Terms

Series

4.500% Series H Non-Cumulative Perpetual Preferred Stock

Liquidation Preference

$1,000.00

Coupon Rate

4.5%

Rate Type

Fixed

Annual Dividend

$1.12

Payment Frequency

Quarterly

Cumulative

No

Perpetual

Yes

Convertible

No

Callable

Yes

First Call Date

April 15, 2026

First Call Price

$25.00

Capital Stack Ranking

Junior To: All Existing And Future Indebtedness Of Huntington Bancshares Incorporated, All Liabilities And Obligations Of Subsidiaries (Structurally Subordinated); Pari Passu With: Floating Rate Series B Non-Cumulative Perpetual Preferred Stock, 5.875% Series C Non-Cumulative Perpetual Preferred Stock, 6.250% Series D Non-Cumulative Perpetual Preferred Stock, 5.700% Series E Fixed-To-Floating Rate Non-Cumulative Perpetual Preferred Stock, 5.625% Series F Non-Cumulative Perpetual Preferred Stock, 4.450% Series G Non-Cumulative Perpetual Preferred Stock; Senior To: Common Stock, Future Junior Preferred Stock Series

Regulatory (Basel III) Call

Yes

Tax Classification

Qualified Dividend

Qualifies for QDI

Yes

Qualifies for DRD

Yes

Depositary Share Fraction

0.025

Shares Offered

20,000,000

Prospectus Summary

Huntington Bancshares Incorporated, a Maryland-based regional bank holding company, is offering 20,000,000 depositary shares (NASDAQ: HBANP), each representing a 1/40th interest in a share of its 4.500% Series H Non-Cumulative Perpetual Preferred Stock. The underlying preferred shares carry a $1,000 liquidation preference ($25 per depositary share), pay a fixed 4.500% annual dividend ($0.28125 per depositary share per quarter), and are callable at par on any dividend payment date on or after April 15, 2026. Critically, dividends are non-cumulative — if the board does not declare a dividend for any period, that payment is permanently lost and investors have no right to recover it. The Series H Preferred ranks senior to Huntington's common stock and any future junior preferred series, and on a parity with its existing Series B through G preferred series. However, it is subordinate to all of Huntington's debt obligations (approximately $9.2 billion in long-term debt as of September 30, 2020). Because Huntington is a holding company whose cash flows depend on dividends from its bank subsidiary, The Huntington National Bank, the preferred is structurally subordinated to all creditors and depositors of that subsidiary. A regulatory capital call provision allows Huntington to redeem the preferred in whole (but not in part) within 90 days if the stock loses its Additional Tier 1 capital qualification under Federal Reserve rules — a risk relevant if banking capital regulations change materially. At the $25 offering price, the Series H Preferred yields exactly 4.500% annually. Dividends are paid quarterly on January 15, April 15, July 15, and October 15 (commencing July 15, 2021). Dividends are expected to qualify for the preferential 15%/20% qualified dividend income (QDI) rate for individual investors and the dividends-received deduction (DRD) for corporate holders, subject to Huntington having sufficient current or accumulated earnings and profits. The dividend stopper provision prohibits Huntington from paying dividends on common stock or repurchasing junior securities in the quarter following any missed preferred dividend, providing a degree of protection; however, default or deferral on Huntington's junior subordinated notes could independently block preferred dividend payments entirely.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If Huntington fails to pay full dividends on the Series H Preferred for any dividend period, it cannot declare or pay dividends on, or repurchase, its common stock or other junior securities in the immediately following dividend period. Additionally, if Huntington is deferring or in default on its junior subordinated notes, it is prohibited from paying dividends on the Preferred Stock at all.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 69 (Strong)