10-K 0000049196-26-000015 (2026-02-13) vs 10-K 0000049196-25-000020 (2025-02-14)
| Section | Compared text | Words now | Changed |
| Risk Factors | Item 1A | 12,501 |
16.0% |
| MD&A | Item 7 | 23,066 |
15.3% |
| Legal Proceedings | Item 3, via Note 22 – COMMITMENTS AND CONTINGENT LIABILITIES | 863 |
2.0% |
| Accounting Policies | Item 8, Note 1 – SIGNIFICANT ACCOUNTING POLICIES | 5,558 |
1.8% |
The redline: what was cut and what was added
In each section, the paragraph that changed most, marked against last year's 10-K:
cut words struck through, new words highlighted and underlined.
MD&A 238 words changed in this paragraph; it is 35% similar to last year's version.
Noninterest income was $2.0 $2.2 billion, an increase of $119 $135 million, or 6%, 7%, from the prior year. Capital markets Customer deposit and advisory loan fees increased $79 $56 million, or 32%, 17%, primarily due to reflecting higher advisory and underwriting loan commitment fees. Wealth and asset management revenue increased $36 $45 million, or 11%, 12%, reflecting an increase in assets under management. higher trust and investment management account income. Payments and cash management revenue increased $35 $44 million, or 7%, reflecting higher merchant acquiring, commercial treasury management, and card transaction revenue. Capital markets and advisory fees increased $19 million, or 6%, reflecting primarily due to higher card syndication fees and merchant acquiring transaction revenue. Customer deposit and commercial loan fees increased $22 million, or 7%, primarily reflecting higher deposit production related activities, partially offset by lower advisory fees. Mortgage banking income increased $21 $11 million, or 19%, 8%, largely reflecting an increase in saleable spreads. Other noninterest income increased $6 million, or 5%, primarily due to a $24 million gain in 2025 on the sale of a portion of our trust and custody business, partially offset by a decrease in revenue from tax credit syndications. Partially offsetting these increases, net gains (losses) on sales of securities included a net loss of $58 million in 2025, compared to $21 million in 2024, as a result of corporate debt securities repositioning completed in each respective period, and leasing revenue decreased $33 $13 million, or 29%, 16%, driven by lower income on terminated leases and operating lease income. Other noninterest income decreased $30 million, or 19%, primarily due to items recognized in 2023, including a $57 million gain on the sale of our RPS business and $24 million of unfavorable mark-to-market on the pay-fixed swaptions program.
Source: Item 7, 10-K 0000049196-26-000015 vs Item 7, 10-K 0000049196-25-000020
Risk Factors 224 words changed in this paragraph; it is 35% similar to last year's version.
Our financial, accounting, data processing, backup, or other operational or security systems and infrastructure may also fail to operate properly or become disabled or damaged as a result of a number of factors, including events that are wholly or partially beyond our control, which could adversely affect our ability to process transactions, provide services, or otherwise conduct business. Such events may include: sudden increases in customer transaction volume; electrical, telecommunications, or other major service outages; client access to our digital platforms and mobile applications; disease pandemics; cyber-attacks or other information or security breaches; software or hardware failures; and events arising from local or larger scale political or social matters, including wars and terrorist attacks. Additional events beyond our control that could impact our business directly or indirectly include natural disasters such as wildfires, earthquakes, and weather events, including tornadoes, hurricanes, and floods. Neither the occurrence nor the potential impact of these events can be predicted, and the frequency and severity of weather events may be impacted by climate changes. In addition, we may need to take our systems or infrastructure off-line if they become subject to a cyber-attack or other information or security breach, such as becoming infected with malware or a computer virus. For more information on cybersecurity risks, see “Risk Factors—Compliance Risks—We •We face risks from cyber-attacks and other information or security breaches, including denial of service attacks, hacking, social engineering attacks targeting our employees, colleagues, contractors, colleagues and customers, malware intrusion or data corruption attempts, and identity theft, theft that could result in the disclosure of confidential, proprietary, personal and other information, any of which could adversely affect our business or reputation reputation, and create significant legal and financial exposure.” exposure.
Source: Item 1A, 10-K 0000049196-26-000015 vs Item 1A, 10-K 0000049196-25-000020
Accounting Policies 24 words changed in this paragraph; it is 90% similar to last year's version.
