Huntington Bancshares Files 8-K on Financials

TL;DR

HUNT files 8-K, expect financial updates soon.

AI Summary

On October 20, 2025, Huntington Bancshares Incorporated filed an 8-K report. The filing primarily concerns the company's financial condition and results of operations, along with other events and financial statements. Specific details regarding the financial performance or significant events are not elaborated in the provided text.

Why It Matters

This filing provides an update on Huntington Bancshares' financial condition and operational results, which is crucial for investors to assess the company's performance and stability.

Risk Assessment

Risk Level: low — The filing is a standard 8-K report, indicating routine disclosure rather than an immediate, high-impact event.

Key Players & Entities

• Huntington Bancshares Incorporated (company) — Filer of the 8-K report
• October 20, 2025 (date) — Date of the earliest event reported
• 41 S HIGH ST HC0917 (location) — Street address of Huntington Bancshares
• COLUMBUS (location) — City of Huntington Bancshares' address
• OH (location) — State of Huntington Bancshares' address
• 43287 (location) — ZIP code of Huntington Bancshares' address

FAQ

Key Financial Figures

• $0.01 — HBANL NASDAQ Common Stock-Par Value $0.01 per Share HBAN NASDAQ Indicate by

Filing Documents

• ef20057398_8k.htm (8-K) — 39KB
• ef20057398_ex99-1.htm (EX-99.1) — 9KB
• image00002.jpg (GRAPHIC) — 4KB
• image00004.jpg (GRAPHIC) — 27KB
• image00012.jpg (GRAPHIC) — 5KB
• 0001140361-25-038574.txt ( ) — 290KB
• hban-20251020.xsd (EX-101.SCH) — 5KB
• hban-20251020_def.xml (EX-101.DEF) — 19KB
• hban-20251020_lab.xml (EX-101.LAB) — 30KB
• hban-20251020_pre.xml (EX-101.PRE) — 21KB
• ef20057398_8k_htm.xml (XML) — 10KB

02

Item 2.02 Results of Operations and Financial Condition. On October 20, 2025, Huntington Bancshares Incorporated ("Huntington") issued a press release announcing the completion of the Merger and the Bank Merger (in each case, as defined below) (the "Press Release"), which Press Release includes certain combined company financial information for the quarterly period ended September 30, 2025. The Press Release is attached hereto as Exhibit 99.1 and is incorporated by reference in this Item 2.02.

01

Item 8.01. Other Events. Effective October 20, 2025 (the "Closing Date"), Huntington completed its previously announced acquisition of Veritex Holdings, Inc., a Texas corporation ("Veritex"), pursuant to the Agreement and Plan of Merger, dated as of July 13, 2025 (the "Merger Agreement"), by and between Huntington and Veritex. Pursuant to the Merger Agreement, (i) Veritex merged with and into Huntington, with Huntington continuing as the surviving corporation (the "Merger"), and (ii) following the Merger, Veritex Community Bank, a Texas state-chartered bank and a wholly owned subsidiary of Veritex, merged with and into The Huntington National Bank, a national bank and a wholly owned subsidiary of Huntington, with The Huntington National Bank continuing as the surviving bank (the "Bank Merger"). Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of common stock, par value $0.01 per share, of Veritex ("Veritex Common Stock") outstanding immediately prior to the Effective Time, other than certain shares held by Huntington or Veritex, was converted into the right to receive 1.95 shares of common stock (the "Exchange Ratio" and such shares, the "Merger Consideration"), par value $0.01 per share, of Huntington ("Huntington Common Stock"). Holders of Veritex Common Stock who would otherwise have been entitled to receive a fraction of a share of Huntington Common Stock (after taking into account all shares held by such holder) will instead receive cash (without interest) in lieu of such fractional share in accordance with the terms of the Merger Agreement. Additionally, pursuant to the Merger Agreement: (i) each Veritex stock option with an exercise price that was less than the per share value of the Merger Consideration was cancelled in exchange for an amount in cash based on the Merger Consideration less the exercise price of such Veritex stock option; (ii) each Veritex stock option with an exercise price that was

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press Release, dated October 20, 2025 104 Cover Page Interactive Data File (formatted as inline XBRL document) 2

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. HUNTINGTON BANCSHARES INCORPORATED By: /s/ Marcy C. Hingst Marcy C. Hingst General Counsel Dated: October 20, 2025 3

View Full Filing

View this 8-K filing on SEC EDGAR