Veritex to merge with Huntington; shareholders receive 1.95 HBAN shares per VBTX share

Veritex Holdings, Inc.

Veritex shareholders get 1.95 Huntington shares per share; fractional shares paid in cash.
Boards unanimously approved; expected close in late 2025 subject to approvals.
Termination fee of $56M payable by Veritex under certain conditions.
Huntington to contribute $10M to Huntington Foundation for Texas markets.
Conditions: Veritex shareholder vote, Fed/OCC approvals, S-4 effectiveness.

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