8-K filed February 2, 2026, 6:59 PM ET ticker HBAN CIK 0000049196

M&A confidence high sentiment positive materiality 0.85

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

Machine-readable event card

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accession: 0001140361-26-003083
form_type: 8-K
ticker: HBAN
cik: 0000049196
company_name: HUNTINGTON BANCSHARES INC /MD/
filed_at: 2026-02-02T23:59:59+00:00
discovered_at: 2026-05-14T18:02:37.426994+00:00
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Source-grounded claims

ffb87a720ee2c818632e412dc36b026a05bce861

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

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.

SEC 8-K Item 5.03/5.05/5.06 confidence 0.9 SEC evidence

5c429779c467213e2f234720c86faa80cccbd6d8

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).

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

SEC 8-K Item 2.01/5.01 confidence 0.96 SEC evidence

Comparable filings

EWCZ

European Wax Center completes take-private by General Atlantic at $5.80/share; stock delisted

European Wax Center, Inc. May 8, 2026, 7:59 PM ET m_and_a Items 1.01, 1.02, 2.01, 2.03, 3.01, 3.03, 5.02, 5.03, 5.01, 8.01, 9.01

same fact type: ma_transaction same SEC item: 2.01, 3.03, 5.02, 5.03, 8.01, 9.01 same event type: m_and_a similar materiality

This 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

Comparable filing

excluded shares pursuant to the terms of the Merger Agreement, was cancelled and extinguished and automatically converted into the right to receive an amount in cash equal to $5.80 per share of Class A Common Stock, without interest thereon (the “ Class A Per Share Price ”), (ii) each share of the Company’s Class B common stock, par value $0.00001 per share

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APAD

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Enhanced Group Inc. May 8, 2026, 7:59 PM ET m_and_a Items 1.01, 2.01, 5.06, 3.02, 9.01, 4.01, 3.01, 3.03, 5.01, 5.02, 5.03, 5.05, 7.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.03, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This 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.

Comparable filing

As a result of the Business Combination, the Company ceased being a shell company

Filing page SEC filing

PKST

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Peakstone Realty Trust May 6, 2026, 7:59 PM ET m_and_a Items 2.01, 3.01, 3.02, 5.03, 3.03, 5.01, 5.02, 8.01, 9.01

same fact type: governance_change same SEC item: 2.01, 3.03, 5.02, 5.03, 8.01, 9.01 same event type: m_and_a similar materiality

This 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.

Comparable filing

In addition, at the Company Merger Effective Time, the bylaws of the Company that were in effect immediately prior to the Company Merger Effective Time were amended and restated in their entirety in the form attached hereto as Exhibit 3.2 and became the bylaws of the Surviving Company.

Filing page SEC filing

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EKSO BIONICS HOLDINGS, INC. May 5, 2026, 7:59 PM ET m_and_a Items 1.01, 2.01, 2.02, 3.02, 3.03, 4.01, 5.01, 5.02, 5.03, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.03, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This 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.

Comparable filing

on May 1, 2026, the Company filed the Second Amended and Restated Articles of Incorporation (the “A&R Articles”) with the Secretary of State of the State of Nevada with a delayed effective date and time of 3:00 a.m. (Eastern Time) on May 5, 2026.

Filing page SEC filing

GYRE

Gyre Therapeutics completes $300M all-stock acquisition of Cullgen; appoints Ying Luo as CEO

GYRE THERAPEUTICS, INC. May 4, 2026, 7:59 PM ET m_and_a Items 2.01, 5.03, 1.01, 3.02, 3.03, 5.02, 7.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 3.03, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This 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.

Comparable filing

The Company has filed with the Secretary of State of the State of Delaware a Certificate of Designation of Preferences, Rights and Limitations of the Company Preferred Stock (the “Certificate of Designation”) in connection with the Merger referenced in Item 1.01 above.

Filing page SEC filing

OCFC

OceanFirst closes acquisition of Flushing Financial; issues shares to Warburg Pincus

OCEANFIRST FINANCIAL CORP June 1, 2026, 5:19 PM ET m_and_a Items 1.01, 3.02, 2.01, 2.03, 3.03, 5.02, 5.03, 7.01, 9.01

same fact type: ma_transaction same SEC item: 2.01, 3.03, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This 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

Comparable filing

of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).

Filing page SEC filing

Enviri II Corp

New Enviri completes spin-off; starts trading June 2 under NVRI; ~$1.2B revenue, ~$140M EBITDA

Enviri II Corp June 1, 2026, 5:18 PM ET m_and_a Items 1.01, 2.03, 3.03, 5.03, 5.01, 5.02, 5.05, 7.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 3.03, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This 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.

Comparable filing

In connection with the Spin-Off, the Board adopted the Code of Conduct, a copy of which is available on New Enviri’s website at www.enviri.com.

Filing page SEC filing

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DEVON ENERGY CORP/DE May 7, 2026, 7:59 PM ET m_and_a Items 2.01, 5.02, 5.03, 7.01, 9.01

same fact type: governance_change, ma_transaction same SEC item: 2.01, 5.02, 5.03, 9.01 same event type: m_and_a similar materiality

This 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.

Comparable filing

On May 7, 2026, the Company filed an amendment to the Company’s restated certificate of incorporation (the “ Authorized Share Charter Amendment ”), effective as of such date, increasing the number of authorized shares of Company Common Stock from 1,000,000,000 to 2,000,000,000.

Filing page SEC filing

Source: SEC EDGAR

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