Fair Value Measurements — The Company records or discloses certain of its assets and liabilities at fair value. Additionally, the Company will utilize fair value for recording certain assets acquired in a business combination as well as assessing certain assets for impairment. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Fair value measurements are classified within one of three levels in a valuation hierarchy based upon the observability of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows:
Source: Item 8, Note 1 – SIGNIFICANT ACCOUNTING POLICIES, 10-K 0000049196-26-000015 vs Item 8, Note 1 – SIGNIFICANT ACCOUNTING POLICIES, 10-K 0000049196-25-000020
Legal Proceedings 23 words changed in this paragraph; it is 89% similar to last year's version.
Standby letters of credit letters-of-credit and guarantees on industrial revenue bonds are conditional commitments issued to guarantee the performance of a customer to a third-party. third party. These guarantees conditional commitments are primarily issued to support public and private borrowing arrangements, including commercial paper, bond financing, and similar transactions. Most of these arrangements transactions and mature within 2 two years. Since the conditions under which Huntington is required to fund these conditional commitments may not materialize, the cash requirements are expected to be less than the total outstanding commitments. The carrying amount of deferred revenue associated with these guarantees conditional commitments was $27 $31 million and $9 $27 million at December 31, 2024 2025 and December 31, 2023, 2024, respectively.
Source: Item 3, via Note 22 – COMMITMENTS AND CONTINGENT LIABILITIES, 10-K 0000049196-26-000015 vs Item 3, via Note 21 – COMMITMENTS AND CONTINGENT LIABILITIES, 10-K 0000049196-25-000020
Every change, by type
Sentences and paragraphs of HBAN's Risk Factors and MD&A, 10-K 2026-02-13 against 10-K 2025-02-14.
Each links to the text at sec.gov.
Quiet changes are sentences kept from last year with one to four words changed, at least one of them a hedge, a modal or a qualifier
(may, could, will, not, significant, material…). A year or date rolling forward is not counted.
The full word list
adverse, adversely, all, although, anticipate, anticipates, any, approximately, believe, believes, can, cannot, certain, could, expect, expects, generally, however, if, intend, intends, largely, likely, many, material, materially, may, might, most, must, never, no, not, possible, primarily, probable, should, significant, significantly, some, substantial, substantially, unlikely, will, would
AddedRisk Factors
The following is a summary of material risks that could adversely affect Huntington’s business, financial condition, results of operation, or business.
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AddedRisk Factors
•We grow our business in part by acquiring, from time to time, other financial services businesses and businesses with technologies or other assets valuable to us. Acquisitions present several risks and uncertainties related both to the acquisition transactions themselves and to the integration of the acquired businesses into Huntington after closing.
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AddedRisk Factors
•We are expected to incur substantial costs related to the Cadence Merger and integration.
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AddedRisk Factors
•Combining Huntington and Cadence may be more difficult, costly or time consuming than expected and Huntington and Cadence may fail to realize the anticipated benefits of the Cadence Merger.
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AddedRisk Factors
•The future results of the combined company following the Cadence Merger may suffer if the combined company does not effectively manage its expanded operations.
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AddedRisk Factors
•The combined company may be unable to retain Huntington or Cadence personnel successfully.
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AddedRisk Factors
At December 31, 2025, 60% of our loan portfolio was comprised of loans in our commercial loan portfolio, which includes commercial and industrial loans, commercial real estate loans, and lease financing. While commercial loans are generally more interest rate sensitive and carry higher yields than residential mortgage loans, these types of loans generally expose a lender to greater risk of non-payment and loss than single-family residential mortgage loans because repayment of the loans often depend on the income stream of the borrowers or successful operation of the property. Such loans typically involve larger loan balances to single borrowers or groups of related borrowers compared to single-family residential mortgage loans. At December 31, 2025, we had $1.7 billion of reserves specifically allocated to loans in our commercial loan portfolio. We also monitor loan concentrations on an individual relationship and industry wide basis to evaluate the amount of risk we have in our loan portfolio.
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AddedRisk Factors
We grow our business in part by acquiring, from time to time, other financial services businesses and businesses with technologies or other assets valuable to us. Acquisitions present several risks and uncertainties related both to the acquisition transactions themselves and to the integration of the acquired businesses into Huntington after closing.
