HUNTINGTON BANCSHARES INC /MD/

This section provides a review of financial performance on a consolidated basis. Key unaudited interim consolidated balance sheet and unaudited interim income statement trends are discussed. All earnings per share data are reported on a diluted basis. For additional insight on financial performance, please read this section in conjunction with the “Business Segment Discussion.”

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Quarterly Average Balance Sheet / Net Interest Income

The following table details the change in our quarterly average balance sheet and the net interest margin.

(1)FTE yields are calculated assuming a 21% tax rate.

(2)Yield/rates include the impact of applicable derivatives. Loan and lease and deposit average yield/rates also include the impact of applicable non-deferrable and amortized fees.

(3)For purposes of this analysis, NALs are reflected in the average balances of loans and leases.

2025 3Q Form 10-Q 9

Quarterly Net Interest Income

Net interest income for the third quarter of 2025 increased $155 million, or 11%, from the third quarter of 2024. FTE net interest income, a non-GAAP financial measure, for the third quarter of 2025 increased $159 million, or 12%, from the third quarter of 2024. The increase in FTE net interest income primarily reflected a 15 basis point increase in the FTE NIM to 3.13% and a $10.8 billion, or 6%, increase in average earning assets, partially offset by a $10.1 billion, or 7%, increase in average interest-bearing liabilities. The higher NIM was driven by lower cost of funds, partially offset by a decrease in yields on earning assets and net hedging activity.

Quarterly Average Balance Sheet

Average assets for the third quarter of 2025 were $209.7 billion, an increase of $11.4 billion, or 6%, from the third quarter of 2024, primarily due to an increase in average loans and leases of $11.4 billion, or 9%. The increase in average loans and leases was driven by growth in average commercial loans and leases of $8.5 billion, or 12%, and average consumer loans of $2.9 billion, or 5%.

Average liabilities for the third quarter of 2025 increased $10.2 billion, or 6%, from the third quarter of 2024, primarily due to increases in average deposits of $8.3 billion, or 5%, and in average total borrowings of $2.0 billion, or 12%. The increase in average deposits included an increase in average interest-bearing deposits of $8.1 billion, or 6%, and an increase in noninterest-bearing deposits of $208 million, or 1%. The increase in average interest-bearing deposits was primarily due to increases in average money market and interest-bearing demand deposits, partially offset by a decrease in average time deposits. The increase in average total borrowings was driven by holding company and bank debt issuances and CLN transactions over the last year.

Average shareholders’ equity for the third quarter of 2025 increased $1.2 billion, or 6%, from the third quarter of 2024, primarily due to earnings, net of dividends, and improvement in average accumulated other comprehensive income driven by changes in the interest rate environment.

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Year-to-Date Average Balance Sheet / Net Interest Income

The following table details the change in our year-to-date average balance sheet and the net interest margin.

(1)FTE yields are calculated assuming a 21% tax rate.

(2)Average yield rates include the impact of applicable derivatives. Loan and lease and deposit average yield rates also include the impact of applicable non-deferrable and amortized fees.

(3)For purposes of this analysis, NALs are reflected in the average balances of loans and leases.

2025 3Q Form 10-Q 11

Year-to-Date Net Interest Income

Net interest income for the first nine-month period of 2025 increased $449 million, or 11%, from the year-ago period. FTE net interest income, a non-GAAP financial measure, for the first nine-month period of 2025 increased $458 million, or 11%, from the year-ago period. The increase in FTE net interest income reflected a 12 basis point increase in the FTE NIM to 3.12% and a $12.8 billion, or 7%, increase in average total earning assets, partially offset by a $12.7 billion, or 9%, increase in interest-bearing liabilities. The higher NIM was driven by a lower cost of funds and an increase in average earning assets, partially offset by the decrease in yields on earning assets and an increase in average interest-bearing liabilities.

Year-to-Date Average Balance Sheet

Average assets for the first nine-month period of 2025 were $207.6 billion, an increase of $13.2 billion, or 7%, from the year-ago period, primarily due to increases in average loans and leases of $10.1 billion, or 8%, and total securities of $1.8 billion, or 4%. The increase in average loans and leases included growth in average commercial loans and leases of $7.0 billion, or 10%, and average consumer loans of $3.1 billion, or 6%.

Average liabilities for the first nine-month period of 2025 increased $12.1 billion, or 7%, from the year-ago period, primarily due to increases in average deposits of $9.7 billion, or 6%, and in average total borrowings of $2.6 billion or 16%. Average deposits increased due to an increase in average interest-bearing deposits of $10.1 billion, or 8%, partially offset by a decrease in noninterest-bearing deposits of $377 million, or 1%. The increase in average interest-bearing deposits was primarily driven by increases in average money market deposits and demand deposits, partially offset by a decrease in time deposits. The increase in average total borrowings was driven by an increase in long-term FHLB advances, debt issuances, and auto loan securitization and CLN transactions used to support asset growth.

