Huntington Bancshares (HBAN) — Q2 2026 Earnings Preview

Company

Huntington Bancshares Incorporated

Ticker

HBAN US

Upcoming Earnings

Q2 2026 (reporting imminently; earnings call details announced July 8, 2026)

Last Earnings

Q1 2026 — April 23, 2026

Prepared

July 22, 2026

Sector ETF Used

KRE (SPDR S&P Regional Banking ETF)

1. Earnings Preview

Key Takeaway: Setup is constructive — consensus is a manageable bar, the macro tone has improved since April, and Cadence integration execution has been flawless, but the wildcard is whether NIM can surprise to the upside as elevated liquidity is unwound and Cadence deposit costs are optimized post-conversion.

Heading into Q2 2026, HBAN's setup is the most constructive it has been in several quarters. The bar is reasonable: consensus expects operating EPS of ~$0.39 and NII of ~$2.09B, both representing meaningful step-ups from Q1's $0.37 and $1.89B driven by the first full quarter of Cadence.

Management's tone has shifted materially since the April print — at the June 9 Morgan Stanley conference, the CFO explicitly stated the macro environment looks more favorable than it did in April, with pipelines described as strong and customer behavior as rational and predictable, a sharp contrast to the macro caution that drove the Q1 NII guidance revision to the low end of the range. Estimate revisions have been broadly stable since the Q1 print, with NII consensus for Q2 at ~$2.09B (slightly below the $2.10B as-of-April baseline), suggesting the Street has not yet fully priced in the CFO's more constructive June commentary or the potential NIM uplift from unwinding ~$4B of excess Fed cash. The stock has outperformed both KRE (+8.6% vs. +8.0%) and the S&P 500 (+5.5%) since the Q1 print, reflecting improving sentiment around integration execution and the 2027 EPS target, but the multiple remains at a discount to history, leaving room for re-rating if Q2 delivers. The single biggest wildcard is

NIM trajectory: the Cadence systems conversion completed in June, unlocking the opportunity to optimize higher-cost Cadence deposit buckets in Q3 and beyond, and if management signals accelerating NIM expansion toward the 'high 3.20s' exit rate with upside from liquidity normalization, the stock could re-rate meaningfully on the print.

2. KPIs & Consensus Expectations

Key Takeaway: Consensus is a manageable bar — NII of ~$2.09B reflects the first full Cadence quarter but does not yet embed the CFO's more constructive June tone on NIM. Fee income is the bigger swing factor: Q1 delivered a record capital markets quarter and guidance was raised 4pp; any continuation of that momentum could drive a meaningful beat on the revenue line.

Table 1 — Q2 2026 Current Quarter Snapshot (All Key KPIs)

KPI

Q1 2026 Actual

Q2 2025 Actual (Prior Year)

Q2 2026 Consensus Estimate

YoY Change

Guidance (FY 2026)

Consensus vs. Guidance

Operating EPS ($)

$0.367

$0.377

$0.386

+2.4%

FY26 cons. $1.61

In line with FY run-rate

Net Interest Income ($B)

$1.891B

$1.467B

$2.093B

+42.7%

Low end of guided range; FY26 cons. $8.33B

Tracking low end of range

Total Noninterest Income ($M)

$682M

$471M

$734M

+55.9%

31–33% growth (raised 4pp at Q1); FY26 cons. $2.95B

Tracking within raised range

Total Operating Revenue ($B)

$2.579B

$2.017B

$2.843B

+40.9%

FY26 cons. $11.34B

In line

Net Interest Margin (%)

3.24%

3.11%

3.245%

+13 bps

Trend to high 3.20s by year-end; FY26 cons. 3.27%

Flat vs. Q1; upside if liquidity unwound

Net Charge-Offs / Avg Loans (%)

0.26%

0.20%

0.264%

+6 bps

25–35 bps full year

Within guided range

Efficiency Ratio (%)

68.9%

61.8%

60.3%

-150 bps YoY

Q4 exit mid-to-low 54%; FY26 cons. 60.3%

Significant improvement expected H2 as synergies ramp

Provision for Credit Losses ($M)

$158M

$103M

$149M

+44.7%

FY26 cons. $629M

Slight step-down from Q1

Total Loans & Leases ($B)

$188.8B

$134.9B

$190.6B

+41.2%

Midpoint of guided range; FY26 cons. $194.9B

Tracking midpoint (fine-tuned from high end)

Total Deposits ($B)

$223.5B

$163.4B

$222.0B

+35.9%

FY26 cons. $227.6B

Slight sequential decline expected; full-year growth on track

Source: Visible Alpha Consensus and Actuals Data. All YoY comparisons are inflated by the Cadence acquisition (closed Q4 2025); organic growth rates are materially lower.

