, and other ancillary fees | $26 | $25 | $53 | $51 | Changes in Mortgage Servicing Rights (MSRs) (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :------------------------- | :------ | :------ | :------- | :------- | | Fair value, beginning of period | $564 | $534 | $573 | $515 | | New servicing assets created | $20 | $11 | $40 | $21 | | Change in fair value due to: Time decay | $(7) | $(7) | $(14) | $(13) | | Change in fair value due to: Payoffs | $(10) | $(7) | $(17) | $(12) | | Change in fair value due to: Changes in valuation inputs or assumptions | $0 | $12 | $(15) | $32 | | Fair value, end of period | $567 | $543 | $567 | $543 | | Related loans serviced for third parties, unpaid principal balance, end of period | $33,925 | $33,404 | $33,925 | $33,404 | - MSRs totaled **$567 million** at June 30, 2025, representing the right to service **$33.9 billion in mortgage loans**[126](index=126&type=chunk)[284](index=284&type=chunk) [Note 8 - Borrowings](index=69&type=section&id=Note%208%20-%20Borrowings) This note details the company's short-term and long-term borrowings, including recent issuances and their impact on debt composition Short-term Borrowings (June 30, 2025 vs. December 31, 2024) | Metric (amounts in millions) | June 30, 2025 | Dec 31, 2024 | | :------------------------- | :------------ | :----------- | | Securities sold under agreements to repurchase | $131 | $142 | | Other borrowings | $445 | $57 | | Total short-term borrowings | $576 | $199 | Long-term Debt Composition (June 30, 2025 vs. December 31, 2024) | Debt Type (amounts in millions) | June 30, 2025 | Dec 31, 2024 | | :---------------------------- | :------------ | :----------- | | Parent Company Senior Notes | $5,503 | $5,836 | | Parent Company Subordinated Notes | $1,370 | $1,341 | | Bank Senior Notes | $3,185 | $1,654 | | Bank Subordinated Notes | $391 | $515 | | FHLB Advances | $4,715 | $4,696 | | Auto Loan Securitization Trust | $796 | $1,023 | | Credit Linked Notes | $1,014 | $821 | | Other | $493 | $488 | | Total long-term debt | $17,467 | $16,374 | - Total long-term debt increased by **$1.1 billion to $17.5 billion** at June 30, 2025, from **$16.4 billion** at December 31, 2024[291](index=291&type=chunk) - During Q1 2025, the Bank issued **$1.0 billion of fixed-to-floating rate senior notes** and **$500 million of floating interest rate senior notes**, both due April 12, 2028[293](index=293&type=chunk) - The Bank also completed a **$415 million unsecured Credit Linked Note (CLN) transaction** in Q1 2025, transferring a portion of credit risk on an initial **$3.5 billion auto-secured loan reference pool** to third-party investors[294](index=294&type=chunk) [Note 9 - Other Comprehensive Income](index=70&type=section&id=Note%209%20-%20Other_Comprehensive_Income) This note details the components of other comprehensive income and accumulated other comprehensive income, including unrealized gains and losses Other Comprehensive Income (OCI) (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :------------------------- | :------ | :------ | :------- | :------- | | Unrealized gains (losses) on AFS securities, net of hedges | $97 | $(70) | $352 | $(198) | | Net change related to cash flow hedges on loans | $83 | $37 | $260 | $(36) | | Translation adjustments, net of hedges | $6 | $0 | $7 | $(2) | | Change in accumulated unrealized losses for pension and other post-retirement obligations | $1 | $1 | $1 | $1 | | Total other comprehensive income (loss), net of tax | $187 | $(32) | $620 | $(235) | Accumulated Other Comprehensive Income (AOCI) Activity (Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | June 30, 2025 | June 30, 2024 | | :------------------------- | :------------ | :------------ | | Balance, beginning of period | $(2,866) | $(2,676) |\ | Period change | $620 | $(235) |\ | Balance, end of period | $(2,246) | $(2,911) | - AOCI improved significantly, with a period change of **$620 million** in H1 2025 compared to a loss of **$235 million** in H1 2024, primarily driven by unrealized gains on AFS securities and cash flow hedges[300](index=300&type=chunk) - Net losses recognized in AOCI that are expected to be reclassified into earnings within the next 12 months totaled **$23 million** at June 30, 2025[368](index=368&type=chunk) [Note 10 - Shareholders' Equity](index=72&type=section&id=Note%2010%20-%20Shareholders'_Equity) This note provides details on the company's preferred stock outstanding and the overall changes in shareholders' equity Preferred Stock Outstanding (June 30, 2025 vs. December 31, 2024) | Preferred Series | Shares Outstanding | Carrying Amount (June 30, 2025) | Carrying Amount (Dec 31, 2024) | | :--------------- | :----------------- | :------------------------------ | :----------------------------- | | Series B | 35,500 | $23 million | $23 million | | Series F | 5,000 | $494 million | $494 million | | Series G | 5,000 | $494 million | $494 million | | Series H | 500,000 | $486 million | $486 million | | Series I | 7,000 | $175 million | $175 million | | Series J | 325,000 | $317 million | $317 million | | Total | 877,500 | $1,989 million | $1,989 million | Dividends Declared on Preferred Shares (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions) | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :------------------------- | :------ | :------ | :------- | :------- | | Total cash dividends declared on preferred shares | $27 | $35 | $54 | $71 | - Total Huntington shareholders' equity was **$20.9 billion** at June 30, 2025, an increase of **$1.2 billion (6%)** from December 31, 2024[176](index=176&type=chunk)[220](index=220&type=chunk) [Note 11 - Earnings Per Share](index=73&type=section&id=Note%2011%20-%20Earnings_Per_Share) This note presents the company's basic and diluted earnings per common share for the reported periods Basic and Diluted Earnings Per Share (Three and Six Months Ended June 30, 2025 vs. 2024) | Metric (amounts in millions, except per share data) | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :------------------------------------------------ | :------ | :------ | :------- | :------- | | Net income available to common shareholders | $509 | $439 | $1,009 | $822 | | Basic earnings per common share | $0.35 | $0.30 | $0.69 | $0.57 | | Diluted earnings per common share | $0.34 | $0.30 | $0.68 | $0.56 | | Average common shares—diluted (thousands) | 1,480,996 | 1,474,259 | 1,481,541 | 1,473,797 | - Diluted EPS increased to **$0.34** in Q2 2025 from **$0.30** in Q2 2024, and to **$0.68** YTD 2025 from **$0.56** YTD 2024[309](index=309&type=chunk) [Note 12 - Revenue from Contracts with Customers](index=74&type=section&id=Note%2012%20-%20Revenue_from_Contracts_with_Customers) This note details net revenue generated from contracts with customers, categorized by major revenue streams and contract characteristics Net Revenue from Contracts with Customers by Segment (Six Months Ended June 30, 2025 vs. 2024) | Major Revenue Streams (amounts in millions) | YTD 2025 | YTD 2024 | | :---------------------------------------- | :------- | :------- | | Payments and cash management revenue | $290 | $276 | | Wealth and asset management revenue | $203 | $178 | | Customer deposit and loan fees | $116 | $110 | | Capital markets and advisory fees |

[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)

Group 1 - The article discusses the identification of overvalued exchange-traded perpetual preferred stocks, focusing on those with unattractive yields relative to their credit quality [1] - The purpose of the analysis is to highlight preferred stocks that do not provide adequate returns for the risk associated with their credit ratings [1] Group 2 - The article invites active investors to join a free trial and engage in discussions with experienced traders and investors [1]

PART I. FINANCIAL INFORMATION [Item 1. Financial Statements (Unaudited)](index=37&type=section&id=Item%201.%20Financial%20Statements%20%28Unaudited%29) Presents the unaudited consolidated financial statements for the quarter ended March 31, 2025 Key Financial Statement Data (Q1 2025 vs. YE 2024) | Metric | At March 31, 2025 (in millions) | At December 31, 2024 (in millions) | | :--- | :--- | :--- | | **Balance Sheet** | | | | 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 | | **Income Statement (Q1 2025 vs Q1 2024)** | | | | Net Interest Income | $1,426 | $1,287 | | Net Income Attributable to Huntington | $527 | $419 | | Diluted Earnings Per Share | $0.34 | $0.26 | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=5&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Provides management's perspective on financial condition, operational results, risk management, and capital adequacy [Executive Overview](index=5&type=section&id=Executive%20Overview) Reports a 26% YoY increase in net income to $527 million, driven by higher interest and noninterest income Q1 2025 vs. Q1 2024 Financial Highlights | Metric | Q1 2025 | Q1 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Net Interest Income | $1,426M | $1,287M | +11% | | Noninterest Income | $494M | $467M | +6% | | Noninterest Expense | $1,152M | $1,137M | +1% | | Net Income Attributable to Huntington | $527M | $419M | +26% | | Diluted EPS | $0.34 | $0.26 | +31% | | Return on Average Assets | 1.04% | 0.89% | - | | Net Interest Margin (FTE) | 3.10% | 3.01% | - | - 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 with banks[24](index=24&type=chunk) - The **Common Equity Tier 1 (CET1) risk-based capital ratio was 10.6%** at March 31, 2025, up from 10.5% at December 31, 2024[25](index=25&type=chunk) [Discussion of Results of Operations](index=8&type=section&id=Discussion%20of%20Results%20of%20Operations) Analyzes financial performance, including an 11% rise in net interest income