Read it in 10-K 2026-02-13 at sec.gov ↗
AddedRisk Factors
Acquisitions of other companies or of financial assets, deposits, and other liabilities present risks and uncertainties to us, in addition to those presented by the nature of the business acquired, which may materially and adversely affect our results of operations. Many of the same risks arise when we engage in strategic partnerships. Our ability to analyze the risks presented by prospective acquisitions, as well as our ability to prepare in advance of closing and integration, may be limited to the extent that we cannot gather necessary or desirable information with respect to the business we are acquiring. We may also make certain assumptions related to an acquisition that may prove to be inaccurate and that may limit the anticipated benefits (such as cost savings from synergies or strategic gains from being able to offer enhanced product sets) or make the acquisition more expensive or take longer to complete and integrate than anticipated. Prior to closing, prospective acquirees are also subject to their own risks that we cannot manage or control. Our ability to complete an acquisition may be dependent on regulatory agencies with responsibilities for reviewing or approving the transaction, which could delay, restrictively condition, or result in denial of an acquisition, or otherwise limit the benefits of the acquisition. Changes in regulatory rules or standards or the application of those rules or standards, or future regulatory initiatives designed to promote competition or limit systematic risk and the potential for a financial institution to become too big to fail, may also limit our ability to complete an acquisition.
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AddedRisk Factors
Acquisitions have their own risks that could impact the success of an acquisition and its integration into Huntington, such as:
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AddedRisk Factors
•If a significant aspect of the value of the transaction is intellectual property, the extent to which the intellectual property may be utilized or protected and commercialized by Huntington.
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AddedRisk Factors
•If the acquisition includes loan portfolios, the extent of actual credit losses and the required allowance for credit losses following completion of the acquisition.
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RemovedRisk Factors
We may, from time-to-time, consider using our existing liquidity position to opportunistically retire outstanding securities in privately negotiated or open market transactions.
Read it in 10-K 2025-02-14 at sec.gov ↗
RemovedRisk Factors
Relative to acquisitions, we incur risks and challenges associated with the integration of employees, accounting systems, and technology platforms from acquired businesses and institutions in a timely and efficient manner, and we cannot guarantee that we will be successful in retaining existing customer relationships or achieving anticipated operating efficiencies expected from such acquisitions. Acquisitions may be subject to the receipt of approvals from certain governmental authorities, including the Federal Reserve, the OCC, and the DOJ, as well as the approval of our shareholders and the shareholders of companies that we seek to acquire. These approvals for acquisitions may not be received, may take longer than expected, or may impose conditions that are not presently anticipated or that could have an adverse effect on the combined company following the acquisitions. Subject to requisite regulatory approvals, future business acquisitions may result in the issuance and payment of additional shares of stock, which would dilute current shareholders’ ownership interests. Additionally, acquisitions may involve the payment of a premium over book and market values. Therefore, dilution of our tangible book value and net income per common share could occur in connection with any future transaction.
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RewordedRisk Factors
Further, there can be no assurance that our use of AI will be successful in enhancing our business or operations operations, be successfully adopted and deployed by our colleague base, or otherwise result in our intended outcomes, and our competitors may incorporate AI into their businesses or operations more quickly or more successfully than us.
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RewordedRisk Factors
This updating entails These updates entail significant costs and creates create risks associated with implementing new systems and integrating them with existing ones, including business interruptions.
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RewordedRisk Factors
We use AI in connection with our business and operations. operations, including through the models we employ.
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RewordedRisk Factors
We expect the The Trump administration will seek has sought to implement a regulatory reform agenda that is significantly different than that of the Biden administration.
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RewordedRisk Factors
We expect there will be There have been changes in rulemaking, supervision, examination, and enforcement priorities of the federal banking agencies.
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RewordedRisk Factors
Hacking Risks related to the hacking of confidential, proprietary, personal, and other information and identity theft risks, in particular, could cause serious reputational harm.
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RewordedRisk Factors
The sharing, use, collection, disclosure, and other processing of these types this type of information are is governed by increasingly stringent and evolving legislation and regulations, the intent of which is to protect the privacy of personal information, including personal financial information.
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RewordedRisk Factors
Even when a disruption, compromise, or failure is prevented, mitigated, or remediated in a timely manner, doing so may have required expending require substantial resources and management attention or taking other actions that could adversely affect customer satisfaction or retention, as well as harm our reputation.
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RewordedRisk Factors
Moreover, negative public opinion can result from our actual or alleged conduct in any number of activities, including clients, relating to our customers, products, and business practices; corporate governance; acquisitions; and from actions taken by government regulators and community organizations in response to those activities.