Table 2 — Beat/Miss History (Last 8 Quarters, Top 2 KPIs)

Top 2 KPIs: Operating EPS and Net Interest Income (NII)

Quarter

KPI

Reported

Consensus

Surprise %

Result

Q1 2026

Operating EPS

$0.367

$0.353

+3.9%

Beat

Q1 2026

NII

$1.891B

$1.906B

-0.8%

Miss

Q4 2025

Operating EPS

$0.366

$0.378

-3.2%

Miss

Q4 2025

NII

$1.592B

$1.589B

+0.2%

Beat

Q3 2025

Operating EPS

$0.396

$0.373

+6.2%

Beat

Q3 2025

NII

$1.506B

$1.490B

+1.1%

Beat

Q2 2025

Operating EPS

$0.377

$0.349

+8.0%

Beat

Q2 2025

NII

$1.467B

$1.461B

+0.4%

Beat

Pattern: HBAN has beaten on Operating EPS in 3 of the last 4 quarters (with the Q4 2025 miss driven by acquisition-related noise), and has consistently beaten or met NII estimates in 3 of 4 quarters; the track record supports a slight upward bias to consensus heading into Q2 2026. Source: Visible Alpha Consensus and Actuals Data.

3. Guidance & Commentary Evolution

Key Takeaway: Guidance has not been formally revised since the Q1 print, but management's tone has shifted meaningfully more constructive at the June conferences — the CFO's comment that the macro environment looks more favorable than in April is the most important post-earnings signal and is not yet reflected in consensus.

Metric

Initial Guidance (Q1 2026 Earnings Call, Apr 23)

Revised Guidance

Current Consensus

Note

NII (FY 2026)

Low end of guided range

$8.33B

No formal revision; CFO at June MS Conf. noted macro more favorable than April, excess liquidity likely to be reduced — potential NIM/NII upside not yet in guidance

NIM (FY 2026)

Trend to high 3.20s (revised down from mid-3.30s at Q4 2025 earnings; 5 bps from Fed cash, 2-3 bps from asset/deposit mix)

3.27% FY avg; 3.245% Q2 est.

Upside risk: CFO flagged elevated liquidity likely to be reduced given macro stabilization — could add NIM uplift in H2

Fee Income Growth (FY 2026)

31–33% YoY (raised 4pp at Q1 earnings from 27–29%)

$2.95B FY

Raised at Q1 earnings; capital markets, payments, wealth all tracking above plan; no further revision but tone remains confident

Expense Growth (FY 2026)

Lower half of 32.5–33.5% range (tightened at Q1 from full range)

FY26 cons. efficiency ratio 60.3%

Tightened at Q1; Veritex synergies fully in run-rate Q2; Cadence full run-rate Q4; Q4 efficiency ratio target mid-to-low 54%

Operating Leverage (FY 2026)

400–450 bps (revised down from initial ~500 bps; reflects NII revision offset by fee/expense actions)

Tracking within range

Broadly profit-neutral revision at Q1; management expressed confidence in delivery

Loan Growth (FY 2026)

Midpoint of guided range (fine-tuned from high end at Q1; reflects macro caution and CRE construction reduction)

$190.6B Q2 est.; $194.9B FY

Pipelines described as strong at June conferences; no further revision but tone more positive

NCO Rate (FY 2026)

25–35 bps (reiterated at Q1)

0.264% Q2 est.

Credit described as stable and well-controlled; reserve levels above peers; no deterioration signals

2027 EPS Target

$1.90–$1.93 EPS; 18–19% ROTCE (reaffirmed at Q1)

FY27 cons. $1.903

CEO at Bernstein Conf. (May 28): 'I feel really good about getting to $1.90–$1.92'; consensus tracking at low end of range

4. Guidance vs. Estimate Revision Tracker

Key Takeaway: Estimates have been broadly stable since the Q1 print, with NII for Q2 2026 drifting slightly lower (-0.4%) and fee income estimates holding firm. The gap between management's constructive June tone and flat consensus revisions represents a potential positive catalyst if Q2 delivers on the NIM/NII upside the CFO signaled.