and a 6% increase in noninterest income [Risk Management](index=12&type=section&id=Risk%20Management) Details the management of credit, market, liquidity, and operational risks within a Board-approved framework [Capital](index=27&type=section&id=Capital) Details the capital management strategy, strong capital ratios, and a new share repurchase program Regulatory Capital Ratios | Ratio | At March 31, 2025 | At December 31, 2024 | | :--- | :--- | :--- | | **Consolidated** | | | | 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% | | **Bank** | | | | CET1 risk-based capital | 11.8% | 11.6% | | Tier 1 risk-based capital | 12.6% | 12.4% | | Total risk-based capital | 14.3% | 14.1% | - On April 16, 2025, the Board approved a new share repurchase authorization of up to **$1.0 billion** of common shares, with no expiration date[154](index=154&type=chunk) - Shareholders' equity increased to **$20.4 billion** at March 31, 2025, up **$694 million** from year-end 2024, primarily due to improved AOCI and retained earnings[152](index=152&type=chunk) [Business Segment Discussion](index=28&type=section&id=Business%20Segment%20Discussion) Breaks down performance by the Consumer & Regional Banking and Commercial Banking segments Net Income by Business Segment (Q1 2025 vs Q1 2024) | Business Segment | Q1 2025 Net Income (Loss) | Q1 2024 Net Income (Loss) | | :--- | :--- | :--- | | Consumer & Regional Banking | $319M | $348M | | Commercial Banking | $236M | $242M | | Treasury / Other | ($28M) | ($171M) | | **Total Net Income** | **$527M** | **$419M** | [Additional Disclosures](index=32&type=section&id=Additional%20Disclosures) Covers forward-looking statements, non-GAAP measures, and critical accounting policies like the Allowance for Credit Losses - The company's critical accounting policies include the **allowance for credit losses (ACL)** and goodwill, with the ACL estimate highly dependent on macroeconomic forecasts[181](index=181&type=chunk)[183](index=183&type=chunk) - A hypothetical sensitivity analysis shows an adverse economic scenario would increase the quantitative ACL by approximately **$0.8 billion**, excluding qualitative adjustments[186](index=186&type=chunk)[187](index=187&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=80&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) Refers to the MD&A section for quantitative and qualitative disclosures on market risk - Disclosures for this item are provided in the **Market Risk section of the MD&A** in this report[381](index=381&type=chunk) [Item 4. Controls and Procedures](index=80&type=section&id=Item%204.%20Controls%20and%20Procedures) Confirms the effectiveness of disclosure controls and procedures as of March 31, 2025 - 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) - There were **no material changes in internal control** over financial reporting during the first quarter of 2025[383](index=383&type=chunk) PART II. OTHER INFORMATION [Item 1. Legal Proceedings](index=80&type=section&id=Item%201.%20Legal%20Proceedings) Indicates routine legal matters are not expected to have a material adverse financial effect - For matters where a range of possible loss can be estimated, management currently estimates the aggregate range of reasonably possible loss is **$0 to $15 million** in excess of any accrued liability[374](index=374&type=chunk) - Management does not believe that loss contingencies from pending matters will have a **material adverse effect** on the company's consolidated financial position[376](index=376&type=chunk) [Item 1A. Risk Factors](index=80&type=section&id=Item%201A.%20Risk%20Factors) Refers to the 2024 Annual Report on Form 10-K for a comprehensive discussion of risk factors - The report refers to the risk factors detailed in the **2024 Annual Report on Form 10-K**[386](index=386&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=80&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This item is reported as not applicable for the period - **Not Applicable**[387](index=387&type=chunk) [Item 5. Other Information](index=80&type=section&id=Item%205.%20Other%20Information) Discloses the adoption of a Rule 10b5-1(c) trading plan by the General Counsel - On March 13, 2025, General Counsel Marcy Hingst adopted a **Rule 10b5-1(c) trading plan** for the sale of up to 54,800 shares of common stock[388](index=388&type=chunk) [Item 6. Exhibits](index=81&type=section&id=Item%206.%20Exhibits) Provides an index of all exhibits filed with or incorporated by reference into the Form 10-Q

[Quarterly Key Statistics](index=3&type=section&id=Quarterly%20Key%20Statistics) Huntington Bancshares reported strong Q1 2025 performance, with net income up 31% year-over-year and improved profitability metrics Q1 2025 Key Financial Performance | Metric | Q1 2025 | Q4 2024 | Q1 2024 | Change vs. 4Q24 | Change vs. 1Q24 | | :--- | :--- | :--- | :--- | :--- | :--- | | Net Income Applicable to Common Shares (in millions) | $500 | $498 | $383 | 0% | 31% | | Net Income per Common Share - Diluted (in dollars) | $0.34 | $0.34 | $0.26 | 0% | 31% | | Net Interest Income (FTE) (in millions) | $1,441 | $1,409 | $1,300 | 2% | 11% | | Noninterest Income (in millions) | $494 | $559 | $467 | (12)% | 6% | | Provision for Credit Losses (in millions) | $115 | $107 | $107 | 7% | 7% | | Return on Avg. Tangible Common Equity (%) | 16.7% | 16.4% | 14.2% | - | - | | Net Interest Margin (FTE) (%) | 3.10% | 3.03% | 3.01% | - | - | Q1 2025 Key Balance Sheet & Credit Metrics | Metric | Q1 2025 | Q4 2024 | Q1 2024 | | :--- | :--- | :--- | :--- | | Average Total Assets (in billions) | $205.1 | $201.8 | $190.3 | | Average Loans and Leases (in billions) | $130.9 | $128.2 | $121.9 | | Average Total Deposits (in billions) | $161.6 | $159.4 | $150.7 | | Tangible Book Value per Common Share (in dollars) | $8.80 | $8.33 | $7.77 | | NCOs as a % of avg. loans (%) | 0.26% | 0.30% | 0.30% | | Common Equity Tier 1 Ratio (est.) (%) | 10.6% | 10.5% | 10.2% | [Consolidated Balance Sheets](index=5&type=section&id=Consolidated%20Balance%20Sheets) Total assets grew 3% quarter-over-quarter to $209.6 billion, driven by loan and deposit growth, strengthening shareholders' equity Balance Sheet Highlights (Q1 2025 vs Q4 2024) | Account | March 31, 2025 | December 31, 2024 | % Change | | :--- | :--- | :--- | :--- | | **Total Assets (in millions)** | **$209,596** | **$204,230** | **3%** | | Net Loans and Leases (in millions) | $130,242 | $127,798 | 2% | | Interest-earning deposits with banks (in millions) | $14,330 | $11,647 | 23% | | **Total Liabilities (in millions)** | **$189,110** | **$184,448** | **3%** | | Deposits (in millions) | $165,337 | $162,448 | 2% | | Long-term debt (in millions) | $18,096 | $16,374 | 11% | | **Total Huntington Shareholders' Equity (in millions)** | **$20,434** | **$19,740** | **4%** | [Loans and Leases Composition](index=6&type=section&id=Loans%20and%20Leases%20Composition) Total loans and leases grew 2% to $132.5 billion in Q1 2025, primarily driven by commercial portfolio expansion Ending Loan Balances by Type (March 31, 2025) | Loan Type | Balance (in millions) | % of Total | | :--- | :--- | :--- | | **Total Commercial** | **$75,367** | **57%** | | Commercial and industrial | $58,948 | 45% | | Commercial real estate | $10,968 | 8% | | Lease financing | $5,451 | 4% | | **Total Consumer** | **$57,138** | **43%** | | Residential mortgage | $24,369 | 19% | | Automobile | $14,877 | 11% | | Home equity | $10,130 | 8% | | **Total Loans and Leases** | **$132,505** | **100%** | - Commercial and industrial loans were the primary driver of growth, increasing by **$2.1 billion (4%)** from Q4 2024[15](index=15&type=chunk) [Deposits Composition](index=7&type=section&id=Deposits%20Composition) Total deposits grew 2% to $165.3 billion in Q1 2025, driven by increases in interest-bearing demand and money market accounts Ending Deposit Balances by Type (March 31, 2025) | Deposit Type | Balance (in millions) | % of Total | | :--- | :--- | :--- | | Demand deposits - noninterest bearing | $30,217 | 18% | | Demand deposits - interest bearing | $44,992 | 28% | | Money market deposits | $61,608 | 37% | | Savings deposits | $15,179 | 9% | | Time deposits | $13,341 | 8% | | **Total Deposits** | **$165,337** | **100%** | - Total deposits increased by **$2.9 billion (2%)** quarter-over-quarter, with growth concentrated in money market and interest-bearing demand accounts[16](index=16&type=chunk) [Consolidated Quarterly Average Balance Sheets](index=8&type=section&id=Consolidated%20Quarterly%20Average%20Balance%20Sheets) Average total assets increased 2% QoQ to $205.1 billion in Q1 2025, driven by growth in earning assets and loans Quarterly Average Balances (Q1 2025) | Average Balance (in millions) | Q1 2025 | Change vs. 4Q24 (%) | Change vs. 1Q24 (%) | | :--- | :--- | :--- | :--- | | Total Assets | $205,087 | 2% | 8% | | Total Earning Assets | $188,299 | 2% | 8% | | Total Loans and Leases | $130,862 | 2% | 7% | | Total Deposits | $161,600 | 1% | 7% | | Total Interest-Bearing Liabilities | $150,994 | 3% | 11% | [Net Interest Margin Analysis](index=9&type=section&id=Consolidated%20Quarterly%20Net%20Interest%20Margin) Net interest margin (FTE) expanded to 3.10% in Q1 2025, driven by a wider net interest rate spread and lower funding costs [Interest Income & Expense](index=9&type=section&id=Consolidated%20Quarterly%20Net%20Interest%20Margin%20-%20Interest%20Income%20%2F%20Expense) FTE net interest income increased 2% sequentially to $1.44 billion in Q1 2025, driven by lower interest expense FTE Interest Income & Expense (in millions) | Category | Q1 2025 | Q4 2024 | Q1 2024 | | :--- | :--- | :--- | :--- | | Total Interest Income | $2,504 | $2,524 | $2,393 | | Total Interest Expense | $1,063 | $1,115 | $1,093 | | **Net