8-K - HUNTINGTON BANCSHARES INC /MD/ - 2.02 / 9.01

Form 8-K - Current report: SEC Accession No. 0000049196-26-000032

Filing Date: 2026-04-23

Accepted: 2026-04-23 06:31:14

Documents: 16

Period of Report: 2026-04-23

Items: Item 2.02: Results of Operations and Financial Condition Item 9.01: Financial Statements and Exhibits

HUNTINGTON BANCSHARES INC /MD/ (Filer) CIK : 0000049196 (see all company filings) EIN. : 310724920 | State of Incorp.: MD | Fiscal Year End: 1231 Type: 8-K | Act: 34 | File No.: 001-34073 | Film No.: 26885436 SIC : 6021 National Commercial Banks (CF Office: 02 Finance)

1 | 8-K | hban-20260423.htm iXBRL | 8-K

2 | EX-99.1 | hban20260331_8kex991.htm | EX-99.1

3 | EX-99.2 | hban20260331_8kex992.htm | EX-99.2

8 | hban-20260423_g1.jpg | GRAPHIC | 395617

EX-99.1 2 hban20260331_8kex991.htm EX-99.1 Document Exhibit 99.1 April 23, 2026 Analysts: Eric Wasserstrom (huntington.investor.relations@huntington.com), 614.480.5676 Media: Tracy Pesho (media@huntington.com), 216.276.3301 Huntington Bancshares Incorporated Reports 2026 First-Quarter Earnings Huntington Delivers Strong Start to 2026, Driven by Strong Organic Growth, and Excellent Credit Performance 2026 First-Quarter Highlights: • Earnings per common share (EPS) for the quarter was $0.25, lower by $0.05 from the prior quarter, and $0.09 lower than the year-ago quarter. Excluding the after-tax impact of Notable Items as detailed in Table 2, adjusted EPS, a non-GAAP measure, was $0.37, unchanged from the prior quarter and higher by $0.03 from the year-ago quarter. • Successfully completed the systems conversion of Veritex Holdings, Inc. ("Veritex") in Mid-January. • Closed the partnership with Cadence Bank ("Cadence") on February 1, 2026; integration expected to be completed in the second quarter of 2026. • Net interest income increased $299 million, or 19%, from the prior quarter, and $465 million, or 33%, from the year-ago quarter. • Noninterest income increased $100 million, or 17%, from the prior quarter, to $682 million . From the year-ago quarter, noninterest income increased $188 million , or 38% . • Average total loans and leases increased $27.6 billion, or 19%, from the prior quarter to $174.2 billion and increased $43.4 billion, or 33%, from the year-ago quarter, inclusive of the impact of the Cadence and Veritex acquisitions. ◦ Average commercial loans grew $20.9 billion, or 24%, from the prior quarter and $34.0 billion, or 46%, from the year-ago quarter. ◦ Average consumer loans grew $6.7 billion, or 11%, from the prior quarter and $9.3 billion, or 16%, from the year-ago quarter. • Average total deposits increased $31.5 billion, or 18%, from the prior quarter and $43.0 billion, or 27%, from the year-ago quarter, inclusive of the impact of the Cadence and Veritex acquisitions. • Net charge-offs of 0.26% of average total loans and leases for the quarter, 2 basis points higher than the prior quarter and unchanged from the year ago quarter. • Nonperforming asset ratio of 0.72% at quarter end, 9 basis points higher than the prior quarter. • Allowance for credit losses (ACL) of $3.4 billion, or 1.78% of total loans and leases, at quarter end, an increase of $625 million from the prior quarter, with the increase primarily driven by the Cadence acquisition. • Common Equity Tier 1 (CET1) risk-based capital ratio was 10.2%, at March 31, 2026, compared to 10.4% at the prior quarter end. Adjusted Common Equity Tier 1, including the impact of AOCI, excluding cash flow hedges, was 9.2%, unchanged from the prior quarter end. 1 • Tangible common equity (TCE) ratio of 7.0%, down slightly from the prior quarter end and up from 6.3% a year ago. • Tangible book value per share of $9.55, down $0.34, or 3%, from the prior quarter and up $0.75, or 9%, from a year ago. • Repurchased $150 million of common shares in the first quarter and an additional $100 million quarter‑to‑date in the second quarter, representing approximately 13 million shares repurchased year‑to‑date. • On April 22, 2026, the Board of Directors approved a $3 billion share repurchase authorization, replacing the prior authorization. COLUMBUS, Ohio – Huntington Bancshares Incorporated (Nasdaq: HBAN) reported net income for the 2026 first quarter of $523 