KPI & Period

Estimate (Apr 28, 2026 — 5 days post Q1 print)

Current Consensus

Estimate Δ (%)

Initial Guidance (Q1 Call)

Current Guidance

Guidance Δ

Consensus vs. Guidance (%)

Operating EPS — Q2 2026

$0.385

$0.386

+0.3%

No specific Q2 guidance provided

No specific Q2 guidance provided

N/A

N/A

Operating EPS — FY 2026

$1.618

$1.611

-0.4%

Implied by 2027 target of $1.90–$1.93

Unchanged; 2027 target reaffirmed

Unchanged

Tracking toward low end of 2027 target

NII — Q2 2026

$2.101B

$2.093B

-0.4%

Low end of guided range

Unchanged; upside if liquidity unwound

Unchanged

Tracking low end; upside risk from NIM normalization

NII — FY 2026

$8.363B

$8.330B

-0.4%

Low end of guided range

Unchanged; CFO June tone more constructive

Unchanged

Slight downward drift; potential upside from liquidity normalization

Total Noninterest Income — Q2 2026

$731M

$734M

+0.4%

31–33% FY growth (raised 4pp at Q1)

Unchanged

Unchanged

Tracking within raised range; capital markets momentum strong

Total Noninterest Income — FY 2026

$2.938B

$2.947B

+0.3%

31–33% FY growth

Unchanged

Unchanged

Slight upward drift; fee momentum intact

NIM — Q2 2026

3.267%

3.245%

-0.7%

Trend to high 3.20s by year-end

Unchanged; upside from liquidity unwind

Unchanged

Consensus slightly below guidance trajectory; upside risk

Source: Visible Alpha Consensus and Actuals Data. Baseline as of April 28, 2026 (5 trading days post Q1 2026 earnings). Estimates have been remarkably stable since the Q1 print, suggesting the Street has not yet incorporated the CFO's more constructive June commentary on macro and NIM trajectory.

5. Stock Performance

Key Takeaway: HBAN has outperformed both KRE (+8.6% vs. +8.0%) and the S&P 500 (+5.5%) since the Q1 2026 earnings print, driven by improving sentiment around integration execution and the constructive June conference commentary — the re-rating has been multiple-driven rather than estimate-driven, as consensus has been broadly flat.

HBAN vs. KRE (Regional Bank ETF) vs. S&P 500 (SPY) — Indexed to 100 at Q1 2026 Earnings Date (April 23, 2026). Vertical dotted lines mark the Bernstein Strategic Decisions Conference (May 28) and Morgan Stanley U.S. Financials Conference (June 9), where management delivered constructive commentary on macro and NIM trajectory. Source: Stock Price Data.

HBAN opened Q2 2026 at $16.83 on April 23 (earnings day) and has rallied to $18.27 as of July 22, a gain of +8.6%. The stock initially drifted lower through mid-May (touching ~$15.35 on May 13) as investors digested the NII guidance revision to the low end of the range, before recovering sharply through June and July. The inflection point coincided with the Morgan Stanley conference (June 9), where the CFO's explicit statement that the macro environment looks more favorable than in April catalyzed a re-rating. KRE also rallied strongly (+8.0%) over the same period, suggesting sector tailwinds from improving rate expectations and strong peer earnings, but HBAN's modest outperformance reflects company-specific confidence in integration execution. The stock's current level of ~$18.27 implies a P/E of approximately 11.3x on FY2026 consensus EPS of $1.61 and 9.6x on FY2027 consensus of $1.90 — a discount to the regional bank peer group that management has explicitly flagged as frustrating, and which could compress further if Q2 delivers on the NIM/fee upside story.

6. Peer Commentaries — Q2 2026 Read-Throughs

Key Takeaway: Peers reporting Q2 2026 results (PNC, MTB, KEY, USB, TFC, RF, FITB, CFG) and mid-quarter conferences (May–June 2026) paint a broadly constructive picture for HBAN: NII is expanding across the group driven by fixed-rate asset repricing and loan growth, fee income is accelerating (especially capital markets), credit quality is benign-to-improving, and deposit costs are stable-to-declining. The read-through is positive for HBAN's Q2 print, with the key debate being whether HBAN's NIM can surprise to the upside given the Cadence conversion and liquidity normalization opportunity.

Sources: Q2 2026 earnings call transcripts (PNC July 15, MTB July 15, KEY July 21, USB July 16, TFC July 17, RF July 17, FITB July 17, CFG July 16); Morgan Stanley U.S. Financials Conference transcripts (TFC, RF, KEY, PNC, USB, FITB, CFG, MTB — June 9–10, 2026); Bernstein Strategic Decisions Conference transcripts (TFC, CFG — May 28–29, 2026).