Interest Income (FTE)** | **$1,441** | **$1,409** | **$1,300** | [Yields and Net Interest Margin](index=10&type=section&id=Consolidated%20Quarterly%20Net%20Interest%20Margin%20-%20Yield) Net interest margin expanded to 3.10% in Q1 2025, driven by a wider net interest rate spread and lower deposit costs Key Rates and Margins (FTE) | Metric | Q1 2025 (%) | Q4 2024 (%) | Q1 2024 (%) | | :--- | :--- | :--- | :--- | | Yield on Total Earning Assets | 5.39% | 5.42% | 5.54% | | Cost of Total Interest-Bearing Liabilities | 2.86% | 3.01% | 3.23% | | Net Interest Rate Spread | 2.53% | 2.41% | 2.31% | | **Net Interest Margin** | **3.10%** | **3.03%** | **3.01%** | [Selected Quarterly Income Statement Data](index=11&type=section&id=Selected%20Quarterly%20Income%20Statement%20Data) Huntington reported Q1 2025 net income of $500 million, with total FTE revenue of $1.94 billion, driven by stable net interest income Quarterly Income Statement Highlights (in millions) | Line Item | Q1 2025 | Q4 2024 | Q1 2024 | | :--- | :--- | :--- | :--- | | Net Interest Income | $1,426 | $1,395 | $1,287 | | Provision for Credit Losses | $115 | $107 | $107 | | Total Noninterest Income | $494 | $559 | $467 | | Total Noninterest Expense | $1,152 | $1,178 | $1,137 | | **Net Income Applicable to Common Shares** | **$500** | **$498** | **$383** | - Key noninterest income streams in Q1 2025 included **$155 million** from payments and cash management, **$101 million** from wealth and asset management, and **$67 million** from capital markets fees[23](index=23&type=chunk) - Personnel costs, the largest expense component, decreased to **$671 million** from **$715 million** in the prior quarter[23](index=23&type=chunk) [Mortgage Banking Income](index=12&type=section&id=Quarterly%20Mortgage%20Banking%20Noninterest%20Income) Mortgage banking income remained stable at $31 million in Q1 2025, as improved servicing income offset lower origination volume Mortgage Banking Income Components (in millions) | Component | Q1 2025 | Q4 2024 | Q1 2024 | | :--- | :--- | :--- | :--- | | Net Origination & Secondary Marketing | $18 | $25 | $16 | | Net Mortgage Servicing Income | $13 | $6 | $15 | | **Total Mortgage Banking Income** | **$31** | **$31** | **$31** | - Mortgage origination volume decreased **24%** quarter-over-quarter to **$1.6 billion**, but was up **25%** year-over-year[24](index=24&type=chunk) - Net MSR risk management showed significant volatility, with a **$0 million** net result in Q1 2025 compared to a loss of **$4 million** in Q4 2024 and a gain of **$1 million** in Q1 2024. This was composed of a **$15 million** MSR valuation loss offset by a **$15 million** hedging gain[24](index=24&type=chunk) [Credit Quality Analysis](index=13&type=section&id=Credit%20Quality%20Analysis) Credit quality remained stable in Q1 2025, with the net charge-off ratio improving to 0.26% and nonperforming assets declining [Credit Reserves Analysis](index=13&type=section&id=Quarterly%20Credit%20Reserves%20Analysis) Allowance for Credit Losses (ACL) increased slightly to $2.48 billion in Q1 2025, providing strong coverage of nonaccrual loans Allowance for Credit Losses (ACL) Roll-Forward (in millions) | Item | Q1 2025 | | :--- | :--- | | Beginning ACL | $2,446 | | Net Charge-Offs | ($86) | | Provision for Credit Losses | $118 (1) | | **Ending ACL** | **$2,478** | Key Reserve Ratios | Ratio | Q1 2025 (%) | Q4 2024 (%) | Q1 2024 (%) | | :--- | :--- | :--- | :--- | | ALLL as % of Total Loans | 1.71% | 1.73% | 1.86% | | ACL as % of Total Loans | 1.87% | 1.88% | 1.97% | | ALLL as % of NALs | 302% | 286% | 318% | [Net Charge-Off Analysis](index=14&type=section&id=Quarterly%20Net%20Charge-Off%20Analysis) Total net charge-offs decreased to $86 million in Q1 2025, improving the annualized NCO ratio to 0.26% Net Charge-Offs (NCOs) | Metric | Q1 2025 | Q4 2024 | Q1 2024 | | :--- | :--- | :--- | :--- | | Total NCOs (in millions) | $86 | $97 | $92 | | NCOs as % of Avg. Loans (%) | 0.26% | 0.30% | 0.30% | | Commercial NCO Ratio (%) | 0.24% | 0.29% | 0.32% | | Consumer NCO Ratio (%) | 0.29% | 0.32% | 0.28% | [Nonperforming Assets (NPAs) and Nonaccrual Loans (NALs)](index=15&type=section&id=Quarterly%20Nonaccrual%20Loans%20and%20Leases%20%28NALs%29%20and%20Nonperforming%20Assets%20%28NPAs%29) Nonperforming assets and nonaccrual loans declined in Q1 2025, with the NAL ratio improving to 0.56% Key Asset Quality Ratios | Metric | Q1 2025 | Q4 2024 | Q1 2024 | | :--- | :--- | :--- | :--- | | Total NPAs (in millions) | $804 | $822 | $738 | | Total NALs (in millions) | $748 | $783 | $716 | | NALs as % of Total Loans (%) | 0.56% | 0.60% | 0.58% | | NPA Ratio (%) | 0.61% | 0.63% | 0.60% | [Accruing Past Due Loans](index=16&type=section&id=Quarterly%20Accruing%20Past%20Due%20Loans%20and%20Leases) Accruing loans past due 90+ days decreased to $220 million in Q1 2025, indicating improved early-stage delinquencies Accruing Loans Past Due 90+ Days (in millions) | Category | Q1 2025 | Q4 2024 | Q1 2024 | | :--- | :--- | :--- | :--- | | Total (excl. guaranteed) | $72 | $88 | $61 | | Total (incl. guaranteed) | $220 | $239 | $183 | | Ratio (excl. guaranteed) (%) | 0.05% | 0.07% | 0.05% | [Capital Analysis](index=17&type=section&id=Capital%20Analysis) Huntington maintained a robust capital position in Q1 2025, with the estimated CET1 ratio increasing to 10.6% [Regulatory Capital (Basel III)](index=17&type=section&id=Quarterly%20Capital%20Under%20Current%20Regulatory%20Standards%20%28Basel%20III%29%20and%20Other%20Capital%20Data) Huntington's estimated CET1 capital ratio increased to 10.6% in Q1 2025, maintaining strong regulatory capital ratios Regulatory Capital Ratios (Basel III) | Ratio | Q1 2025 (est.) (%) | Q4 2024 (%) | Q1 2024 (%) | | :--- | :--- | :--- | :--- | | Common Equity Tier 1 (CET1) | 10.6% | 10.5% | 10.2% | | Tier 1 Leverage | 8.5% | 8.6% | 8.9% | | Tier 1 Risk-Based Capital | 11.9% | 11.9% | 12.0% | | Total Risk-Based Capital | 14.3% | 14.3% | 14.1% | - As of March 31, 2025, the impact of the CECL deferral on regulatory capital was fully phased in, meaning there are no further transitional adjustments[34](index=34&type=chunk) [Common Stock and Non-Regulatory Capital Data](index=18&type=section&id=Quarterly%20Common%20Stock%20Summary%2C%20Non-Regulatory%20Capital%2C%20and%20Other%20Data) Huntington declared a $0.155 cash dividend per share, with tangible book value per share increasing to $8.80 Per Common Share and Non-Regulatory Capital Data | Metric | Q1 2025 | Q4 2024 | Q1 2024 | | :--- | :--- | :--- | :--- | | Cash Dividends Declared (in dollars) | $0.155 | $0.155 | $0.155 | | Tangible Book Value per Share (in dollars) | $8.80 | $8.33 | $7.77 | | Tangible Common Equity / Tangible Asset Ratio (%) | 6.3% | 6.1% | 6.0% | - The number of domestic full-service branches decreased slightly to **968** from **978** in the previous quarter[37](index=37&type=chunk)

Part I [Business](index=8&type=section&id=Item%201.%20Business) Huntington is a multi-state regional bank with Consumer & Regional and Commercial Banking segments, emphasizing customer value and subject to extensive regulation - Huntington is a diversified regional bank holding company with **978 full-service branches** and private client group offices in **12 states** as of December 31, 2024[19](index=19&type=chunk) - The company's business is organized into two main segments: **Consumer & Regional Banking** and **Commercial Banking**, along with a Treasury / Other function[21](index=21&type=chunk)[28](index=28&type=chunk)[32](index=32&type=chunk) - A key strategic initiative is the **"Fair Play" banking philosophy**, which includes customer-friendly products like 24-Hour Grace®, Standby Cash®, and Early Pay to attract and retain customers[21](index=21&type=chunk)[35](index=35&type=chunk) - In June 2021, Huntington launched a five-year, **$40 billion Community Plan** focused on affordable housing, small business lending, and community development, of which significant progress has been made[126](index=126&type=chunk)[127](index=127&type=chunk) [Business Segments](index=8&type=section&id=Item%201.%20Business%23Business%20Segments) Huntington operates through Consumer & Regional Banking and Commercial Banking segments, supported by Treasury/Other, focusing on diverse client needs and relationship building - **Consumer & Regional Banking** provides a wide array of financial products to consumer and business customers, including deposits, lending, payments, mortgage banking, and wealth management[21](index=21&type=chunk) - **Commercial Banking** serves mid-market to large corporate clients with offerings in Middle Market Banking, Corporate/Specialty Banking, Asset Finance, Commercial Real Estate, and Capital Markets[28](index=28&type=chunk) - The **Treasury / Other function** includes technology, operations, and other unallocated assets, liabilities, revenue, and expenses not assigned to the main business segments[32](index=32&type=chunk) [Competition](index=10&type=section&id=Item%201.%20Business%23Competition) Huntington faces intense competition from diverse financial entities, maintaining strong deposit market shares in key MSAs by emphasizing value and service - The company competes with a **wide range of financial services companies**, including banks, savings and loans, credit unions, and non-bank entities like FinTechs[33](index=33&type=chunk) Deposit Market Share in Top MSAs (as of June 30, 2024) | MSA | Rank | Deposits (in millions) | Market Share | | :--- | :--- | :--- | :--- | | Columbus, OH | 1 | $ 44,814 | 43 % | | Detroit, MI | 5 | $ 17,398 | 9 % | | Cleveland, OH | 2 | $ 15,595 | 12 % | | Chicago, IL | 11 | $ 9,667 | 2 % | | Minneapolis-St. Paul, MN | 4 | $ 6,604 | 3 % | | Grand Rapids, MI | 1 | $ 5,756 | 19 % | | Indianapolis, IN | 5 | $ 5,493 | 6 % | | Akron, OH | 1 | $ 5,191 | 28 % | | Cincinnati, OH | 5 | $ 4,735 | 3 % | | Pittsburgh, PA | 7 | $ 4,682 | 2 % | - Huntington actively monitors and **invests in technology** to compete with **FinTechs** and larger technology platforms entering the banking space, including seeking partnership and investment opportunities[39](index=39&type=chunk) [Regulatory Matters](index=11&type=section&id=Item%201.