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AddedMD&A
In this MD&A we refer to FTE net interest income and FTE total revenue. These financial measures are not required by, or calculated in accordance with GAAP and may not be calculated the same as similarly titled measures used by other companies. These financial measures should thus be considered as supplemental in nature and not considered in isolation or as a substitute for the related financial information prepared in accordance with GAAP. For a further description of these non-GAAP financial measures, see the “Non-GAAP Financial Measures” within the “Additional Disclosures” section below.
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AddedMD&A
Effective October 20, 2025, Huntington completed the acquisition of Veritex Holdings, Inc. (“Veritex”), a bank holding company headquartered in Dallas, Texas, whereby Veritex merged with and into Huntington, with Huntington as the surviving entity. Upon completion of the merger, Huntington issued 107 million shares of its common stock to Veritex shareholders of record as of the merger date, in addition to 1 million shares issued upon the conversion of certain Veritex equity awards, resulting in total consideration from the transaction of $1.7 billion. Historical periods prior to October 20, 2025 reflect results of legacy Huntington operations. Subsequent to closing, results reflect all combined post-acquisition activity. For further information, refer to Note 3 - “Business Combinations” of the Notes to Consolidated Financial Statements.
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AddedMD&A
Effective February 1, 2026, Huntington completed its previously announced acquisition of Cadence Bank (“Cadence”), a regional bank headquartered in Houston, Texas and Tupelo, Mississippi, whereby Cadence merged with and into Huntington National Bank, with Huntington National Bank as the surviving bank. Under the terms of the agreement, Huntington issued 2.475 shares for each outstanding share of Cadence in a 100% stock transaction. Based on Huntington’s closing price of $17.48 as of January 30, 2026, the consideration is valued at approximately $8.1 billion. Each outstanding share of 5.50% Series A Non-Cumulative Perpetual Preferred Stock of Cadence was converted into the right to receive 1/1000 of a share of a newly created 5.50% Series L Non-Cumulative Perpetual Preferred Stock of Huntington. As of December 31, 2025, Cadence had $54 billion in assets, including $37 billion in loans, and $44 billion in deposits.
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AddedMD&A
(2) Calculated on an FTE basis, which represents a non-GAAP measure, assuming a 21% tax rate.
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AddedMD&A
Economic conditions remained overall healthy during the fourth quarter of 2025, demonstrating resilience despite uncertainty stemming from the longest government shutdown on record and disruptions in the availability of certain economic data. Financial markets reflected this underlying strength, with broad equity indices remaining near record levels and corporate credit spreads continuing to trade near historically tight levels. Trade policy developments, including the use of tariffs, remain an evolving factor for both financial markets and economic activity. While legal and geopolitical developments bear monitoring, market participants have demonstrated an ability to absorb these uncertainties, supported by generally favorable global financial conditions, even amid periods of increased volatility in select international markets.
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AddedMD&A
At its December 2025 meeting, the Federal Reserve lowered the federal funds rate by 25 basis points, marking the third such reduction in 2025. The decision reflects the Federal Reserve’s confidence that inflation, while still above the stated 2% target, remains manageable over the medium term, and that a modest easing in the policy can help sustain economic expansion as labor market conditions normalize. With economic growth continuing at a healthy pace, monetary policy is increasingly viewed as well-positioned to support continued expansion.
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AddedMD&A
Labor market conditions moderated during 2025, with the unemployment rate peaking at 4.5% before improving modestly to 4.4% at the end of the year. Despite some softening in the labor market, overall economic activity remained resilient, with real GDP expanding by 2.0%-2.3% through the first three quarters of 2025. The manufacturing sector showed signs of stabilization following a period of mild contraction and is well-positioned to benefit from renewed investment, supply-chain normalization, and technological advancement. The services sector continued its slow and steady expansion, reinforcing the durability of domestic demand. Consumer spending remained resilient throughout the year, driven by strong spending from higher income households. Looking ahead, government spending initiatives and tax provisions expected to take effect in early 2026 have further improved the economic outlook, leading many economists to reduce their assessed probability for a recession in 2026.
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AddedMD&A
(1)Calculated on an FTE basis, which represents a non-GAAP measure, assuming a 21% tax rate.
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AddedMD&A
(1)Calculated on an FTE basis, which represents a non-GAAP measure, assuming a 21% tax rate.
