ROLLINS JAMES D III 4

What Happened

• James D. Rollins III, a director of Huntington Bancshares (HBAN), acquired shares on February 1, 2026 in connection with Huntington’s acquisition of Cadence Bank. The Form 4 reports three acquisitions: 914,951; 55,695.4; and 712,354 HBAN shares — a total of 1,683,000.4 shares — each reported at $0.00 per share (total cash value reported $0). These were merger-conversion shares, not open-market purchases or option exercises.

Key Details

• Transaction date: 2026-02-01; Form 4 filed 2026-02-03 (filed within the normal reporting window).
• Transaction type/code: A (award/grant/other acquisition) — merger conversion of Cadence Bank shares.
• Share counts reported: 914,951; 55,695.4; 712,354 — total 1,683,000.4 HBAN shares; price reported $0.00; total cash value $0.
• Ownership reporting: These converted shares were also reported as owned by the reporting person on a Form 3 filed the same day.
• Footnotes: F1 — Shares acquired under the merger; each Cadence Bank share converted into the right to receive 2.475 HBAN shares. F2 — The 55,695.4 reported shares are owned directly by a limited partnership; the reporting person is a 50% owner of the general partner.
• Shares owned after transaction: Not specified on the Form 4 itself; the filing notes the shares were reported on the Form 3 filed the same day.

Context

• These shares were issued to replace Cadence Bank common stock holdings under the merger agreement. This is an in-kind conversion, not a cash purchase or sale, and therefore does not, by itself, indicate the director’s market sentiment.