Huntington discloses shareholder lawsuits challenging Cadence merger; provides supplemental proxy disclosures

HUNTINGTON BANCSHARES INC /MD/

Two lawsuits filed (Dec 10-11, 2025) and demand letters received claiming proxy statement deficiencies regarding the Cadence merger.
Huntington and Cadence deny allegations but are supplementing the proxy to avoid delay; no admission of liability.
Supplemental disclosures include post-merger service terms for Cadence CEO Rollins and KBW valuation multiples.
KBW fee estimated at ~$42M (0.55% of consideration); $4M payable upon opinion, balance contingent on closing.
Special stockholder meetings set for January 6, 2026 to vote on the merger.

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