HUNTINGTON BANCSHARES INC /MD/

Financial Measures

This document contains GAAP financial measures and non-GAAP financial measures, including FTE net interest

income, FTE total revenue, FTE net interest margin, and the efficiency and tangible common equity ratios, where

management believes it to be helpful in understanding our results of operations or financial position. Where non-

GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconciliation to the

comparable GAAP financial measure, for FTE net interest income and FTE total revenue can be found in Table 1 in

this report and in the reconciliation below for the efficiency and tangible common equity ratios.

36 Huntington Bancshares Incorporated

Fully-Taxable Equivalent Basis

Interest income, yields, and ratios on an FTE basis are considered non-GAAP financial measures. Management

believes net interest income on an FTE basis provides an insightful picture of the interest margin for comparison

purposes. The FTE basis also allows management to assess the comparability of revenue arising from both taxable

and tax-exempt sources. The FTE basis assumes a federal statutory tax rate of 21%. We encourage readers to

consider the Unaudited Consolidated Financial Statements and other financial information contained in this Form

10-Q in their entirety, and not to rely on any single financial measure.

Non-Regulatory Capital Ratios

In addition to capital ratios defined by banking regulators, the Company considers various other measures when

evaluating capital utilization and adequacy, including tangible common equity to tangible assets.

Non-regulatory capital ratios are viewed by management as useful additional methods of reflecting the level of

capital available to withstand unexpected market conditions. Additionally, presentation of these ratios allows

readers to compare our capitalization to other financial services companies. These ratios differ from capital ratios

defined by banking regulators principally in that the numerator excludes goodwill and other intangible assets, the

nature and extent of which varies among different financial services companies. These ratios are not defined in

GAAP or federal banking regulations. As a result, non-regulatory capital ratios disclosed by the Company are

considered non-GAAP financial measures.

Because there are no standardized definitions for non-regulatory capital ratios, the Company’s calculation

methods may differ from those used by other financial services companies. Also, there may be limits in the

usefulness of these measures to investors. As a result, we encourage readers to consider the Unaudited

Consolidated Financial Statements and other financial information contained in this Form 10-Q in their entirety, and

not to rely on any single financial measure.

The following table provides a reconciliation of the Company’s tangible common equity to tangible assets ratio.

(1)Deferred tax liability related to other intangible assets is calculated at a 21% tax rate.

2026 3Q Form 10-Q 37

Efficiency Ratio

The following table provides a reconciliation of the Company’s efficiency ratio.

(2)Noninterest expense less amortization of intangibles divided by the sum of FTE net interest income and noninterest income excluding gains (losses) on

sales of securities, which represents a non-GAAP measure.

Critical Accounting Policies and Use of Significant Estimates

Our Unaudited Consolidated Financial Statements are prepared in accordance with GAAP. The preparation of

financial statements in conformity with GAAP requires us to establish accounting policies and make estimates that

affect amounts reported in our Unaudited Consolidated Financial Statements. Note 1 - “Significant Accounting

Policies”of the Notes to Consolidated Financial Statements included in our 2025 Annual Report on Form 10-K, as

supplemented by this report including this MD&A, describes the significant accounting policies we used in our

An accounting estimate requires assumptions and judgments about uncertain matters that could have a material

effect on the Unaudited Consolidated Financial Statements. Estimates are made under facts and circumstances at a

point in time, and changes in those facts and circumstances could produce results substantially different from those

estimates. Our critical accounting policies include the allowance for credit losses, fair value measurements of certain

acquired assets, and goodwill. The following details the policies, assumptions, and judgments related to the

allowance for credit losses and acquisition fair value measurements. The policies, assumptions, and judgments

related to goodwill are described in the Critical Accounting Policies and Use of Significant Estimates section within

the MD&A of Huntington’s 2025 Annual Report on Form 10-K.

Allowance for Credit Losses

Our ACL at September 30, 2026 represents our current estimate of the lifetime credit losses expected from our

loan and lease portfolio and our unfunded lending commitments. Management estimates the ACL by projecting

probability of default, loss given default, and exposure at default, conditional on economic parameters, for the

remaining contractual term. Internal factors that impact the quarterly allowance estimate include the level of

outstanding balances, the portfolio performance, and assigned risk ratings. We utilize statistically based models that

employ assumptions about current and future economic conditions throughout the contractual life of our loan

portfolio. As part of our model risk oversight, we perform ongoing monitoring of model performance to assess

modeling approaches and identify potential model enhancements, which may result in updates to our statistically

based models from time to time.

One of the most significant judgments influencing the ACL estimate is the macroeconomic forecasts. Key

external economic parameters that directly impact our loss modeling framework include forecasted unemployment

rates and GDP. Changes in the economic forecasts could significantly affect the estimated credit losses, which could

potentially lead to materially different allowance levels from one reporting period to the next.

38 Huntington Bancshares Incorporated

Given the dynamic relationship between macroeconomic variables within our modeling framework, it is difficult

to estimate the impact of a change in any one individual variable on the allowance. As a result, management uses a

probability-weighted approach that incorporates a baseline, an adverse, and a more favorable economic scenario

when formulating the quantitative estimate.

To illustrate a hypothetical sensitivity analysis, management calculated a quantitative allowance using a 100%

weighting applied to an adverse scenario reflecting an amount of stress in excess of current expectations. Under this

scenario, as an example, the unemployment rate increases significantly from baseline levels peaking in the fourth

quarter of 2027 and GDP declines significantly. The unemployment rate in this adverse scenario is projected to peak

at 8.4% in the fourth quarter of 2027. This is approximately 3.7% higher than the baseline scenario projected peak of

4.7%. In addition, GDP is significantly lower in the adverse scenario, with GDP turning negative for the remainder of

2026 before turning positive in the third quarter of 2027 but staying below 2%.