%20Business%23Regulatory%20Matters) Huntington operates under extensive regulation as a Category IV banking organization, adhering to enhanced capital, liquidity, and stress testing standards, consistently exceeding minimum requirements - Huntington is a **Category IV banking organization**, subjecting it to enhanced prudential standards for firms with **$100 billion or more in assets**, though it is in the least restrictive tier[42](index=42&type=chunk)[60](index=60&type=chunk) Regulatory Capital Ratios (as of December 31, 2024) | Ratio | Level | Minimum + Buffer | Actual | | :--- | :--- | :--- | :--- | | CET1 risk-based capital | Consolidated | 7.0% | 10.5% | | Tier 1 risk-based capital | Consolidated | 8.5% | 11.9% | | Total risk-based capital | Consolidated | 10.5% | 14.3% | | Tier 1 leverage ratio | Consolidated | 4.0% | 8.6% | - The company is subject to an annual capital plan review under the Federal Reserve's **CCAR process**, which determines its Stress Capital Buffer (SCB) Effective October 1, 2024, Huntington's SCB is the **minimum 2.5%**[77](index=77&type=chunk)[80](index=80&type=chunk) - The Bank received the **highest possible CRA rating of "Outstanding"** in its most recent examination, a key factor for regulatory approval of mergers and branch expansions[112](index=112&type=chunk) - In 2023, the Bank incurred a **$214 million expense** for the FDIC's special assessment related to the first half 2023 bank failures, with an additional **$28 million expensed** in 2024[108](index=108&type=chunk) [Corporate Responsibility](index=23&type=section&id=Item%201.%20Business%23Corporate%20Responsibility) Huntington integrates corporate responsibility into its operations, focusing on governance, a $40 billion Community Plan, environmental stewardship, and human capital development - The Board of Directors and Executive Leadership Team (ELT) were both **50% diverse** by race and gender as of December 31, 2024[122](index=122&type=chunk) - Launched a five-year, **$40 billion Community Plan** in 2021 to support affordable housing, small businesses, and community development As of October 31, 2024, significant progress includes reaching **$18.2 billion** in affordable housing/consumer lending and **$8.2 billion** in small business lending[126](index=126&type=chunk)[127](index=127&type=chunk) - In 2024, the company published its **third standalone Climate Report**, aligned with the **TCFD framework**, and disclosed Scope 3 emissions for its consumer auto portfolio[129](index=129&type=chunk) - Employee engagement remains high, with 2024 survey results showing **82% favorable on engagement** and **85% on trust** Colleagues completed **nearly 800,000 training hours** during the year[131](index=131&type=chunk)[136](index=136&type=chunk) [Risk Factors](index=28&type=section&id=Item%201A.%20Risk%20Factors) Huntington faces diverse risks including credit, market, liquidity, operational, compliance, strategic, and reputational, with particular emphasis on cybersecurity, interest rate volatility, and regulatory compliance - Credit Risk: The ACL of **$2.4 billion** at year-end may not be adequate to cover lifetime losses if economic conditions worsen, potentially affecting net income and capital[146](index=146&type=chunk) - Market Risk: Changes in **interest rates** can significantly reduce net interest income and negatively impact the value of loans and securities **Intense competition** from banks and FinTechs also poses a threat[151](index=151&type=chunk)[159](index=159&type=chunk) - Liquidity Risk: The company is dependent on **subsidiary dividends** for its liquidity needs and faces risks from **loss of depositor confidence** or diminished access to capital markets[160](index=160&type=chunk)[163](index=163&type=chunk)[164](index=164&type=chunk) - Operational & Cybersecurity Risk: The company faces significant risks from **system failures**, **cyber-attacks** (e.g., phishing, malware, ransomware), and reliance on **third-party vendors** The **use of AI** introduces new and heightened risks[169](index=169&type=chunk)[173](index=173&type=chunk)[191](index=191&type=chunk) - Compliance Risk: Operating in a **highly regulated industry** means that changes in laws or failure to comply can lead to fines, penalties, and business restrictions[193](index=193&type=chunk)[194](index=194&type=chunk) [Cybersecurity](index=43&type=section&id=Item%201C.%20Cybersecurity) Huntington's cybersecurity program, integrated into its ERM framework and aligned with NIST standards, employs a defense-in-depth strategy with Board oversight - The cybersecurity program is integrated into the company's **ERM approach** and follows the **NIST framework**[217](index=217&type=chunk) - Governance includes oversight from the **Board's Technology Committee**, which receives regular updates from the Chief Information Security Officer and participates in cyber-related tabletop exercises[219](index=219&type=chunk)[220](index=220&type=chunk) - The company employs a **defense-in-depth strategy**, including technical safeguards, third-party risk management, employee training, and collaboration with public and private entities to manage cyber threats[219](index=219&type=chunk)[432](index=432&type=chunk) [Properties](index=44&type=section&id=Item%202.%20Properties) Huntington's headquarters are in Columbus, Ohio, and Detroit, Michigan, with numerous owned or leased facilities considered adequate for operations - Headquarters are located in the **Huntington Center** in Columbus, Ohio, and the commercial headquarters is in the **Detroit Tower**, Detroit, Michigan[224](index=224&type=chunk) - The company owns or leases numerous other premises for its operations, which are considered **adequate for business purposes**[225](index=225&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=45&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Huntington's common stock (HBAN) trades on Nasdaq, with a five-year return of **$138** on a **$100** investment, outperforming the KBW Bank Index but trailing the S&P 500 - Huntington's common stock is traded on the **Nasdaq Global Stock Market** under the symbol **"HBAN"**[229](index=229&type=chunk) Five-Year Cumulative Total Return Comparison | | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | HBAN | $100 | $89 | $113 | $108 | $103 | $138 | | S&P 500 | $100 | $118 | $152 | $125 | $157 | $197 | | KBW Bank Index | $100 | $90 | $124 | $98 | $97 | $133 | [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=45&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) In 2024, Huntington's net income slightly decreased to **$1.9 billion** due to lower net interest income, despite growth in assets and loans, while maintaining strong capital 2024 vs. 2023 Financial Performance | Metric | 2024 | 2023 | Change | | :--- | :--- | :--- | :--- | | Net Income | $1.9 B | $2.0 B | -1% | | Diluted EPS | $1.22 | $1.24 | -2% | | Net Interest Income | $5.3 B | $5.4 B | -2% | | Noninterest Income | $2.0 B | $1.9 B | +6% | | Total Assets (EOP) | $204.2 B | $189.4 B | +8% | | Total Loans (EOP) | $130.0 B | $122.0 B | +7% | | CET1 Ratio (EOP) | 10.5% | 10.2% | +30 bps | [Discussion of Results of Operations](index=50&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations%23Discussion%20of%20Results%20of%20Operations) In 2024, net interest income declined due to higher funding costs, while noninterest income grew, and noninterest expense remained stable despite personnel cost increases - FTE net interest income decreased by **$83 million (2%)** in 2024, driven by a **19 basis point decline** in NIM to **3.00%** as higher funding costs outpaced the increase in earning asset yields[266](index=266&type=chunk) - The provision for credit losses increased by **$18 million (4%)** to **$420 million** in 2024, reflecting loan growth and higher net charge-offs, partially offset by a reduction in coverage ratios[271](index=271&type=chunk) - Noninterest income grew by **$119 million (6%)**, primarily due to a **$79 million** increase in capital markets and advisory fees and a **$36 million** increase in wealth and asset management revenue[275](index=275&type=chunk) - Noninterest expense decreased by **$12 million**, as a **$186 million reduction** in the FDIC special assessment was largely offset by a **$172 million increase** in personnel costs[278](index=278&type=chunk) [Risk Management](index=55&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations%23Risk%20Management) Huntington manages its moderate-to-low risk appetite through a three-lines-of-defense structure, actively overseeing credit, market, liquidity, and capital risks to maintain financial stability - The company's risk appetite is defined as aggregate **moderate-to-low** on a through-the-cycle basis, managed across **seven key risk categories**: credit, market, liquidity, operational, compliance, strategic, and reputation[284](index=284&type=chunk)[286](index=286&type=chunk) - Credit Risk: Total loans and leases grew **7%** to **$130.0 billion** The Allowance for Credit Losses (ACL) was **$2.4 billion**, or **1.88%** of total loans and leases, at year-end 2024[299](index=299&type=chunk)[368](index=368&type=chunk) - Market Risk: The balance sheet is **asset sensitive** A gradual **+100 basis point rate change** is projected to increase Net Interest Income by **0.8%** over 12 