Theme 1: NII & NIM — Broad-Based Expansion; HBAN Has Incremental Upside Levers

What peers said: NII expansion was a universal theme across Q2 2026 reporters. KEY raised its full-year NII guidance to +9–11% YoY and expects to exit 2026 with NIM at ~3.05%, driven by fixed-rate asset repricing and commercial loan growth. PNC reported NII of $4.1B (+4% linked quarter) and guided Q3 NII up 3–3.5%, with full-year NII expected +15–15.5% (inclusive of First Bank acquisition). USB reported NII up 7.5% YoY and guided full-year NII 'north of 5%.' FITB raised full-year NII guidance to $8.74–$8.80B and guided Q3 NII up 2–2.5%, citing fixed-rate asset repricing and the Comerica acquisition. CFG reported NII up 4.4% linked quarter and guided Q3 NII up 2.5–3.5%. RF reported NII up 2% linked quarter with NIM at 3.66%, guiding full-year NII growth of 2.5–4%. MTB reported NII up 2% linked quarter with NIM stable at 3.70%, guiding full-year NII to the lower half of $7.2–7.35B. TFC was the outlier, cutting full-year NII guidance to +1–1.5% (from +2–3%) due to portfolio optimization and deposit mix headwinds.

HBAN read-through: The peer group's NII expansion is driven by the same tailwinds HBAN has — fixed-rate asset repricing and loan growth — but HBAN has two incremental levers peers do not: (1) the Cadence deposit cost optimization opportunity post-June conversion (management flagged this as a Q3 tailwind at the June MS conference), and (2) the potential to unwind ~$4B of excess Fed cash that has been mechanically suppressing reported NIM by ~5 bps. If HBAN's Q2 NIM comes in at or above the 3.245% consensus and management guides to accelerating NIM expansion in H2, the read-through from peers suggests this is achievable and would be well-received by the market.

Theme 2: Loan Growth — Broad-Based Strength; Commercial Leading

What peers said: Commercial loan growth was strong and broad-based across the peer group in Q2 2026. PNC reported average loans up 4% linked quarter (virtually all CNI), raising full-year average loan growth guidance to ~12.5%. KEY raised full-year average loan guidance to +4–5% (from +2–4%), with commercial loans expected up 8–10% for the year. USB reported average loans up 7.1% YoY and 3.0% linked quarter, with pipelines described as 'very good.' MTB reported average loans up $3B to $141.4B, the strongest quarterly growth since 2012 (ex-acquisitions), with CNI described as having 'the best quarter you could probably ever have.' FITB reported period-end loans up 1% sequentially. CFG reported average loans up 2% and period-end loans up 3% linked quarter. RF reported average loans up ~2% linked quarter, with pipelines up ~15% from a year ago. TFC reported average loans up 0.7% linked quarter, with commercial up 1.3% but consumer declining as the company exits less strategic portfolios.

HBAN read-through: The peer group's strong commercial loan growth is a positive read-through for HBAN, which guided to loan growth at the midpoint of its range (fine-tuned from the high end at Q1). HBAN's 8 new commercial specialty verticals (contributing ~30% of Q1 loan growth), the Carolinas de novo build-out, and the Texas/Southern expansion provide organic growth engines that peers lack. The broad-based commercial strength across the peer group suggests HBAN's pipeline commentary at the June conferences ('pipelines look really good, activity is strong') is consistent with the industry backdrop. Consensus expects Q2 loans of ~$190.6B, a modest sequential increase from Q1's $188.8B — achievable given the peer backdrop.

Theme 3: Deposit Costs — Stable to Declining; Competitive but Manageable

What peers said: Deposit cost trends were mixed but generally constructive. KEY reported deposit costs down 2 bps linked quarter to 1.63%, with cumulative interest-bearing deposit beta at 56%. MTB reported interest-bearing deposit costs down 2 bps to 1.95%, remixing from high-cost money market to lower-cost time deposits. RF reported interest-bearing deposit costs down 3 bps to 1.69%, with a 37% cumulative beta and stable costs expected in H2. FITB reported total deposit costs down 4 bps to 1.54%, with interest-bearing costs down 2 bps. CFG reported interest-bearing deposit costs up 4 bps and total deposit costs up 3 bps as loan demand strengthened, but DDA growth helped mitigate the increase. PNC reported interest-bearing deposit costs down 5 bps to 1.91%, with non-interest bearing deposits growing 4% linked quarter. TFC reported interest-bearing deposit costs up 1 bp to 1.45%, with DDA mix declining from ~27% to ~25% by year-end. USB reported deposit rates 'up a couple basis points.' The common theme: deposit costs are broadly stable to slightly declining, with competitive pressure manageable for banks with strong retail franchises.