Average shareholders’ equity for the first nine-month period of 2025 increased $1.1 billion, or 6%, from the year-ago period primarily due to earnings, net of dividends and improvement in average accumulated other comprehensive income, partially offset by the 2024 series E preferred stock redemption.

Provision for Credit Losses

(This section should be read in conjunction with the “Credit Risk” section.)

The provision for credit losses for the third quarter of 2025 was $122 million, an increase of $16 million, or 15%, compared to the third quarter of 2024. The provision for credit losses for the first nine-month period of 2025 was $340 million, an increase of $27 million, or 9%, compared to the year-ago period. The increase in provision expense in the third quarter of 2025, compared to the third quarter of 2024, and the nine-month period ended September 30, 2025, compared to September 30, 2024, is reflective of loan growth, partially offset by lower reserve coverage.

The following table presents the components of the provision for credit losses.

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Noninterest Income

The following table reflects noninterest income for each of the periods presented.

Noninterest income for the third quarter of 2025 was $628 million, an increase of $105 million, or 20%, from the year-ago quarter. Other noninterest income increased $35 million, or 106%, primarily due to a $24 million gain on the sale of a portion of our trust and custody business. Payments and cash management revenue increased $16 million, or 10%, driven by higher merchant acquiring and cash management revenue. Capital markets and advisory fees increased $16 million, or 21%, primarily due to higher syndication and advisory fees. Customer deposit and loan fees increased $16 million, or 19%, primarily due to higher loan commitment fees. Wealth and asset management revenue increased $11 million, or 12%, primarily due to higher trust and investment management income.

Noninterest income for the first nine-month period of 2025 increased $112 million, or 8%, from the year-ago period. Capital markets and advisory fees increased $38 million, or 18%, primarily due to higher syndication fees and commercial loan production related activities. Customer deposit and loan fees increased $37 million, or 15%, primarily reflecting higher loan commitment fees. Payments and cash management revenue increased $36 million, or 8%, reflecting higher merchant acquiring, commercial treasury management, and card transaction revenue. Wealth and asset management revenue increased $36 million, or 13%, reflecting higher trust and investment management account income. Other noninterest income increased $29 million, or 34%, primarily due to a $24 million gain on the sale of a portion of our trust and custody business. Partially offsetting these increases, net gains (losses) on sales of securities included $58 million of net loss on sale of securities as a result of corporate debt securities repositioning in the second quarter of 2025, and leasing revenue decreased $13 million, or 22%, driven by lower operating lease income.

2025 3Q Form 10-Q 13

Noninterest Expense

The following table reflects noninterest expense for each of the periods presented.

Noninterest expense for the third quarter of 2025 was $1.2 billion, an increase of $116 million, or 10%, from the year-ago quarter. Noninterest expense for the third quarter of 2025 included $14 million of Veritex acquisition-related expenses, primarily within professional services. Personnel costs increased $73 million, or 11%, primarily due to higher incentive compensation and salary expense. Outside data processing and other services increased $31 million, or 19%, primarily due to higher technology and data expense.

Noninterest expense for the first nine-month period of 2025 increased $211 million, or 6%, from the year-ago period. Personnel costs increased $164 million, or 8%, primarily due to increases in incentive compensation and salary expense, partially offset by a decline in benefits expense. Outside data processing increased $52 million, or 10%, primarily due to higher technology and data expense. Partially offsetting these increases, deposit and other insurance expense decreased $28 million, or 30%, primarily due to a $6 million benefit, compared to $31 million of additional expense, attributable to the ongoing adjustments related to the FDIC DIF special assessment recognized in the first nine-month periods of 2025 and 2024, respectively.

Provision for Income Taxes

The provision for income taxes in the third quarter of 2025 was $133 million, compared to $116 million in the third quarter of 2024. The provision for income taxes for the nine-month periods ended September 30, 2025 and September 30, 2024 was $351 million and $308 million, respectively. All periods included the benefits from general business credits, tax-exempt income, tax-exempt bank-owned life insurance income, and investments in qualified affordable housing projects. The effective tax rates for the third quarter of 2025 and third quarter of 2024 were 17.4% and 18.2%, respectively. The effective tax rates for the nine-month periods ended September 30, 2025 and September 30, 2024 were 17.0% and 17.8%, respectively. The decrease in the effective tax rate in the third quarter of 2025, compared to the third quarter of 2024, and the nine-month period ended September 30, 2025, compared to the nine-month period ended September 30, 2024, related primarily to increased benefits from general business credit and the benefits of capital losses recognized.

The net federal deferred tax asset was $712 million, and the net state deferred tax asset was $107 million at September 30, 2025.

We file income tax returns with the IRS and various state, city, and foreign jurisdictions. Federal income tax audits have been completed for tax years through 2019. The 2020-2024 tax years remain open under the statute of limitations. Also, with few exceptions, the Company is no longer subject to state, city, or foreign income tax examinations for tax years before 2020.

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