10-Q: Huntington Bancshares Q3 2025 Earnings Rise Amidst Strategic M&A

Sentiment:

Quarterly Report


Huntington Bancshares reported a significant increase in net income and earnings per share for Q3 2025, driven by strong net interest income and noninterest income growth, alongside strategic acquisitions.

Capital raiseIssued 107 million shares of common stock and 1 million shares for equity awards as consideration for the Veritex acquisition, valued at approximately $1.7 billion.Will issue 2.475 shares for each outstanding share of Cadence in a 100% stock transaction, valued at approximately $7.4 billion, for the pending Cadence acquisition.Issued $741 million of perpetual preferred stock (Series K) in the third quarter of 2025.Issued $1.0 billion of fixed-to-floating rate senior notes and $500 million of floating interest rate senior notes in the first quarter of 2025.Completed two Credit Linked Note (CLN) transactions in Q1 and Q3 2025, each issuing $415 million of unsecured credit linked notes to third-party investors.Filed an automatic shelf registration statement with the SEC covering an indeterminate amount or number of securities to be offered or sold from time to time to support future liquidity needs.
Better than expectedNet income attributable to Huntington increased by 22% year-over-year for Q3 2025.Diluted EPS increased by 24% year-over-year for Q3 2025.Net interest income grew by 11% year-over-year for Q3 2025, with NIM expanding by 15 basis points.Noninterest income increased by 20% year-over-year for Q3 2025, partly due to a significant gain on asset sale.Credit quality improved, with NCOs decreasing to 0.22% from 0.30% year-over-year.Capital ratios remain strong and above well-capitalized standards.

Summary

  • Net income attributable to Huntington for the third quarter of 2025 was $629 million, an increase of 22% from $517 million in the year-ago quarter.
  • Diluted earnings per common share for the third quarter of 2025 were $0.41, up 24% from $0.33 in the year-ago quarter.
  • Net interest income for Q3 2025 increased by $155 million, or 11%, to $1.506 billion compared to Q3 2024.
  • The FTE Net Interest Margin (NIM) increased by 15 basis points to 3.13% in Q3 2025 from 2.98% in Q3 2024.
  • Noninterest income was $628 million in Q3 2025, a 20% increase from $523 million in Q3 2024, partly due to a $24 million gain on the sale of a portion of the trust and custody business.
  • Total assets at September 30, 2025, were $210.2 billion, a 3% increase from $204.2 billion at December 31, 2024.
  • Total loans and leases increased by $7.9 billion, or 6%, to $138.0 billion at September 30, 2025, from $130.0 billion at December 31, 2024.
  • Total deposits increased by $2.8 billion, or 2%, to $165.2 billion at September 30, 2025, from $162.4 billion at December 31, 2024.
  • The Allowance for Credit Losses (ACL) was $2.6 billion, or 1.86% of total loans and leases, at September 30, 2025, compared to $2.4 billion, or 1.88%, at December 31, 2024.
  • Net Charge-offs (NCOs) were an annualized 0.22% of average loans and leases in Q3 2025, down from 0.30% in Q3 2024.
  • The Consolidated Common Equity Tier 1 (CET1) risk-based capital ratio increased to 10.6% at September 30, 2025, from 10.5% at December 31, 2024.
  • The acquisition of Veritex Holdings, Inc. was completed on October 20, 2025, involving the issuance of 107 million shares of common stock and 1 million shares for equity awards, totaling approximately $1.7 billion in consideration.
  • A definitive merger agreement with Cadence Bank was announced on October 27, 2025, valued at approximately $7.4 billion, with Huntington issuing 2.475 shares for each outstanding share of Cadence.

Sentiment

Score: 8

Explanation: Strong financial results with significant growth in net income, EPS, and noninterest income. Credit quality improved, and capital ratios remain robust. Strategic acquisitions of Veritex and Cadence position the company for substantial future growth. However, increased provision for credit losses, rising noninterest expenses, and ongoing macroeconomic uncertainties, particularly in commercial real estate, warrant attention.