months[380](index=380&type=chunk)[382](index=382&type=chunk) - Liquidity Risk: Customer deposits, the primary funding source, increased **7%** to **$162.4 billion** The company has **$85.5 billion** in available contingent borrowing capacity from the FHLB and Federal Reserve[402](index=402&type=chunk)[416](index=416&type=chunk) - Capital: The CET1 risk-based capital ratio was **10.5%** at December 31, 2024, exceeding the minimum requirement plus buffer of **7.0%**[437](index=437&type=chunk)[441](index=441&type=chunk) [Business Segment Discussion](index=83&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations%23Business%20Segment%20Discussion) In 2024, Consumer & Regional Banking net income grew **15%**, while Commercial Banking net income slightly declined **2%**, and Treasury/Other reported an increased net loss Net Income by Business Segment (in millions) | Segment | 2024 | 2023 | Change | | :--- | :--- | :--- | :--- | | Consumer & Regional Banking | $1,512 | $1,315 | +15% | | Commercial Banking | $1,153 | $1,179 | -2% | | Treasury / Other | $(725) | $(543) | +34% (loss) | | **Total Net Income** | **$1,940** | **$1,951** | **-1%** | - Consumer & Regional Banking performance was strong, with net income up **$197 million**, benefiting from a **$3.8 billion** increase in average loans and a **18 basis point expansion** in net interest margin[454](index=454&type=chunk) - Commercial Banking saw a slight decline in net income While noninterest income grew **$70 million (11%)** on higher advisory fees, this was offset by a **$39 million (2%) decrease** in net interest income and an **$84 million (7%) increase** in noninterest expense[456](index=456&type=chunk) [Financial Statements and Supplementary Data](index=90&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) The 2024 consolidated financial statements, audited by PwC, report **$204.2 billion** in assets, **$1.9 billion** net income, and effective internal controls, with detailed disclosures in accompanying notes Consolidated Balance Sheet Highlights (as of Dec 31, 2024) | Account | Amount (in millions) | | :--- | :--- | | Total Assets | $204,230 | | Net Loans and Leases | $127,798 | | Total Deposits | $162,448 | | Total Liabilities | $184,448 | | Total Shareholders' Equity | $19,740 | Consolidated Income Statement Highlights (Year Ended Dec 31, 2024) | Account | Amount (in millions) | | :--- | :--- | | Net Interest Income | $5,345 | | Provision for Credit Losses | $420 | | Noninterest Income | $2,040 | | Noninterest Expense | $4,562 | | Net Income Attributable to Huntington | $1,940 | [Note 4 - Loans and Leases](index=113&type=section&id=Note%204%20-%20Loans%20and%20Leases) Total loans and leases grew **7%** to **$130.0 billion** in 2024, with commercial loans comprising **56%** and nonaccrual loans increasing to **$783 million** Loan and Lease Portfolio Composition (in millions) | Category | Dec 31, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Commercial | $73,341 | $68,307 | | Consumer | $56,701 | $53,675 | | **Total Loans and Leases** | **$130,042** | **$121,982** | - Nonaccrual loans and leases totaled **$783 million**, or **0.60%** of total loans, at year-end 2024, compared to **$667 million**, or **0.55%**, at year-end 2023[352](index=352&type=chunk)[587](index=587&type=chunk) - During 2024, the company modified loans with an amortized cost basis of **$734 million** for borrowers experiencing financial difficulty, primarily through term extensions and interest rate reductions[611](index=611&type=chunk) [Note 5 - Allowance for Credit Losses (ACL)](index=122&type=section&id=Note%205%20-%20Allowance%20for%20Credit%20Losses) The total Allowance for Credit Losses (ACL) increased slightly to **$2.446 billion** in 2024, driven by loan growth, with commercial loans accounting for the majority ACL Activity for Year Ended Dec 31, 2024 (in millions) | Component | Beginning Balance | Provision | Charge-offs (Net) | Ending Balance | | :--- | :--- | :--- | :--- | :--- | | ALLL | $2,255 | $361 | $(372) | $2,244 | | AULC | $145 | $57 | N/A | $202 | | **Total ACL** | **$2,400** | **$418** | **$(372)** | **$2,446** | - The ACL of **$2.446 billion** at year-end 2024 represents **1.88%** of total loans and leases[367](index=367&type=chunk)[620](index=620&type=chunk) - The baseline economic scenario used for the ACL calculation assumes the unemployment rate peaking at **4.2%** in Q4 2024 before improving, and the Federal Reserve continuing its rate-cutting cycle through 2025 and 2026[623](index=623&type=chunk) [Note 10 - Borrowings](index=125&type=section&id=Note%2010%20-%20Borrowings) Total long-term debt significantly increased to **$16.4 billion** in 2024, driven by higher FHLB advances and new funding sources like auto loan securitizations and Credit Linked Notes Long-Term Debt Composition (in millions) | Category | Dec 31, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Parent Company Notes | $7,177 | $4,993 | | The Bank Notes | $2,169 | $4,142 | | FHLB Advances | $4,696 | $2,731 | | Auto Loan Securitization Trust | $1,023 | $— | | Credit Linked Notes | $821 | $— | | **Total Long-Term Debt** | **$16,374** | **$12,394** | - In 2024, Huntington entered into **two Credit Linked Note (CLN) transactions** related to an aggregate reference pool of approximately **$6.8 billion** of auto loans to manage credit risk and optimize capital[653](index=653&type=chunk)[654](index=654&type=chunk)[655](index=655&type=chunk) [Note 22 - Other Regulatory Matters](index=156&type=section&id=Note%2022%20-%20Other%20Regulatory%20Matters) Huntington consistently exceeds U.S. Basel III capital requirements, with a consolidated CET1 ratio of **10.5%** and a Stress Capital Buffer (SCB) of **2.5%** at year-end 2024 Regulatory Capital Ratios vs. Requirements (as of Dec 31, 2024) | Ratio | Level | Actual Ratio | Minimum + Buffer | | :--- | :--- | :--- | :--- | | CET1 risk-based capital | Consolidated | 10.5% | 7.0% | | CET1 risk-based capital | Bank | 11.6% | 7.0% | | Total risk-based capital | Consolidated | 14.3% | 10.5% | | Total risk-based capital | Bank | 14.1% | 10.5% | - The Stress Capital Buffer (SCB) applicable to Huntington was **2.5%** at December 31, 2024, while the Capital Conservation Buffer (CCB) for the Bank was **2.5%**[819](index=819&type=chunk) [Note 24 - Segment Reporting](index=159&type=section&id=Note%2024%20-%20Segment%20Reporting) Segment reporting details 2024 performance, with Consumer & Regional Banking generating **$1.51 billion** net income and Commercial Banking **$1.15 billion**, while Treasury/Other reported a **$725 million** net loss Segment Financial Highlights (Year Ended Dec 31, 2024, in millions) | Segment | Net Interest Income | Noninterest Income | Total Noninterest Expense | Net Income (Loss) | | :--- | :--- | :--- | :--- | :--- | | Consumer & Regional Banking | $4,070 | $1,301 | $3,173 | $1,512 | | Commercial Banking | $2,123 | $716 | $1,218 | $1,153 | | Treasury / Other | $(848) | $23 | $171 | $(725) | - The company uses a **funds transfer pricing (FTP) methodology** to transfer interest rate risk from the business segments to the central Treasury / Other function[836](index=836&type=chunk) [Controls and Procedures](index=162&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that disclosure controls and internal control over financial reporting were effective as of December 31, 2024, with no material changes during Q4 2024 - Management concluded that as of December 31, 2024, Huntington's disclosure controls and procedures were **effective**[841](index=841&type=chunk) - **No changes** in internal control over financial reporting occurred during the quarter ended December 31, 2024, that have materially affected, or are reasonably likely to materially affect, these controls[843](index=843&type=chunk) Part III [Directors, Executive Officers, and Corporate Governance](index=163&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%2C%20and%20Corporate%20Governance) Information on directors, executive officers, and corporate governance is incorporated by reference from the 2025 Proxy Statement - This section **incorporates by reference** information from the registrant's definitive Proxy Statement for the **2025 Annual Shareholders' Meeting**[9](index=9&type=chunk)[848](index=848&type=chunk) [Executive Compensation](index=163&type=section&id=Item%2011.%20Executive%20Compensation) Information on executive and director compensation is incorporated by reference from the 2025 Proxy Statement - This section **incorporates by reference** information from the registrant's definitive Proxy Statement for the **2025 Annual Shareholders' Meeting**[9](index=9&type=chunk)[849](index=849&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=163&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) As of December 31, 2024, **35.6 million** securities were issuable under equity plans, with **37.9 million** available for future issuance, and ownership details are in the 2025 Proxy Statement Equity Compensation Plan Information (as of Dec 31, 2024) | Plan Category | Securities to be Issued (a) | Weighted-Avg Exercise Price (b) | Securities Available for Future Issuance (c) | | :--- | :--- | :--- | :--- | | Approved by security holders | 35,649,066 | $12.77 | 37,914,765 | | Not approved by security holders | — | — | — | | **Total** | **35,649,066** | **$12.77** | **37,914,765** | - Information regarding security ownership of certain beneficial owners and management is **incorporated by reference** from the **2025 Proxy Statement**[852](index=852&type=chunk) Part IV [Exhibits and Financial Statement Schedules](index=164&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists financial statements, schedules, and exhibits, including governing documents and certifications, many incorporated by reference from Item 8 and prior filings - The consolidated financial statements are **incorporated by reference** from **Item 8** of the report[856](index=856&type=chunk) - A **detailed index of exhibits** filed with the report or incorporated by reference is provided, including governing documents, material contracts, and required certifications[857](index=857&type=chunk)[863](index=863&type=chunk)