To demonstrate the sensitivity to key economic parameters used in the calculation of our ACL at September 30,

2026, management calculated the difference between our quantitative ACL and this 100% adverse scenario.

Excluding consideration of qualitative adjustments, this sensitivity analysis would result in a hypothetical increase in

our ACL of approximately $1.1 billion at September 30, 2026.

The resulting difference is not intended to represent an expected increase in allowance levels for a number of

reasons including the following:

•Management uses a weighted approach applied to multiple economic scenarios for its allowance estimation

process;

•The highly uncertain economic environment;

•The difficulty in predicting the inter-relationships between the economic parameters used in the various

economic scenarios; and

•The sensitivity estimate does not account for any general reserve components and associated risk profile

adjustments incorporated by management as part of its overall allowance framework.

We regularly review our ACL for appropriateness by performing on-going evaluations of the loan and lease

portfolio. In doing so, we consider factors such as the differing economic risks associated with each loan category,

the financial condition of specific borrowers, the level of delinquent loans, the value of any collateral and, where

applicable, the existence of any guarantees or other documented support. We also evaluate the impact of changes

in key economic parameters and overall economic conditions on the ability of borrowers to meet their financial

obligations when quantifying our exposure to credit losses and assessing the appropriateness of our ACL at each

reporting date. Large loan exposures may be addressed through a portfolio heterogeneity reserve. We also consider

how significant changes in underwriting policies and procedures could impact the ACL, including consideration of

material changes in portfolio growth rates or credit terms. Any changes to management and staffing that could

impact lending, collections, or other relevant departments that could increase risk within the allowance process are

also contemplated. Observed changes in the quality of the credit review process identified by the second and third

line reviews are also given appropriate consideration.

There is no certainty that our ACL will be appropriate over time to cover losses in our portfolio as economic and

market conditions may ultimately differ from our reasonable and supportable forecast. Additionally, events

adversely affecting specific customers, industries, or our markets, such as geopolitical instability or risks of elevated

interest rates for longer including a near-term recession, could severely impact our current expectations. If the credit

quality of our customer base materially deteriorates or the risk profile of a market, industry, or group of customers

changes materially, our net income and capital could be materially adversely affected which, in turn could have a

material adverse effect on our financial condition and results of operations. The extent to which the geopolitical

instability and risks of elevated interest rates will continue to negatively impact our businesses, financial condition,

liquidity, and results will depend on future developments, which are highly uncertain and cannot be forecasted with

precision at this time. For more information, see Note 5 - “Loans and Leases” and Note 6 - “Allowance For Credit

Losses” of the Notes to Unaudited Consolidated Financial Statements.

Acquisition Fair Value Measurements

The acquisition method of accounting requires assets and liabilities in business combinations to be recorded at

their estimated fair values as of the date of acquisition. To estimate fair value, we apply various valuation

2026 3Q Form 10-Q 39

methodologies to assets acquired and liabilities assumed that often involve significant judgment. Examples of such

estimates include loans and core deposit intangible assets, both of which we developed using an income approach.

To value loans, management incorporated assumptions such as discount rates, prepayment speeds, expected credit

losses, and recovery speeds based on recent origination and market data. The methodology used to value CDI assets

considered the cost savings generated from the deposits relative to an alternative source of funds. Management

incorporated assumptions in the CDI valuation such as customer attrition, discount rates, alternative cost of funding,

and net maintenance costs. Changes in these assumptions could result in materially different fair value

measurements that may impact the Company’s financial condition, results of operations, or disclosures. Discussion

of the assumptions and estimates used by us to assess and determine fair values associated with business

combinations can be found in Note 3 - “Business Combinations” of the Notes to Unaudited Consolidated Financial

Goodwill

Subsequent to the completion of our annual impairment test, asdescribed in the Critical Accounting Policies and

Use of Significant Estimates section within the MD&A of Huntington’s 2025 Annual Report on Form 10-K, we

completed the acquisitions of Veritex and Cadence effective October 20, 2025, and February 1, 2026, respectively,

which resulted in the recognition of additional goodwill of$450 million and$3.5 billion, respectively. Because this

goodwill arose after our annual testing date, it was not included in the annual impairment analysis performed as of

October 1,2025. However, the additions of Veritex and Cadence did not change our conclusion with respect to

goodwill impairment and no triggering event occurred through the end of thethird quarter of 2026 that required a

reassessment of goodwill. The goodwill recognized in connection with the acquisitions has been assigned to our

reporting units based on our assessment of how the acquired business will be integrated and how its operations will

be managed. For more information, see Note 8 -“Goodwill and Other Intangible Assets” of the Notes to the

Recent Accounting Pronouncements and Developments

Note 2 - “Accounting Standards Update” of the Notes to Unaudited Consolidated Financial Statements discusses,

if applicable, new accounting pronouncements adopted during 2026 and the expected impact of accounting

pronouncements recently issued but not yet required to be adopted. To the extent the adoption of new accounting

standards materially affects financial condition, results of operations, or liquidity, the impacts are discussed in the

applicable section of this MD&A and the Notes to Unaudited Consolidated Financial Statements.

40 Huntington Bancshares Incorporated