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AddedMD&A
Noninterest expense was $5.0 billion, an increase of $453 million, or 10%, from the prior year. Noninterest expense for 2025 included $168 million of acquisition-related expenses, as detailed in the following table. There were no acquisition-related expenses in the years ended December 31, 2024 or 2023.
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AddedMD&A
A summary of the Bank’s selected contingent liquidity sources is presented in the following table.
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AddedMD&A
Table 24 - Selected Contingent Liquidity Sources (dollar amounts in millions) At December 31, 2025 At December 31, 2024 Unused secured borrowing capacity: FRB $ 71,296 $ 70,020 FHLB 16,212 15,524 Unpledged investment securities (at market value) 11,743 5,786 Interest-earning deposits held at FRB 11,712 11,162 Selected contingent liquidity sources $ 110,963 $ 102,492
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RemovedMD&A
In March 2023, Huntington completed the sale of the RPS business and entered into an ongoing partnership with the purchaser. The sale of our RPS business resulted in a $57 million gain recorded within other noninterest income.
Read it in 10-K 2025-02-14 at sec.gov ↗
RemovedMD&A
In June 2022, Huntington completed the acquisition of Capstone Partners, a top tier middle market investment bank and advisory firm. The transaction brought a national scale to serve middle market business owners throughout the corporate lifecycle, building on Huntington’s regional banking foundation. Capstone Partners related revenue, including mergers and acquisitions, capital raising, and other advisory-related fees, is recognized within capital markets and advisory fees in the Consolidated Statements of Income.
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RemovedMD&A
In May 2022, Huntington completed the acquisition of Digital Payments Torana, Inc., now known as Huntington ChoicePay, a digital payments business focused on business to consumer payments. This acquisition, along with the formation of our enterprise-wide payments group, reflects one of our strategic priorities to accelerate our payments capabilities and expand the services provided to our customers.
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RemovedMD&A
During the fourth quarter of 2024, Huntington updated the presentation of our reported deposit categories to align more closely with how we strategically manage our business. As a result, we now report our deposit composition in the following categories: (1) demand deposits - noninterest bearing, (2) demand deposits - interest bearing, (3) money market, (4) savings, and (5) time deposits. Prior period results have been adjusted to conform to the current presentation.
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RemovedMD&A
The rate cutting cycle began in 2024, with a September 50 basis point cut and two fourth quarter 25 basis point cuts, bringing the cumulative amount of rate cuts to 100 basis points since the September FOMC meeting. Inflation is still not within the Federal Reserve’s 2% target and has recently stopped trending lower. Employment data has stabilized after showing notable deterioration in early and mid-2024. The unemployment rate started the year at 3.8% and ended at 4.1%, holding relatively flat throughout the second half of 2024. Taking these factors into consideration, recent commentary from Federal Reserve members has been more neutral and suggesting it may be appropriate for the Federal Reserve to hold interest rates at current levels, with limited rate cuts expected in 2025.
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RemovedMD&A
Recent economic data has been mixed. The services sector continues to expand and prices paid for services remains high, which has been the main driver to overall inflation remaining elevated. Retail sales have held up well, while manufacturing remains weak and is generally still slowly contracting. Expectations are for the economy to hold up well for the first half of 2025, with more risks of a potential slowdown in the back half of the year.
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RemovedMD&A
(1) Includes non-real estate secured commercial loans to REITs, which are classified in the C&I loan category.
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RemovedMD&A
We manage the risks inherent in the Lease Financing portfolio through external consumer and business credit scoring solutions, internally developed custom probability of default and loss given default models, continuous
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RemovedMD&A
Huntington did not have any share repurchases during 2024 or 2023. As part of our 2024 capital plan and our
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RemovedMD&A
current expectation that organic capital will be used for funding loan and lease growth and increase overall capital levels, we do not expect to have share repurchases through 2025.