million, or $0.25 per common share, an increase of $4 million, or 1%, from the prior quarter, and a decrease of $4 million, or 1%, from the year-ago quarter, inclusive of $271 million of pre-tax Notable Items in the 2026 first quarter, primarily due to acquisition-related expenses. Return on average assets was 0.81%, return on average common equity was 7.2%, and return on average tangible common equity (ROTCE) was 11.6% for the quarter. CEO Commentary: “Coming off a transformational year in 2025, Huntington delivered a strong start to 2026 through disciplined execution and continued organic growth,” said Steve Steinour, chairman, president, and CEO. “Our core is performing very well, our credit remains strong, and we are driving toward our committed expense and revenue synergies from our Veritex and Cadence partnerships.” “With Veritex now fully integrated, we are on schedule for a Cadence conversion in June. The strong engagement we have had from the Cadence teams will help deliver a successful conversion experience for customers. Both partnerships are already delivering growth opportunities across Texas and the South, and we expect further growth for years to come.” “As we continue to navigate a period of relative economic uncertainty, our strong balance sheet and industry leading liquidity and reserves position us to be a source of strength for our customers and outperformance for our shareholders.” “Our differentiated super regional model, which combines national capabilities with local delivery, helps us deliver durable earnings generation, tangible book value expansion, and attractive financial returns over the long-term.” 2 Table 1 – Earnings Performance Summary 2026 2025 (in millions, except per share data) First Fourth Third Second First Quarter Quarter Quarter Quarter Quarter Net income attributable to Huntington $ 523 $ 519 $ 629 $ 536 $ 527 Diluted earnings per common share 0.25 0.30 0.41 0.34 0.34 Return on average assets 0.81 % 0.93 % 1.19 % 1.04 % 1.04 % Return on average common equity 7.2 8.9 12.4 11.0 11.3 Return on average tangible common equity 11.6 12.7 17.8 16.1 16.7 Net interest margin 3.24 3.15 3.13 3.11 3.10 Efficiency ratio 67.2 64.2 57.4 59.0 58.9 Tangible book value per common share $ 9.55 $ 9.89 $ 9.54 $ 9.13 $ 8.80 Cash dividends declared per common share 0.155 0.155 0.155 0.155 0.155 Average earning assets $ 238,973 $ 202,511 $ 192,732 $ 191,092 $ 188,299 Average loans and leases 174,216 146,607 135,944 133,171 130,862 Average total deposits 204,616 173,156 164,812 163,429 161,600 Tangible common equity / tangible assets ratio 7.0 % 7.1 % 6.8 % 6.6 % 6.3 % Common equity Tier 1 risk-based capital ratio (1) 10.2 10.4 10.6 10.5 10.6 NCOs as a % of average loans and leases 0.26 % 0.24 % 0.22 % 0.20 % 0.26 % NAL ratio 0.71 0.62 0.59 0.62 0.56 ACL as a % of total loans and leases 1.78 1.83 1.86 1.86 1.87 (1) March 31, 2026 figure is estimated. 3 Table 2 lists certain items that we believe are important to understanding corporate performance and trends (see Basis of Presentation). Table 2 – Notable Items Influencing Earnings Pretax Impact (1) After-tax Impact (1) ($ in millions, except per share) Amount Net Income EPS (2) Three Months Ended March 31, 2026 Net income and EPS (GAAP) $ 523 $ 0.25 • Acquisition-related expenses $ (263) (210) (0.11) • CECL double count (3) (8) (6) (0.01) Adjusted net income and EPS (non-GAAP) $ 739 $ 0.37 Three Months Ended December 31, 2025 Net income and EPS (GAAP) $ 519 $ 0.30 • Acquisition-related expenses $ (154) (118) (0.08) • FDIC Deposit Insurance Fund (DIF) special assessment (4) 24 19 0.01 Adjusted net income and EPS (non-GAAP) $ 618 $ 0.37 Three Months Ended March 31, 2025 Net income and EPS (GAAP) $ 527 $ 0.34 • FDIC DIF special assessment (4) $ (3) (2) — Adjusted net income and EPS (non-GAAP) $ 529 $ 0.34 (1) Favorable (unfavorable) impact. (2) EPS reflected on a fully diluted basis. (3) Represents CECL day 1 provision for credit losses associated with certain acquired Cadence loans that are scoped out of ASU 2025-08, which Huntington adopted on October 1, 2025. (4) Represents the updated estimates on the uninsured deposit losses and recoverable assets related to the FDIC DIF special assessment. These amounts are recorded in deposit and other insurance expense. 