HBAN read-through: HBAN's management acknowledged at the Bernstein conference (May 28) that deposit pricing will become 'a bit more challenging' in a higher-for-longer environment, but expressed confidence in competing effectively given its 56 distinct pricing regions and strong primary bank customer acquisition. The peer group's broadly stable deposit costs are a positive read-through — the competitive environment is not deteriorating materially. HBAN's specific opportunity is the Cadence deposit cost optimization post-conversion: management flagged this as a shorter-term opportunity to optimize higher-cost core and wholesale funding buckets in Q3, which could drive deposit cost improvement beyond what the peer group is experiencing.

Theme 4: Fee Income — Capital Markets Strength; Broad-Based Momentum

What peers said: Fee income was a standout positive across the peer group. PNC reported fee income up 10% linked quarter and 20% YoY, with record M&A advisory fees and capital markets up 25%; guided full-year non-interest income up ~9%. USB reported total fee income up 13.2% YoY, with capital markets (ex-Btig) up ~31% YoY; guided full-year fee income growth in the 'low teens.' KEY reported investment banking fees of $169M for Q2, with pipelines at historically elevated levels (up 9% sequentially, M&A pipelines up 7% to a new record); guided Q3 investment banking fees up 20%+ QoQ. MTB reported record fee income for Q2, with trust income up $14M and Bayview distribution of $47M. FITB reported adjusted non-interest income of $1.04B, with capital markets fees at $154M (annualized $600M run rate), wealth up 16% YoY, and commercial payments new line fee revenue up 35% YoY. CFG reported non-interest income up 8% linked quarter and 9% YoY, with capital markets delivering its 'strongest second quarter ever' (fees up 14% QoQ and 46% YoY). RF reported adjusted non-interest income up 7% linked quarter, with wealth management delivering another record quarter. TFC reported non-interest income up 17% YoY, with investment banking and trading up 72%; raised full-year non-interest income guidance to ~10% growth.

HBAN read-through: The peer group's capital markets strength is a strong positive read-through for HBAN, which delivered a record capital markets quarter in Q1 2026 (revenue ex-acquisitions up nearly 60% YoY) and raised fee income guidance by 4pp. HBAN's capital markets business is in early innings in Texas and the South, with management describing it as 'off to a very strong start.' The peer group's record or near-record capital markets quarters in Q2 suggest HBAN's momentum is likely to have continued. Consensus expects Q2 noninterest income of $734M vs. Q1's $682M — a sequential increase that appears achievable given the peer backdrop. Fee income is the KPI most likely to surprise to the upside.

Theme 5: Credit Quality — Benign and Improving; No Systemic Concerns

What peers said: Credit quality was broadly benign to improving across the peer group. PNC reported NCOs of 25 bps (down from prior quarter), with NPLs down 10% and delinquencies declining; no 'big pockets' of concern. KEY reported NCOs of 42 bps, at the low end of its 40–45 bps full-year outlook, with criticized loans stable and several NPLs expected to resolve. MTB reported NCOs of 23 bps (down from 31 bps), the ninth consecutive quarterly decline in commercial criticized loans; raised full-year NCO guidance to 37 bps (from prior range). FITB reported NCOs of 30 bps (down 7 bps), the lowest since Q2 2023; guided H2 NCOs of 30–35 bps. CFG reported NCOs of 37 bps (down from 39 bps), with non-accrual loans down 4% linked quarter. RF reported NCOs of 42 bps (down 12 bps), with credit described as 'largely normalized.' TFC reported NCOs of 50 bps (down 11 bps), with the allowance declining modestly. USB reported NCOs of 53 bps (down 3 bps), with NPAs improving 5 bps. The macro backdrop was described as 'stable' or 'constructive' by all reporters, with no systemic deterioration signals.

HBAN read-through: The peer group's benign credit environment is a positive read-through for HBAN, which has consistently delivered NCOs below the peer median and guided to 25–35 bps for the full year. Q1 NCOs were 26 bps; consensus expects Q2 at 26.4 bps — well within the guided range and consistent with the peer backdrop. HBAN's specific credit watch items (small FHA portfolio delinquencies, Austin multifamily) are idiosyncratic and manageable. The peer group's improving criticized loan trends and stable macro commentary support HBAN's credit outlook. No negative credit surprises are expected from the Q2 print.