Positives

  • Net income attributable to Huntington increased by 22% to $629 million for Q3 2025 compared to Q3 2024.
  • Diluted earnings per common share rose by 24% to $0.41 for Q3 2025 compared to Q3 2024.
  • Net interest income grew by 11% to $1.506 billion in Q3 2025, driven by a 15 basis point increase in the FTE Net Interest Margin to 3.13%.
  • Noninterest income saw a substantial 20% increase to $628 million in Q3 2025, benefiting from a $24 million gain on the sale of a portion of the trust and custody business.
  • Credit quality improved, with annualized Net Charge-offs decreasing to 0.22% of average loans and leases in Q3 2025 from 0.30% in Q3 2024.
  • Total loans and leases increased by 6% to $138.0 billion, and total deposits grew by 2% to $165.2 billion since December 31, 2024.
  • The tangible common equity to tangible assets ratio improved to 6.8% at September 30, 2025, from 6.1% at December 31, 2024.
  • Capital ratios remain strong, with the CET1 risk-based capital ratio at 10.6%, exceeding well-capitalized standards.
  • Successful completion of the Veritex acquisition and the announced Cadence acquisition demonstrate strategic expansion and growth initiatives.
  • Deposit and other insurance expense decreased by $28 million, or 30%, for the nine-month period ended September 30, 2025, compared to the prior year.

Negatives

  • Provision for credit losses increased by $16 million, or 15%, to $122 million in Q3 2025 compared to Q3 2024, reflecting loan growth and lower reserve coverage.
  • Noninterest expense increased by $116 million, or 10%, in Q3 2025, partly due to $14 million in Veritex acquisition-related expenses and higher personnel and data processing costs.
  • Yields on earning assets decreased, partially offsetting the positive impact of lower cost of funding on the Net Interest Margin.
  • The Commercial Real Estate (CRE) portfolio decreased by $346 million, or 3%, since December 31, 2024, with the office sector remaining an area of uncertainty due to declining demand and property values.
  • Leasing revenue decreased by $13 million, or 22%, for the nine-month period ended September 30, 2025.
  • A net loss of $58 million on the sale of securities was recognized for the nine-month period due to corporate debt securities repositioning.
  • Uninsured deposits remain a significant portion of total deposits, at $49.2 billion or 30% as of September 30, 2025.

Risks

  • Changes in general economic, political, or industry conditions, including persistent inflation, supply chain issues, labor shortages, global economic instability, and geopolitical matters.
  • Deterioration in business and economic conditions, including volatility in financial markets and unexpected outflows of uninsured deposits which may require selling investment securities at a loss.
  • Changing interest rates which could negatively impact the value of the investment securities portfolio and overall profitability.
  • Impacts related to or resulting from bank failures and other volatility, including potential increased regulatory requirements and costs such as FDIC special assessments, long-term debt requirements, and heightened capital requirements.
  • Cybersecurity risks, including the evolving nature of threats and incidents, despite active management and monitoring.
  • Uncertainty in U.S. fiscal and monetary policy, including the interest rate policies of the Federal Reserve.
  • The possibility that the anticipated benefits of the Veritex and Cadence transactions are not realized as expected or at all, or that integration causes problems or is more expensive than anticipated.
  • Delays in completing the Cadence transaction or failure to obtain necessary regulatory approvals, which may result in the imposition of conditions that could adversely affect the combined company.
  • Diversion of management's attention from ongoing business operations and opportunities due to acquisition activities.
  • Credit risk, which is the risk of financial loss if a counterparty is unable to meet agreed-upon terms of financial obligations, particularly in lending activities and investment securities/derivatives.
  • Concerns relating to the current interest rate environment, upcoming maturities, falling property values, and uncertainty about demand for office space within the commercial real estate office portfolio.
  • Operational risk, including the risk of loss due to human error, third-party performance failures, inadequate or failed internal systems and controls, and violations of laws or ethical standards.
  • Liquidity risk, which is the possibility of being unable to meet current and future financial obligations in a timely manner.
  • Credit ratings are subject to change and a downgrade could adversely affect access to capital, increase cost of funds, or trigger additional collateral or funding requirements.
  • Litigation and regulatory matters, where an adverse outcome in one or more cases could be material to results of operations for any particular reporting period.

Future Outlook

Management anticipates a soft landing for the economy and a return to moderate GDP growth as fiscal and monetary policies become more supportive. The Federal Reserve is expected to continue rate cuts, aiming for a federal funds rate of 3% by the end of 2026, although inflation is projected to remain above the 2% target until 2028. GDP growth is forecasted to stay below 2% through the end of 2026. The Cadence merger is expected to close in the first quarter of 2026, and future common share repurchases under the $1.0 billion authorization will be discretionary based on market conditions and loan growth.