[Key Financial Statistics](index=3&type=section&id=Key%20Financial%20Statistics) This section provides an overview of the company's key financial performance metrics on both a quarterly and annual basis [Quarterly Key Statistics](index=3&type=section&id=Quarterly%20Key%20Statistics) Q4 2024 saw significant profitability growth, with net income up **132%** year-over-year, driven by higher noninterest income and improved efficiency Q4 2024 Key Performance Metrics | Metric | Q4 2024 | Q3 2024 | Q4 2023 | YoY Change | | :--- | :--- | :--- | :--- | :--- | | Net Income Applicable to Common Shares | $498M | $481M | $215M | +132% | | Net Income per Common Share - Diluted | $0.34 | $0.33 | $0.15 | +127% | | Net Interest Margin (FTE) | 3.03% | 2.98% | 3.07% | -4 bps | | Return on Average Assets | 1.05% | 1.04% | 0.51% | +54 bps | | Return on Avg. Tangible Common Equity | 16.4% | 16.2% | 8.4% | +800 bps | | Efficiency Ratio (FTE) | 58.6% | 59.4% | 77.0% | -18.4 p.p. | | NCOs as a % of Avg. Loans | 0.30% | 0.30% | 0.31% | -1 bp | - The company maintained its quarterly cash dividend at **$0.155** per common share, consistent with the previous quarters[10](index=10&type=chunk) - Average total assets grew by **7%** year-over-year to **$201.8 billion**, while average total deposits increased by **7%** to **$159.4 billion**[10](index=10&type=chunk) [Annual Key Statistics](index=4&type=section&id=Year%20to%20Date%20Key%20Statistics) Full year 2024 net income slightly decreased, while average assets and deposits grew, and noninterest income increased despite NIM compression Full Year 2024 Key Performance Metrics | Metric | 2024 | 2023 | YoY Change | | :--- | :--- | :--- | :--- | | Net Income Applicable to Common Shares | $1,801M | $1,817M | -1% | | Net Income per Common Share - Diluted | $1.22 | $1.24 | -2% | | Net Interest Income (FTE) | $5,398M | $5,481M | -2% | | Noninterest Income | $2,040M | $1,921M | +6% | | Net Interest Margin (FTE) | 3.00% | 3.19% | -19 bps | | Return on Average Assets | 0.99% | 1.04% | -5 bps | | NCOs as a % of Avg. Loans | 0.30% | 0.23% | +7 bps | - Average loans and leases for the year grew by **3%** to **$124.5 billion**, and average total deposits grew by **5%** to **$155.1 billion** compared to 2023[11](index=11&type=chunk) [Consolidated Balance Sheets](index=6&type=section&id=Consolidated%20Balance%20Sheets) This section details the company's financial position, including asset, liability, and equity composition, both at period-end and on an average basis [Consolidated Balance Sheets (End of Period)](index=6&type=section&id=Consolidated%20Balance%20Sheets%20(End%20of%20Period)) Year-end 2024 total assets grew **8%** to **$204.2 billion**, with strong growth in loans and deposits, and a significant rise in long-term debt Balance Sheet Highlights (Year-End) | (in millions) | Dec 31, 2024 | Dec 31, 2023 | YoY Change | | :--- | :--- | :--- | :--- | | **Total Assets** | **$204,230** | **$189,368** | **+8%** | | Net Loans and Leases | $127,798 | $119,727 | +7% | | Total Deposits | $162,448 | $151,230 | +7% | | Long-term Debt | $16,374 | $12,394 | +32% | | **Total Huntington Shareholders' Equity** | **$19,740** | **$19,353** | **+2%** | [Loans and Leases Composition](index=7&type=section&id=Loans%20and%20Leases%20Composition) Total loans and leases grew to **$130.0 billion** in 2024, driven by commercial and industrial and automobile loan growth Loan Portfolio Composition (End of Period) | Loan Type (in millions) | Dec 31, 2024 | Dec 31, 2023 | YoY Change | | :--- | :--- | :--- | :--- | | Commercial and Industrial | $56,809 | $50,657 | +12.1% | | Commercial Real Estate | $11,078 | $12,422 | -10.8% | | Residential Mortgage | $24,242 | $23,720 | +2.2% | | Automobile | $14,564 | $12,482 | +16.7% | | **Total Loans and Leases** | **$130,042** | **$121,982** | **+6.6%** | [Deposits Composition](index=8&type=section&id=Deposits%20Composition) Total deposits grew **7%** to **$162.4 billion**, with a shift towards interest-bearing accounts, particularly money market deposits - In Q4 2024, Huntington updated its deposit category presentation to better align with its strategic business management. Prior periods were adjusted for comparability[4](index=4&type=chunk) Deposit Portfolio Composition (End of Period) | Deposit Type (in millions) | Dec 31, 2024 | % of Total | Dec 31, 2023 | % of Total | | :--- | :--- | :--- | :--- | :--- | | Noninterest-bearing | $29,345 | 18% | $30,967 | 20% | | Interest-bearing Demand | $43,378 | 27% | $39,190 | 26% | | Money Market | $60,730 | 37% | $50,185 | 34% | | Savings | $14,723 | 9% | $15,763 | 10% | | Time Deposits | $14,272 | 9% | $15,125 | 10% | | **Total Deposits** | **$162,448** | **100%** | **$151,230** | **100%** | [Consolidated Average Balance Sheets](index=9&type=section&id=Consolidated%20Average%20Balance%20Sheets) Average balance sheets show consistent growth in earning assets, loans, and deposits, with a shift towards interest-bearing liabilities [Quarterly Average Balance Sheets](index=9&type=section&id=Consolidated%20Quarterly%20Average%20Balance%20Sheets) Q4 2024 average earning assets grew **8%** to **$185.2 billion**, with average deposits up **7%** driven by money market growth Q4 2024 Average Balances | (in millions) | Q4 2024 | Q4 2023 | YoY Change | | :--- | :--- | :--- | :--- | | Average Earning Assets | $185,222 | $171,360 | +8% | | Average Loans and Leases | $128,158 | $121,229 | +6% | | Average Total Deposits | $159,405 | $149,654 | +7% | | Average Shareholders' Equity | $20,013 | $18,713 | +7% | [Annual Average Balance Sheets](index=20&type=section&id=Consolidated%20Annual%20Average%20Balance%20Sheets) Full year 2024 average earning assets and total deposits both grew **5%**, with a notable shift to interest-bearing deposits Full Year 2024 Average Balances | (in millions) | 2024 | 2023 | YoY Change | | :--- | :--- | :--- | :--- | | Average Earning Assets | $179,756 | $171,586 | +5% | | Average Loans and Leases | $124,503 | $120,947 | +3% | | Average Total Deposits | $155,066 | $147,388 | +5% | | Average Shareholders' Equity | $19,651 | $18,634 | +5% | [Net Interest Margin Analysis](index=10&type=section&id=Net%20Interest%20Margin%20Analysis) This section analyzes the company's net interest margin, examining trends in earning asset yields and funding costs on a quarterly and annual basis [Quarterly Net Interest Margin](index=10&type=section&id=Consolidated%20Quarterly%20Net%20Interest%20Margin) Q4 2024 FTE net interest margin improved sequentially to **3.03%**, driven by a decrease in the cost of deposits Quarterly Net Interest Margin (FTE) | Metric | Q4 2024 | Q3 2024 | Q4 2023 | | :--- | :--- | :--- | :--- | | Yield on Earning Assets | 5.42% | 5.62% | 5.47% | | Cost of Total Interest-Bearing Liabilities | 3.01% | 3.32% | 3.09% | | **Net Interest Margin** | **3.03%** | **2.98%** | **3.07%** | | Total Cost of Deposits | 2.16% | 2.40% | 2.14% | - Net interest income for Q4 2024 was **$1.41 billion**, a **3%** increase from the prior quarter and a **6%** increase from the prior year's quarter[19](index=19&type=chunk) [Annual Net Interest Margin](index=21&type=section&id=Consolidated%20Annual%20Net%20Interest%20Margin) Full year 2024 FTE net interest margin compressed to **3.00%** due to higher cost of interest-bearing liabilities Annual Net Interest Margin (FTE) | Metric | 2024 | 2023 | 2022 | | :--- | :--- | :--- | :--- | | Yield on Earning Assets | 5.55% | 5.22% | 3.67% | | Cost of Total Interest-Bearing Liabilities | 3.22% | 2.68% | 0.61% | | **Net Interest Margin** | **3.00%** | **3.19%** | **3.25%** | | Total Cost of Deposits | 2.30% | 1.69% | 0.25% | - Annual net interest income on an FTE basis was **$5.40 billion** in 2024, a slight decrease from **$5.48 billion** in 2023[40](index=40&type=chunk) [Income Statement Analysis](index=12&type=section&id=Income%20Statement%20Analysis) This section provides a detailed analysis of the company's income statement, highlighting key revenue and expense trends on both a quarterly and annual basis [Selected Quarterly Income Statement Data](index=12&type=section&id=Selected%20Quarterly%20Income%20Statement%20Data) Q4 2024 net income attributable to Huntington was **$530 million**, driven by increased noninterest income and lower year-over-year expenses Q4 2024 Income Statement Highlights | (in millions) | Q4 2024 | Q3 2024 | Q4 2023 | | :--- | :--- | :--- | :--- | | Net Interest Income (GAAP) | $1,395 | $1,351 | $1,316 | | Provision for Credit Losses | $107 | $106 | $126 | | Total Noninterest Income | $559 | $523 | $405 | | Total Noninterest Expense | $1,178 | $1,130 | $1,348 | | **Net Income Attributable to Huntington** | **$530** | **$517** | **$243** | [Quarterly Mortgage Banking Noninterest Income](index=13&type=section&id=Quarterly%20Mortgage%20Banking%20Noninterest%20Income) Q4 2024 mortgage banking income was **$31 million**, influenced by MSR risk management losses despite increased origination volume Quarterly Mortgage Banking Income Components | (in millions) | Q4 2024 | Q3 2024 | Q4 2023 | | :--- | :--- | :--- | :--- | | Net Origination & Secondary Marketing | $25 | $25 | $12 | | Net Mortgage Servicing Income | $6 | $13 | $11 | | **Mortgage Banking Income** | **$31** | **$38** | **$23** | | Mortgage Origination Volume | $2,093 | $1,883 | $1,666 | [Selected Annual Income Statement