Peer Read-Through Summary Table

Theme

Peer Signal

HBAN Implication

Direction

NII / NIM

Universal NII expansion; fixed-rate repricing driving margin; KEY, PNC, FITB all raised NII guidance

Positive; HBAN has incremental upside from Cadence deposit optimization and liquidity unwind

Positive

Loan Growth

Broad-based commercial strength; MTB best quarter since 2012; PNC, KEY raised guidance

Positive; supports HBAN's midpoint guidance; specialty verticals and Texas expansion provide organic upside

Positive

Deposit Costs

Broadly stable to declining; competitive but manageable; most peers saw 2–5 bps improvement

Neutral-to-positive; Cadence deposit optimization is HBAN-specific upside not available to peers

Neutral / Positive

Fee Income

Capital markets record or near-record across group; wealth and payments also strong; TFC up 72% in IB&T

Positive; HBAN's capital markets in early innings in Texas/South; Q2 fee beat likely if peer momentum continued

Positive

Credit Quality

Benign and improving; NCOs declining across group; no systemic concerns; macro described as stable

Positive; HBAN's NCOs already below peer median; no negative surprises expected

Positive

7. Material News & Developments

Key Takeaway: The most important development since Q1 earnings is the CFO's explicit statement at the June 9 Morgan Stanley conference that the macro environment looks more favorable than it did in April — a direct reversal of the macro caution that drove the Q1 NII guidance revision, and a signal that Q2 could deliver upside on NIM and loan growth.

8. Insider Transaction Activity

Key Takeaway: No open-market buys or discretionary sells by executives since the Q1 print — the only notable open-market activity is Director James Rollins III's purchase of preferred stock (not common equity) in late April, and a 10b5-1 planned sale by General Counsel Marcy Hingst in June. The absence of discretionary common stock sales by senior management heading into earnings is a mild positive signal, consistent with management's expressed confidence in the 2027 targets.

Name

Title

Transaction Type

Security / Amount

Date

Note

ROLLINS JAMES D III

Director

Open Market Buy (Preferred)

~11,500 dep. shares, 4.50% Ser H Pref. Stock; ~9,500 dep. shares, 5.50% Ser L Pref. Stock

Apr 27–28, 2026

Open-market purchase of preferred stock (not common equity); income-oriented; not a directional signal on common stock

ROLLINS JAMES D III

Director

Open Market Buy (Preferred)

~11,127 dep. shares, 4.50% Ser H Pref. Stock (via LLC)

Jun 2, 2026

Continued preferred stock accumulation; income-oriented; not a directional signal on common

ROLLINS JAMES D III

Director

Open Market Sale (Common)

~223,522 shares of Common Stock

Jun 12, 2026

Discretionary open-market sale; notable size (~$3.7M at ~$16.50); no 10b5-1 plan flagged; Director, not executive management

Hingst Marcy C

SEVP and General Counsel

10b5-1 Planned Sale

~10,568 shares of Common Stock

Jun 25, 2026

10b5-1 plan sale (overall_10b5 = True); pre-scheduled, not discretionary; routine executive liquidity

Kleinman Scott D

Senior Exec. V.P.

10b5-1 Planned Sale

~19,425 shares of Common Stock

Jun 1, 2026

10b5-1 plan sale (overall_10b5 = True); pre-scheduled, not discretionary; routine executive liquidity

STEINOUR STEPHEN D

President, CEO & Chairman

Option Exercise + Tax Withholding

Exercised 25,313 options (M code); withheld 19,934 shares for taxes (F code)

Apr 29, 2026

Routine option exercise and tax withholding; not a discretionary sale; CEO retains ~1.46M shares post-transaction

Multiple Directors & Officers

Various

Compensation Awards (Code A)

Routine quarterly stock awards to directors and officers (Jul 1, 2026 and May 1, 2026)

May 1 & Jul 1, 2026

Routine compensation; not open-market transactions; no signal value

Summary: The only notable open-market common stock sale is Director Rollins' ~223,522 share sale on June 12 (no 10b5-1 plan flagged), which is worth monitoring but is a director rather than an executive officer. The two executive sales (Hingst and Kleinman) are both 10b5-1 plan sales and carry no discretionary signal. CEO Steinour's April transaction was a routine option exercise with tax withholding, and he retains approximately 1.46 million shares. The absence of discretionary common stock sales by the CEO, CFO, or other senior executives heading into earnings is consistent with management's expressed confidence in the 2027 targets. Source: Insider Transaction Data (SEC Form 4 filings).