SEC Form FWP filed by Huntington Bancshares Incorporated

This free writing prospectus is being filed to update a typographical error

with respect to the redemption of Huntington Bancshares

Incorporated’s Senior Notes (as defined below)

Huntington Bancshares Incorporated

4.623% Fixed-to-Floating Rate Senior Notes due 2032 (the “Senior Notes”)

5.605% Fixed-to-Fixed Rate Subordinated Notes due 2041 (the “Subordinated Notes” and, together with the Senior Notes, the “Notes”)

SUMMARY OF TERMS DATED JANUARY 23, 2026

The underwriters expect to deliver the Notes in book-entry form only through the facilities of The Depository Trust Company for the accounts of its participants, including Clearstream Banking, S.A. and Euroclear Bank S.A./N.V., as operator of the Euroclear System, against payment in New York, New York on or about January 28, 2026, which is the third business day following the date of the pricing of the Notes (such settlement cycle being referred to as “T+3”). Under Rule 15c6-1 promulgated under the Exchange Act, trades in the secondary market generally are required to settle in one Business Day unless the parties to a trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes on any date prior to one Business Day before the settlement date will be required, by virtue of the fact that the Notes initially will settle in T+3, to specify alternative settlement arrangements to prevent a failed settlement. Such purchasers should consult their own advisors.

The Issuer has filed a registration statement (File Number 333-285441) (including a prospectus) and a preliminary prospectus supplement with the Securities and Exchange Commission for the offering to which this communication relates.  Capitalized terms used herein but not defined have the meanings given to them in the preliminary prospectus supplement. Before you invest, you should read the prospectus and the preliminary prospectus supplement related to that registration statement and other documents that the Issuer has filed with the Securities and Exchange Commission for more complete information about the Issuer and this offering.  You may get these documents for free by visiting EDGAR on the website of the Securities and Exchange Commission at www.sec.gov.  Copies of the prospectus, preliminary prospectus supplement and any subsequently filed prospectus supplement relating to the offering may be obtained from Citigroup Global Markets Inc. toll-free at 1-800-831-9146; Goldman Sachs & Co. LLC toll-free at 1-866-471-2526; J.P. Morgan Securities LLC collect at 1-212-834-4533; and Huntington Securities, Inc. toll-free at 1-800-824-5652.

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