Data](index=23&type=section&id=Selected%20Annual%20Income%20Statement%20Data) Full year 2024 net income was **$1.94 billion**, stable year-over-year, with noninterest income growth offsetting a decline in net interest income Annual Income Statement Highlights | (in millions) | 2024 | 2023 | YoY Change | | :--- | :--- | :--- | :--- | | Net Interest Income (GAAP) | $5,345 | $5,439 | -2% | | Provision for Credit Losses | $420 | $402 | +4% | | Total Noninterest Income | $2,040 | $1,921 | +6% | | Total Noninterest Expense | $4,562 | $4,574 | 0% | | **Net Income Attributable to Huntington** | **$1,940** | **$1,951** | -1% | [Annual Mortgage Banking Noninterest Income](index=25&type=section&id=Annual%20Mortgage%20Banking%20Noninterest%20Income) Full year 2024 mortgage banking income increased to **$130 million**, driven by higher origination and secondary marketing income Annual Mortgage Banking Income Components | (in millions) | 2024 | 2023 | 2022 | | :--- | :--- | :--- | :--- | | Net Origination & Secondary Marketing | $83 | $69 | $105 | | Net Mortgage Servicing Income | $46 | $43 | $37 | | **Mortgage Banking Income** | **$130** | **$109** | **$144** | | Mortgage Origination Volume | $7,416 | $7,602 | $10,457 | [Credit Quality Analysis](index=14&type=section&id=Credit%20Quality%20Analysis) This section provides an in-depth analysis of the company's credit quality, including reserves, charge-offs, and nonperforming assets [Quarterly Credit Analysis](index=14&type=section&id=Quarterly%20Credit%20Analysis) Q4 2024 credit quality remained stable, with ACL slightly decreasing and net charge-off ratio holding steady at **0.30%** [Quarterly Credit Reserves Analysis](index=14&type=section&id=Quarterly%20Credit%20Reserves%20Analysis) Q4 2024 total allowance for credit losses was **$2.45 billion**, or **1.88%** of total loans, with a consistent provision Quarterly Allowance for Credit Losses (ACL) | (in millions) | Q4 2024 | Q3 2024 | Q4 2023 | | :--- | :--- | :--- | :--- | | Beginning ACL | $2,436 | $2,423 | $2,400 | | Provision for Credit Losses | $107 | $106 | $126 | | Net Charge-offs | ($97) | ($93) | ($94) | | **Ending ACL** | **$2,446** | **$2,436** | **$2,400** | | ACL as % of Total Loans | 1.88% | 1.93% | 1.97% | [Quarterly Net Charge-Off Analysis](index=15&type=section&id=Quarterly%20Net%20Charge-Off%20Analysis) Q4 2024 net charge-offs were **$97 million**, with an annualized NCO ratio of **0.30%** of average loans, remaining stable Quarterly Net Charge-Offs | (in millions) | Q4 2024 | Q3 2024 | Q4 2023 | | :--- | :--- | :--- | :--- | | Total Commercial NCOs | $51 | $54 | $57 | | Total Consumer NCOs | $46 | $39 | $37 | | **Total Net Charge-offs** | **$97** | **$93** | **$94** | | NCOs as % of Avg. Loans | 0.30% | 0.30% | 0.31% | [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)) Q4 2024 total nonperforming assets increased to **$822 million**, with the NPA ratio rising to **0.63%** due to commercial nonaccrual loans Quarterly Nonperforming Assets | (in millions) | Q4 2024 | Q3 2024 | Q4 2023 | | :--- | :--- | :--- | :--- | | Total Nonaccrual Loans (NALs) | $783 | $738 | $667 | | **Total Nonperforming Assets (NPAs)** | **$822** | **$784** | **$711** | | NALs as % of Total Loans | 0.60% | 0.58% | 0.55% | | NPA Ratio | 0.63% | 0.62% | 0.58% | [Quarterly Accruing Past Due Loans and Leases](index=17&type=section&id=Quarterly%20Accruing%20Past%20Due%20Loans%20and%20Leases) Q4 2024 accruing loans past due 90 days or more totaled **$239 million**, representing **0.18%** of total loans Accruing Loans Past Due 90+ Days | (in millions) | Q4 2024 | Q3 2024 | Q4 2023 | | :--- | :--- | :--- | :--- | | Total Accruing Past Due 90+ Days | $239 | $224 | $189 | | As a % of Total Loans | 0.18% | 0.18% | 0.15% | [Annual Credit Analysis](index=26&type=section&id=Annual%20Credit%20Analysis) Full year 2024 credit metrics normalized, with the net charge-off ratio increasing to **0.30%** and nonperforming assets rising [Annual Credit Reserves Analysis](index=26&type=section&id=Annual%20Credit%20Reserves%20Analysis) Year-end 2024 total allowance for credit losses was **$2.45 billion**, or **1.88%** of total loans, with a **$420 million** full-year provision Annual Allowance for Credit Losses (ACL) | (in millions) | 2024 | 2023 | 2022 | | :--- | :--- | :--- | :--- | | **Ending ACL** | **$2,446** | **$2,400** | **$2,271** | | Provision for Credit Losses | $420 | $402 | $289 | | ACL as % of Total Loans | 1.88% | 1.97% | 1.90% | [Annual Net Charge-Off Analysis](index=27&type=section&id=Annual%20Net%20Charge-Off%20Analysis) Full year 2024 total net charge-offs were **$372 million**, or **0.30%** of average loans, indicating normalization of losses Annual Net Charge-Offs | (in millions) | 2024 | 2023 | 2022 | | :--- | :--- | :--- | :--- | | Total Commercial NCOs | $217 | $158 | $15 | | Total Consumer NCOs | $155 | $115 | $106 | | **Total Net Charge-offs** | **$372** | **$273** | **$121** | | NCOs as % of Avg. Loans | 0.30% | 0.23% | 0.11% | [Annual Nonaccrual Loans and Leases (NALs) and Nonperforming Assets (NPAs)](index=28&type=section&id=Annual%20Nonaccrual%20Loans%20and%20Leases%20(NALs)%20and%20Nonperforming%20Assets%20(NPAs)) Year-end 2024 total nonperforming assets reached **$822 million**, with the NPA ratio increasing to **0.63%** due to commercial nonaccrual loans Annual Nonperforming Assets | (in millions) | Dec 31, 2024 | Dec 31, 2023 | Dec 31, 2022 | | :--- | :--- | :--- | :--- | | Total Nonaccrual Loans (NALs) | $783 | $667 | $569 | | **Total Nonperforming Assets (NPAs)** | **$822** | **$711** | **$594** | | NALs as % of Total Loans | 0.60% | 0.55% | 0.48% | | NPA Ratio | 0.63% | 0.58% | 0.50% | [Capital and Shareholder Data](index=18&type=section&id=Capital%20and%20Shareholder%20Data) This section reviews the company's capital adequacy, regulatory ratios, and key shareholder metrics, including dividends and book value [Quarterly Capital and Other Data](index=18&type=section&id=Quarterly%20Capital%20and%20Other%20Data) Huntington maintained a strong capital position in Q4 2024, with CET1 ratio improving to **10.5%** and consistent dividend payments [Quarterly Capital Under Current Regulatory Standards (Basel III)](index=18&type=section&id=Quarterly%20Capital%20Under%20Current%20Regulatory%20Standards%20(Basel%20III)) Q4 2024 estimated CET1 ratio improved to **10.5%**, demonstrating a robust capital base well above regulatory minimums Regulatory Capital Ratios (Estimated) | Ratio | Q4 2024 | Q3 2024 | Q4 2023 | | :--- | :--- | :--- | :--- | | Common Equity Tier 1 (CET1) | 10.5% | 10.4% | 10.2% | | Tier 1 Risk-Based Capital | 11.9% | 12.1% | 12.0% | | Total Risk-Based Capital | 14.3% | 14.1% | 14.2% | | Tier 1 Leverage | 8.6% | 8.8% | 9.3% | [Quarterly Common Stock Summary, Non-Regulatory Capital, and Other Data](index=19&type=section&id=Quarterly%20Common%20Stock%20Summary,%20Non-Regulatory%20Capital,%20and%20Other%20Data) Q4 2024 cash dividend remained **$0.155** per share, with tangible book value at **$8.33** and domestic branches optimized to **978** Common Stock and Non-Regulatory Capital Data | Metric | Q4 2024 | Q3 2024 | Q4 2023 | | :--- | :--- | :--- | :--- | | Cash Dividends per Share | $0.155 | $0.155 | $0.155 | | Tangible Book Value per Share | $8.33 | $8.65 | $7.79 | | Tangible Common Equity / Tangible Assets | 6.1% | 6.4% | 6.1% | | Number of Domestic Branches | 978 | 975 | 999 |

[PART I. FINANCIAL INFORMATION](index=6&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This section presents the unaudited consolidated financial statements and management's discussion and analysis of financial condition and results of operations [Financial Statements (Unaudited)](index=43&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This section presents the unaudited consolidated financial statements for Huntington Bancshares Incorporated as of September 30, 2024, and for the three and nine months then ended [Consolidated Balance Sheets](index=43&type=section&id=Consolidated%20Balance%20Sheets) As of September 30, 2024, total assets increased to $200.5 billion, up 6% from $189.4 billion at year-end 2023, driven by growth in loans, investment securities, and cash Consolidated Balance Sheet Highlights (in millions) | Account | Sep 30, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | **Total Assets** | **$200,535** | **$189,368** | | Net loans and leases | $124,152 | $119,727 | | Total investment securities (AFS + HTM) | $44,162 | $41,055 | | Goodwill | $5,561 | $5,561 | | **Total Liabilities** | **$179,883** | **$169,970** | | Total deposits | $158,351 | $151,230 | | Long-term debt | $15,656 | $12,394 | | **Total Shareholders' Equity** | **$20,606** | **$19,353** | [Consolidated Statements of Income](index=44&type=section&id=Consolidated%20Statements%20of%20Income) For Q3 2024, net income attributable to Huntington was $517 million, a 5% decrease from Q3 2023, primarily due to lower net interest income and higher noninterest expense Income Statement Summary (in millions) | Metric | Q3 2024 | Q3 2023 | YTD 2024 | YTD 2023 | | :--- | :--- | :--- | :--- | :--- | | Net Interest Income | $1,351 | $1,368 | $3,950 | $4,123 | | Provision for credit losses | $106 | $99 | $313 | $276 | | Total noninterest income | $523 | $509 | $1,481 | $1,516 | | Total noninterest expense | $1,130 | $1,090 | $3,384 | $3,226 | | **Net income attributable to Huntington** | **$517** | **$547** | **$1,410** | **$1,708** | | **Net income per common share—diluted** | **$0.33** | **$0.35** | **$0.88** | **$1.09** | [Consolidated Statements of Comprehensive Income](index=46&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) Comprehensive income attributable to Huntington was $1.32 billion for Q3 2024, a significant improvement from a loss in Q3 2023, driven by positive changes