Management Comments

  • Our quarterly results reflect the strength of our differentiated operating model with growth investments and continued execution of our core strategies, including leveraging the strength of our balance sheet, highlighted by growth in loans and average deposits, continued expansion of our net interest income, and strong performance in fee revenue.
  • Our credit continues to perform well, driven by our ongoing disciplined approach to managing credit quality consistent with our aggregate moderate-to-low risk appetite.
  • Our approach of combining national expertise with local delivery has enabled us to accelerate organic growth across our core footprint and expand new markets and verticals, while remaining focused on delivering profitable growth and driving value for our shareholders.
  • We believe Huntington is well positioned to outperform through a range of potential economic and interest rate scenarios.
  • Current sources of liquidity are sufficient to meet Huntington's on and off-balance sheet obligations.
  • Loss contingencies arising from pending legal matters are not believed to have a material adverse effect on the consolidated financial position.

Industry Context

The broader market has shown considerable resilience, with equity indices near record highs and corporate credit spreads at historically narrow levels, despite persistent uncertainty. The Federal Reserve initiated a 25 basis point rate reduction in September 2025, the first since December 2024, in response to a weakening labor market where the unemployment rate rose to 4.3%. Inflation, however, remains above the 2% target and is not expected to fall below it until 2028. The manufacturing sector has largely stabilized, while the services sector continues slow and steady expansion. Consumer spending remains robust, but consumer debt and delinquency rates have increased. The banking industry faces potential increased regulatory requirements and costs, such as FDIC special assessments and heightened capital requirements, stemming from recent bank failures. The commercial real estate sector, particularly office space, continues to be an area of uncertainty with declines in demand and property values.

Comparison to Industry Standards

  • Huntington's CET1 risk-based capital ratio of 10.6% at September 30, 2025, exceeds the 'well-capitalized standards established by the Federal Reserve'.
  • The company aims to 'Deliver top quartile performance through sustainable long-term profitable growth', indicating an internal benchmark against industry leaders, though specific comparative metrics are not provided in the filing.
  • The filing references 'Basel III regulatory capital reforms' as a framework for capital management, implying adherence to global banking standards.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Reporting UpdateUpdated the presentation of reported deposit categories during the fourth quarter of 2024 to align more closely with how the business is strategically managed.Q4 2024Aimed at improving internal management and external reporting clarity of deposit composition.
Policy ApprovalThe Risk Governance Framework and Risk Appetite Statement are foundational to the risk management program and are approved by the Board of Directors at least annually.OngoingEnsures alignment of risk-taking with corporate objectives and defines risk limits for key categories.
Policy ApprovalThe concentration management policy, which designates specific loan types, collateral types, and loan structures for tracking and exposure limits, is approved by the Risk Oversight Committee (ROC).OngoingEnsures a high-quality, well-diversified portfolio consistent with a moderate-to-low risk appetite.
Policy ApprovalThe contingency funding plan, outlining processes for addressing liquidity crises and evaluating funding sources, is reviewed and approved by the ROC at least annually.OngoingMitigates liquidity risk by ensuring preparedness for institution-specific or systemic financial market crises.
Share Repurchase AuthorizationThe Board of Directors approved the repurchase of up to $1.0 billion of common shares on April 16, 2025.April 16, 2025Provides flexibility for capital management and returning value to shareholders, subject to regulatory capital regulations and market conditions.
Dividend DeclarationThe Board of Directors declared a quarterly cash dividend on common stock of $0.155 per common share and quarterly Series B, F, G, H, J, and K preferred stock dividends on October 15, 2025.October 15, 2025Demonstrates commitment to shareholder returns and capital management.

Legal Proceedings

  • Huntington is a defendant in, or party to, pending and threatened legal and regulatory actions and proceedings in the ordinary course of business.
  • Management estimates the aggregate range of reasonably possible loss is $0 to $20 million at September 30, 2025, in excess of any accrued liability related to these matters.
  • Management does not believe that loss contingencies arising from pending matters will have a material adverse effect on the consolidated financial position.