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RewordedMD&A
Real estate and rental and leasing (1) $ 20,237 14% $ 15,242 12% $ 15,897 13% Retail trade (2) (1) 12,181 8 11,864 9 11,417 9 Finance and insurance (1) 7,654 10,489 7 6,589 5 Manufacturing 8,265 6 5,025 4 Manufacturing 7,173 6 7,183 7,261 6 Health care and social assistance (1) 5,920 4 5,295 4 4,464 4 Wholesale trade 4,109 3 3,647 3 5,842 4 4,904 4 Accommodation and food services 4,228 3 3,226 3 3,107 3 2 Other services 3,617 2 1,962 2 Transportation and warehousing 3,124 3,288 2 3,107 3,324 3 Utilities 3,156 2 2,406 2 2,533 Construction 2,369 2 1,890 1 Professional, scientific, and technical services 2,296 2 2,053 2 2,035 2 Other services 1,962 2 1,864 2 Construction 1,890 Information 1,937 1 1,738 1,647 1 Arts, entertainment, and recreation 1,923 1 1,646 1 Admin./support/waste mgmt. and remediation services 1,844 1 1,681 1 1,498 1 Information (1) 1,647 1 1,291 1 Arts, entertainment, and recreation 1,646 1 1,366 1 Public administration 816 1 705 1 704 1 Educational services 738 — 539 — 448 — Agriculture, forestry, fishing, and hunting 410 — 478 — 454 — Management of companies and enterprises 243 — 251 — 122 — Mining, quarrying, and oil and gas extraction 215 147 — 102 237 — Unclassified/other 181 Unclassified/Other 432 — 305 141 — Total commercial loans and leases by industry category 90,378 60 73,341 56 68,307 56 Residential mortgage 24,777 17 24,242 19 23,720 20 Automobile 16,168 11 14,564 11 12,482 10 Home equity 10,395 7 10,142 8 10,113 8 RV and marine 5,682 4 5,982 5 5,899 5 Other consumer loans 2,242 1 1,771 1 1,461 1 Total loans and leases $ 149,642 100% $ 130,042 100% $ 121,982 100%
Read it in 10-K 2026-02-13 at sec.gov ↗
RewordedMD&A
While there is no assurance that any list of risks and uncertainties or risk factors is complete, below are certain factors which could cause actual results to differ materially from those contained or implied in the forward-looking statements: statements or historical performance: changes in general economic, political, regulatory, or industry conditions; deterioration in business and economic conditions, including persistent inflation, supply chain issues or labor shortages, instability in global economic conditions and geopolitical matters, as well as volatility in financial markets; changes in U.S. trade policies, including the imposition of tariffs and retaliatory tariffs; the impact of pandemics and other catastrophic events or disasters on the global economy and financial market conditions and our business, results of operations, and financial condition; the impacts related to or resulting from bank failures and other volatility, including potential increased regulatory requirements and costs, such as FDIC special assessments, long-term debt requirements and heightened capital requirements, and requirements; potential impacts to macroeconomic conditions, which could affect the ability of depository institutions, including us, to attract and retain depositors and to borrow or raise capital; unexpected outflows of uninsured deposits which may require us to sell investment securities at a loss; changing interest rates which could negatively impact the value of our portfolio of investment securities; the loss of value of our investment portfolio which could negatively impact market perceptions of us and could lead to deposit withdrawals; the effects of social media on market perceptions of us and banks generally; cybersecurity risks; uncertainty in U.S. fiscal and monetary policy, including the interest rate policies of the Federal Reserve; volatility and disruptions in global capital capital, foreign exchange, and credit markets; movements in interest rates; competitive pressures on product pricing and services; success, impact, and timing of our business strategies, including market acceptance of any new products or services including those implementing our “Fair Play” banking philosophy; introduction of new competitive products, such as stablecoins, and new competitors such as financial technology companies and other “nontraditional” bank competitors; changes in policies and standards for regulatory review of bank mergers; the nature, extent, timing, and results of governmental actions, examinations, reviews, reforms, regulations, and interpretations, including those related to the Dodd-Frank Wall Street Reform and Consumer Protection Act and the Basel III regulatory capital reforms, as well as those involving the SEC, the OCC, the Federal Reserve, the FDIC, the CFPB, and CFPB; state-level regulators; the possibility that the anticipated benefits of recent or proposed acquisitions are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the companies or as a result of the strength of the economy and competitive factors in the areas where the companies do business; and other factors that may affect the future results of Huntington.