in other comprehensive income Comprehensive Income (in millions) | Metric | Q3 2024 | Q3 2023 | YTD 2024 | YTD 2023 | | :--- | :--- | :--- | :--- | :--- | | Net income attributable to Huntington | $517 | $547 | $1,410 | $1,708 | | Other comprehensive income (loss), net of tax | $807 | $(616) | $572 | $(524) | | **Comprehensive income (loss) attributable to Huntington** | **$1,324** | **$(69)** | **$1,982** | **$1,184** | [Consolidated Statements of Changes in Shareholders' Equity](index=47&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Shareholders%27%20Equity) Total Huntington shareholders' equity increased from $19.35 billion at the beginning of 2024 to $20.61 billion at the end of Q3 2024, driven by net income and positive other comprehensive income - For the nine months ended September 30, 2024, shareholders' equity increased by **$1.25 billion**[196](index=196&type=chunk) Key Changes in Shareholders' Equity - YTD 2024 (in millions) | Description | Amount | | :--- | :--- | | Beginning Balance (Jan 1, 2024) | $19,353 | | Net Income | $1,410 | | Other Comprehensive Income | $572 | | Common Dividends Declared | $(687) | | Preferred Dividends Declared | $(107) | | **Ending Balance (Sep 30, 2024)** | **$20,606** | [Consolidated Statements of Cash Flows](index=49&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the nine months ended September 30, 2024, net cash provided by operating activities was $331 million, with a net increase in cash and cash equivalents of $2.46 billion Cash Flow Summary - YTD 2024 vs YTD 2023 (in millions) | Activity | YTD 2024 | YTD 2023 | | :--- | :--- | :--- | | Net cash provided by operating activities | $331 | $1,759 | | Net cash provided by (used in) investing activities | $(7,335) | $312 | | Net cash provided by financing activities | $9,460 | $2,660 | | **Increase in cash and cash equivalents** | **$2,456** | **$4,731** | [Notes to Unaudited Consolidated Financial Statements](index=51&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) This section provides detailed disclosures supporting the consolidated financial statements, covering basis of presentation, accounting standards, and breakdowns of key financial accounts [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=6&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition, results of operations, and cash flows, including an executive overview and risk management [Executive Overview](index=6&type=section&id=Executive%20Overview) In Q3 2024, Huntington reported net income of $517 million, a 5% decrease year-over-year, with total assets growing 6% to $200.5 billion Q3 2024 vs Q3 2023 Performance | Metric | Q3 2024 | Q3 2023 | Change | | :--- | :--- | :--- | :--- | | Net Income | $517M | $547M | -5% | | Diluted EPS | $0.33 | $0.35 | -6% | | Net Interest Income | $1.4B | $1.4B | -1% | | Net Interest Margin (FTE) | 2.98% | 3.20% | -22 bps | | Noninterest Income | $523M | $509M | +3% | | Noninterest Expense | $1.1B | $1.1B | +4% | - Total assets increased by **$11.2 billion (6%)** to **$200.5 billion** at September 30, 2024, compared to December 31, 2023, driven by growth in loans, investment securities, and deposits[25](index=25&type=chunk) - The CET1 risk-based capital ratio improved to **10.4%** at September 30, 2024, from **10.2%** at year-end 2023[26](index=26&type=chunk) - The economic environment is characterized by the Federal Reserve starting a rate-cutting cycle, a softening labor market with the unemployment rate at **4.1%**, and resilient but slowing consumer spending[29](index=29&type=chunk)[30](index=30&type=chunk) [Discussion of Results of Operations](index=9&type=section&id=Discussion%20of%20Results%20of%20Operations) This section details the components of Huntington's operational results, including net interest income, provision for credit losses, noninterest income, and noninterest expense [Risk Management and Capital](index=19&type=section&id=Risk%20Management%20and%20Capital) Huntington manages risk through a multi-faceted approach with a Board-defined aggregate moderate-to-low, through-the-cycle risk appetite, covering seven pillars - The company's risk appetite is defined by the Board of Directors as **aggregate moderate-to-low, through-the-cycle**[56](index=56&type=chunk) - Risk is classified and managed across seven pillars: **credit, market, liquidity, operational, compliance, strategic, and reputation**[57](index=57&type=chunk) [Business Segment Discussion](index=35&type=section&id=Business%20Segment%20Discussion) Huntington operates through Consumer & Regional Banking and Commercial Banking segments, with Consumer & Regional Banking net income rising 14% and Commercial Banking net income falling 9% YTD 2024 Net Income by Business Segment (YTD 2024 vs YTD 2023, in millions) | Segment | YTD 2024 Net Income | YTD 2023 Net Income | Change | | :--- | :--- | :--- | :--- | | Consumer & Regional Banking | $1,098 | $966 | +14% | | Commercial Banking | $853 | $935 | -9% | | Treasury / Other | $(541) | $(193) | -180% | | **Total Net Income** | **$1,410** | **$1,708** | **-17%** | [Additional Disclosures](index=38&type=section&id=Additional%20Disclosures) This section contains important supplementary information, including forward-looking statements, non-GAAP financial measures, and critical accounting policies like Allowance for Credit Losses - The company provides a safe harbor statement for forward-looking statements, noting numerous risks and uncertainties such as economic conditions, interest rate changes, and regulatory impacts[171](index=171&type=chunk)[172](index=172&type=chunk) - Non-GAAP measures like Fully-Taxable Equivalent (FTE) basis and tangible common equity ratios are used by management for a more insightful comparison of performance[174](index=174&type=chunk)[175](index=175&type=chunk)[177](index=177&type=chunk) - A critical accounting policy is the Allowance for Credit Losses (ACL). A sensitivity analysis using a 100% adverse economic scenario (e.g., unemployment at **8.0%** in 2025) would hypothetically increase the ACL by approximately **$0.8 billion**, excluding qualitative adjustments[185](index=185&type=chunk)[186](index=186&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=89&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section refers to the 'Market Risk' section within Item 2, Management's Discussion and Analysis of Financial Condition and Results of Operations, for market risk disclosures - Disclosures for this item are located in the Market Risk section of the MD&A, which covers changes in market risk exposures since the 2023 Annual Report on Form 10-K[376](index=376&type=chunk) [Controls and Procedures](index=89&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of September 30, 2024 - The CEO and CFO concluded that as of September 30, 2024, the company's disclosure controls and procedures were effective[377](index=377&type=chunk) - No material changes to internal control over financial reporting occurred during the third quarter of 2024[378](index=378&type=chunk) [PART II. OTHER INFORMATION](index=89&type=section&id=PART%20II.%20OTHER%20INFORMATION) This section covers legal proceedings, risk factors, equity sales, other disclosures, exhibits, and signatures [Legal Proceedings](index=89&type=section&id=Item%201.%20Legal%20Proceedings) Huntington is routinely involved in legal and regulatory matters, with an estimated aggregate range of reasonably possible loss between $0 and $15 million - The company is involved in routine legal and regulatory actions in the ordinary course of business[367](index=367&type=chunk) - Management estimates an aggregate range of reasonably possible loss between **$0 and $15 million** as of September 30, 2024, in excess of any accrued liability for those matters where an estimate is possible[370](index=370&type=chunk) [Risk Factors](index=89&type=section&id=Item%201A.%20Risk%20Factors) This section directs readers to the risk factors discussed in Part I, 'Item 1A. Risk Factors' of the company's 2023 Annual Report on Form 10-K - For a detailed discussion of risk factors, readers are referred to the company's 2023 Annual Report on Form 10-K[381](index=381&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=89&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q3 2024, Huntington did not repurchase any common shares and does not expect to utilize its share repurchase program through 2024 Issuer Purchases of Equity Securities (Q3 2024) | Period | Total Number of Shares Purchased | Average Price Paid Per Share | Approx. Dollar Value Remaining Under Program | | :--- | :--- | :--- | :--- | | July 2024 | 0 | $— | $1,000,000,000 | | August 2024 | 0 | $— | $1,000,000,000 | | September 2024 | 0 | $— | $1,000,000,000 | - The company does not expect to utilize its share repurchase program through 2024, prioritizing capital for loan growth and potential regulatory changes[155](index=155&type=chunk) [Other Information](index=90&type=section&id=Item%205.%20Other%20Information) On August 23, 2024, Brendan Lawlor, Chief Credit Officer, adopted a Rule 10b5-1(c) trading plan for the sale of vested equity awards - Brendan Lawlor, Chief Credit Officer, adopted a Rule 10b5-1 trading plan on August 23, 2024, for the sale of vested equity awards[383](index=383&type=chunk)[384](index=384&type=chunk) [Exhibits](index=91&type=section&id=Item%206.%20Exhibits) This section provides an index of all exhibits filed with or furnished as part of this quarterly report, including certifications by the CEO and CFO and interactive data files [Signatures](index=92&type=section&id=Signatures) The report is duly signed and authorized by Stephen D. Steinour, Chairman, President, and Chief Executive Officer, and Zachary Wasserman, Chief Financial Officer, on October 29, 2024