4 Net Interest Income, Net Interest Margin, and Average Balance Sheet Table 3 – Net Interest Income and Total Revenue 2026 2025 ($ in millions) First Fourth Third Second First Change (%) Quarter Quarter Quarter Quarter Quarter LQ YOY Net interest income $ 1,891 $ 1,592 $ 1,506 $ 1,467 $ 1,426 19 % 33 % FTE adjustment 19 17 17 16 15 12 27 Net interest income - FTE (1) 1,910 1,609 1,523 1,483 1,441 19 33 Noninterest income 682 582 628 471 494 17 38 Total revenue - FTE (1) $ 2,592 $ 2,191 $ 2,151 $ 1,954 $ 1,935 18 % 34 % (1) Represents a non-GAAP measure. Table 4 – Net Interest Margin Summary 2026 2025 First Fourth Third Second First Change (bp) Yield / Cost (1) Quarter Quarter Quarter Quarter Quarter LQ YOY Total earning assets 5.27 % 5.25 % 5.39 % 5.40 % 5.39 % 2 (12) Total loans and leases 5.82 5.84 5.96 5.91 5.87 (2) (5) Total securities 3.48 3.46 3.72 3.95 4.01 2 (53) Total interest-bearing liabilities 2.53 2.65 2.81 2.85 2.86 (12) (33) Total interest-bearing deposits 2.21 2.28 2.43 2.46 2.48 (7) (27) Net interest rate spread 2.74 2.60 2.58 2.55 2.53 14 21 Impact of noninterest-bearing funds on margin 0.50 0.55 0.55 0.56 0.57 (5) (7) Net interest margin 3.24 % 3.15 % 3.13 % 3.11 % 3.10 % 9 14 (1) Calculated on a fully-taxable equivalent (FTE) basis, which represents a non-GAAP measure, assuming a 21% tax rate. See Page 8 of Quarterly Financial Supplement for additional detail. Fully-taxable equivalent (FTE) net interest income for the 2026 first quarter increased $469 million, or 33%, from the 2025 first quarter. The results primarily reflect a $50.7 billion, or 27%, increase in average earning assets and a 14 basis point increase in the net interest margin (NIM) to 3.24%, partially offset by a $40.1 billion, or 27%, increase in average interest-bearing liabilities. The increases in average earning assets and interest-bearing liabilities were attributable to a combination of the Cadence and Veritex acquisitions and organic growth. The 14 basis point increase in NIM largely reflected a decrease in funding costs, partially offset by lower yields on interest earning assets. Compared to the 2025 fourth quarter, FTE net interest income increased $301 million, or 19%, driven by an increase in average earning assets of $36.5 billion, or 18%, and an increase in NIM of 9 basis points to 3.24%, partially offset by an increase in average interest-bearing liabilities of $30.5 billion, or 19%. The increases in average earning assets and interest-bearing liabilities were largely attributable to the Cadence and Veritex acquisitions. The 9 basis point increase to NIM reflected a decrease in funding costs and net hedging activity, partially offset by lower yields on interest earning assets. 5 Table 5 – Average Earning Assets 2026 2025 ($ in billions) First Fourth Third Second First Change (%) Quarter Quarter Quarter Quarter Quarter LQ YOY Commercial and industrial $ 81.5 $ 67.4 $ 61.4 $ 59.4 $ 57.6 21 % 42 % Commercial real estate 21.1 14.3 10.7 10.8 11.0 48 92 Lease financing 5.8 5.5 5.5 5.5 5.5 5 5 Total commercial 108.4 87.1 77.6 75.6 74.1 24 46 Residential mortgage 30.4 25.1 24.5 24.4 24.3 21 25 Automobile 16.1 16.1 15.7 15.1 14.7 — 9 Home equity 11.3 10.4 10.3 10.2 10.1 9 12 RV and marine 5.6 5.7 5.9 5.9 6.0 (2) (5) Other consumer 2.4 2.1 2.0 1.9 1.8 12 35 Total consumer 65.8 59.5 58.3 57.5 56.8 11 16 Total loans and leases 174.2 146.6 135.9 133.2 130.9 19 33 Total securities 47.9 42.7 44.1 44.9 45.2 12 6 Interest-earning deposits with banks 15.6 12.2 11.8 12.3 11.6 28 34 Other earning assets 1.2 0.9 0.9 0.7 0.6 28 104 Total earning assets $ 239.0 $ 202.5 $ 192.7 $ 191.1 $ 188.3 18 % 27 % See Page 6 of Quarterly Financial Supplement for additional detail. Average earning assets for the 2026 first quarter include the impact of the Cadence acquisition, which was completed on February 1, 2026, while average earning assets for the 2025 fourth quarter include the impact of the Veritex acquisition which was completed on October 20, 2025. The Cadence acquisition added $36.9 billion of loans as of the acquisition date, including $17.4 billion of commercial and industrial loans, $9.4 billion of commercial real estate loans, $131 million of lease financing loans,