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RewordedMD&A
Direct personnel costs 617 607 10 2 502 105 21 444 Other noninterest expense, including corporate allocations 693 611 82 13 632 (21) (3) 612 Total noninterest expense 1,310 1,218 92 8 1,134 84 7 1,056 Income before income taxes 1,447 1,485 (38) (3) 1,518 (33) (2) 1,389 Provision for income taxes 304 312 (8) (3) 319 (7) (2) 292 Income attributable to non-controlling interest 18 20 (2) (10) 20 — — 10 Net income attributable to Huntington $ 1,125 $ 1,153 $ 1,179 $ (26) (28) (2)% $ 1,087 1,179 Number of employees (average full-time equivalent) 2,246 2,408 (162) (7)% 2,276 132 6% 2,100 Total average assets $ 71,447 $ 63,652 $ 7,795 12 $ 63,932 $ (280) — $ 59,772 Total average loans/leases 62,016 55,075 6,941 13 55,385 (310) (1) 52,094 Total average deposits 45,727 38,731 6,996 18 36,152 2,579 7 34,771 Net interest margin 3.33 % 3.66 % (0.33) % (9) 3.74 % (0.08) % (2) 3.30 % NCOs $ 59 $ 156 $ (97) (62) $ 119 $ 37 31 $ 2 NCOs as a % of average loans and leases 0.10 % 0.28 % (0.18) % (64) 0.21 % 0.07 % 33 — %
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RewordedMD&A
Receive Fixed - Pay SOFR 10,075 2.18 (255) 2.75 4.60 15,800 2.05 (2) 3.18 Receive Fixed - Pay SOFR - forward starting forward-starting (3) 7,225 4.03 (75) 3.62 — 2,500 4.21 (3) 3.30 Liability conversion swaps Receive Fixed - Pay SOFR 7,272 3.24 (197) 3.30 4.66 Receive Fixed - Pay SOFR - forward starting (3) 4,075 4.60 (56) 3.64 — 10,599 2.97 (22) 3.51 Purchased floor spreads (4) Purchased Floor Spread - SOFR 6,000 1.83 24 2.79 6,750 1.06 30 2.80 / 3.87 — Purchased Floor Spread - SOFR forward-starting (3) 3,200 3.49 $ 51 2.83 / 3.83 Basis swaps (5) Pay SOFR- SOFR - Receive Fed Fund (economic hedges) 174 1.58 27 4.83 — 5.19 5.21 3.81 Pay Fed Fund - Receive SOFR (economic hedges) 1 10.81 9.81 — 5.24 5.15 3.99 Total swap portfolio $ 45,809 44,024 $ (107) 228 At December 31, 2023 2024 Asset conversion swaps Securities (1):
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RewordedMD&A
Table 11 13 - Commercial Real Estate Portfolio by Geographic Location At December 31, 2024 2025 At December 31, 2023 2024 (dollar amounts in millions) Amount by Location (1) % of Total CRE loans and leases Amount by Location (1) % of Total CRE loans and leases Michigan Texas $ 2,148 19% 4,090 27% $ 2,498 20% 476 4% Ohio 2,176 14 1,938 17 2,364 Michigan 1,872 12 2,148 19 Florida 830 5 1,064 10 733 6 Illinois 787 5 683 6 904 7 Texas 476 Colorado 555 4 605 5 362 3 Pennsylvania 499 3 426 4 354 Wisconsin 486 3 Minnesota 413 4 462 4 342 3 California 406 3 387 3 247 Indiana 360 2 Georgia 375 3 368 3 Colorado 362 3 398 297 3 Other 2,806 27 3,489 3,148 22 2,955 28 Total commercial real estate loans and leases $ 15,209 100% $ 11,078 100% $ 12,422 100%
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RewordedMD&A
Direct personnel costs 1,149 959 190 20 889 70 8 833 Other noninterest expense, including corporate allocations (836) (788) (48) (6) (513) (275) (54) (612) Total noninterest expense 313 171 142 83 376 (205) (55) 221 (Loss) income Loss before income taxes (609) (996) 387 39 (798) (198) (25) 74 Benefit for income taxes (233) (271) 38 14 (255) (16) (6) (51) Income attributable to non-controlling interest — — — — 1 Net (loss) income loss attributable to Huntington $ (376) $ (725) $ 349 48% $ (543) $ (182) (34)% $ 124 Number of employees (average full-time equivalent) 6,870 6,334 536 8% 6,143 191 3% 5,836 Total average assets $ 58,746 $ 57,587 $ 1,159 2 $ 52,410 $ 5,177 10 $ 49,820
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RewordedMD&A
Table 3 - Change in Net Interest Income Due to Changes in Average Volume and Interest Rates (1) 2025 2024 2023 (dollar amounts in millions) Increase (Decrease) From Increase (Decrease) From Previous Year Due To Previous Year Due To FTE basis (2) Volume Yield/Rate Total Volume Yield/Rate Total Loans and leases $ 725 $ (107) $ 618 $ 205 $ 474 $ 679 $ 248 $ 1,750 $ 1,998 Investment securities 20 (179) (159) 105 112 217 (38) 595 557 Other earning assets 64 (122) (58) 110 10 120 129 274 403 Total interest income from earning assets 809 (408) 401 420 596 1,016 339 2,619 2,958 Deposits 288 (578) (290) 289 786 1,075 39 2,095 2,134 Short-term borrowings 4 (23) (19) (116) 6 (110) 13 120 133 Long-term debt 125 (73) 52 116 18 134 200 314 514 Total interest expense of interest-bearing liabilities 417 (674) (257) 289 810 1,099 252 2,529 2,781 Net interest income $ 392 $ 266 $ 658 $ 131 $ (214) $ (83) $ 87 $ 90 $ 177
