HUNTINGTON BANCSHARES INC /MD/ (HBAN): M&A transaction — Huntington completes Cadence Bank acquisition; issues ~462M shares, adds 3 directors

HUNTINGTON BANCSHARES INC /MD/

Effective Feb 1, 2026, each Cadence share converted to 2.475 Huntington common shares.
Total consideration ~462M Huntington common shares; combined assets ~$279B, deposits $221B, loans $187B.
390 Cadence branches retained; no branch closures; network expands to 21 states with ~1,400 locations.
Board expanded to 15; appointed former Cadence directors James Rollins, Virginia Hepner, Alice Rodriguez.
Rollins receives $10M lump sum, $6M yr1/$5M yr2/$4M yr3 annual fees; Series L preferred 6.9M depositary shares issued.

item 2.01 item 3.03 item 5.02 item 5.03 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

HUNTINGTON BANCSHARES INC /MD/: Filed Articles Supplementary to establish Huntington Series L Preferred Stock (effective 2026-02-01).

Change: charter amendment
Effective: 2026-02-01

Exact text from the filing

In connection with the Merger, the Company filed the Articles Supplementary with the Maryland Department, supplementing the Charter by establishing the Huntington Series L Preferred Stock consisting of 6,900 authorized shares.

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.96

HUNTINGTON BANCSHARES INC /MD/ completed an acquisition involving Cadence Bank for 462 million shares of Huntington Common Stock and shares of Huntington Series L Preferred Stock (closed 2026-02-01).

Action: acquisition
Counterparty: Cadence Bank
Consideration: 462 million shares of Huntington Common Stock and shares of Huntington Series L Preferred Stock
Closing: 2026-02-01

Exact text from the filing

of the Merger Agreement, a copy of which is filed as Exhibit 2.1 and incorporated herein by reference. The total aggregate consideration payable in the Merger was approximately 462 million shares of Huntington Common Stock. The issuance of shares of Huntington Common Stock and Huntington Series L Preferred Stock in connection with the Merger was registered under

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11 governance changes filed in the last 30 days. Browse all governance changes →

HUNTINGTON BANCSHARES INC /MD/ filing history →

Source: SEC EDGAR

accession 0001140361-26-003083

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