SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Syal Rajeev

(Last) (First) (Middle)
HUNTINGTON CENTER
41 S. HIGH STREET

(Street)
COLUMBUS OH 43287

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HUNTINGTON BANCSHARES INC /MD/ [ HBAN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SEVP
3. Date of Earliest Transaction (Month/Day/Year)
11/11/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/11/2021 M 24,282 A $8.57 311,980.15(1) D
Common Stock 11/11/2021 M 20,202 A $13.09 332,182.15 D
Common Stock 11/11/2021 M 11,928 A $10.06 344,110.15 D
Common Stock 11/11/2021 M 7,768 A $10.06 351,878.15 D
Common Stock 11/11/2021 M 2,292 A $13.09 354,170.15 D
Common Stock 11/11/2021 F 1,865 D $16.08 352,305.15 D
Common Stock 11/11/2021 F 6,197 D $15.975 346,108.15 D
Common Stock 11/11/2021 F 7,457 D $16.09 338,651.15 D
Common Stock 11/11/2021 F 18,134 D $15.97 320,517.15 D
Common Stock 11/11/2021 F 18,210 D $15.972 302,307.15 D
Common Stock 11/11/2021 S 67,826 D $16.0462(2) 234,481.15 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee/Director Stock Option (Right to Buy) $10.06 11/11/2021 M 7,768 05/01/2017 05/01/2026 Common Stock 7,768 $0.0000 11,928 D
Employee/Director Stock Option (Right to Buy) $10.06 11/11/2021 M 11,928 05/01/2017 05/01/2026 Common Stock 11,928 $0.0000 0.0000 D
Employee/Director Stock Option (Right to Buy) $13.09 11/11/2021 M 2,292 05/01/2018 05/01/2027 Common Stock 2,292 $0.0000 20,202 D
Employee/Director Stock Option (Right to Buy) $13.09 11/11/2021 M 20,202 05/01/2018 05/01/2027 Common Stock 20,202 $0.0000 0.0000 D
Employee/Director Stock Option (Right to Buy) $8.57 11/11/2021 M 24,282 05/01/2021 05/01/2030 Common Stock 24,282 $0.0000 145,692 D
Employee/Director Stock Option (Right to Buy) $13.77 05/01/2020 05/01/2029 Common Stock 129,581 129,581 D
Employee/Director Stock Option (Right to Buy) $14.81 05/01/2019 05/01/2028 Common Stock 92,054 92,054 D
Employee/Director Stock Option (Right to Buy) $16.08 03/26/2022 03/26/2031 Common Stock 88,383 88,383 D
Explanation of Responses:
1. Total includes accrued dividend equivalents reflecting exempt automatic reinvestment of dividends on awards of restricted stock units.
2. This transaction was executed in multiple trades ranging from $16.025 to $16.095. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
Kirk D. Johnson, Attorney-in-Fact 11/15/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.