Stakeholder Impact

  • Shareholders: Positive impact from increased net income, EPS, and common stock dividends. Potential for future share repurchases. Dilution from Veritex acquisition (107 million common shares issued) and anticipated Cadence acquisition (2.475 shares per Cadence share).
  • Customers: Expanded product offerings and services through acquisitions (Veritex, Cadence). Continued focus on 'People-First, Customer-Centered bank' to deepen relationships.
  • Employees: Integration of Veritex and Cadence employees will lead to organizational changes. Increased personnel costs due to higher incentive compensation and salary expense.
  • Creditors/Debt Holders: Issuance of senior notes and credit-linked notes. Strong capital ratios provide protection. Credit ratings impact availability and cost of financing.
  • Regulatory Authorities: Continued compliance with SEC, OCC, Federal Reserve, FDIC, and CFPB regulations. Subject to potential increased regulatory requirements and costs, particularly in the wake of recent bank failures.

Next Steps

  • Complete the initial accounting for the Veritex business combination in the fourth quarter of 2025.
  • Close the definitive merger agreement with Cadence Bank in the first quarter of 2026, subject to regulatory and shareholder approvals.
  • Continue to monitor and manage credit quality, particularly in the commercial real estate office portfolio, given market uncertainties.
  • The Federal Reserve is expected to continue with future rate cuts until reaching a federal funds rate of 3% by the end of 2026.
  • First disclosure additions for ASU 2023-09 (Income Tax Disclosures) will be included in the 2025 Annual Report on Form 10-K.
  • Potential future common share repurchases under the $1.0 billion authorization will be discretionary and depend on macroeconomic and interest rate environment, and the pace of loan growth.

Key Dates

DateDescription
January 1, 2022Start of the three-year transition period for the impact of CECL deferral on regulatory capital.
July 13, 2025Agreement and Plan of Merger with Veritex Holdings, Inc. dated.
September 9, 2025Board of Directors declared quarterly Series I preferred stock dividend.
September 10, 2025Articles Supplementary of Huntington Bancshares Incorporated, as of this date.
September 11, 2025Series K preferred stock issued.
September 30, 2025End of the quarterly reporting period for this Form 10-Q.
October 15, 2025Board of Directors declared quarterly cash dividend on common stock and quarterly Series B, F, G, H, J, and K preferred stock dividends.
October 17, 2025Closing price of common stock used for Veritex acquisition valuation.
October 20, 2025Completion of the acquisition of Veritex Holdings, Inc.
October 24, 2025Closing price of common stock used for Cadence acquisition valuation.
October 27, 2025Announcement of entry into a definitive merger agreement with Cadence Bank.
October 28, 2025Filing date of the Quarterly Report on Form 10-Q.
November 15, 2025Record date for Series I preferred stock dividend.
December 1, 2025Payment date for Series I preferred stock dividend.
December 18, 2025Record date for common stock dividend.
January 2, 2026Payment date for common stock dividend.
January 15, 2026Payment date for Series B, F, G, H, J, and K preferred stock dividends.
Q1 2026Expected closing of the merger with Cadence Bank.
February 2026 to October 2027Period during which forward-starting swaps are effective.
2028Federal Reserve anticipates inflation to fall below its 2% target.

Recommendation

strong buy

The company demonstrated robust financial performance with significant year-over-year growth in net income, EPS, and key revenue streams. The expansion of Net Interest Margin and improved credit quality, evidenced by lower net charge-offs, are strong indicators of operational efficiency and disciplined risk management. The strategic acquisitions of Veritex and the announced Cadence merger are transformative, significantly expanding the company's asset base, loan portfolio, and deposit base, positioning it for substantial future growth and market share gains. While integration risks and macroeconomic uncertainties exist, the strong capital position, proactive risk management, and clear growth strategy make Huntington Bancshares an attractive investment.

Keywords

Banking, Regional Bank, Financial Services, Commercial Banking, Consumer Banking, Acquisitions, Mergers, Veritex, Cadence, SEC Filing, 10-Q, Financial Results, Net Interest Income, Net Interest Margin, Loans, Deposits, Credit Quality, Capital Ratios, Risk Management, Cybersecurity, Interest Rate Risk, Credit Risk, Shareholder Equity, Dividends, Preferred Stock

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