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RewordedMD&A
Table 10 12 - Commercial Real Estate Portfolio by Property-type Property Type At December 31, 2025 At December 31, 2024 At December 31, 2023 (dollar amounts in millions) Amount by Property-Type Property Type % of Total Loans and Leases Amount by Property-Type Property Type % of Total Loans and Leases Multi-family $ 4,822 3% $ 4,426 3% $ 4,708 4% Warehouse/industrial Warehouse/Industrial 3,054 2 1,604 2 2,029 2 Retail 2,224 1 1,477 1 Office 1,804 1 1,559 1 1,825 Hotel 1,438 1 Retail 1,477 1 1,725 1 Hotel 817 1 938 Other 1,867 1 Other 1,195 1 1,197 1 Total commercial real estate loans and leases $ 15,209 9% $ 11,078 9% $ 12,422 10%
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RewordedMD&A
Treasury, federal agency, and other agency securities 4.93 3.92 2.06 2.55 3.03 3.99 3.96 1.94 2.84 3.04 Municipal securities 6.41 5.66 4.64 4.73 5.24 6.35 5.18 4.60 5.00 5.13 Corporate debt 3.64 2.08 2.97 — 2.28 2.43 2.67 — 2.51 Asset-backed securities 5.31 1.90 3.92 1.67 2.45 2.81 — 2.49 2.66 Private-label CMO 0.72 2.48 2.44 2.95 2.70 — 0.87 2.18 2.87 2.56 Other securities/sovereign debt 5.09 5.30 5.09 — — 5.23 Total available-for-sale securities 5.16% 4.01% 4.09% 2.64% 3.29% 4.92% 4.25% 3.53% 2.95% 3.34% Held-to-maturity securities:
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RewordedMD&A
Noninterest income increased $44 $123 million, or 4%, primarily 9%, mostly due to increases in increased wealth and asset management revenue, reflecting higher assets under management, payments and cash management revenue, reflecting higher revenue due to increased merchant acquiring and card transaction revenue, customer deposit and loan fees, and mortgage banking income, partially offset by a $57 million gain on the sale of our RPS a portion of the trust and custody business recognized during 2023. that also reduced total trust assets.
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RewordedMD&A
The Bank CET1 risk-based capital ratio of increased to 11.7% at December 31, 2025, compared to 11.6% increased approximately 100 basis points during the year at December 31, 2024, driven by bank net income and a $1.75 billion capital contribution from the parent, income, partially offset by dividends paid to the parent, parent and an increase in risk-weighted assets, and a reduction in the CECL transitional amount. assets.
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RewordedMD&A
The modest increase in the total ACL was driven by a combination of current year loan and lease growth and increased net charge off activity growth, in 2024, mostly addition to an ACL recorded for loans acquired in the Veritex transaction, partially offset by a decrease in the overall ACL coverage ratios in 2024 that is reflective of the current macroeconomic environment. ratio.
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Quiet changesMD&A
In addition, we have implemented specific cybersecurity and fraud monitoring of remote connections by geography and volume of connections to detect anomalous remote logins, since a significant portion of our workforce works remotely from time-to-time.
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Quiet changesMD&A
All forward-looking Forward-looking statements speak only as of the date they are made and are based on information available at that time.
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Quiet changesMD&A
Under this scenario, as an example, the unemployment rate increases significantly from baseline levels and remains elevated for a prolonged period.
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